Agenda 09/11/2012 Item #16E 1EXECUTIVE SUMMARY
Recommendation to approve, and authorize the Chairman to sign, the Assumption
Agreement from Advanced Medical Center, LLC to Advance Medical of Naples, LLC for
medical director services by Dr. Gregory E. Leach, M.D. and employment physicals and
drug testing services.
OBJECTIVE: To recognize Advance Medical of Naples, LLC as the successor in interest to
Advanced Medical Center, LLC as it relates to the Bid Award #11 -5699.
CONSIDERATIONS: On September 13, 2011 (Agenda Item 16E7), the Board of County
Commissioners awarded Invitation to Bid (ITB) #11 -5699, a two -part solicitation, to Advanced
Medical Center, LLC, as follows:
Part A to Dr. Gregory E. Leach, M.D., to provide medical director services for the
County's health and wellness programs; and
2. Part B to Advanced Medical Center, LLC, for employment physicals and drug
testing services.
Pursuant to a March 16, 2012 Asset Purchase
purchased the assets of Advanced Medical Cer
rights and obligations set forth in ITB 411 -5699.
FISCAL IMPACT: There is no fiscal impact.
Agreement, Advance Medical of Naples, LLC
:er, LLC. The purchaser wishes to assume the
GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated
with this Executive Summary.
LEGAL CONSIDERATIONS: This item has been r viewed by the County Attorney, is legally
sufficient. and requires a majority vote for approval. - AK
RECOMMENDATION: That the Board of County Commissioners approves. and authorizes
its Chainnan to sign, the Assumption Agreement from Advanced Medical Center, LLC to
Advance Medical of Naples, LLC as it relates to Bid Award 411-5699, Part A - medical director
services for the County's health and wellness programs, and Part B - employment physicals and
drug testing services.
PREPARED BY: Diana De Leon, Contracts Technician, Purchasing Department
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COLLIER COUNTY
Board of County Commissioners
Item Number: 16.E.1.
C, . 'f i2H' l IlerC "f
Item Summary: Recommendation to approve, and authorize the Chairman to sign, the
Assumption Agreement from Advanced Medical Center, LLC to Advance Medical of Naples, LLC
for medical director services by Dr. Gregory E. Leach, M.D. and employment physicals and drug
testing services.
Meeting Date: 9/11/2012
Prepared By
Name: DeLeonDiana
Title: Contracts Technician, Purchasing
7/18/2012 11:58:19 AM
Submitted by
Title: Contracts Technician, Purchasing
Name: DeLeonDiana
7/18/2012 11:58:22 AM
Approved By
Name: pochopinpat
Title: Administrative Assistant,Facilities Management
Date: 7/20/2012 9:44:54 AM
Name: WardKelsey
Title: Manager - Contracts Administration,Purchasing & Ge
Date: 7/25/2012 11:55:32 AM
Name: DeLeonDiana
Title: Contracts Technician, Purchasing
Date: 7/31/2012 10:11:16 AM
Name: MarkiewiczJoanne
Title: Manager - Purchasing Acquisition,Purchasing & Gene
Date: 8/2/2012 11:41:34 AM
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9! 1/201_- Iterr 16.E.
Name: PriceLen
Title: Administrator, Administrative Services
Date: 8/28/2012 3:45:37 PM
Name: KlatzkowJeff
Title: County Attorney
Date: 8/29/2012 3:59:50 PM
Name: FinnEd
Title: Senior Budget Analyst, OMB
Date: 8/30/2012 9:31:38 AM
Name: IsacksonMark
Title: Director -Corp Financial and Mgmt Svs,CMO
Date: 8/31/2012 11:54:47 AM
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iern
ASSUMPTION AGREEMENT
This ASSUMPTION AGREEMENT is made and entered into as of
, 2012, by and between Advance Medical of Naples, LLC ( "Advance ")
and Collier County, a political subdivision of the State of Florida ( "Collier County ").
WHEREAS, on September 13, 2011, the Collier County Board of County Commissioners
awarded Invitation to Bid (ITB) #11 -5699, a two -part solicitation, to Advanced Medical Center,
LLC with Part A to Dr. Gregory E. Leach, M.D., to provide medical director services for the
County's health and wellness programs, and Part B to Advanced Medical Center, LLC, for
employment physicals and drug testing services, a copy of which is attached hereto as Exhibit A,
and hereinafter referred to as "Agreement "; and
WHEREAS, Advance hereby represents to Collier County that by virtue of an asset
purchase agreement, Advance is the successor in interest to Advanced Medical Center, LLC in
relation to the Agreement; and
WHEREAS, the parties wish to formalize Advance's assumption of rights and
obligations under the Agreement effective as of the date first above written.
NOW THEREFORE, in consideration of the mutual promises in this Assumption
Agreement, and for other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by the parties, it is agreed as follows:
1. Advance accepts and assumes all rights. duties, benefits, and obligations of the
Contractor under the Agreement, including all existing and future obligations to pay and perform
under the Agreement.
2. Advance will promptly deliver to Collier County evidence of insurance consistent
with Attachment 3 of the Agreement.
3. Except as expressly stated, no further supplements to, or modifications of, the
Agreement are contemplated by the parties.
4. Notice required under the Agreement to be sent to Contractor shall be directed to:
CONTRACTOR:
Advance Medical of Naples, LLC
1250 Pine Ridge Road
Naples, FL 34108
Phone: 239 - 254 -3104; Fax: 239 - 254 -3105
Attention: Patricia Jackson, President
5. Collier County hereby consents to Advance's assumption of the Agreement. No
waivers of performance or extensions of time to perform are granted or authorized. Collier
County will treat Advance as the Contractor for all purposes under the Agreement.
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9i` i;2`' 12- Item:
r
IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption
Agreement effective as of the date first above written.
COLLIER COUNTY:
ATTEST:
DWIGHT E. BROCK, Clerk
By:
Deputy Clerk
Advance Medical of Naples, LLC:
By:
Print Name
Date:
Approved as to
and legal stf-fic
By: t
Jeffrey
County
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
By:
FRED W. COYLE, CHAIRMAN
Attest:
Corporate Secretary
Date:
2
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ceale�r cry
Adminisrratinee Services Diwlsion
Purchasing
INVITATION TO BID
Date: June 21, 2011
From: Jack Curran, Purchasing Strategist
239.252.6098 (Telephone)
239.252.6596 (FAX)
JackCurran @colliergov.net (Email)
To: Prospective Vendors
Subject: "ITB -11- 5699 " - -Two Part Solicitation: Part A "Medical Director for Collier
County ", Part B "Employment Physicals and Drug Testing"
As requested by the Risk Management Department, the Collier County Board of County
Commissioners Purchasing Department has issued this ITB for the purpose of obtaining
fair and competitive responses.
Please refer to the Public Notice included in this document for the opening date ant
time and any applicable pre -IT6 conference.
All questions regarding this ITB must be submitted online on the Collier County
Purchasing Department E- Procurement website: www.colliergov.net/bid. All responses
to questions will be posted on the website with electronic notification to all prospective
vendors.
We look forward to your participation in Collier County's competitive procurement
process.
cc: Gary Troy, Risk Management
Jeff Walker, Director, Risk Management
Note: All ITB responses submitted manually must be submitted as one original,
and one exact duplicate copy, including any required forms.
PWasrg peparrmit• 3327 Tamami Trail East • Naples. Florida 341124901 • www.w0ierpov.r*Vptnrmrg
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing° EXHIBIT A
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Invitation to Bid
Index
PublicNotice .................................................................................... ............................... 3
Exhibit I: Scope of Work, Specifications and Response Format ..... ............................... 4
Exhibit II: General Bid Instructions ................................................ ............................... 10
Exhibit III: Standard Purchase Order Terms and Conditions ........... .............................16
Exhibit IV: Additional ITB Terms and Conditions ........................... ............................... 19
Attachment 1: Vendor Submittal - Vendor's Check List ................. ............................... 25
Attachment 2: Vendor Submittal - Bid Response Form ................. ............................... 26
Attachment 3: Vendor Submittal - Insurance and Bonding Requirements .................... 28
Attachment 4: Vendor Submittal — Local Vendor Preference Affidavit .......................... 30
Attachment 5: Vendor Submittal — Immigration Affidavit ................ ............................... 31
Attachment 6: Vendor Submittal - Vendor's Non - Response Statement ....................... 32
11 -5699 = Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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2
Public Notice
Sealed bid responses for Solicitation 11 -5699, "Medical Director for CC /Employment
Physicals & Drug Testing, will be received Manually only at the Collier County Government,
Purchasing Department, 3327 Tamiami Traill E, Naples, FL 34112 until 2:330 p.m. Collier
County local time on July 12th, 2011. Solicitation responses received after the stated time and
date will not be accepted.
