NEGOTIATED REQUEST FOR PROPOSAL No. 1818 TOWING & …...This Negotiated Request for Proposal (NRFP) is to engage a qualified towing company to provide vehicle towing and storage services

NEGOTIATED REQUEST FOR PROPOSAL No. 1818

TOWING & STORAGE SERVICES

ISSUED: November 16, 2017

CLOSING LOCATION:

Purchasing Department 2020 Labieux Road

Nanaimo, BC V9T 6J9

CLOSING DATE AND TIME:

Proposals must be received at the Purchasing Department prior to: 3:00 PM (15:00 hrs) Pacific Time on December 14, 2017

CITY CONTACT:

Purchasing Manager Email: [email protected]

Telephone: 250-756-5317

Deadline for questions is five (5) business days before the established close date.

Proposals will not be opened publicly

mailto:[email protected]

NRFP No. 1818

The City of Nanaimo Page 2 of 53

Table of Contents

Purpose ........................................................................................................................................ 6

Definitions ................................................................................................................................... 6

2 INSTRUCTIONS AND COMPETITION CONDITIONS ............................................................................. 9

Proposal Closing Date and Delivery Instructions ......................................................................... 9

Schedule of NRFP ......................................................................................................................... 9

Signature ...................................................................................................................................... 9

Contact Information .................................................................................................................. 10

Communications and Enquiries ................................................................................................. 10

Deadline Extension .................................................................................................................... 10

Addenda .................................................................................................................................... 10

Examination of Agreement Documents .................................................................................... 11

Amendment to Proposals .......................................................................................................... 11

Error in Proposal ........................................................................................................................ 11

Withdrawal of Proposals ........................................................................................................... 11

No Claim for Compensation ...................................................................................................... 11

Liability for Errors ...................................................................................................................... 11

No Contract ............................................................................................................................... 12

Conflict of Interest ..................................................................................................................... 12

Proponent Communication ....................................................................................................... 12

Illegal or Unethical Conduct ...................................................................................................... 12

Consent to Use of Information .................................................................................................. 12

Canadian Free Trade Agreement ............................................................................................... 12

Solicitation of Council Members and City Staff ......................................................................... 12

Ownership of Proposals ............................................................................................................. 13

Freedom of Information and Privacy Protection Act (FOIPPA) ................................................. 13

Opening of Proposals................................................................................................................. 13

3 PROPOSAL SUBMISSION AND EVALUATION.................................................................................... 14

Working Language ..................................................................................................................... 14

Proposal Eligibility ..................................................................................................................... 14

Evaluation Criteria ..................................................................................................................... 14

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3.3.1 Company Profile and Manpower Experience and Qualifications .............................................. 14

3.3.2 Equipment ................................................................................................................................. 15

3.3.3 Site(s) and Secure Facility .......................................................................................................... 15

3.3.4 Capability ................................................................................................................................... 15

3.3.5 Administrative Support and Reporting ...................................................................................... 16

3.3.6 Compensation (Revenue) Structure .......................................................................................... 16

3.3.7 Proposed Agreement ................................................................................................................. 16

Evaluation of Proposals ............................................................................................................. 16

Acceptance and Rejection of Proposals .................................................................................... 17

Clarification ................................................................................................................................ 17

Litigation Clause ........................................................................................................................ 17

Negotiation and Selection ......................................................................................................... 18

Debrief ....................................................................................................................................... 18

4 GENERAL TERMS AND CONDITIONS ................................................................................................ 19

Right of the City to Cancel the NRFP Process ............................................................................ 19

Intention of Award .................................................................................................................... 19

Intended Term of Agreement .................................................................................................... 19

Towing Fees ............................................................................................................................... 19

Revenue Sharing ........................................................................................................................ 19

Revenue Adjustment ................................................................................................................. 19

Annual Performance Review, Inspections and Audits ............................................................... 19

Reporting and Records .............................................................................................................. 20

Keeping of Records .................................................................................................................... 20

Electronic Records ..................................................................................................................... 21

Inspection of Records ................................................................................................................ 21

Custody of Records .................................................................................................................... 21

Payment to the City ................................................................................................................... 21

Gifts and Donations ................................................................................................................... 21

Sub-Contracting ......................................................................................................................... 21

Insurance ................................................................................................................................... 22

Garage Automobile Policy ......................................................................................................... 22

Crime Insurance ......................................................................................................................... 23

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Proof of Insurance ..................................................................................................................... 23

Business Licence ........................................................................................................................ 23

Workers Compensation - Safety ................................................................................................ 23

Fuel Consumption ...................................................................................................................... 23

Damage and Defects .................................................................................................................. 23

Successful Proponent Performance and Evaluation ................................................................. 24

Termination of Agreement ........................................................................................................ 24

Cancellation ............................................................................................................................... 24

Amendment of Agreement Documents .................................................................................... 24

Compliance with Laws ............................................................................................................... 25

Licenses and Permits ................................................................................................................. 25

Governing Law ........................................................................................................................... 25

Force Majeure ........................................................................................................................... 25

4.31.1 Definitions relating to force majeure ........................................................................................ 25

4.31.2 Duties of Affected Party ............................................................................................................ 25

Dispute Resolution .................................................................................................................... 25

Time is of the Essence ............................................................................................................... 26

5 SERVICE REQUIREMENTS ................................................................................................................. 27

Introduction ............................................................................................................................... 27

Revenue ..................................................................................................................................... 27

Scope of Work ........................................................................................................................... 27

General Towing Services – City .................................................................................................. 27

General Towing Services - RCMP ............................................................................................... 27

Storage ....................................................................................................................................... 28

General Site Clean-up ................................................................................................................ 28

Vehicles/Equipment Found in Violation .................................................................................... 28

Implementation and Operations Plan ....................................................................................... 29

Complaints and Inquiries - Communications Plan ..................................................................... 29

Meetings .................................................................................................................................... 29

Responsiveness to the City ........................................................................................................ 29

Contact with the Public ............................................................................................................. 30

RCMP Storage Requirements and Procedures .......................................................................... 30

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Compensation ............................................................................................................................ 31

Towing Yard Facility Location .................................................................................................... 31

Security / Bonding ..................................................................................................................... 31

5.17.1 Primary Commercial Blanket Bond ............................................................................................ 31

5.17.2 Performance Surety ................................................................................................................... 32

Police Record Checks ................................................................................................................. 32

Transportation of Dangerous Goods ......................................................................................... 32

Equipment and Operator Regulations ....................................................................................... 33

Appendix A – Submission Form .............................................................................................................. 34

Appendix B – Submission Form – Proposed Revenue ............................................................................ 35

ATTACHMENT A – Sample Form of Revenue Sharing Agreement .............................................................. 36

ATTACHMENT B – Specifications for Vehicles Found in Violation .............................................................. 50

ATTACHMENT C – Fuel Consumption Reporting Form ............................................................................... 52

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Purpose

This Negotiated Request for Proposal (NRFP) is to engage a qualified towing company to provide vehicle towing and storage services (including heated, secure vehicle examination bay) as required by the RCMP Nanaimo Detachment and the City and to enter into a revenue sharing agreement with the City for such services. The City anticipates the annual revenue generated from the award of this agreement to be no less than $25,000.00 annually to be paid in equal monthly instalments. For more detailed information regarding the project scope, refer to Schedule A ‘Terms of Reference’.

Definitions

In this NRFP, the following terms have the meanings as set out below: “Addendum / Addenda” means a change, or addition, or correction significant enough to be formally made to this NRFP. Addendums are posted on the City’s and BC Bid’s websites. “Business Day” means any day from Monday to Friday inclusive, excluding statutory or civic holidays observed in British Columbia. "By-law Enforcement Officer" means a member of the City By-law Enforcement section, appointed as such by the City, whose duties, in addition to those described elsewhere in this Agreement, extend to include inspection of the Nanaimo Towing Yard and its facilities to ensure that the Towing Yard is maintained and operated in accordance with the terms and conditions of this Agreement. “City” means the City of Nanaimo located in the Province of British Columbia. "City Employee" means a person who is employed by the City. "City Owned Vehicle" means a vehicle or equipment owned or operated by the City and operated by an officer or employee of one of the various departments of the City, or associated boards and includes a Police Vehicle, Fire Rescue Services Vehicle and any other unit or equipment owned or operated by the City. “City Representative” sometimes referred to as Procurement Contact means the individual identified in the Instructions to Proponents - Contact Information responsible for managing the NRFP process through whom all correspondence will flow, including receiving all commercial and technical questions and issuing addenda to this NRFP. “Closing Date and Time” means the date and time deadline for the submission of Proposals as set out herein or as amended by the City by issued Addenda. “Agreement” also referred to as “Agreement” means a legal document and any attachments that bind the City and all other parties subject to the provisions of the document(s). “Equipment” means any equipment owned or operated by the City or privately owned that is required to be towed, but that does not fall within a definition under the Motor Vehicle Act. “Evaluation Team” means the team appointed by the City to evaluate the Proposals in accordance with this NRFP. “Forensic Identification Services” (FIS) means the application of forensic science, or "forensics", and technology to identify specific objects from the trace evidence they leave. "Impounded Vehicle" in this Revenue Sharing Agreement, means a vehicle impounded under a City Street and Traffic By-law, or Sections under the Motor Vehicle Act.

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"Insurance Corporation of British Columbia Rates" means the rates effective in the geographic limits of the City established from time to time by the Insurance Corporation of British Columbia for the towing and storage of vehicles. “Successful Proponent(s)” means the Successful Proponent(s) to this NRFP who enters into an Agreement with the City for the goods and services requested in this NRFP. "Manager of Inspection Services” means the individual appointed to this position by the Council of the City of Nanaimo, or a duly authorized designate. “Mandatory Requirements” means those requirements described herein, which shall be fully satisfied in order for any Proposal to be considered by the City as a qualified Proposal. Mandatory Requirements are those requirements in this NRFP described with a “must”, “shall” or “mandatory” means a requirement that must be met in order for a Proposal to receive consideration. Failure to provide mandatory information may result in a Proposal being rejected; “should” or “desirable” means a requirement having a significant degree of importance to the objectives of this NRFP. “May” used in this document denotes permissive. "Nanaimo Towing Yard" means the locked, fenced compound provided by the Successful Proponent or, at its sole expense, which compound shall be of sufficient size to handle the storage services. Including the required inside storage facilities, and situated at Nanaimo British Columbia. “Negotiated Request for Proposal” (NRFP) means the document issued by the City used to solicit submissions to provide goods, services or construction for the City. "Officer in Charge" means the officer in charge of the Police or a duly authorized representative. “Police” means Nanaimo RCMP and includes any Police Officer. "Police Officer" means a member of the Nanaimo RCMP. "Police Vehicle" means a vehicle owned and or operated by the Nanaimo RCMP and operated by a Police employee. “Proponent” means an individual, firm or a company that submits, or intends to submit, a proposal in response to this NRFP. “Proposal” sometimes referred to as Submission - means the Proponent's response to the NRFP and includes all the Proponent's attachments and presentation materials. “Royal Canadian Mounted Police (RCMP)” means the Police Department that services the City of Nanaimo. "Scrap Vehicle" means an Abandoned Vehicle appraised at a value of $1,000 or less. “Services" means all includes all Towing and Storage Services set out in Schedule A ‘Terms of Reference’ and all other services as may have been outlined in the NRFP as first issued to secure the Services. “Shall” and “Will” used in this document denotes imperative. “Sub-Contractors” means a legal entity approved by the City that may undertake the execution of a part of the Services pursuant to an Agreement with the Proponent, and may include both brokers and Sub-Contractors. “Submission or Proposal” means the information submitted by a Proponent in response to this NRFP. “Successful Proponent” means a Proponent or Proponents who the City may award the agreement to as a result of the NRFP document(s). Also referred to as the Contactor. “Site” means the place or places where the Services are to be performed. "Towing Services” means the provision by the Successful Proponent of all that is necessary to carry out and complete full Towing Services including, but not limited to, provision on a twenty-four (24) hour seven (7) days per week and three hundred and sixty-five (365) days per year basis of suitable equipment to tow vehicles, to locations as directed by the City and/or RCMP, together with all other associated services.

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"Towing Vehicle" means a properly equipped vehicle operated by a fully licensed and insured operator. “Storage Facilities” means the provision, operation and administration of an adequately outfitted and secure equipment storage yard, inside storage facilities , vehicle examination garage, and other secure facilities for use by RCMP and the City and approved by the RCMP NCO i/c Nanaimo Forensic Identification Service. "Vehicle" means a motor vehicle as defined under the Motor Vehicle Act and includes an Abandoned Vehicle, a commercial vehicle, trailer and commercial trailer. "Vehicle in Violation or Abandon Vehicle" means a vehicle that may be towed under the Transportation Act (formerly the Highway Scenic Improvement Act), or Sections under the Motor Vehicle Act.

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2 INSTRUCTIONS AND COMPETITION CONDITIONS

Proposal Closing Date and Delivery Instructions

It is the sole responsibility of the Proponent to submit their Proposal to the Purchasing Department prior to the established Closing Date & Time.

Proposals may be delivered by one (1) of the following two (2) methods:

i. By hand/courier delivery: Proponents should submit one (1) original hard copy and one (1) electronic version in MS Word/PDF format submitted on an external flash drive. The Proposal should be enclosed and sealed in an envelope/package clearly marked: “RFP #1818 Towing and Storage Services” and delivered and addressed to the Purchasing Department, City of Nanaimo, 2020 Labieux Road, Nanaimo, BC V9T 6J9.

ii. By Email: At the only acceptable electronic address: [email protected]. The subject line should read; “RFP #1818 Towing and Storage Services”

Please note: The maximum file size for emails is 8MB, or less.

Late Proposals or Proposals received by facsimile will not be considered. In addition, Proposals delivered to an incorrect location will not be considered.

It is the Proponent’s sole responsibility to ensure their Proposal is received when, where and how it is specified in this RFP document. The City is not responsible for lost, misplaced or incorrectly delivered Proposals.

The time clock in the Purchasing Department Office is the official timepiece for the receipt of all Proposals delivered by hand/courier.

Electronically submitted Proposals will be deemed to be successfully received when the time as posted on the email is at or before the Closing Date and Time. The City of Nanaimo will not be liable for any delay for any reason including technological delays, spam filters, firewalls, job queue, file size limitations, and alike.

Proposals received by facsimile WILL NOT be accepted.

Schedule of NRFP

Task Date Issue Date of RFP November 16, 2017 Question Deadline December 7, 2017 Answer Posting Date December 11, 2017 Closing Date December 14, 2017 @ 3:00 p.m.

Note: Although every attempt will be made to meet all dates, the City reserves the right to modify any or all dates at its sole discretion at any time.

Signature

The Proposal should be signed by a person authorized to sign on behalf of the Proponent and include the following:

(a) If the Proponent is a corporation then the full name of the corporation should be included, together


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with the names of authorized signatories. The Proposal should be executed by all of the authorized signatories or by one or more of them provided that a copy of the corporate resolution authorizing those persons to execute the Proposal on behalf of the corporation is submitted;

(b) If the Proponent is a partnership or joint venture then the name of the partnership or joint venture and the name of each partner or joint venture should be included. Each partner or joint venture should sign personally or, if one or more person(s) have signing authority for the partnership or joint venture, the partnership or joint venture should provide evidence to the satisfaction of the City that the person(s) signing have signing authority for the partnership or joint venture. If a partner or joint venture is a corporation then such corporation should sign as indicated in subsection (a) above; or

(c) If the Proponent is an individual, including a sole proprietorship, the name of the individual should be included

Contact Information

The Contact person for this opportunity is as follows: Purchasing Manager Email: [email protected] Telephone: 250-756-5319

Communications and Enquiries

All enquiries regarding this NRFP are to be directed in writing and / or by email to the City’s designate as listed herein. Information obtained from any other source is not official and should not be relied upon. Enquires and responses will be recorded and may be distributed to all Proponents at the City of Nanaimo’s option. All enquiries regarding this NRFP must be received no less than five (5) business days before the prior to the established close date. Questions received after this date will be responded to at the City’s discretion and responses cannot be guaranteed.

Deadline Extension

Any request for an extension to the closing date will only be considered if received by the Purchasing Department no less than five (5) business days before the established closing date.

Addenda

The City reserves the right to respond to questions, make clarifications and changes, in its sole discretion, to this NRFP at any time prior to the Closing Time through the issuance of addenda. If the City determines that an Addendum is necessary, the City will post an Addendum on the City’s and on BC Bid’s websites. All addenda issued by the City form part of this NRFP. Proponents are cautioned to ensure they have received and reviewed all addenda (if any) prior to submitting a Proposal. Should the City issue any addenda to the NRFP, the changes will be posted on the City of Nanaimo site www.nanaimo.ca/bid_opportunities/bid_opptunities.aspx and on BC Bid www.bcbid.gov.bc.ca. No other notices will be issued.


http://www.nanaimo.ca/bid_opportunities/bid_opptunities.aspx

http://www.bcbid.gov.bc.ca/

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It is the responsibility of Proponents to ensure that it has retrieved all Addenda/Addendum issued prior to the Closing Date and Time.

Examination of Agreement Documents

Proponents will be deemed to have carefully examined the NRFP, including all attachments, Schedules, and the Agreement prior to preparing and submitting a Proposal with respect to all facts, which may influence the Proposal.

Amendment to Proposals

Proposals may be amended in writing and delivered to the Closing Location on or before the Closing Time. The authorized signatory of the Proponent should sign such amendments and either hand delivered or emailed to the Purchasing Department.

Error in Proposal

No Proposal shall be altered, amended, or withdrawn after the closing date and time of the NRFP. Negligence on the part of the Proponent in preparing the Proposal confers no right for withdrawal of the Proposal after it has been opened. While the City has made considerable efforts to ensure an accurate representation of information in each respective NRFP, the information contained in the NRFP is supplied solely as a guideline for the Proponent and is not necessarily comprehensive or exhaustive. Nothing in a City NRFP is intended to relieve the Proponent from forming their own opinions and conclusions in respect of the matters addressed in the NRFP.

Withdrawal of Proposals

The Proponent may withdraw their Proposal at any time prior to the Proposal Closing Time by submitting a duly signed written withdrawal letter to the City’s Purchasing Department and the Proposal will be returned.

No Claim for Compensation

Proponents are solely responsible for their own expenses in preparing and submitting Proposals, and for any meetings, negotiations, or discussions with the City or its representatives and Consultants, relating to or arising from this NRFP. The City and its representatives, agents, Consultants and advisors will not be liable to any Proponent for any claims, whether for costs, expense, losses or damages, or loss of anticipated profits, or for any other matter whatsoever, incurred by the Proponent as a result in preparing and submitting a Proposal, or participating in negotiations for a Agreement, or other activity related to or arising out of this NRFP. Proponents agree that by participating in the NRFP process, and or submitting a Proposal, they have no claim for compensation.

Liability for Errors

While the City has taken considerable effort to ensure an accurate representation of information in this NRFP, the information contained is supplied solely as a guideline for Proponents. The information is not guaranteed or warranted accurate by the City, nor is it necessarily comprehensive or exhaustive. Nothing

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in this NRFP is intended to relieve the Proponent from forming their opinions and or conclusions with respect to the Services as described in this NRFP.

No Contract

By submitting a Proposal and participating in the process as outlined in this NRFP, Proponents expressly agree that no contract of any kind, forms under, or arises from this NRFP, exists prior to the signing of a formal written Agreement.

Conflict of Interest

By submitting a Proposal, the Proponent warrants that neither it nor any of its officers or directors; or any employee with authority to bind the Proponent, has any financial or personal relationship; or affiliation with any elected official; or employee of the City or their immediate families which might in anyway be seen by the City to create a conflict.

Proponent Communication

A Proponent may not at any time directly or indirectly communicate with the media in relation to this RFP or any agreement entered into pursuant to this RFP without first obtaining the written permission of the Procurement Contact.

Illegal or Unethical Conduct

Proponents shall not engage in any illegal business practices, including activities such as bid-rigging, price-fixing, bribery, fraud or collusion. Proponents shall not engage in any unethical conduct, including lobbying or other inappropriate communications, offering gifts to directors, employees, officers, or representatives of The City, deceitfulness, submitting proposals containing misrepresentations or other misleading or inaccurate information, or any other conduct that compromises, or may be seen to compromise, the competitive process provided for in this RFP.

Consent to Use of Information

By responding to this NRFP, the Proponent consents, and has obtained the written consent from any individuals identified in the Proposal for The City to use the personal information provided in the Proposal to evaluate the Proposal. The Successful Proponent shall provide proof of the consent of individuals as described in this paragraph to The City upon request.

Canadian Free Trade Agreement

Proponents should note that procurements falling within the scope of Chapter 5 of the Canadian Free Trade Agreement and the New West Partnership Trade Agreement (“NWPTA”) may be subject to those agreements but that the rights and obligations of the parties shall be governed by the specific terms of this RFP. For further reference, please see the Internal Trade Secretariat website at www.ait-aci.ca.

Solicitation of Council Members and City Staff

Proponents and their agents will not contact any member of the City Council, City Staff or City consultants with respect to this NRFP, other than the City Representative named in this document or as authorized by Purchasing.

http://www.ait-aci.ca/

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Ownership of Proposals

All Proposals, including attachments and any documentation, submitted to and accepted by the City in response to this NRFP become the property of the City.

Freedom of Information and Privacy Protection Act (FOIPPA)

The contents of the Proposal are subject to the Freedom of Information and Privacy Protection Act (FOIPPA). The Proponent is encouraged to note within their Proposal whether it considers any part of the Proposal as proprietary or trade secret. The City attempts to keep, to the best of its ability, proprietary or trade secret material confidential, only to the extent permitted by law. Notwithstanding the foregoing, the City has the sole discretion in determining whether any part(s) of Proponent Proposals contain information that is exempt from FOIPPA legislation.

Opening of Proposals

Proposals will NOT be opened publically.

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3 PROPOSAL SUBMISSION AND EVALUATION

To assist in receiving similar and relevant information, and to ensure your Proposal receives fair evaluation, the City asks Proponents to provide the following information.

Working Language

The working language of the City is English and all Proposals must be submitted in English.

Proposal Eligibility

In order for Proposals to be eligible, they must: a) Be received on or before the established closing date and time at the location specified b) Include a copy of the Appendix A - Submission Form signed by an individual authorized to do so

on behalf of the Proponent. c) Include a copy of the Appendix B - Submission Form signed by an individual authorized to do so

on behalf of the Proponent. PROPOSALS NOT IN COMPLIANCE WITH THE MANDATORY REQUIREMENTS WILL BE REJECTED.