Solicitation 11- 5699 - "Medical Director for Collier County and Employment Physicals &
Drug Testing
All questions regarding this ITB must be submitted online on the Collier County Purchasing
Department E- Procurement website: www.colliergov.net/bid. All responses to questions will be
posted on the website with electronic notification to all prospective vendors.
All solicitation responses must be made on the official ITB response form included and only
available for download from the Collier County Purchasing Department E- Procurement website
noted herein. ITB Documents obtained from sources other than Collier County Purchasing
may not be accurate or current.
Collier County encourages vendors to utilize recycled paper on all manual bid response
submittals.
Collier County does not discriminate based on age, race, color, sex, religion, national origin,
disability or marital status.
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
BY: /s/ Steve Carnell
Steve Carnell, C.P.M.
Purchasing /General Services Director
Publicly posted on the Collier County Purchasing Department website:
www.colliergov.net/purchasing and in the lobby of the Purchasing Building on June 21, 2011.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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'1/ I �i l!`t li.erS- 'i E z
Exhibit t: Scope of Work, Specifications and Response Format
As requested by the Collier County Risk Management Department (hereinafter, the "Division or
Department "), the Collier County Board of County Commissioners Purchasing Department
(hereinafter, "County ") has issued this Invitation to Bid (hereinafter, "ITB ") with the intent of obtaining
bids from interested and qualified firms in accordance with the terms, conditions and specifications
stated or attached.
The Vendor, at a minimum, must achieve the requirements of the Scope of Work and Specifications
stated herein.
Brief Description of Purchase
The County is interested in receiving quotes from qualified vendors to provide Medical Director
Services and pre - employment physicals for County employees. The County shall award a contract for
both services to one vendor who provides the overall lowest, qualified and responsive quote for
services identified in Part A and Part B of this solicitation.
Part A: The Consultant shall provide Medical Director Services for the Collier County
Occupational Health and Wellness Programs as may be required by the Collier County Manager's
Agency and its participating agencies, located in Naples, Florida. These programs are be available
to all Regular, Temporary and Seasonal Employees of the County Manager's Agency of Collier
County and its participating agencies, which currently include, but are not limited to: County
Attorney, Airport Authority, and Pelican Bay Services. This contract does not include the Collier
County Sheriffs Staff and employees nor the Collier County Clerk of the Court's staff s they have
separate contracts The County has a total of approximately one thousand nine hundred and sixty
five (1965) employees.
Part B: A comprehensive pre - employment physical and drug testing program to benefit Collier
County and reduce liability to the County. This program will ensure the proper placement of
employees based upon physical capabilities related to essential functions of County positions.
Also included will be reassessment of appropriate County employees on a designated basis. This
program will ensure the health of County employees and potential County employees
Background
The Bidder shall provide occupational medical services on an "as needed" basis as may be
required by the Collier County Manager's Agency and its participating agencies, located in Naples,
Florida. This program will be available to all Regular, Temporary and Seasonal Employees of the
County Manager's Agency of Collier County and its participating agencies, which currently include,
but are not limited to: County Attorney, Airport Authority, and Pelican Bay Services. This contract
does not include the Collier County Sheriff's Staff and employees nor the Collier County Clerk of
the Court's staff s they have separate contracts The County has a total of approximately one
thousand nine hundred and sixty five (1965) employees.
The location of the facility proposed to provide the occupational medical services will be one of the
factors considered during the evaluation process. The County prefers the medical facility to be
located within ten (10) miles from the Collier County Government Center, 3301 E. Tamiami Trail,
Naples, Florida, with satellite facilities to be provided in areas within Lee or Collier County.
The Bidder must provide all services listed in this Scope of Services. The County does not
guarantee a specific quantity of work.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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Detailed Scope of Work
Part A: The Consultant shall provide Medical Director Services for the Collier County
Occupational Health and Wellness Programs as may be required by the Collier County Manager's
Agency and its participating agencies, located in Naples, Florida. These programs are be available
to all Regular, Temporary and Seasonal Employees of the County Manager's Agency of Collier
County and its participating agencies, which currently include, but are not limited to: County
Attorney, Airport Authority, and Pelican Bay Services. This contract does not include the Collier
County Sheriff's Staff and employees nor the Collier County Clerk of the Court's staff s they have
separate contracts. The County has a total of approximately one thousand nine hundred and sixty
five (1965) employees.
The Consultant must provide all services listed in this Scope of Services. The County does not
guarantee a specific quantity of work.
Services to be provided include, but are not limited to the following:
1. Review, recommend & approve standing medical orders & protocols.
2. Review and authorize the use of respirators for employees based on OSHA medical
questionnaire, PFT results, and OSHA Respiratory Standards.
I Review and evaluate audiometric testing results.
4. Authorize medical prescriptions and medical supplies.
5. Authorize medical prescriptions required pre - placement medical testing.
6. Consult and recommend pre - placement evaluation criteria & findings.
7. Consult on work related injuries & illnesses.
8. Conduct "fitness for duty" evaluations.
9. Medical Review Officer (MRO): review and consultation of drug related tests.
14. Reports and Records: All medical reports shall be the sole property of Collier County and
may not be used or reproduced in any form without the explicit written permission of the
County. The Consultant shall maintain complete records on each individual
examined /treated. Such records shall remain confidential in compliance with all HIPPA
regulations and will be made available only to the County's representative and /or the
individual.
No information, record, report or data derived, compiled, obtained, prepared or developed
by the Consultant from work performed pursuant to the contract may be released,
disseminated or disclosed without written consent of the County.
All medical reports and records shall be formally transferred to the County by the
Consultant within five (5) working days after the receipt of a contract termination notice.
11. Anticipated Medical Director Services for the Wellness Program include, but are not limited
to:
a. Review & approve the health screen follow -up intervention protocol.
b. Consult on the basic preventative physical exam.
Part B: A comprehensive pre - employment physical and drug testing program to benefit Collier
County and reduce liability to the County. This program will ensure the proper placement of
employees based upon physical capabilities related to essential functions of County positions.
Also included will be reassessment of appropriate County employees on a designated basis. This
program will ensure the health of County employees and potential County employees.
Specific requirements include:
11 -5699 —'Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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91i" 1/2C Item IE�._."
1. The Occupational Medical Services Program will be designed to provide the medical
services listed. Desired hours of operation are from 8:00 a.m. to 5:00 p.m., five (5) days a
week, Monday through Friday, staffed with currently trained and qualified medical
personnel. The County prefers a program that will also provide weekend and extended
hours of operation.
2. Clinical Activities: The following are the activities that shall be required of the successful
Bidder. This list includes the core function and major emphasis of clinical activities to be
performed. Lab results, medical findings and recommendations are to be reviewed with the
examinee.
a. Pre - Placement Employment Physical: A basic occupational and medical history is
reviewed with an occupational physical exam. (A Respirator Medical Clearance
Evaluation may also be required based on job classification.) The medical
determination of ability to work is assessed based on the job classification
specifications. A vision exam (near & far acuity, color, depth perception) will be
conducted with this physical at no charge. Ancillary tests to determine medical
clearance (i.e., drug testing, blood alcohol, CBC, lipid panel) are reimbursed per fee
schedule.
b. Pre - Placement Physical W /CDL Physical: The candidate's medical history is
reviewed. (A Respirator Medical Clearance Evaluation may also be required based on
job classification.) The medical examiner, conducts a physical that evaluates the
candidate's medical condition for employment and CDL medical certification. The
physician completes the pre - employment physical form and the Department of
Transportation medical physical form. Laboratory results are reviewed. A vision
screen and urine dipstick is conducted at no additional charge. The DOT card is
issued.
c. Respirator Medical Clearance Evaluation: A respiratory health questionnaire and
medical history is reviewed by a physician, nurse practitioner or physician's assistant.
The physical examination with interpretation of spirometry and ancillary tests will
assess the ability to wear a respirator. A vision exam will be included at no charge.