Evaluation Criteria

The following criteria identify the key components on which Proposals to this NRFP will be evaluated.

Item Evaluation Criteria Weight 1. Company Profile and Manpower Experience and Qualifications 20 2. Equipment 20 3. Site(s) and Secure Facility 20 4. Capability 20 5. Administrative Support and Reporting 10 6. Compensation (Revenue) Structure 10

TOTAL 100

Proposals submitted should be in enough detail to allow the City to determine the Proponent’s qualifications and capabilities from the documents received. Every effort should be made to include complete details of the proposed work.

3.3.1 Company Profile and Manpower Experience and Qualifications a. Provide an executive summary describing the relevant towing experience and qualifications in

delivering services similar to those required by this NRFP. b. Confirm Impound Lot Operator status as certified by the Superintendent of Motor Vehicles. c. Provide up to three (3) current references complete with Company name, contact, phone

number and email address that the City can contact. Preferred references are ones other than the City.

d. Provide complete details regarding your firm including, but not limited to: i. Type of company (limited partnership, limited company or proprietorship) and the name of

the Principal Owner(s) of the Company whether actively involved in the operations of the company or not.

ii. Company background and history detailing experience, years in business, location and primary service areas.

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iii. Overall number of employees and their titles and roles. iv. Indicate how long each employee has been with the company. v. Number of drivers normally employed, and include the classes of vehicle, they are able to

operate. vi. Any other information you feel is relevant and should be included so the City better

understands your business. e. Provide a statement as to the stability and structure of the company. f. Provide information on the background and experience of all key personnel proposed to undertake

the Services including any Sub-Contractors.

3.3.2 Equipment

Provide a complete description of vehicles available to support the City, and the need to be able to tow, and store all Category I, Category II, and Category III vehicles, as defined in ICBC’s “Towing and Storage Rate Payment Schedule”, latest edition on a 24/7/365 basis. Include the equipment age, quantity, capacity and ownership. If the equipment is not currently in possession of all of the vehicles necessary to be a full service provider, provide copies of assurances that the required vehicles have been or will be secured.

3.3.3 Site(s) and Secure Facility

a. Provide complete details of the proposed storage facility including but not limited to size, location, ownership, vehicle capacity, security measures and days and hours of operation. The City believes a storage compound with the capacity to accommodate 40 – 70 vehicles at any one time might be necessary to support an account of this size. If site is owned by the Company provide proof of ownership with your response, if not provide a copy of any lease contracts or other assurances that the site shall remain available to the Company throughout the term of this Agreement.

b. Provide details on the building to be used for RCMP investigative tows confirming, but not limited to, its location, ownership, age, must be heated and lighted, vehicle capacity, available power, the building’s security and who monitors and any other relevant information about the building. If the Company owns the site, provide proof of ownership with your response. If the Company does not own site, provide a copy of any lease contracts or other assurances that the site shall remain available to the Company throughout the term of this Agreement. Such facility must be acceptable to the RCMP NCO i/c Nanaimo Forensic Identification Services.

c. Describe the site buildings, security, accessibility, landscape and fencing/screening features at the locations.

3.3.4 Capability

a. Describe how your firm operates on a 24/7/365 basis. b. Describe how your firm can be onsite within 20 minutes of the initial call to the dispatcher. c. Provide details on how many staff and or Sub-Contractors are currently trained for BC traffic

control certified. d. Confirm in writing that your firm is willing to provide no charge towing and storage services for

all City Departments and the RCMP for the first three (3) years of the Agreement and option years, if exercised.

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3.3.5 Administrative Support and Reporting

a. Describe in detail the infrastructure your company has in place to support and operate your business in a professional manner.

b. Describe your process for keeping accurate records. Detail if your system is manual or computerized. If computerized state any software and standard reports you can produce that would benefit the City, such as weekly vehicle possession and release reports required by the RCMP.

c. Describe your approach to disposing vehicles. d. Describe your company’s safety program. e. Describe your vehicle maintenance program. f. From an administrative perspective, provide any other information you deem appropriate to

support why the City should select your firm. g. Provide samples of your reports.

3.3.6 Compensation (Revenue) Structure

a. Detail the proposed revenue (monies your firm is willing to pay the City) b. Provide details of any other compensation related items your firm is prepared to offer the City.

3.3.7 Proposed Agreement

A sample Form of Agreement is included in this NRFP, which will form the basis of any negotiation. Proponents should clearly indicate in their Proposal any specific provisions contained in this NRFP with which it is unwilling or unable to comply from the attached Proposed Revenue Sharing Agreement.

Evaluation of Proposals

Proposals will be evaluated on a category basis as follows:

Stage 1 – Proposal Eligibility

The City will examine all Proposals that meet the eligibility requirements as set out in Section 3.2 – Proposal Eligibility.

Stage 2 – Weighted Evaluation

The City will evaluate the eligible Proposals based on the Evaluation Criteria in Section 3.3 using a weighted evaluation scoring method. Proposals will be evaluated using a scoring scale of 1-5 with the resulting score then multiplied by the pre-determined weighted evaluation value for each particular criterion. The weighted score for each item will be added together to arrive at an aggregate (total) score for the evaluation and ranking for all Proposals. The City will assign scores at the sole discretion of the City. Revenue will evaluated using the following equation to allocate points. The highest proposed revenue will receive the full value of the allocated points. Each additional Proponent will receive a percentage of the total possible points by dividing the proposed revenue into the highest price. i.e. highest proposed price is $20.00 from Proponent A and the allocated points for pricing is 30 points. Proponent A receives 30 points. Proponent B submits a proposed price of $10.00. Proponent B receives 15 points ($10.00/$20.00*30=15)

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Stage 3 – Proposal Clarification

The City may at their sole discretion, invite one or more Proponents for an interview, presentation or request further clarification to address any questions or clarifications relating to Proposals. Proponents will be responsible for any costs associated with the preparation for, and attendance at, the interview, to take place at a specified location in the City. An interview can be by a format selected by the City (i.e. in-person, phone, conference call, or other.) The City may conduct credit and reference checks as part of the evaluation process, and may request additional financial information from any Proponent, at the City’s sole discretion.

Stage 4 – Re-evaluation and Adjusted Scores

The City may, if necessary, re-evaluate and assign adjusted scores to the previously determined scores of the Proponents invited for an interview based on the new or updated information received.

Acceptance and Rejection of Proposals

This NRFP does not commit the City, in any way to select the preferred Proponent, to proceed to negotiations for an Agreement, or to award any Agreement. The City reserves the right to:

a) Accept the Proposal which is deemed most favourable to the interest of the City; b) Accept any Proposal in whole or in part; c) Reject any Proposal at any time prior to execution of an Agreement; d) Assess the ability of the Proponent to perform the Agreement and may reject any Proposal where,

in the City’s sole estimation, the personnel and/or resources of the Proponent are insufficient; e) Amend or revise the NRFP by Addenda up to the specified closing date and time; and f) Reduce the Scope of Services required within the NRFP and negotiate the price to reflect such

change after award of an Agreement. The City may accept or waive a minor and inconsequential irregularity, or where applicable to do so, the City may request, as a condition of acceptance of the Proposal, a Proponent to correct a minor or inconsequential irregularity with no change in the Proposal. The determination of what is or is not a minor or inconsequential irregularity, the determination of whether to accept, waive, or require correction of an irregularity and the final determination of the validity, will be the sole discretion of the City of Nanaimo.

Clarification

The City reserves the right to seek clarification from any Proponent to assist in the evaluation of its Proposal.

Litigation Clause

The City may reject a Proposal submitted by a Proponent, if the Proponent, or any officer or director of the Proponent is or has been engaged either directly or indirectly through another corporation in legal action against the City, its elected or appointed officers and employees in relation to:

i. Any other contract for works or services; or

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ii. Any matter arising from the City’s exercise of its powers, duties; or functions under the Local Government Act, Community Charter or another enactment, within the past five (5) years of the Closing Date of this NRFP.

In determining whether to reject a Proposal under this clause, the City will consider whether the litigation is likely to affect the Proponents ability to work with the City, its Consultants and representatives. In addition, whether the City’s experience with the Proponent indicates that the City is likely to incur increased staff and legal costs in the administration of an Agreement if awarded to a Proponent(s).

Negotiation and Selection

By submitting a Proposal, a Proponent accepts that an Agreement may be negotiated upon notification by The City with the Proponent whose Proposal is evaluated as the best value. The City reserves the right to negotiate with any Proponent, or more than one Proponent. If the parties after having negotiated in good faith are unable to come to a formal agreement, the City and the Proponent will be released without further obligations; other than any surviving obligations regarding confidentiality. The City may, at its sole discretion, contact the Proponent of the next best rated Proposal and attempt to conclude an agreement with it, and so on until an agreement is reached. The City may at its discretion:

1) negotiate with a Proponent to award an Agreement for all or a portion of the Work; 2) cancel this NRFP and issue a new NRFP with a new scope of work, or; 3) cancel this NRFP and reissue with the same scope of work, or; 4) cancel this NRFP in its entirety.

Negotiations may include, but not be limited to, revenue, fee or price adjustments, minor changes to the scope of work, requirements, Agreement details, and payment details. It is not the intent of the City to allow for new or significantly altered Proposals in any of the negotiations.

Debrief

The City will offer a debriefing to unsuccessful Proponents, on request, at a mutually agreeable time. Proponents may request debriefing within thirty (30) calendar days of the award being posted. The intent of the debriefing information session is to aid the Proponent in presenting a stronger Proposal in subsequent procurement opportunities.

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4 GENERAL TERMS AND CONDITIONS

Right of the City to Cancel the NRFP Process

The City is not bound to select a preferred Proponent or accept any Proposal and reserves the right in its sole discretion to postpone or cancel this NRFP at any time for any reason whatsoever. In the best interest of City, and to proceed with the services in some other manner separate from this NRFP process.

Intention of Award

It is the City’s intention to award the scope of work to one Proponent however reserves the right and discretion to divide the Services, either by scope, geographic area, or by other basis as the sole discretion of the City, and to select one or more Successful Proponent to perform a portion or portions of the Services.

Intended Term of Agreement

For the purpose of this Agreement if awarded, the first term of the Agreement will be for three (3) years from date of award unless terminated, cancelled or extended. This may be extended for an additional two (2) more one (1) year terms subject to satisfactory performance reviews, and if mutually agreeable. The City will not incur any liability, should it choose not to exercise the option to extend the Agreement. The form of Agreement will be a Form of Agreement, as per Attachment A.

Towing Fees

The City will not accept any charges for towing fees.

Revenue Sharing

Final determination of the revenue model will be based on the Successful Proponent’s proposal and any subsequent negotiations agreed upon by both parties. Upon entering into the Revenue Sharing Agreement the Successful Proponent will make regular monthly payments to the City to commence the first month following Agreement execution. Failure to provide regular monthly payments may be cause for termination of the Agreement.

Revenue Adjustment

Any request for a revenue adjustment, must be submitted to the City in writing with a minimum of ninety (90) calendar days prior to the commencement of the optional year(s). The City will then review the submission and will at its sole discretion either accept, negotiate, or reject and re-bid the requirements. The City shall not incur any liability, should it choose not to exercise the option to renew the Agreement.