Spirometry testing is included. Ancillary tests at the published fee schedule can
augment this physical assessment.
d. CDL Physical (DOT): The Department of Transportation Medical Examination Report
for commercial driver fitness determination is conducted in accordance with DOT
regulations and requirements. A Medical Examiners Certificate (DOT Card) will be
issued after successful completion of this physical.
e. Fitness for Duty Examination: The selected vendor shall perform any fitness for duty
examinations requested by the County Occupational Health Nurse or County Human
Resources Department. The fitness for duty examination content shall be determined
by the physician, nurse practitioner or physician's assistant based on the job
classification requirements. A complete medical report shall be forwarded to the
County Occupational Health Nurse within one (1) working day of the examination.
f. Asbestos Medical Examinations and Consultations: The selected vendor shall
provide medical examinations and consultations following the requirements of the
Asbestos Standard CFR 1926.1101. This examination shall include a Respirator
Medical Clearance Evaluation.
g. Laboratory Work: The following tests shall be performed for an all- inclusive fee:
1. Comprehensive Metabolic Panel with Lipids
2. Complete Blood Count (CBC) w /Platelet, Auto Differential
3. Urinalysis Chemistry:
• Creatinine
• BUN
• PPD Testing w /Reading
• Chest x -ray (2 -view)
11 -5699 — "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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• Chest x -ray (4 -view)
• Chest CT w /contrast
• Chest CT without contrast
• Audiometric Screening Test (pure tone air only) with interpretation
• Pulmonary Function Test (with interpretation)
• Drug Screen; HRS 5 or NIDA 5 panel w /MRO
• Blood Alcohol Test
• Hepatitis Panel Test
• Hepatitis A Vaccination Series
• Hepatitis B Vaccination Series
• Hepatitis Titer (if previously immunized)
• HIV 1 & 2 Antibody Test
• Heavy Metals Test
• Pre - exposure Rabies Vaccination Series
• Rabies Titer (if previously immunized)
• Tetanus /diphtheria Vaccination
• Tdap Vaccination
• EKG
• Cardiac Stress Test (with interpretation)
• Functional Capacity Evaluation
Medical Services Not Listed: Medical services (labs, tests, immunizations, etc) not
listed in this document shall be permitted upon review and authorization by the County
Occupational Health Nurse. Pricing for such services shall not exceed the usual and
customary rate as listed by the County's health claim administration provider for zip code
34112.
Pre - employment Physical Examinations: Pre - employment examinations will usually
be scheduled on short notice. Appointments may be requested for the same day or the
following business day.
The medical examination and review of the collected medical and occupational history
must be performed by a licensed physician, nurse practitioner or physician's assistant,
preferably experienced in occupational health. Routine measurements, laboratory
specimens and x -rays may be taken by paramedical personnel.
Written confirmation of the examination results must be provided to the County
Occupational Health Nurse, or designated person, within twenty -four (24) hours. This
confirmation must identify any concerns and /or accommodation recommendations.
Reports and Records: All medical reports shall be the sole property of Collier County
and may not be used or reproduced in any form without the explicit written permission of
the County. The successful Bidder shall maintain complete records on each individual
examined /treated. Such records shall remain confidential in compliance with all HIPPA
regulations and will be made available only to the County's representative and /or the
individual.
No information, record, report or data derived, compiled, obtained, prepared or
developed by the selected Bidder from work performed pursuant -to the. contract may be
released, disseminated or disclosed without written consent of the County.
All medical reports and records shall be formally transferred to the County by the
successful Bidder within five (5) working days after the receipt of a contract termination
notice.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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/ E i2Ct IterT: `ire. =.'..
Award Criteria
ITB award criteria is as follows:
• All questions on the Bid document shall be answered as to price(s), time requirements, and
required document submissions.
• Award shall be based upon the responses to all questions on the Bid Response Page(s).
• Further consideration may include but not be limited to, references, completeness of bid
response and past performances on other County bids /projects.
• Prices will be read in public exactly as input on the electronic bid response form or written on
the manually submitted Bid Response Page(s) at the time of the bid opening; however, should
an error in calculations occur whenever unit pricing and price extensions are requested, the
unit price shall prevail. Mathematical miscalculations may be corrected by the County to
reflect the proper response.
• The County's Purchasing Department reserves the right to clarify a vendor's proposal prior to
the award of the solicitation.
• It is the intent of Collier County to award to the lowest, qualified and responsive vendor based
on adding the price of all items, quantities and descriptions on the vendor price sheet. Each
price will be added together to determine the lowest total of all described services. With that
in mind:
All line item prices must be completed in order to be considered for an award.
• Single Awardee shall be determined by:
• The County will add all line items together in order to determine a bidders's overall
price total.
• The County shall make a single award based on the overall lowest total to the bidder
who is deemed the lowest, qualified and responsive.
The contract will be in the form of a standard County Purchase Order.
Term of Contract
The contract term, if an award(s) is /are made is intended to be one (1) year with three (3) one (1)
year renewal options.
Prices shall remain firm for the initial term of this contract. Requests for consideration of a price
adjustment must be made on the contract anniversary date, in writing, to the Purchasing Director.
Price adjustments are dependent upon budget availability and program manager approval.
Surcharges will not be accepted in conjunction with this contract, and such charges should be
incorporated into the pricing structure.
Projected Timetable
Event ; ate,
Issue Solicitation Notice June 21, 2011
Last Date for Receipt of Written Questions July 6, 2011,
10:OOAM, Naples
Local Time
Addendum Issued Resulting from Written Questions or Pre -
Proposal Conference I TBD l
11 -5699 — "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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`
lier-
Solicitation Deadline Date and Time July 12, 2011,
2:30PM, Naples Local
Time
Anticipated Evaluation of Submittals July 20, 2011
Anticipated Board of County Commissioner's Contract September 2011
Approval Date
Vendor Required Documents
Attachment 1: Vendor's Check List
Attachment 2: Bid Response Form
Attachment 3: Insurance and Bonding Requirements
Attachment 4: Local Vendor Preference Affidavit
Attachment 5: Immigration Affidavit Certification and the Company's E- Verify profile page or
memorandum of understanding.
11 -5699 =Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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Exhibit It: General Bid Instructions
1. Purpose /Objective
91", 1 2012 item 'I6.E.',
As requested by the Collier County departments or divisions identified in Exhibit 1, the Collier
County Board of County Commissioners Purchasing Department (hereinafter, the County) has
issued this Invitation to Bid (hereinafter, the "ITB ", or "Bid ") with the sole purpose and intent of
obtaining bid responses from interested and qualified firms in accordance with the terms,
conditions, and specifications stated and /or attached herein /hereto. The successful vendor will
hereinafter be referred to as the "Vendor"
All bids must be submitted on the Bid form furnished by the County noted in Attachments
1, 2, 3, 4, and 5 of this ITB. No bid will be considered unless the Bid form is properly
signed. Vendor is responsible to read and follow the instructions very carefully, as any
misinterpretation or failure to comply with these instructions could lead to the bid submitted as
being rejected as non - responsive.
2. Pricing
Vendors must provide unit prices using the unit of measured specified by the County. All prices
will remain firm for a period of one hundred and eighty (180) calendar days from date of bid
opening. After award by the Board of County Commissioners, prices may only be adjusted as
outlined in Exhibit I: Term of Contract.
3. Alternate Bid Pricing
In the event that alternate pricing is requested, it is an expressed requirement of the bid to provide
pricing for all alternates as listed. The omission of a response or a no -bid or lack of a submitted
price will be the basis for the rejection of the submitted bid response. All bids responses received
without pricing for all alternates as listed will be considered technically non - responsive and will not
be considered for award.
4. Equal Product
Manufacturer's name, brand name and /or model number are used in these specifications for the
purpose of establishing minimum requirements of level of quality, standards of performance and /or
design required, and is in no way intended to prohibit the bidding of other manufacturer's items of
equal or similar material. An equal or similar product may be bid, provided that the product is
found to be equal or similar in quality, standard of performance, design, etc. to the item specified.
Where an equal or similar is bid, the Bid must be accompanied with two (2) complete sets of
factory information sheets (specifications, brochures, etc.) and test results, if applicable, of unit bid
as equal or similar.
Equal product samples, if required for evaluation, and at no cost to the County, must be submitted
with Bid. Unless otherwise directed in the solicitation, the bid will not be considered unless
samples are delivered to specified address by bid due date. The County shall be sole judge of
equality or similarity, and its decision shall be final in the best interest.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
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10
5. Discounts
Any discounts or terms must be shown on the Bid form. Such discounts, if any, may be
considered in the award of tie bids. In no instance should payment terms less than fifteen (15)
calendar days be offered.
6. Exceptions
Vendors taking exception to any part or section of these specifications shall indicate such
exceptions on a separate sheet entitled "EXCEPTIONS TO SPECIFICATIONS." Failure to
indicate any exceptions to the specifications shall be interpreted as the Vendors intent to fully
comply with the specifications as written. The County, at its sole discretion, shall determine if the
exceptions are material in nature, and if the Vendor's exceptions may be declared grounds for
rejection of bid proposal.