Annual Performance Review, Inspections and Audits

The City may conduct an annual performance review of the Successful Proponent or more often if required. Criteria to be evaluated will consist of, but not be limited to, response times, complaints received, care and custody of vehicles and owners' possessions, condition of facilities and equipment, extent and clarity of records, and conduct of management and personnel. Such a review will be conducted ninety (90) days prior to the Agreement anniversary date and Successful Proponent will be provided a written copy of the review. Within thirty (30) days of the sending of the review, the Successful

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Proponent shall respond to the review in writing, and the parties shall meet to discuss the review and other pertinent subjects. A final report for Annual Performance will consist of the review, Successful Proponent’s written response, and City staff will prepare a summary of the annual review meeting with a copy sent to the City Manager and Successful Proponent.

The Successful Proponent agrees that all records, equipment, personnel, office and storage facilities shall be subject to periodic checks and quarterly audits by representatives of the City without prior notice.

Reporting and Records

The Successful Proponent shall keep records and submit any reports required by the City, including but not limited to a monthly detail report, and arrange for such notification to owners and such other procedures as is required by law.

Monthly Reports

These reports shall include, but not limited to, comprehensive updates of the following information: i. Contractor response time;

ii. Time Exception Report; iii. Vehicle (or equipment) storage report including the time/date Vehicle (or equipment) was

released by the RCMP, the time and date the registered owner was advised and time/date the registered owner collected the Vehicle (or equipment);

iv. Vehicle Identification Number (VIN) Check Report; v. Auction Summary Report;

vi. Tow Status Report; vii. City Employee requesting Tow Report;

viii. Vehicle List Report; ix. Driver Detail Report; x. Truck Detail Report;

xi. Revenue Reports; xii. Administration Fee Reports;

xiii. Administration Fee Report Summaries; xiv. Impound Cost Recovery Fee Report; xv. Missed call report; and

xvi. Cancel call report. Weekly Reports

xvii. Vehicle possession and release reports delivered each Monday.

Keeping of Records

The Successful Proponent will keep complete books and records (the “Records”) relating to the performance of the Services, including any or all complaints, and inquiries, ledgers, books of accounts, invoices, weight slips, vouchers and cancelled cheques. As well as all other records and documents evidencing or relating to the charges for services, expenditures or disbursements borne by the City for a minimum period of three years, or for any longer period required by law, from the date of final payment to the Contractor pursuant to this Agreement. The Records are the City’s property which the Contractor will maintain during the Term and preserve thereafter as required by this Agreement. The Contractor will maintain the confidentiality of the Records at all times.

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Electronic Records

The Successful Proponent will be responsible for keeping electronic records of all inquiries and complaints it receives that include, at a minimum: (a) date and time that the complaint was received; (b) contact information of the complainant; (c) nature of the complaint or inquiry; and (d) all actions taken by the Contractor to address the complaint or inquiry.

Inspection of Records

The Successful Proponent will make the Records available for inspection or audit by the City during the regular business hours at the Contractor’s address indicated for receipt of notices in this Agreement. The City’s Representative may request access to the Records by notice in writing to the Contractor. If requested, and to the extent practicable, copies of the Records to be inspected will be provided to the Contract Administrator.

Custody of Records

The City may, on written request, require the Contractor to transfer custody of the Records to the City. The City will grant access to the Records in the custody of the City to any party authorized in writing by the Contractor, its representatives or its successor- in-interest.

Payment to the City

The Successful Proponent will send payment to Accounts Receivable by mail: City of Nanaimo Finance Department 455 Wallace Street, Nanaimo, BC V9R 5J6 Payments will be sent to the City monthly immediately within the first ten (10) business days of each month.

Gifts and Donations

The Successful Proponent will ensure that no representative of the Successful Proponent will offer or extend any entertainment, gift, gratuity, discount, or special service, regardless of value, to any employee of the City. The Successful Proponent will report any attempt by any employee of the City to obtain such favours to the City of Nanaimo’s Chief Administrative Officer.

Sub-Contracting

Using a Sub-Contractor is acceptable provided the sub-contractor is clearly identified in the Proposal. This includes a joint submission by two Proponents having no formal corporate links. However, in this case, one of these Proponents must be prepared to take overall responsibility for successful performance of the Agreement and this should be clearly defined in the Proposal. Sub-Contracting to any firm or individual who is current or past corporate or other interests may, in the City’s opinion; give rise to a conflict of interest in connection with this project will not be permitted. This includes, but is not limited to, any firm or individual involved in the preparation of this NRFP.

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Where applicable, the names of approved Sub-Contractors listed in the Proposal will be included in the Agreement. No additional Sub-Contractor will be added or other changes made, to the list in the Agreement without written consent of the City. The Successful Proponent will preserve and protect the rights of the City with respect to any Services performed under Sub-Contractor and incorporate the terms and conditions of this Agreement into all Sub-Contractor as necessary to preserve the rights of the City under this Agreement. The Successful Proponent will be as fully responsible to the City for acts and omissions of their Sub-Contractor and of persons directly or indirectly employed by them as for acts and omissions of persons directly employed by the Successful Proponent.

Insurance

Except as may be otherwise expressly approved by the City in writing, the Successful Proponent will, without limiting its obligations or liabilities herein and at its own expense, provide and maintain the following insurances with insurers licensed in British Columbia and in forms and amounts acceptable to the City. Such insurance will be purchased and maintained by all of the Sub-Contractor(s) that may be engaged in connection with an Agreement.

a) Comprehensive General Liability Insurance in an amount not less than five million dollars ($5,000,000.00) all-inclusive per occurrence, against damage to property on an all-risk occurrence basis. The City of Nanaimo must be additional named insured under this Policy and a Cross Liability clause.

b) Motor Vehicle Insurance, including Bodily Injury and/or Death and Property Damage in an amount no less than five million dollars ($5,000,000.00) all-inclusive per accident with the Insurance Corporation of British Columbia on any licensed motor vehicles of any kind to be used to carry out the Services.

c) Garage auto insurance for public liability, property damage and theft providing coverage up to two million dollars ($2,000,000.00) all-inclusive per occurrence against liability for property damage and/or theft to the property of others while in the care, custody and control of the Company.

d) A provision requiring the Insurer to give the City a minimum of fifteen (15) day’s notice of cancellation or lapsing or any material change in the insurance policy.

The Successful Proponent(s) must provide this to the City, prior to the commencement of the Services, a certificate of insurance or other evidence, which satisfied the City that the required insurance has been acquired and is in force. The Successful Proponent(s) is responsible for any deductible amounts under the policy(s). The cost of all insurance required by this NRFP shall be included in the Proponent’s fees.

Garage Automobile Policy

In accordance with garage automobile policy, the Successful Proponent will maintain insurance covering legal liability for damage to Vehicles in the care, custody and control of the Contractor in an amount no less than three million ($3,000,000) dollars. The Successful Proponent shall also maintain an appropriate amount of physical damage coverage including theft, collision and comprehensive damage coverage for vehicles in their care, custody and control.

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Crime Insurance

Form of Coverage: A Crime Insurance policy will be arranged and maintained in full force by the Contractor for the Term of this Agreement, and for a further period of two (2) years following expiry of the Term or any renewal term or extension, covering the following:

(a) Employee Dishonesty – Form A covering the loss of money, securities and other property sustained by the City in the aggregate amount of five hundred thousand dollars ($500,000) resulting from one or more fraudulent acts committed by an employee, sub- contractor or agent of the Contractor whether acting alone or in collusion with others.

Proof of Insurance

The Successful Proponent will provide the City with evidence of the required insurance prior to the commencement of this Agreement. Such evidence will be in the form of a completed certificate of insurance acceptable to the City. All required insurance will be endorsed to provide the City with thirty (30) days advance written notice of cancellation or material change restricting coverage. The Contractor will be responsible for deductible amounts under the insurance policies. All of the Contractor's insurance policies will be primary and not require the sharing of any loss by the City or any insurer of the City.

Business Licence

The Successful Proponent will be required to hold a valid City of Nanaimo business licence or intercommunity business license for the duration of the agreement and will be required to produce a copy of the business licence on or before commencement of services.

Workers Compensation - Safety

The Successful Proponent shall: i. Hold a valid WorkSafeBC registration number for the duration of the agreement; ii. Produce a copy of a Worksafe BC registration number and/or current clearance letter on or

before commencement of the services; and iii. Comply with Occupational Health and Safety Regulations.

Fuel Consumption

The City of Nanaimo, along with 95% of other local BC governments, signed the BC Climate Action Charter in 2007. As part of the Charter requirements, the City must measure and report on the City’s overall greenhouse gas (GHG) emissions each year, which includes contracted emissions. As a result, the City of Nanaimo is required to track and report on contracted emissions that are derived from fossil fuel consumption used to operate vehicles, equipment and machinery. These include (but are not limited to) gasoline, diesel, propane, and bio-fossil fuel blends. The Successful Proponent will be required to report vehicle and fuel consumption data that is specific to the Agreement in an annual report Attachment C.

Damage and Defects

The Successful Proponent shall use due care so that no persons are injured, or no property damaged or lost in providing the Services. The Successful Proponent shall be solely responsible for all loss, damages, costs and expenses in respect of any injury to persons, damage of property, or infringement of the rights of others incurred in the performance of the Services or caused in any other manner whatsoever by the

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Successful Proponent or its employees or Sub-Contractors. The Successful Proponent shall rectify any loss or damage for which, in the opinion of the City, the Successful Proponent is responsible, at no charge to the City and to the satisfaction of the City.

Successful Proponent Performance and Evaluation

Once awarded, the Successful Proponent (Contractor) will be evaluated on their performance throughout the term of this Agreement. Contractors achieving a less than satisfactory rating under the evaluation will be notified and required to create, and implement a corrective action plan that addresses any shortfall in the Contractor’s performance. If the Contractor fails to create or implement the corrective action plan or if the Contractor’s performance level does not improve The City may take further action including but not limited to cancelling the Agreement and/or suspension of the Contractor from future bidding opportunities. A sample Contractor Performance Evaluation form is included in the package of documents posted with this request.

Termination of Agreement

The City reserves the right, at its sole discretion, to terminate the Agreement, in whole or in part, if the Successful Proponent(s) receives three (3) written letters for any one or more of the following reasons: Failure to deliver the promised Services at the required time and location; Failure to provide qualified personnel to perform the Services; Failure to provide satisfactory Services; Fails to meet the City’s standard of expected and agreed level of Services and performance; Performing unsafe acts while performing the Services that could pose a threat to the safety of

the City Staff or Public; Safety infractions; Places unknown Personnel, Sub-Contractor or assignment of the Services to others; Is found to be in default or arrears standing at WorkSafe BC; Fails to provide the necessary insurance or allow the required insurance lapse; Expired business license(s); Any other reason considered appropriate, at the sole discretion of the City.

Upon termination of the Agreement, the City will be under no further obligation to the Successful Proponent(s), except to pay to the Successful Proponent(s) such amount as the Successful Proponent(s) may be entitled to receive up to the date of termination. Such termination will not result in any penalty to the City, unless otherwise agreed to and as specified in the Agreement.

Cancellation

The Agreement may be cancelled by either party for any reason without cause or penalty upon ninety (90) calendar day’s written notice.