7. Addenda
The County reserves the right to formally amend and /or clarify the requirements of the bid
specifications where it deems necessary. Any such addendum/clarification shall be in writing and
shall be distributed electronically to all parties who received the original bid specifications rip or to
the deadline for submission of Bids. All changes to this ITB will be conveyed electronically through
a notice of addendum or questions and answers to all vendors registered under the applicable
commodity code(s) at the time when the original ITB was released, as well as those vendors who
downloaded the ITB document. Additionally, all addendums are posted on the Collier County
Purchasing Department E- Procurement website: www.colliergov.net /bid. Before submitting a bid
response, please make sure that you have read all, understood clearly and complied completely
with any changes stated in the addenda as failure to do so may result in the rejection of your
submittal.
8. Bid Submission
All paper bids shall be submitted to the County Purchasing Director, Collier County Government,
Purchasing Department, 3327 Tamiami Trl E, Naples, FL 34112, by the date and time as stated in
the Legal Notice. The County assumes no responsibility for bid responses received after the due
date and time, or at any office or location other than that specified herein, whether due to mail
delays, courier mistakes, mishandling, inclement weather or any other reason, Late bid responses
shall be returned unopened, and shall not be considered for award.
Vendors must submit one(1) paper copies with one copy clearly labeled "Master." and one(1)
compact disks (CD's) with one copy of the proposal on each CD in Word. Excel or PDF. List
the Solicitation Number and Title on the outside of the box or envelope.
All bids sent by courier service must have the bid number and title on the outside of the courier
packet.
Vendors who wish to receive copies of bids after the bid opening may view and download same
from the Collier County Purchasing Department Internet bid site,
9. Questions
If the vendor should be of the opinion that the meaning of any part of the Bid Document is doubtful,
obscure or contains errors or omissions it should report such opinion to the Purchasing Agent
before the bid opening date. Direct questions related to this ITB only to the Collier County
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Purchasing Department Internet website: www.colliergov,net/bid. Questions will not be answered
after the date noted on the ITB.
Vendors must clearly understand that the only official answer or position of the County will be the
one stated on the Collier County Purchasing Department E- Procurement website. For general
questions, please call the referenced Purchasing Agent identified in the Public Notice.
10. Protests
Any actual or prospective respondent to an Invitation to Bid, who has a serious and legitimate
issue with the ITB shall file a written protest with the Purchasing Director rip for to the opening of
the bid or the due date for acceptance of bid. All such protests must be filed with the Purchasing
Director no later than 11:00 a.m. Collier County time on the advertised date for the opening of the
bid or the acceptance date for the Request for Proposals.
11. Rejection and Waiver
The County reserves the right to reject any and all bids, to waive defects in the form of bid, also to
select the bid that best meets the requirements of the County.
Vendors whose bids, past performance or current status do not reflect the capability, integrity or
reliability to fully and in good faith perform the requirements denoted may be rejected as non-
responsive. Bids that do not meet all necessary requirements of this solicitation or fail to provide
all required information, documents or materials may be rejected as non - responsive.
12. Local Vendor Preference (LVP)
The County is using the Competitive Sealed Quotation methodology of source selection for this
procurement, as authorized by Ordinance Number 87 -25, and Collier County Resolution Number
2006 -181 establishing and adopting the Collier County Purchasing Policy.
The Collier County Board of County Commissioners has adopted a Local Preference "Right to
Match" policy to enhance the opportunities of local businesses to receive awards of Collier County
purchases.
A "local business" is defined as a business that has a valid Business Tax Receipt, formerly known
as an Occupational License issued by either Collier or Lee County for a minimum of one (1) year
prior to a Collier County quote or proposal submission that authorizes the business to provide the
commodities or services to be purchased, and a physical business address located within the
limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office
Boxes are not verifiable and shall not be used for the purpose of establishing said physical
address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it
contributes to the economic development and well -being of either Collier or Lee County in a
verifiable and measurable way. This may include, but not be limited to, the retention and
expansion of employment opportunities, the support and increase to either Collier or Lee County's
tax base, and residency of employees and principals of the business within Collier or Lee County.
Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their
quote or proposal to be eligible for consideration as a "local business" under this section.
When a qualified and responsive non -local business submits the lowest price quote, and the quote
submitted by one or more qualified and responsive local businesses is within ten percent (10 %) of
the price submitted by the non -local business, then the local business with the apparent lowest
quote offer (i.e. the lowest local vendor) shall have the opportunity to submit an offer to match the
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price(s) offered by the overall lowest, qualified and responsive vendor. In such instances, staff
shall first verify if the lowest non -local vendor and the lowest local vendor are in fact qualified and
responsive vendors.
Next, the Purchasing Department shall determine if the lowest local vendor meets the
requirements of Section 287.087 F.S.
If the lowest local vendor meets the requirements of 287.087, F.S., the Purchasing Department
shall invite the lowest local vendor to submit a matching offer to the Purchasing Department which
shall be submitted within five (5) business days thereafter. If the lowest local vendor submits an
offer that fully matches the lowest quote from the lowest non -local vendor tendered previously,
then award shall be made to the local vendor. If the lowest local vendor declines or is unable to
match the lowest non local quote price(s), then award will be made to the lowest overall qualified
and responsive vendor. If the lowest local vendor does not meet the requirement of Section
287.087 F.S. and the lowest non -local vendor does, award will be made to the vendor that meets
the requirements of the referenced state law.
Vendor must complete and submit with its quote response the Affidavit for Claiming Status as a
Local Business which is included as part of this solicitation.
Failure on the part of a Vendor to submit this Affidavit with their quote response will
preclude said Vendor from being considered for local preference under this solicitation.
A Vendor who misrepresents the Local Preference status of its firm in a quote submitted to the
County will lose the privilege to claim Local Preference status for a period of up to one (1) year.
The County may, as it deems necessary, conduct discussions with any of the competing vendors
determined to be in contention for being selected for award for the purpose of clarification to
assure full understanding of, and responsiveness to solicitation requirements.
13. Immigration Affidavit Certification
Statutes and executive orders require employers to abide by the immigration laws of the United
States and to employ only individuals who are eligible to work in the United States.
The Employment Eligibility Verification System (E- Verify) operated by the Department of
Homeland Security (DHS) in partnership with the Social Security Administration (SSA), provides
an Internet -based means of verifying employment eligibility of workers in the United States; it is
not a substitute for any other employment eligibility verification requirements. The program will be
used for Collier County formal Invitations to Bid (ITB) and Request for Proposals (RFP) including
professional services and construction services.
Exceptions to the program:
• Commodity based procurement where no services are provided.
• Where the requirement for the affidavit is waived by the Board of County
Commissioners
Vendors / Bidders are required to enroll in the E- Verify program, and provide acceptable evidence
of their enrollment, at the time of the submission of the vendor's /bidder's proposal. Acceptable
evidence consists of a copy of the properly completed E- Verify Company Profile page or a copy of
the fully executed E- Verify Memorandum of Understanding for the company. Vendors are also
required to provide the Collier County Purchasing Department an executed affidavit certifying they
shall comply with the E- Verify Program. The affidavit is attached to the solicitation documents. If
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Additionally, vendors shall require all subcontracted vendors to use the E- Verify system for all
purchases not covered under the "Exceptions to the program" clause above.
For additional information regarding the Employment Eligibility Verification System (E- Verify)
program visit the following website: hfp: / /www.dhs.4ov /E- Verify. It shall be the vendor's
responsibility to familiarize themselves with all rules and regulations governing this program.
Vendor acknowledges, and without exception or stipulation, any firm(s) receiving an award shall
be fully responsible for complying with the provisions of the Immigration Reform and Control Act of
1986 as located at 8 U.S.C. 1324, et seg. and regulations relating thereto, as either may be
amended and with the provisions contained within this affidavit. Failure by the awarded firm(s) to
comply with the laws referenced herein or the provisions of this affidavit shall constitute a breach
of the award agreement and the County shall have the discretion to unilaterally terminate said
agreement immediately.
14. Lobbying
All firms are hereby placed on NOTICE that the County Commission does not wish to be lobbied
either individually or collectively about a project for which a firm has submitted a bid. Firms and
their agents are not to contact members of the County Commission for such purposes as
meetings of introduction, luncheons, dinners, etc. During the bidding process, from bid opening to
final Board approval, no firm or its agent shall contact any other employee of Collier County with
the exception of the Purchasing Department.
15. Certificate of Authority to Conduct Business in the State of Florida (Florida Statute
607.1501)
In order to be considered for award, firms submitting a response to this solicitation shall be
required to provide a certificate of authority from the Florida Department of State Divisions of
Corporations in accordance with the requirements of Florida Statute 607.1501
(www.sunbiz.org /search.html). A copy of the document shall be submitted with the solicitation
response and the document number shall be identified. Firms who do not provide the certificate of
authority at the time of response shall be required to provide same within five (5) days upon
notification of selection for award. If the firm cannot provide the document within the referenced
timeframe, the County reserves the right to award to another firm.
16. General Information
When it is deemed by the County that a bid cannot be awarded as originally intended, the County
reserves the right to award this bid through an approach which is the best interest of the County.
Alternate bids will not be considered unless authorized by the ITB. In case of identical bids tying
as low bid, the County shall ask vendors to submit certification that they have a drug -free
workplace in accordance with Section 287.087 Florida Statutes. Should all vendors provide said
certification; the County will give local vendor preference.
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17. Bid Award Process
Award of contract will be made by the Board of County Commissioners in public session. Awards
pertaining to the Collier County Airport Authority will generally be made by that agency's approval
Board.
Award shall be made in a manner consistent with the County's Purchasing Policy. Award
recommendations will be posted outside the offices of the Purchasing Department as well as on
the Collier County Purchasing Department website on Wednesdays and Thursdays prior to the
County Commission meetings.
Any actual or prospective respondent who desires to formally protest the recommended contract
award must file a notice of intent to protest with the Purchasing Director within two (2) calendar
days (excluding weekends and County holidays) of the date that the recommended award is
posted. Upon filing of said notice, the protesting party will have five (5) days to file a formal
protest and will be given instructions as to the form and content requirements of the formal protest.
A copy of the "Protest Policy" is available at the office of the Purchasing Director.
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Exhibit III: Standard Purchase Order Terms and Conditions
1. Offer
delivery; provided that risk of loss prior to
This offer is subject to cancellation by the
actual receipt of the goods by the COUNTY
COUNTY without notice if not accepted by
nonetheless remain with VENDOR.
VENDOR within fourteen (14) days of issuance.
b) No charges will be paid by the COUNTY for
packing, crating or cartage unless otherwise
2. Acceptance and Confirmation
specifically stated in this Purchase Order.
This Purchase Order (including all documents
Unless otherwise provided in Purchase
attached to or referenced therein) constitutes
Order, no invoices shall be issued nor
the entire agreement between the parties, unless
payments made prior to delivery. Unless
otherwise specifically noted by the COUNTY on
freight and other charges are itemized, any
the face of this Purchase Order. Each delivery of
discount will be taken on the full amount of
goods and /or services received by the COUNTY
invoice.
from VENDOR shall be deemed to be upon the
c) All shipments of goods scheduled on the
terms and conditions contained in this Purchase
same day via the same route must be
Order.
consolidated. Each shipping container must
be consecutively numbered and marked to
No additional terms may be added and Purchase
show this Purchase Order number. The
Order may not be changed except by written
container and Purchase Order numbers must
instrument executed by the COUNTY. VENDOR
be indicated on bill of lading. Packing slips
is deemed to be on notice that the COUNTY
must show Purchase Order number and
objects to any additional or different terms and
must be included on each package of less
conditions contained in any acknowledgment,
than container load (LCL) shipments and /or
invoice or other communication from VENDOR,
with each car load of equipment. The
notwithstanding the COUNTY'S acceptance or
COUNTY reserves the right to refuse or
payment for any delivery of goods and /or
return any shipment or equipment at
services, or any similar act by VENDOR.
VENDOR'S expense that is not marked with
Purchase Order numbers. VENDOR, agrees
3. Inspection
to declare to the carrier the value of any
All goods and/or services delivered hereunder
shipment made under this Purchase Order
shall be received subject to the COUNTY'S
and the full invoice value of such shipment.
inspection and approval and payment therefore
d) All invoices must contain the Purchase Order
shall not constitute acceptance. All payments are
number and any other specific information as
subject to adjustment for shortage or rejection.
identified on the Purchase Order. Discounts
All defective or nonconforming goods will be
of prompt payment will be computed from the
returned pursuant to VENDOR'S instruction at
date of receipt of goods or from date of
VENDOR'S expense.
receipt of invoices, whichever is later.
Payment will be made upon receipt of a
To the extent that a purchase order requires a
proper invoice and in compliance with
series of performances by VENDOR, the
Chapter 218, Fla. Stats., otherwise known as
COUNTY prospectively reserves the right to
the "Local Government Prompt Payment
cancel the entire remainder of the Purchase
Act," and, pursuant to the Board of County
Order if goods and /or services provided early in
Commissioners Purchasing Policy.
the term of the Purchase Order are
non - conforming or otherwise rejected by the
5. Time Is Of the Essence
COUNTY.
Time for delivery of goods or performance of
services under this Purchase Order is of the
4. Shipping and Invoices
essence. Failure of VENDOR to meet delivery
a) All goods are FOB destination and must be
schedules or deliver within a reasonable time, as
suitably packed and prepared to secure the
interpreted by the COUNTY in its sole judgment,
lowest transportation rates and to comply
shall entitle the COUNTY to seek all remedies
with all carrier regulations. Risk of loss of
available to it at law or in equity. VENDOR
any goods sold hereunder shall transfer to
agrees to reimburse the COUNTY for any
the COUNTY at the time and place of
expenses incurred in enforcing its rights.
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VENDOR further agrees than undiscovered
delivery of nonconforming goods and /or services
is not a waiver of the COUNTY'S right to insist
upon further compliance with all specifications.
Changes
The COUNTY may at any time and by written
notice make changes to drawings and
specifications, shipping instructions, quantities
and delivery schedules within the general scope
of this Purchase Order. Should any such change
increase or decrease the cost of, or the time
required for performance of the Purchase Order,
an equitable adjustment in the price and /or
delivery schedule will be negotiated by the
COUNTY and VENDOR. Notwithstanding the
foregoing, VENDOR has an affirmative obligation
to give notice if the changes will decrease costs.
Any claims for adjustment by VENDOR must be
made within thirty (30) days from the date the
change is ordered or within such additional
period of time as may be agreed upon by the
parties.
Warranties
VENDOR expressly warrants that the goods
and /or services covered by this Purchase Order
will conform to the specifications, drawings,
samples or other descriptions furnished or
specified b� the COUNTY, and will be of
satisfactory material and quality production, free
from defects and sufficient for the purpose
intended. Goods shall be delivered free from any
security interest or other lien, encumbrance or
claim of any third party. These warranties shall
survive inspection, acceptance, passage of title
and payment by the COUNTY.
8. Statutory Conformity
Goods and services provided pursuant to this
Purchase Order, and their production and
transportation shall conform to all applicable
laws, including but not limited to the Occupational
Health and Safety Act, the Federal
Transportation Act and the Fair Labor Standards
Act, as well as any law or regulation noted on the
face of the Purchase Order.
Advertising
No VENDOR providing goods and services to the
COUNTY shall advertise the fact that it has
contracted with the COUNTY for goods and/or
services, or appropriate or make use of the
COUNTY'S name or other identifying marks or
property without the prior written consent of the
COUNTY'S Purchasing Department.
10. Indemnification
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VENDOR shall indemnity and hold narmiess the
COUNTY from any and all claims, including
claims of negligence, costs and expenses,
including but not limited to attorneys' fees, arising
from, caused by or related to the injury or death
of any person (including but not limited to
employees and agents of VENDOR in the
performance of their duties or otherwise), or
damage to property (including property of the
COUNTY or other persons), which arise out of or
are incident to the goods and /or services to be
provided hereunder.
11. Warranty of Non - Infringement
VENDOR represents and warrants that all goods
sold or services performed under this Purchase
Order are: a) in compliance with applicable laws;
b) do not infringe any patent, trademark,
copyright or trade secret; and c) do not constitute
unfair competition.
VENDOR shall indemnify and hold harmless the
COUNTY from and against any and all claims,
including claims of negligence, costs and
expense, including but not limited to attorneys'
fees, which arise from any claim, suit or
proceeding alleging that the COUNTY'S use of
the goods and /or services provided under this
Purchase Order are inconsistent with VENDOR'S
representations and warranties in section 11 (a).
If any claim which arises from VENDOR'S breach
of section 11 (a) has occurred, or is likely tc
occur, VENDOR may, at the COUNTY'S option,
procure for the COUNTY the right to continue
using the goods or services, or replace or modify
the goods or services so that they become
non - infringing, (without any material degradation
in performance, quality, functionality or additional
cost to the COUNTY).
12. Insurance Requirements
The VENDOR, at its sole expense, shall provide
commercial insurance of such type and with such
terms and limits as may be reasonably
associated with the Purchase Order. Providing
and maintaining adequate insurance coverage is
a material obligation of the VENDOR. All
insurance policies shall be executed through
insurers authorized or eligible to write policies in
the State of Florida.