Amendment of Agreement Documents

The Agreement Documents shall not be amended except as specifically agreed upon. This will be in writing and signed by both the City and the Successful Proponent.

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Compliance with Laws

The Successful Proponent shall give all notices and obtain all the licenses and permits required to perform the services. The Successful Proponent will comply with all laws applicable to the work or performance of the Agreement.

Licenses and Permits

The Successful Proponent will provide and pay for all licenses and permits required to carry out the services.

Governing Law

The laws of the Province of British Columbia shall govern this agreement.

Force Majeure

4.31.1 Definitions relating to force majeure

Applies to this section and sections 4.31.2: (a) “Event of Force Majeure” means one of the following events:

(i) a natural disaster, fire, flood, storm, epidemic or power failure, (ii) a war (declared and undeclared), insurrection or act of terrorism or piracy, (iii) a strike (including illegal work stoppage or slowdown) or lockout, or (iv) a freight embargo if the event prevents a party from performing the party’s obligations in accordance with this Agreement and is beyond the reasonable control of that party; and

(b) “Affected Party” means a party prevented from performing the party’s obligations in accordance with this Agreement by an Event of Force Majeure.

4.31.2 Duties of Affected Party

An Affected Party must promptly notify the other party in writing upon the occurrence of the Event of Force Majeure and make all reasonable efforts to prevent, control or limit the effect of the Event of Force Majeure so as to resume compliance with the Affected Party’s obligations under this Agreement as soon as possible.

Dispute Resolution

The parties will make reasonable efforts to resolve any dispute, claim, or controversy arising out of this NRFP or resulting Agreement, if any, or related to this Agreement using the dispute resolution procedures as follows: a. Negotiation: The parties will make reasonable efforts to resolve any Disputes by amicable negotiations

and will provide frank, candid and timely disclosure of all relevant facts, information and documents to facilitate negotiations.

b. Mediation: If all or any portion of a dispute cannot be resolved by good faith negotiations within thirty (30) calendar days, either party may by notice to the other party refer the matter to a mediator. Within seven (7) calendar days, or there about, or at a mutually agreeable time frame, of delivery of the notice, the parties will mutually appoint a mediator. If the parties fail to agree on the appointment of the

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mediator, then either party may apply to the British Columbia International Commercial Arbitration Centre for appointment of a mediator. The parties will continue to negotiate in good faith to resolve the dispute with the assistance of the mediator. The place of mediation will be Nanaimo, British Columbia. Each party will equally bear the costs of the mediator and other out-of-pocket costs, and each party will bear its own costs of participating in the mediation.

c. Litigation: If within ninety (90) calendar days of the request for mediation the dispute is not settled or if the mediator advises that there is no reasonable possibility of the parties reaching a negotiated resolution, then either party may without further notice commence litigation.

Time is of the Essence

Time is of the essence in the Agreement, if awarded.

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5 SERVICE REQUIREMENTS

Introduction

The purpose of this NRFP is to select a qualified and experienced Contractor to supply vehicle towing and storage services on behalf and for the benefit of the City of Nanaimo and the Royal Canadian Mounted Police (RCMP) Nanaimo Detachment. All services, or combination thereof, will be provided on an “as and when requested” basis.

Revenue

The City anticipates the Agreement, if awarded to generate revenue for the City in the amount of no less than $25,000.00 annually. The Successful Proponent is to pay the City an annual fixed fee in equal monthly installments for the right to be the City’s and RCMP’s exclusive towing contractor as well as providing no charge towing and secure storage services as required by the Contract.

Scope of Work

The Successful Proponent will provide Towing and Storage Services on an as, if, and when required basis and be available 24 hours, 7 days a week, 365 days/year. These services will include but are not limited to; remove, store and or impound vehicles from the streets, roads, lanes or any other area under jurisdiction of the City or with the geographical policing boundaries of the City. These said vehicles or machinery if impounded would remain in the custody of the Successful Proponent unless otherwise directed by the City’s designate.

General Towing Services – City

General Towing Services including the provision of all necessary towing equipment, vehicles and accessories for the various vehicle and equipment classes include, but are not necessarily limited to, the following: a) Pick-up and towing of City owned vehicles and equipment on a no charge basis; b) A Guaranteed Response time of 1 hour maximum is required.

General Towing Services - RCMP

General Towing Services including the provision of all necessary towing equipment, vehicles and accessories for the various vehicle and equipment classes include, but are not necessarily limited to, the following: c) Pick-up and towing of RCMP seized vehicles, equipment, crime-related vehicles, and equipment, on a

no charge basis. Towing may be to a local storage facility other than the Proponent’s lot; d) Ditch or ravine recovery services or extrication, for emergency road side service calls to the City and

RCMP for vehicles and equipment, as directed, on a revenue-sharing basis; e) All required winching and recovery, use of dolly, disabling drivelines and securing unstable loads for

RCMP vehicle and equipment seizures and crime-related vehicles and equipment on a no charge basis; f) Arranging transportation for RCMP owned vehicles damaged beyond repair and are “written off” on

a no charge basis; g) Provision of up to an estimated volume of 150 Vehicles annually for use by the City's Fire Rescue

Service for training purposes, towed to and from the site of the training on a no charge basis;

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h) Where there is no vehicle owner preference, the pick-up, towing and general site cleanup including but not limited to; all debris, broken glass, fluid spills and safe removal thereof; of vehicles and equipment involved in Motor Vehicle Accidents for transportation to a storage facility or as otherwise directed by the City and/or RCMP. Vehicles and equipment towed will be on a revenue-sharing basis. Debris clean up and spill removals shall be on a no charge basis. Such materials must be disposed of at a facility duly certified to receive such materials, as further described below;

i) Pick-up, and towing of vehicles in violation or stolen and equipment for storage, as directed by the City and/or RCMP, on a revenue-sharing basis;

j) Execution of all required vehicle, equipment owner registration searches, notifications to owners of storage of vehicle/equipment and vehicle in violation ownership transfers all at the Successful Proponent’s sole expense;

k) Regular notification listing vehicles and equipment in possession of the Successful Proponent(s) identifying the name and address of the registered owners(s), vehicle and equipment particulars, any information as to reason for storage, and any further information as may be requested;

l) Provision of a minimum size of storage yard for the City and other vehicles and equipment of not less than 100 spaces. The storage yard is to be located within the boundaries of the City and must adhere to the appropriate zoning;

m) Provision of 7 days per week, 10 continuous hours per day access by vehicle owners to retrieve their vehicles/equipment and/or personal effects;

n) A Guaranteed Response Time (Maximum): 20 minutes for Motor Vehicle Accidents, Hazardous Situations and Priority RCMP requests; 1 hour for all other applications.

o) Calls for no charge services will be accepted from any City’s designate, RCMP, Fire and Rescue, Bylaw Department and others as directed by the City.

Storage

Storage of any vehicle required by the RCMP for investigational requirements will be restricted to a maximum of one (1) week of storage fees unless a longer storage duration is expressly authorized by the Officer-in-Charge, RCMP Nanaimo Detachment or his designate.

General Site Clean-up

The Successful Proponent shall be responsible for clean up and removal of glass, metal, fluid spills and other debris at the scene of every accident that they attend, the cost of which shall be borne entirely by the Successful Proponent. Vehicular fluid removal utilizing absorbent material or other methods shall be disposed of consistent with environmental regulations as applicable.

Vehicles/Equipment Found in Violation

The Successful Proponent will be required to comply with the current City’s Street and Traffic By-law(s) and all subsequent amendments thereto. If the Successful Proponent, following a notification period, determines that a vehicle/equipment has been abandoned it shall immediately take steps, pursuant to the Warehouse Lien Act, for the transfer of ownership and arrange for the removal and disposal from the tow yard site. (Attachment B, Specifications for Vehicles Found in Violation).

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Implementation and Operations Plan

The Contractor will, within fourteen (24) days of a notice of award, submit an Implementation and Operations Plan to the City for its review and approval. The Implementation and Operations Plan will include all Contractor activities necessary for services start-up. Such activities should include, but are not limited to, driver hiring and training, driver certification/accreditation, development and mapping of routes, tow vehicle maintain and fueling procedures, procedures, procedures for electronic transfer of data to and from the City.

The Implementation and Operations Plan should also include a schedule of activities and detailed procedures to facilitate the effective operation of the Agreement. Such activities should include, but are not limited to, the following: (a) transmitting collection information between the City and the Contractor; (b) protocol and communications for service disruption for weather and non-weather reasons; (c) transferring electronic information from the Contractor to the City; (d) data quality control and accuracy; (e) the training and orientation of personnel, including cooperation with City staff; and (f) any other item identified for inclusion by either party.

Complaints and Inquiries - Communications Plan

Prior to the Commencement Date, the Contractor is to submit to the City, for review, a Complaints and Inquiries Communications Plan which will outline how the Contractor will manage complaints and inquiries from the general public throughout the Term.

At a minimum, the Complaints and Inquiries Communications Plan will include, a public telephone line, which will be the primary method for the public to make complaints and inquires with respect to the Services. The Contractor will staff the telephone line between the hours of 7:30 a.m. and 5:30 p.m. on each day of the year, except for all statutory holidays as recognized in the province of British Columbia. The Successful Proponent will provide voice messaging or an answering service, together with the capability for public-service information, out of regular office hours. The Complaints and Inquiries Communications Plan must also include the option for the public to submit complaints and inquiries electronically, via a dedicated online webpage.

All associated costs with carrying out the Complaints and Inquiries Communications Plan throughout the Term will be borne by the Successful Proponent.

Meetings

The Contractor and the City may meet, from time to time, during the implementation phase to discuss the Agreement Implementation and Operations Plan. Timing and location of these meetings will be at the sole digression of the City, unless otherwise agreed upon by both parties. There may be a requirement to schedule further meetings to: (a) Review and discuss day-to-day operations, as they relate to the Agreement Implementation and

Operations Plan (b) Discuss promotion, public information and relations; and, (c) Discuss any other issues that may arise.

Responsiveness to the City

The Successful Proponent will:

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(a) cause a representative of the Contractor to return calls to the City within 30 minutes of any inquiry; (b) notify the City Employee by 4:00 p.m. on any day that collections were not performed in any area or

zone within the City; and (c) within 24 hours of a request by the City, make available an appropriate representative to meet with

the City and/or a resident to resolve any complaints, or any other deficiency in the Services.

Contact with the Public

The Contractor will:

(a) insert its name, contact person details and the Tow Yard telephone number and website in all notices, schedules, advertisements and other documents to ensure proper contact with the public;

(b) respond to all complaints and inquiries courteously, on the day they are received, attempting to resolve the complaint in fulfilment of its obligations under the Agreement and in the spirit of good public relations; and

(c) provide a full time route supervisor at all times and will, within 30 days of direction of the City Representative, provide a second full-time supervisor.

The City reserves the right, in the event that complaints are not satisfactorily corrected by the Contractor within 48 hours, to take such action that the City deems necessary to correct such complaints and to charge double the complete cost thereof, plus applicable overheads, to the Contractor.

RCMP Storage Requirements and Procedures

The storage area must comply with the following requirements: a. Space must be large enough to accommodate up to 6 vehicles at a time and all vehicles must be

fully accessible (capability for all doors, trunk, hood etc. to be opened); b. Four season weather protected and heated through the fall and winter; c. Must be dry at all times; d. Accessibility to a washroom with hot and cold running water for use of onsite RCMP staff; e. Waist bins are to be provided by the Successful Proponent and emptied at minimum on a weekly

basis; f. The secure bay is to be cleaned / swept and any oil spills or fluid leaks from vehicles inside the

bay must be removed upon request of the RCMP; g. Within 30 days of Agreement award the Successful Proponent must provide and install an RCMP

approved security system in the facility at no cost to the City. The Successful Proponent will be required to comply with the following RCMP procedures for all crime related vehicles:

h. If RCMP’s alternate storage for major crime vehicles is full then the Successful Proponent’s storage bay will be used as a secure crime vehicle bay. Other lower crime vehicles that were being stored in the Successful Proponent’s bay may be removed to accommodate the major crime vehicle;

i. All major crime vehicles must be RCMP escorted from scene for evidence continuity; j. All other vehicles for Forensic Identification Services (FIS) (recovered stolen, minor hit and run,

minor property crime, or other as specified by investigator) should be stored in a secure, dry bay provided by the Successful Proponent for FIS analysis. If the Successful Proponent cannot meet expectations (i.e. no room in bay to secure vehicles), then immediate contact to be made with FIS;

k. No arson vehicles (burnt vehicles) are to be stored inside a bay unless expressly approved by FIS;

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l. Drivers are required to wear gloves when handling vehicles for FIS; m. Once a vehicle is stored in the secure bay the alarm is set and the doors are locked; n. The Successful Proponent must send an email to FIS by 0900 every week day to advice of the bay

status (how many vehicles are currently in the bay); o. If the Successful Proponent of the opinion that it is unsafe to secure a vehicle inside an enclosed

space then the concern must be immediately expressed to the police member or FIS.

Compensation

Compensation for all types of towing and services performed and charged to vehicle/equipment owners/operators shall be in accordance with:

a. the current and subsequently adjusted Insurance Corporation of British Columbia (ICBC) Towing Rate Payment Schedule(s) discounted as may be appropriate and as amended by ICBC from time to time (without any additional charges levied to vehicle/equipment owners/operators whatsoever); or

b. The City recognizes that all towing charges are those that a vehicle owner/operator, ICBC or other insurer will pay directly to the Successful Proponent. As such, the City, acting in the best interest of the public, will thoroughly examine the ICBC Towing Rate Payment Schedule options and methods and make its own determination as to the suitability or acceptability of either; on a when required basis.

c. The City will not be held liable for non-payment of towing services performed by the Successful Proponent by the vehicle/equipment owner/operators or their insurers whatsoever.

d. The Successful Proponent will be entirely responsible for collection of applicable charges from Insurance companies, registered owners or vehicle/equipment operators, with the following exceptions:

• All items above which are on a No-charge basis; • All items described elsewhere as being at the Successful Proponent’s sole expense.

Towing Yard Facility Location

Towing yard must be located within the Nanaimo City limits, on a bus route if possible, and for ease of access of vehicle / equipment owner operator to pick up.

Security / Bonding

5.17.1 Primary Commercial Blanket Bond

Within ten (10) business days of the award notice, if any and prior to commencement of any work hereunder, the Successful Proponent and all Owner/Operators and Sub-Contractor(s) shall obtain and maintain in force during the term of the Agreement a Primary Commercial Blanket Bond in the amount of not less than one million ($1,000,000.00) dollars. This Bond is to cover all classes of employees of all shifts employed by the Successful Proponent, Owner/Operators and all Sub-Contractor(s) types of coverage to include but not necessarily be limited to “Comprehensive Dishonesty, Disappearance and Destruction”.

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5.17.2 Performance Surety

The Successful Proponent will be required to provide a “Performance Surety” binding the Contractor faithfully to fulfill the obligations of its Proposal as accepted. Such Surety for Twenty Thousand Dollars ($20,000.00) must be submitted within ten (10) business days following date of the award notice. The Revenue Sharing Agreement will be cancelled upon failure of the Successful Proponent to furnish this Performance Surety.

A Performance Surety must be submitted in the form of a certified cheque, irrevocable letter of credit; or a form acceptable and approved by the City.

Police Record Checks

The City reserves the right to review the names and personal details (to the extent permitted in law) of the Successful Proponent’s principal owners, direct employees, Sub-Contractors and/or Owner/Operators. In order to make its own determination as to the overall suitability of any such person(s) to perform their respective portion or portions of the Services based on past driving history and/or past criminal history. This may be extended to include the Successful Proponent’s clerical or Towing Storage Yard personnel who will have contact with members of the public for the purpose of returning vehicles or assisting the public with property retrieval.

The Successful Proponent will have named its principal owners and personnel in its original Proposal who will be designated to carry out towing duties on behalf of the City.

Upon notification by the City, the Successful Proponent provide its principal owners, designated direct employees, Sub-Contractor(s) and/or Owner/Operators names to the Nanaimo RCMP for undergoing Police Record Checks. All such persons must provide two pieces of government issued identification, one of which must be picture ID, complete required consent forms and, if required by Nanaimo RCMP, submit to the collection of fingerprints. Persons that are not deemed suitable by Nanaimo RCMP as a result of this process will not be permitted to attend the towing scenes requested by the City and shall not be permitted to have contact with the public as defined above.

Persons authorized to carry out towing services from this process may be required to wear, in a prominent position, photo-identification. In such case, the City will provide the first identification tag at no cost but will charge a fee for all tags that are reported lost or stolen.

The City further reserves the right to carry out periodic Police Record Checks during the term of the Revenue Sharing Agreement but in any event, not more than once each year of the Term of the Agreement.

Transportation of Dangerous Goods

The Primary Towing Proponent(s), all Owner/Operators and Sub-Contractor(s) must be familiar with, and duly certified to carry out transportations under the Transportation of Dangerous Goods Act - Directorate of Transport Canada; in particular, the understanding of how to obtain information on dangerous goods, and their safe handling, and transportation procedures. This will also include the proper preparation of shipping documents and application of safety marks, primarily placards and labels.

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Equipment and Operator Regulations

All equipment/vehicles and operators employed in the Services outlined in the NRFP and Revenue Sharing Agreement must fully comply with the Motor Vehicle Act & Regulations, Motor Carrier Act & Regulations and Commercial Transport Act & Regulations and any other legislation concerning regulations and certifications required by the Primary Towing Proponent(s) for its Sub-Contractor(s), employees and/or Owner/Operators.

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Appendix A – Submission Form

NRFP# 1818 Project Title: Towing and Storage Services (This Submission Form “must” be completed and returned with the Proposal) The Proponent hereby acknowledges that 1) Its understands and agrees with the NRFP process described in this document, including without limitation that the City makes no commitment under this NRFP; and 2) The information included in this Proposal is correct and it has thoroughly reviewed and has complied with the documents making up this Proposal, including all specifications as may be listed in the Index, and any amendments or addenda thereto: The Proponent represents to the City that the individual signing this Submission Form on its behalf has proper authority to do so.

CONTACT FOR ADDITIONAL INFORMATION Name: Telephone: Fax: E-Mail:

COMPANY NAME AND COMPLETE ADDRESS GST#:

Date:

Telephone: Fax: E-mail:

Proponent’s Name (please print) Signature

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Appendix B – Submission Form – Proposed Revenue

Revenue Sharing The following are as per Section 5 Service Requirements Ditch or ravine recovery services or extrication, for emergency road side service calls to the City and RCMP for vehicles and equipment, as directed, on a revenue-sharing basis; Where there is no vehicle owner preference, the pick-up, towing and general site cleanup including but not limited to; all debris, broken glass, fluid spills and safe removal thereof; of vehicles and equipment involved in Motor Vehicle Accidents for transportation to a storage facility or as otherwise directed by the City and/or RCMP. Vehicles and equipment towed will be on a revenue-sharing basis; Pick-up and towing of vehicles in violation and or stolen vehicles and equipment for storage, as directed by the City and/or RCMP, on a revenue-sharing basis. Guaranteed Minimum Annual Revenue Share - Compensation to the City The Contractor will pay to the City the Guaranteed Minimum Annual Revenue Share during the Term of this Agreement in equal monthly instalments as follows:

FISCAL YEAR Guaranteed Minimum Annual Revenue Share 1 The sum of $ ;

2 The sum of $ ;

3 The sum of $ ;

4 The sum of $ ;

5 The sum of $ ;

Payments are required in equal monthly installments.

PROPONENT SIGNATURE DATE

Completion and submission of the above is a Mandatory Requirement for the Proposal to be given consideration.

Alternative Proposed Revenue The City may be willing to accept alternative proposed revenue models other than the Guaranteed Minimum Annual Revenue Share based model as above. Provide a description of the alternative model or models proposed, provide an example of how the revenue would be calculated and indicate the annual revenue that would be allocated to the City. Provide a statement to validate why this revenue model should be considered.

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ATTACHMENT A – Sample Form of Revenue Sharing Agreement

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CITY OF NANAIMO

REVENUE SHARING AGREEMENT for

Project Name

with

Contractor Name

Contract Number: ####

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THIS AGREEMENT dated for reference the ____ day of __________, 2018. BETWEEN:

CITY OF NANAIMO 455 Wallace Street Nanaimo, BC V9R 5J6 (the "City")

AND:

(the “Contractor“)

WHEREAS THE PARTIES AGREE AS FOLLOWS:

The Contractor covenants and agrees to provide the Vehicle Towing & Storage Services at the established rates as specified in the Request for Proposal document(s) and the Revenue as specified in the Proposal in accordance with the Terms and Conditions of this Agreement.

1.1 Definitions and Interpretation

Throughout this Agreement, the following definitions will be used: “Agreement” means this written Agreement, executed by the City and the Contractor and includes the Contract Documents identified in Section 1.2 noted below, including any appendices or amendments or attachments, all as may be amended or replaced from time to time. “Services” means the Services described in the Specifications and in accordance with the Terms and Conditions of the RFP. “Revenue” means the monies to be paid to the City for the right to be the City’s and Nanaimo RCMP’s exclusive towing Contractor.

“Proposal” means the Contractor’s Proposal attached as Appendix 2; “RFP” means the City of Nanaimo Request for Proposal number 1818; "Term" has the meaning described in Section 3.1.

0.2 Agreement

This Agreement may be modified only by express and specific written agreement. In the event of a conflict between the provisions of any documents listed below, then the following documents shall govern and take precedence in the following order:

(a) this Agreement; (b) Addenda; (c) the RFP; (d) the Contractor’s Proposal; and (e) other terms, if any, that are agreed to by the parties in writing.

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1.3 Appendices

The following attached Appendices are part of this Agreement: Appendix 1 –Service Requirements; Appendix 2 – Contractor’s Proposal; Appendix 3 – Special Terms and Conditions and Negotiated Changes (if applicable)

2.0 SERVICES

2.1 The Services

The Contractor covenants and agrees to provide the services as described generally in Appendix 1, including anything and everything required to be done for the fulfillment and completion of this Agreement (the “Services”). The Services provided will meet the specifications and scope set out in Section 5 of the RFP and the Contractor’s Proposal.

2.2 Changes to Services

If required, the City may, by written notice to the Contractor, make changes in the scope of the Services. Any such changes must be mutually agreed upon. The terms of this Agreement will apply to any change in the Services.