13. Compliance with Laws
In fulfilling the terms of this Purchase Order,
VENDOR agrees that it will comply with all
federal, state, and local laws, rules, codes, and
ordinances that are applicable to the conduct of
its business. By way of non - exhaustive example,
this shall include the American with Disabilities
Act and all prohibitions against discrimination on
17
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the basis of race, religion, sex creed, national
origin, handicap, marital status, or veterans'
status. Further, VENDOR acknowledges and
without exception or stipulation shall be fully
responsible for complying with the provisions of
the Immigration Reform and Control Act of 1986
as located at 8 U.S.C. 1324, et seq. and
regulations relating thereto, as either may be
amended. Failure by the awarded firm(s) to
comply with the laws referenced herein shall
constitute a breach of the award agreement and
the County shall have the discretion to
unilaterally terminate said agreement
immediately. Any breach of this provision may
be regarded by the COUNTY as a material and
substantial breach of the contract arising from
this Purchase Order.
14. Force Majeure
Neither the COUNTY nor VENDOR shall be
responsible for any delay or failure in
performance resulting from any cause beyond
their control, including, but without limitation to
war, strikes, civil disturbances and acts of nature.
When VENDOR has knowledge of any actual or
potential force majeure or other conditions which
will delay or threatens to delay timely
performance of this Purchase Order, VENDOR
shall immediately give notice thereof, including all
relevant information with respects to what steps
VENDOR is taking to complete delivery of the
goods and /or services to the COUNTY.
15. Assignment
VENDOR may not assign this Purchase Order,
nor any money due or to become due without the
prior written consent of the COUNTY. Any
assignment made without such consent shall be
deemed void.
16. Taxes
Goods and services procured subject to this
Purchase Order are exempt from Florida sales
and use tax on real property, transient rental
property rented, tangible personal purchased or
rented, or services purchased (Florida Statutes,
Chapter 212), and from federal excise tax.
17. Annual Appropriations
The COUNTY'S performance and obligation to
pay under this Purchase Order shall be
contingent upon an annual appropriation of
funds.
18. Termination
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This Purchase Order may be terminated at any
time by the COUNTY upon 30 days prior written
notice to the VENDOR. This Purchase Order
may be terminated immediately by the COUNTY
for breach by VENDOR of the terms and
conditions of this Purchase Order, provided that
COUNTY has provided VENDOR with notice of
such breach and VENDOR has failed to cure
within 10 days of receipt of such notice.
19. General
a) This Purchase Order shall be governed by
the laws of the State of Florida. The venue
for any action brought to specifically enforce
any of the terms and conditions of this
Purchase Order shall be the Twentieth
Judicial Circuit in and for Collier County,
Florida
b) Failure of the COUNTY to act immediately in
response to a breach of this Purchase Order
by VENDOR shall not constitute a waiver of
breach. Waiver of the COUNTY by any
default by VENDOR hereunder shall not be
deemed a waiver of any subsequent default
by VENDOR.
c) All notices under this Purchase Order shall
be sent to the respective addresses on the
face page by certified mail, return receipt
requested, by overnight courier service, or by
personal delivery and will be deemed
effective upon receipt. Postage, delivery and
other charges shall be paid by the sender. A
party may change its address for notice by
written notice complying with the
requirements of this section.
d) The Vendor agrees to reimbursement of any
travel expenses that may be associated with
this Purchase Order in accordance with
Florida Statute Chapter 112.061, Per Diem
and Travel Expenses for Public Officers,
employees and authorized persons.
e) In the event of any conflict between or
among the terms of any Contract Documents
related to this Purchase Order, the terms of
the Contract Documents shall take
precedence over the terms of the Purchase
Order. To the extent any terms and /or
conditions of this Purchase Order duplicate
or overlap the Terms and Conditions of the
Contract Documents, the provisions of the
Terms and /or Conditions that are most
favorable to the County and /or provide the
greatest protection to the County shall
govern.
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Exhibit IV: Additional ITB Terms and Conditions
1. Additional Items and/or Services
During the contract term, Collier County reserves the right to add related items and /or services
upon negotiation of a satisfactory price by the Project Manager and Vendor.
2. Conflict of Interest
Vendor shall provide a list of any businesses and /or organizations to which the firm has any
affiliation or obligations within the past five (5) years; whether paid or donated, which could be
construed by the County as a conflict of interest. Disclosure of any potential or actual conflict of
interest is subject to County staff review and does not in and of itself disqualify a firm from
consideration. These disclosures are intended to identify and or preclude conflict of interest
situations during contract selection and execution.
3. Vendor Performance Evaluation
Collier County has implemented a Vendor Performance Evaluation System for all contracts
awarded in excess of $25,000. To this end, vendors will be evaluated on their performance upon
completion /termination of agreement.
5. Use of Subcontractors
Bidders on any service related project, including construction, must be qualified and directly
responsible for 100% or more of the solicitation amount for said work.
6. Deductions for Non - Performance
The County reserves the right to deduct a portion of any invoice for goods not delivered, o
services not performed in accordance with requirements, including required timeframe. The
County may also deduct, or chargeback the Vendor the costs necessary to correct the deficiencies
directly related to the Vendor's non - performance.
7. Offer Extended to Other Governmental Entities
Collier County encourages and agrees to the successful vendor extending the pricing, terms and
conditions of this solicitation or resultant contract to other governmental entities at the discretion of
the successful vendor.
8. Environmental Health and Safety
All Vendors and Sub vendors performing service for Collier County are required and shall comply
with all Occupational Safety and Health Administration (OSHA), State and County Safety and
Occupational Health Standards and any other applicable rules and regulations. Vendors and Sub
vendors shall be responsible for the safety of their employees and any unsafe acts or conditions
that may cause injury or damage to any persons or property within and around the work site. All
firewall penetrations must be protected in order to meet Fire Codes.
Collier County Government has authorized OSHA representatives to enter any Collier County
facility, property and /or right -of -way for the purpose of inspection of any Vendor's work operations.
This provision is non - negotiable by any department and /or Vendor.
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Alf new electricai installations snall incorporate NFPk. 70E Short Circuit Protective Device
Coordination and Arc Flash Studies where relevant as determined by the engineer.
All electrical installations shall be labeled with appropriate NFPA 70E arch flash boundary and
PPE Protective labels.
9. Standards of Conduct
The Vendor shall employ people to work on County projects who are neat, clean, well - groomed
and courteous. Subject to the American with Disabilities Act, Vendor shall supply competent
employees who are physically capable of performing their employment duties. The County may
require the Vendor to remove an employee it deems careless, incompetent, insubordinate or
otherwise objectionable and whose continued employment on Collier County projects is not in the
best interest of the County.
10. Licenses
The Vendor is required to possess the correct professional and other licenses, and any other
authorizations necessary to perform the required work pursuant to all applicable Federal, State
and Local Law, Statute, Ordinances, and rules and regulations of any kind. Additionally, copies
of all the required licenses must be submitted with the bid response indicating that the
entity bidding, as well as the team assigned to the County account, is properly licensed to
perform the activities or work included in the ITB documents. Failure on the part of any
vendor to supply this documentation with their bid response may be grounds for deeming
vendor non - responsive. A Vendor with an office within Collier County is required to have an
occupational license.
All State Certified contractors who may need to pull Collier County permits or call in inspections
must complete a Collier County Contractor License registration form and submit the required fee.
After registering the license /registration will need to be renewed thereafter to remain "active" in
Collier County.
Questions regarding professional licenses should be directed to Contractor Licensing, Community
Development and Environmental Services at (239) 252 -2431, 252 -2432 or 252 -2909. Questions
regarding required Business Tax Receipt (formerly known as Occupational Licenses) should be
directed to the Tax Collector's Office at (239) 252 -2477.
11. Protection of Property
The Vendor shall ensure that the service is performed in such manner as to not damage any
property. In the event damage occurs to any property as a direct result of the Vendor or their Sub
vendor in the performance of the required service, the Vendor shall repair /replace, to the County's
satisfaction, damaged property at no additional cost to the County. If the damage caused by the
Vendor or their Sub vendor has to be repaired /replaced by the County, the cost of such work will
be deducted from the monies due the Vendor.
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Prohibition of Gifts to County Employees
No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan,
fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III,
Florida Statutes, the current Collier County Ethics Ordinance and County Administrative
Procedure 5311. Violation of this provision may result in one or more of the following
consequences: a. Prohibition by the individual, firm, and /or any employee of the firm from contact
with County staff for a specified period of time; b. Prohibition by the individual and /or firm from
doing business with the County for a specified period of time, including but not limited to:
submitting bids, RFP, and /or quotes; and, c. immediate termination of any contract held by the
individual and /or firm for cause.
13. Invoice and Payments
Payments are made in accordance with the Local Government Prompt Payment Act, Chapter 218,
Florida Statutes. Vendor's invoices must include:
• Purchase Order Number
• Description and quantities of the goods or services provided per instructions on the County's
purchase order or contract.
Invoices shall be sent to:
Board of County Commissioners
Clerk's Finance Department
ATTN: Accounts Payable
3299 Tamiami Trl E Ste 700
Naples FL 34112
Collier County, in its sole discretion, will determine the method of payment for goods and /or
services as part of this agreement.
Payment methods include:
• Traditional — payment by check, wire transfer or other cash equivalent.
• Standard — payment by purchasing card. Collier County's Purchasing Card Program is
supported by standard bank credit suppliers (i.e. VISA and MasterCard), and as such, is
cognizant of the Rules for VISA Merchants and MasterCard Merchant Rules.
Collier County cautions vendors to consider both methods of payment when determining pricing
as no additional surcharges or fees will be considered (per Rules for VISA Merchants and
MasterCard Merchant Rules). The County will entertain bids clearly stating pricing for standard
payment methods. An additional separate discounted price for traditional payments may be
provided at the initial bid submittal if it is clearly marked as an "Additional Cash Discount."
Upon execution of the Contract and completion of each month's work, payment requests shall be
submitted to the Project Manager on a monthly basis by the Contractor for services rendered for
that prior month. Services beyond sixty (60) days from current monthly invoice will not be
considered for payment without prior approval from the Project manager. All invoices must be
submitted within the fiscal year the work was performed. (County's fiscal year is October 1 -
September 30.) Invoices submitted after the close of the fiscal year will not be accepted (or
processed for payment) unless specifically authorized by the Project Manager.
Payments will be made for articles and /or services furnished, delivered, and accepted, upon
receipt and approval of invoices submitted on the date of services or within six (6) months after
completion of contract. Any untimely submission of invoices beyond the specified deadline period
11 -5699 — "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3153-
21
9/11120'1 2 Item 16.L I
is subject to non - payment under the legal doctrine of 1aches" as untimely submitted. Time shall be
deemed of the essence with respect to the timely submission of invoices under this agreement.
In instances where the successful contractor may owe debts (including, but not limited to taxes or
other fees) to Collier County and the contractor has not satisfied nor made arrangement to satisfy
these debts, the County reserves the right to off -set the amount owed to the County by applying
the amount owed to the vendor or contractor for services performed of for materials delivered in
association with a contract.
Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the
Finance Division for payment. Payment will be made upon receipt of proper invoice and in
compliance with Chapter 218 Florida Statutes, otherwise known as the "Local Government Prompt
Payment Act." Collier County reserves the right to withhold and /or reduce an appropriate amount
of any payment for work not performed or for unsatisfactory performance of Contractual
requirements.
14. Insurance Requirements
The Vendor shall at its own expense, carry and maintain insurance coverage from responsible
companies duly authorized to do business in the State of Florida as set forth in Attachment 3 of
this solicitation. The Vendor shall procure and maintain property insurance upon the entire
project, if required, to the full insurable value of the scope of work.
The County and the Vendor waive against each other and the County's separate Vendors,
Contractors, Design Consultant, Subcontractors agents and employees of each and all of them, all
damages covered by property insurance provided herein, except such rights as they may have to
the proceeds of such insurance. The Vendor and County shall, where appropriate, require similar
waivers of subrogation from the County's separate Vendors, Design Consultants and
Subcontractors and shall require each of them to include similar waivers in their contracts.
Collier County shall be responsible for purchasing and maintaining, its own liability insurance.
Certificates issued as a result of the award of this solicitation must identify "For any and all work
performed on behalf of Collier County."
The General Liability Policy provided by Vendor to meet the requirements of this solicitation shall
name Collier County, Florida, as an additional insured as to the operations of Vendor under this
solicitation and shall contain a severability of interests provisions.
Collier County Board of County Commissioners shall be named as the Certificate Holder. The
"Certificate Holder' should read as follows:
Collier County
Board of County Commissioners
Naples, Florida
The amounts and types of insurance coverage shall conform to the minimum requirements set
forth in Attachment 3, with the use of Insurance Services Office (ISO) forms and endorsements or
their equivalents. If Vendor has any self- insured retentions or deductibles under any of the below
listed minimum required coverage, Vendor must identify on the Certificate of Insurance the nature
and amount of such self- insured retentions or deductibles and provide satisfactory evidence of
financial responsibility for such obligations. All self- insured retentions or deductibles will be
Vendor's sole responsibility.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3154-
22
2, 1Terr 1E.
�_overage(sr snall be maintained without interruption trom the date of commencement o-; the Worr
until the date of completion and acceptance of the scope of work by the County or as specified in
this solicitation, whichever is longer.
The Vendor and /or its insurance carrier shall provide 30 days written notice to the County of policy
cancellation or non - renewal on the part of the insurance carrier or the Vendor. The Vendor shall
also notify the County, in a like manner, within twenty -four (24) hours after receipt, of any notices
of expiration, cancellation, non - renewal or material change in coverage or limits received by
Vendor from its insurer and nothing contained herein shall relieve Vendor of this requirement to
provide notice. In the event of a reduction in the aggregate limit of any policy to be provided by
Vendor hereunder, Vendor shall immediately take steps to have the aggregate limit reinstated to
the full extent permitted under such policy.
Should at any time the Vendor not maintain the insurance coverage(s) required herein, the
County may terminate the Agreement or at its sole discretion shall be authorized to purchase
such coverage(s) and charge the Vendor for such coverage(s) purchased. If Vendor fails to
reimburse the County for such costs within thirty (30) days after demand, the County has the right
to offset these costs from any amount due Vendor under this Agreement or any other agreement
between the County and Vendor. The County shall be under no obligation to purchase such
insurance, nor shall it be responsible for the coverage(s) purchased or the insurance company or
companies used. The decision of the County to purchase such insurance coverage(s) shall in no
way be construed to be a waiver of any of its rights under the Contract Documents.
If the initial or any subsequently issued Certificate of Insurance expires prior to the completion of
the scope of work, the Vendor shall furnish to the County renewal or replacement Certificate(s) of
Insurance not later than ten (10) calendar days after the expiration date on the certificate. Failure
of the Vendor to provide the County with such renewal certificate(s) shall be considered
justification for the County to terminate any and all contracts.
15. Collier County Information Technology Requirements
All vendor access will be done via VPN access only. All access must comply with current
published County Manager Agency (CMA) policies.
Current policies that apply are CMAs 5402, 5403 and 5405. These policies will be available upon
request from the Information Technology Department. All vendors will be required to adhere to IT
policies for access to the County network. Vendors are required to notify the County in writing
twenty -four (24) hours in advance as to when access to the network is planned. Included in this
request must be a detailed work plan with actions that will be taken at the time of access. The
County IT Department has developed a Technical Architecture Requirements Document that is
required to be filled out and submitted with your bid response. This document can be found on the
Collier County Purchasing Department website: www. coil ieraov.neVDurchasing. On the left hand
side of the menu, click on CC Technical Requirements. If this document is not submitted with your
bid response, your bid response may be deemed non - responsive.
16. Security and Background Checks
If required, Vendor / Contractor / Proposer shall be responsible for the costs of providing
background checks by the Collier County Facilities Management Department, and drug testing for
all employees that shall provide services to the County under this Agreement. This may include,
but not be limited to, checking federal, state and local law enforcement records, including a state
and FBI fingerprint check, credit reports, education, residence and employment verifications and
other related records. Contractor shall be required to maintain records on each employee and
make them available to the County for at least four (4) years.
11 -5699 — "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3155-
23
9111/2012 Item 16.`.'
17. Direct Material Purchase
The County reserves the right to require Vendor to assign some or all of its agreements with
material suppliers directly to the County. Any such goods and /or materials purchased by the
County pursuant to such an assignment of a material supply agreement shall be referred to as
"County Furnished Materials" and the responsibilities of both the County and the Vendor relating
to said materials shall be governed by the terms and conditions of this solicitation.
Additionally, the County at its sole option may choose to purchase some or all of the goods and /or
materials from other suppliers. In either instance the County may require the following information
from the Vendor:
• Required quantities of material.
• Specifications relating to goods and /or materials required for job including brand and /or model
number or type if applicable
• Pricing and availability of goods and /or materials provided under Vendor's agreements with
material suppliers
18. Grant Compliance
The purchase of any goods and /or services that are funded through Federal Grant Appropriations,
the State of Florida, or any other public or private foundations shall be subject to the compliance
and reporting requirements of the granting agency.