2.3 Standard of Care

The Contractor will perform the Services with that degree of care, skill and diligence normally provided by a qualified and experienced practitioner performing services similar to the Services, and on the understanding that the City is relying on the Contractor’s experience and expertise. The Contractor represents that it has the expertise, qualifications, resources and relevant experience to provide the Services.

3.0 TERM

3.1 Intended Term of Agreement

For the purpose of this Agreement if awarded, the first term of the Agreement will be for three (3) years from date of award unless terminated, cancelled or extended. This may be extended for an additional two (2) more one (1) year terms subject to satisfactory performance reviews, and if mutually agreeable. The City will not incur any liability, should it choose not to exercise the option to extend the Agreement.

3.2 Time

The Contractor acknowledges that time is of the essence with respect to the provision of the Services and accordingly the Contractor will provide the Services within the performance expectations as set out in Appendix 1, or as otherwise agreed to in writing by the City and the Contractor.

4.0 PERSONNEL

4.1 Qualified Personnel

The Contractor will provide only professional personnel who have the qualifications, experience and capabilities to perform the Services.

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4.2 Listed Personnel and Sub-Contractors

The Contractor will perform the Services using the personnel and Sub-contractors as may be listed in Appendix 2, and the Contractor will not remove any such listed personnel or Sub-contractors from the Services without the prior written approval of the City.

4.3 Sub-Contractors and Assignment

Except as provided for in the Contractor’s submission, the Contractor will not engage any personnel or Sub-contractor(s) or assign its obligations under this Agreement, in whole or in part, without the prior written approval from the City.

4.4 Agreements with Sub-Contractors

The Contractor will preserve and protect the rights of the City with respect to any Services performed under Sub-Contractor and incorporate the terms and conditions of this Agreement into all Sub-contractors as necessary to preserve the rights of the City under this Agreement. The Contractor will be as fully responsible to the City for acts and omissions of Sub-contractors and of persons directly or indirectly employed by them as for acts and omissions of persons directly employed by the Contractor.

5.0 LIMITED AUTHORITY

5.1 Agent of City

The Contractor is not and this Agreement does not render the Contractor an agent or employee of the City, and without limiting the above, the Contractor does not have authority to enter into any Contractor or reach any agreement on behalf of the City, except for the limited purposes as may be expressly set out in this Agreement, or as necessary in order to perform the Services. The Contractor will make such lack of authority clear to all persons with whom the Contractor deals in the course of providing the Services.

5.2 Independent Contractor

The Contractor is an independent Contractor. This Agreement does not create the relationship of employer and employee, a partnership, or a joint venture. The City will not control or direct the details, means or process by which the Contractor performs the Services. The Contractor is primarily responsible for performance of the Services and may not delegate or assign any Services to any other person except as provided for in this Agreement. The Contractor will be solely liable for the wages, benefits, work schedules and work conditions of any partners, employees or Sub-contractors.

6.0 CITY REVENUE

6.1 Revenue

The Contractor will pay to the City an annual fixed fee as provided for in Appendix 2 or as mutually agreed upon, in equal monthly installments for the right to be the City’s and Nanaimo RCMP’s exclusive vehicle towing & storage Contractor.

6.2 Revenue Payment

The Contractor will make regular monthly payments to the City to commence the first month following Agreement execution. Failure to provide regular monthly payments may be cause for termination of this Agreement.

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7.0 REPORTING

7.1 Records

The Contractor will keep accurate records and provide comprehensive updated reports to the City during the Term of the Agreement as follows:

7.2 Weekly Reporting

Vehicle possession and release reports to be delivered each Monday.

7.3 Monthly Reporting

a) Contractor response time; b) Time Exception Report; c) Vehicle (or equipment) storage report including the time/date Vehicle (or equipment) was

released by the RCMP, the time and date the registered owner was advised and time/date the registered owner collected the Vehicle (or equipment);

d) Vehicle Identification Number (VIN) Check Report; e) Auction Summary Report; f) Tow Status Report; g) City Employee requesting Tow Report; h) Vehicle List Report; i) Driver Detail Report; j) Truck Detail Report; k) Revenue Reports; l) Administration Fee Reports; m) Administration Fee Report Summaries; n) Impound Cost Recovery Fee Report; o) Missed call report; and p) Cancel call report.

7.4 Quarterly Fuel Reporting

a) identification of what will use fuel (eg. description of vehicles and equipment) and respective fuel type used (gasoline, diesel, natural gas, propane, and bio-fuel blends);

b) total estimated fuel in volume used for each fuel type projected for each calendar year of service, and according to each phase of work if appropriate;

c) explanation of estimation method (eg. hours of equipment used and standard fuel use rate for equipment); and

d) description of how Proponent has tried to limit the amount of greenhouse gas emissions through lower fuel use or by using fuels with lower greenhouse gas emissions.

8.0 INDEMNITY, INSURANCE, AND LICENCING

8.1 Indemnity

The Contractor shall indemnify and save harmless the City of Nanaimo and all of its elected and appointed officials, officers, employees, servants, representatives and agents (collectively the “Indemnitees”), from and against all claims, demands, causes of action, suits, losses, damages and costs, liabilities, expenses

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and judgments (including all actual legal costs) for damage to or destruction or loss of property, including loss of use, and injury to or death of any person or persons which any of the Indemnitees incur, suffer or are put to arising out of or in connection with any failure, breach or non-performance by the Contractor of any obligation of this Agreement, or any wrongful or negligent act or omission of the Contractor or any employee or agent of the Contractor.

8.2 Survival of Indemnity

The indemnity described in section 8.1 will survive the termination or completion of this Agreement and, notwithstanding such termination or completion, will continue in full force and effect for the benefit of the Indemnitees.

8.3 Contractor Insurance Policies

Prior to the commencement of the Services the Contractor must provide to the City, a certificate(s) of insurance or other evidence, which satisfies the City that the required insurance has been acquired and is in force. Except as may be otherwise expressly approved by the City in writing, the Successful Proponent will, without limiting its obligations or liabilities herein and at its own expense, provide and maintain the following insurances with insurers licensed in British Columbia and in forms and amounts acceptable to the City. A. General Requirements

All required insurance will be endorsed to provide the City with thirty (30) days advance written notice of cancellation or material change restricting coverage. All of the Successful Proponent's insurance policies will be primary and not require the sharing of any loss by the City or any insurer of the City.

B. Comprehensive General Liability

Comprehensive General Liability Insurance in an amount not less than five million dollars ($5,000,000.00) all-inclusive per occurrence, against damage to property on an all-risk occurrence basis. The insurance will include cross liability and severability of interests such that the coverage shall apply in the same manner and to the same extent as though a separate policy had been issued to each insured. The insurance will include, but not be limited to: premises and operators liability, broad form products and completed operations, owners and consultants protective liability, blanket contractual, employees as additional insureds, broad form property damage, non-owned automobile, contingent employers liability and broad form loss of use and personal injury, and the City will be added as an additional insured.

C. Motor Vehicle Insurance

Motor Vehicle Insurance, including Bodily Injury and/or Death and Property Damage in an amount no less than five million dollars ($5,000,000.00) all-inclusive per accident with the Insurance Corporation of British Columbia on any licensed motor vehicles of any kind to be used to carry out the Work.

D. Garage Automobile Policy

In accordance with garage automobile policy, the Contractor will maintain insurance covering legal liability for damage to Vehicles in the care, custody and control of the Contractor in an amount no

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less than three million ($3,000,000) dollars. The Contractor shall also maintain an appropriate amount of physical damage coverage including theft, collision and comprehensive damage coverage for vehicles in their care, custody and control.

E. Crime Insurance

A Crime Insurance policy will be arranged and maintained in full force by the Contractor for the Term of this Agreement, and for a further period of two (2) years following expiry of the Term or any renewal term or extension, covering the following: (b) Employee Dishonesty – Form A covering the loss of money, securities and other property

sustained by the City in the aggregate amount of five hundred thousand dollars ($500,000) resulting from one or more fraudulent acts committed by an employee, sub- contractor or agent of the Contractor whether acting alone or in collusion with others;

F. Waiver of Subrogation

The policy will contain a waiver of subrogation hereby waiving all rights of recourse against the City for loss or damage to the Contractor's property.

The Contractor acknowledges that any requirements by the City as to the amount of coverage under any policy of insurance will not constitute a representation by the City that the amount required is adequate and the Contractor acknowledges and agrees that the Contractor is solely responsible for obtaining and maintaining policies of insurance in adequate amounts. The insurance policy coverage limits shall not be construed as relieving the Contractor from responsibility for any amounts which may exceed these limits, for which the Contractor may be legally liable.

8.4 Additional Insurance

The Contractor shall place and maintain, or cause any of its Sub-contractors to place and maintain, such other insurance or amendments to the foregoing policies as the City may reasonably direct.

9.0 LICENSES

9.1 Business Licence

The Contractor agrees to obtain and maintain throughout the Term of this Agreement a valid City of Nanaimo business license or intercommunity licence. The cost of a business license is the sole responsibility of the Contractor.

9.2 Other Licences and Permits

The Contractor is solely responsible for all licensing and permits as required by law to provide the Services as they relate to this agreement.

10.0 WORKERS COMPENSATION

10.1 WorkSafe BC

The Contractor and any approved sub-contractors must be registered in good standing with WorkSafe BC, in which case WorkSafe BC coverage must be maintained for the duration of the Contract. The Contractor agrees and shall: (a) Provide at its own expense the necessary WorkSafe BC compensation coverage for all its employees

and partners employed or engaged in the execution of the Services;

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(b) Remain current with all assessment reporting and payments due there under and shall comply in every respect with the requirement of the WorkSafe BC Act and Regulations; and

(c) Be solely responsible for to ensure that all sub-contractors have proper WorkSafe BC coverage. The Contractor will ensure compliance with and conform to all health and safety laws, by-laws or regulations of the Province of British Columbia, including without limitation the Workers Compensation Act and Regulations pursuant thereto.

11.0 TERMINATION

11.1 By the City

The City may at any time and for any reason by written notice to the Contractor terminate this Agreement before the end of the Term, such notice to be determined by the City at its sole discretion. Upon receipt of such notice, the Contractor will perform no further Services other than the work which is reasonably required to terminate the Services and return the City’s property to the City, if applicable.

11.2 Termination for Cause

The City may terminate this Agreement for cause as follows: (a) if the Contractor is adjudged bankrupt, or makes a general assignment for the benefit of creditors

because of its insolvency, or if a receiver is appointed because of its insolvency, the City may, without prejudice to any other right or remedy the City may have, terminate this Agreement by giving the Contractor or receiver or trustee in bankruptcy written notice; or

(b) if the Contractor is in breach of any term or condition of this Agreement, and such breach is not remedied to the reasonable satisfaction of the City within five days after delivery of written notice from the City to the Contractor, then the City may, without prejudice to any other right or remedy the City may have, terminate this Agreement by giving the Contractor further written notice. If the City terminates this Agreement as provided by this Section, then the City may enter into Agreement, as it in its sole discretion sees fit, with other persons to complete the Services.

12.0 COMPLIANCE WITH LAWS

12.1 Applicable Laws

This Agreement will be governed by and construed in accordance with the laws of the Province of British Columbia. The City and the Contractor accept the jurisdiction of the courts of British Columbia and agree that any action under this Agreement be brought in such courts and that any reference to any statute, regulation or bylaw refers to that enactment as it may be amended or replaced from time to time.

12.2 Compliance with Applicable Laws

The Contractor will provide the Services in full compliance with all applicable federal, provincial and municipal enactments and regulations.

12.3 Interpretation of Enactments

The Contractor will, as a qualified and experienced professional, interpret enactments and regulations applicable to the performance of the Services.

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13.0 CONFIDENTIALITY, DISCLOSURE OF INFORMATION AND WORK PRODUCT

13.1 No Disclosure

Except as provided for by law or otherwise by this Agreement, the Contractor will keep strictly confidential any information supplied to, obtained by, or which comes to the knowledge of the Contractor as a result of the performance of the Services and this Agreement, and will not, without the prior express written consent of the City, publish, release, disclose or permit to be disclosed any such information to any person or corporation, either before, during or after termination of this Agreement, except as reasonably required to complete the Services.

13.2 Freedom of Information and Protection of Privacy Act

The Contractor acknowledges that the City is subject to the Freedom of Information and Protection of Privacy Act of British Columbia and agrees to any disclosure of information by the City required by law.

14.0 DISPUTE RESOLUTION

14.1 Dispute Resolution Procedures

The parties will make reasonable efforts to resolve any dispute, claim, or controversy arising out of this Agreement or related to this Agreement (“Dispute”) using the dispute resolution procedures set out in this section 14.1 as follows:

(a) the parties will make reasonable efforts to resolve any Dispute by amicable negotiations and will provide frank, candid and timely disclosure of all relevant facts, information and documents to facilitate negotiations;

(b) If all or any portion of a Dispute cannot be resolved by good faith negotiations within 30 days, either party may by notice to the other party refer the matter to mediation. Within seven days of delivery of the notice, the parties will mutually appoint a mediator. If the parties fail to agree on the appointment of the mediator, then either party may apply to the British Columbia International Commercial Arbitration Centre for appointment of a mediator. The parties will continue to negotiate in good faith to resolve the Dispute with the assistance of the mediator. The place of mediation will be Nanaimo, British Columbia. Each party will equally bear the costs of the mediator and other out-of-pocket costs, and each party will bear its own costs of participating in the mediation; and

(c) If within 90 days of the request for mediation, the Dispute is not settled, or if the mediator advises that there is no reasonable possibility of the parties reaching a negotiated resolution, then the parties may mutually agree to submit the Dispute to binding arbitration in accordance with the rules of the British Columbia International Commercial Arbitration Centre, or either party may, without further notice, commence litigation.

15.0 GENERAL

15.1 Entire Agreement

This Agreement, including the Appendices and any other documents expressly included by reference in this Agreement, contains the entire agreement of the parties regarding the provision of the Services and no understandings or agreements, oral or otherwise, exist between the parties except as expressly set out in this Agreement. This Agreement supersedes and cancels all previous agreements between the parties relating to the provision of the Services.

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15.2 Amendment

This Agreement may be amended only by agreement in writing, signed by both parties.

15.3 Merger And Survival

The representations, agreements, covenants and obligations set out in this Agreement shall survive the performance of the Services.

15.4 Unenforceability

If any provision of this Agreement is invalid or unenforceable, it will be severed from the Agreement and will not affect the enforceability or validity of the remaining provisions of the Agreement.

15.5 Cumulative Remedies

The City’s remedies under this Agreement are cumulative and in addition to any right or remedy which may be available to the City at law or in equity.

15.6 Notices

Any notice required to be given in this Contract shall be deemed to be duly given to the City if send by: (1) Registered Mail: City of Nanaimo, Purchasing Department, 455 Wallace Street, Nanaimo, BC

V9R 5J6, Attention Purchasing (2) Fax: 250.756.5327, Attention: Purchasing (3) Email: [email protected] attention: Purchasing

AND To the Contractor if send by:

(1) Registered Mail: _____________________ (2) Fax: _____________________ (3) Email: ____________________

15.7 Headings

The headings in this Agreement are inserted for convenience of reference only and will not form part of nor affect the interpretation of this Agreement.

15.8 Assignment

This Agreement may not be assigned in whole or in part by the Contractor without the prior written consent of the City.

15.9 Singular, Plural and Gender

Wherever the singular, plural, masculine, feminine or neuter is used throughout this Agreement the same will be construed as meaning the singular, plural, masculine, feminine, neuter or body corporate where the context so requires.


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15.10 Waiver

Any failure of the City at any time or from time to time to enforce or require the strict keeping or performance of any of the terms and conditions contained in this Agreement shall not constitute a waiver of the terms and conditions and shall not affect or impair the terms or conditions in any way or the City's right at any time to avail itself of any remedies as the City may have for any breach of the terms and conditions.

15.11 Counterparts

This Agreement may be executed in one or more counterparts all of which when taken together will constitute one and the same Agreement, and one or more of the counterparts may be delivered as a PDF file by email or as a hard copy.

15.12 Enurement

This Agreement shall enure to the benefit of and be binding upon the respective successors and permitted assigns of the City and the Contractor.

15.13 Force Majeure

(a) “Event of Force Majeure” means one of the following events: (i) a natural disaster, fire, flood, storm, epidemic or power failure, (ii) a war (declared and undeclared), insurrection or act of terrorism or piracy, (v) a strike (including illegal work stoppage or slowdown) or lockout, or (vi) a freight embargo if the event prevents a party from performing the party’s obligations in accordance with this Agreement and is beyond the reasonable control of that party; and

(b) “Affected Party” means a party prevented from performing the party’s obligations in accordance with this Agreement by an Event of Force Majeure.

An Affected Party must promptly notify the other party in writing upon the occurrence of the Event of Force Majeure and make all reasonable efforts to prevent, control or limit the effect of the Event of Force Majeure so as to resume compliance with the Affected Party’s obligations under this Agreement as soon as possible.

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WHEREFORE, the parties have executed this Agreement on the dates indicated below:

Insert Contractor’s legal name, by its authorized signatories, this ___ day of ___, 2018.

___________________________________ _______________________ Authorized Signature Date ___________________________________ Print Name and Title

THE CITY OF Nanaimo, by its authorized signatories, this ___ day of ________, 2018

___________________________________ _______________________ Authorized Signature Date ___________________________________ Print Name and Title

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Appendix 1 –Service Requirements; Appendix 2 – Contractor’s Proposal; Appendix 3 – Special Terms and Conditions and Negotiated Changes (if applicable)

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ATTACHMENT B – Specifications for Vehicles Found in Violation 1. All relevant provisions of this Revenue Sharing Agreement for vehicle towing and storage Services are applicable to this Section. In addition, the Contractor shall perform tows on vehicles found in violation and disposal in accordance with the conditions outlined below:

a) The Contractor shall respond to all tow requests for the removal of vehicles in violation within twenty-four 24 hours from the time the Contractor receives the tow dispatch from the RCMP Member or By-law Enforcement Officer and shall proceed to perform the tow in a proper and expeditious manner.

b) In the event that the Contractor fails to perform a tow of a vehicle found in violation, as required by paragraph a) above, the City may, at its discretion, order another automobile towing service for vehicle towing and storage services to tow the vehicle found in violation to that automobile towing service's storage place. The Contractor shall re-tow the said vehicle found in violation to the Contractor's storage place within twenty-four (24) hours, and shall reimburse the first automobile towing service, or the City, as the case may be, for all towing and storage charges. The City shall not reimburse the Contractor for the said re-tow. Because the original tow occurred as a result of the Contractor's failure to perform on a timely basis, the Contractor shall not charge any claimant to the vehicle found in violation for costs of re-towing the said vehicle from the first automobile towing services' storage place.

c) All vehicles found in violation are subject to owner claim prior to disposal. The charges allowed hereunder for the towing of such vehicle found in violation, plus the storage fee, shall be paid by the owner when claiming the vehicle found in violation. The Successful Proponent shall be responsible for the collection of all such charges and fees which will belong to the Contractor.

d) If the Contractor fails to collect these charges and fees from the owner, the Contractor shall not seek reimbursement from the City.

e) All vehicles found in violation that are towed by order of the City shall be appraised by the Contractor at its costs. Notwithstanding the above, the City reserves the right to require that appraisals be performed by a City appointed appraiser, at the City's expense.

f) Any vehicles found in violation that have been towed and appraised at five (5) hundred dollars ($500) or less shall be determined to be a Scrap Vehicle for the purposes of this Revenue Sharing Agreement and shall be disposed of by the Contractor in accordance with the Transportation Act or Sections under the Motor Vehicle Act, as the case may be.

g) All vehicles found in violation scrap are to be SCRAPPED ONLY. No consideration will be given to re-licensing any of these said Scrap Vehicles. Should the Contractor sell the Scrap in its entirety for parts to a third party, it must be indicated to such third party that the Scrap Vehicle cannot be re-licensed and this must be clearly stated on the receipt issued to the third party.

i) h) The Contractor shall be responsible for performing from the time the vehicle found

in violation is towed to:

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(1) conduct a registered owner search and a lien search under the Personal Property Security Act.

(2) immediately following the identification of the vehicle found in violation,

contact all registered owners and/or any lien holders or charge holders, by registered mail, outlining the vehicle found in violation recovery procedures.

(3) keep an accurate weekly record of vehicles found in violation towed, Scrap

Vehicle disposals, removals and owner claims, for inspection by the City.

(4) allow for public access for the claiming of a vehicles found in violation that has been towed from Monday to Saturday, 8:00 a.m. to 8:00 p.m. at a minimum.

(5) be responsible for the collection of all charges and fees payable.

NRFP No. 1818


ATTACHMENT C – Fuel Consumption Reporting Form

NRFP No. 1818


Appendix B - Fuel Reporting Consumption Worksheet SAMPLE DO NOT COMPLETECompany Name:

Address:

Phone Number:

Contact Person:

Title:

Contact Phone:

Contract Description:

Contract Number / Identifier:Reporting Period:* *(Annual reporting i s the minimum requirement) FROM: dd/mm/yyyy TO: dd/mm/yyyy

Fuel Consumption Categories: Type of Fuel Total Consumption Unit of Measure

Light Duty Vehicle - Two door passenger cars Gasoline 325 Litres - Four door passenger cars Diesel ______________ ______________ - Station wagons Propane ______________ ______________

Natural Gas ______________ ______________ Other ________________ ______________ ______________

Light Duty Truck - SUV's Gasoline 1234 Litres - Minivans Diesel ______________ ______________ - Full size vans Propane ______________ ______________ - Pickup trucks GVWR under 3856Kg (8,500 lbs) Natural Gas ______________ ______________ and curb weight under 2722 Kg (6,000 lbs) Other ________________ ______________ ______________

Heavy Duty Truck - Road vehicles with a GVWR over 3,856 Kg (8,500 lbs) Gasoline ______________ ______________ and curb weight over 2722 Kg (6,000 lbs) Diesel ______________ ______________

Propane ______________ ______________ Natural Gas ______________ ______________ Other ________________ ______________ ______________

Off Road Vehicles and Portable Equipment - Vehicles and equipment not licensed for road use Gasoline ______________ ______________ - Snowmobiles Diesel ______________ ______________ - ATV's Propane ______________ ______________ - Lawnmowers and trimmers Natural Gas ______________ ______________ - Tractors Other ________________ ______________ ______________ - Construction equipment

I / we certify that the above fuel consumption data represents the most accurate estimate of fuel consumption available for the reporting period.

_______________________________________________Signature Title Date (dd/mm/yyyy)