11 -5699 - Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3156-
24
( ! �' '' I'? f'r ' -' I tp r- 1 E .. =
9 —
Attachment 1: Vendor's Check List
IMPORTANT: THIS SHEET MUST BE SIGNED BY VENDOR. Please read carefully, sign in the
spaces indicated and return with bid.
Vendor should check off each of the following items as the necessary action is completed:
1. The Bid has been signed.
2. The Bid prices offered have been reviewed.
3. The price extensions and totals have been checked.
4. The payment terms have been indicated.
5. Any required drawings, descriptive literature, etc. have been included.
6. Any delivery information required is included.
7. If required, the amount of bid bond has been checked, and the bid bond or cashiers check has
been included.
8. Addendum have been signed and included, if applicable.
9. Affidavit for Claiming Status as a Local Business, if applicable.
10. Immigration Affidavit and company's E- Verify profile page or memorandum of understanding.
11. Copies of licenses, equipment lists, subcontractors or any other information as noted in this
ITB.
12. The mailing envelope must be addressed to:
Purchasing Director
Collier County Government
Purchasing Department
3327 Tamiami Trail E
Naples FL 34112
The mailing envelope must be sealed and marked with:
• Solicitation: ITB 11 -5695 —Medical Director for Collier County & Employment
Physicals and Drug Testing
• Opening Date: July 12th, 2011 @ 2:30PM
13. The bid will be mailed or delivered in time to be received no later than the specified opening
date and time. (Otherwise bid cannot be considered.)
ALL COURIER DELIVERED BIDS MUST HAVE THE BID NUMBER AND TITLE ON THE OUTSIDE
OF THE COURIER PACKET.
11 -5699 -"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Company Name
Signature & Title
Date
Packet Page -3157-
25
corwr C+Ounq
Adm*istra M Services !]vision
Purchasing
Attachment 2: Vendor Submittal - Bid Response Form
FROM:
Board of County Commissioners
Collier County Government Center
Naples, Florida 34112
91'1/2012 Item .`
RE: Solicitation: 11 -5699 — "Medical Director for Collier County and Employment Physicals
& Drug Testing
Dear Commissioners:
The undersigned, as Vendor, hereby declares that the specifications have been fully examined and
the Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as
per the scope of work. The Vendor further declares that the only persons, company or parties
interested in this Bid or the Contract to be entered into as principals are named herein; that this Bid is
made without connection with any other person, company or companies submitting a Bid; and it is all
respects fair and in good faith, without collusion or fraud.
The Vendor proposes and agrees if this Bid is accepted, to contract, either by a County issued
purchase order or formal contract, to comply with the requirements in full in accordance with the
terms, conditions and specifications denoted herein, according to the following unit prices:
* * * SEE FOLLOWING PAGES * * *
Any discounts or terms must be shown on the Bid Response Form. Such discounts, if any, will be
considered and computed in the tabulation of the bids. In no instance should terms for less than
fifteen (15) days payment be offered.
Prompt Payment Terms: % Days; Net _ Days
Bid Response is as follows: Electronic Submittal of all quotes via E- Procurment @
www.coll iergov. net/bid
Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid
response pages. The undersigned do agree that should this Bid be accepted, to execute a formal
contract, if required, and present the formal contract to the County Purchasing Director for approval
within fifteen (15) days after being notified of an award.
11- 5699 - "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3158-
26
IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of
, 2011 in the
County of , in the State of
Firm's Complete Legal Name
Address
City, State, Zip
Florida Certificate of Authority
Document Number
Federal Tax Identification
Number
Telephone Number
FAX Number
Check one of the following:
❑
Sole Proprietorship
❑
Corp or P.A. State of
❑
Limited Partnership
❑
General Partnership
Signature / Title
Type Name of Signature
Date
Additional Contact Information
Send Payments To: (REQUIRED ONLY if different from above)
Firm's Complete Legal Name
Address
City, State, Zip
Contact Name
Telephone Number
FAX Number
Email Address
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3159-
27
911 112012 (tern. 16. =-
c0T er Carty
A mirntrebne Services Division
Purchasing
Attachment 3: Vendor Submittal - Insurance and Bonding Requirements
Insurance / Bond Type Required Limits
1. ® Worker's Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government
Compensation Statutory Limits and Requirements
2. ® Employer's Liability $500.000 single limit per occurrence
3. ® Commercial General
Bodily Injury and Property Damage
Liability (Occurrence Form)
patterned after the current
$500.000 single limit per occurrence
ISO form
4. ® Indemnification
To the maximum extent permitted by Florida law, the
ContractorNendor /Consultant shall indemnify and hold harmless Collier
County, its officers and employees from any and all liabilities, damages,
losses and costs, including, but not limited to, reasonable attorneys' fees and
paralegals' fees, to the extent caused by the negligence, recklessness, or
intentionally wrongful conduct of the ContractorNendor /Consultant or anyone
employed or utilized by the ContractorNendor /Consultant in the performance
of this Agreement. This indemnification obligation shall not be construed to
negate, abridge or reduce any other rights or remedies which otherwise may
be available to an indemnified party or person described in this paragraph.
This section does not pertain to any incident arising from the sole negligence
of Collier County.
4. ® Automobile Liability
$ 500.000 Each Occurrence; Bodily Injury & Property Damage,
Owned /Non - owned /Hired; Automobile Included
5. ® Other insurance as
noted:
® Medical Professional Liability $ 250,000 Per Occurrence
• $ 250,000 Per Physician and in the aggregate
• $750,000 Per Physician and in the aggregate
• $5,000,000 each claim and in the aggregate
® Medical Malpractice
$1,000,000 Per Occurrence
6. Shall be submitted with proposal response in the form of certified funds,
cashiers' check or an irrevocable letter of credit, a cash bond posted with the
County Clerk, or proposal bond in a sum equal to 5% of the cost proposal. All
checks shall be made payable to the Collier County Board of County
Commissioners on a bank or trust company located in the State of Florida and
insured by the Federal Deposit Insurance Corporation.
7. ❑ Performance and For projects in excess of $200,000, bonds shall be submitted with the
Payment Bonds executed contract by Proposers receiving award, and written for 100% of the
Contract award amount, the cost borne by the Proposer receiving an award.
The Performance and Payment Bonds shall be underwritten by a surety
authorized to do business in the State of Florida and otherwise acceptable to
Owner; provided, however, the surety shall be rated as "A -" or better as to
general policy holders rating and Class V or higher rating as to financial size
category and the amount required shall not exceed 5% of the reported policy
11 -5699 --"Medical Director for Collier Count & 28
Employment Physicals and Drug Testing"
Packet Page -3160-
9 " 22 ) I e rr .i : _
holders surplus, all as reporter in the most current Best Key Rating Guid_
published by A.M. Best Company, Inc. of 75 Fulton Street, New York, New
York 10038.
8. ® Vendor shall ensure that all subcontractors comply with the same insurance requirements that
he is required to meet. The same Vendor shall provide County with certificates of insurance
meeting the required insurance provisions.
9. ® Collier County must be named as "ADDITIONAL INSURED" on the Insurance Certificate for
Commercial General Liability where required.
10. ® The Certificate Holder shall be named as Collier County Board of County Commissioners, OR,
Board of County Commissioners in Collier County, OR Collier County Government, OR Collier
County.
11. ® Thirty (30) Days Cancellation Notice required.
Vendor's Insurance Statement
We understand the insurance requirements of these specifications and that the evidence of insurability
may be required within five (5) days of the award of this solicitation.
Name of Firm Date
Vendor Sianature
Print Name
Insurance Agency
Agent Name Telephone Number
11 -5699 — "Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3161-
29
I i20 1 ,2 It err 1;E. EE.
corer Cowipzy
Adninishitim Services Division
Purchasing
Attachment 4: Vendor Submittal — Local Vendor Preference Affidavit
Solicitation: 11 -5699 - "Medical Director for Collier County & Employment Physicals & Drug Testing (Check
Appropriate Boxes Below)
State of Florida (Select County if Vendor is described as a Local Business
❑ Collier County
❑ Lee County
Vendor affirms that it is a local business as defined by the Purchasing Policy of the Collier County Board of
County Commissioners and the Regulations Thereto. As defined in Section XI of the Collier County Purchasing
Policy;
A "local business" is defined as a business that has a valid occupational license issued by either Collier or Lee
County for a minimum of one (1) year prior to a Collier County bid or proposal submission that authorizes the
business to provide the commodities or services to be purchased, and a physical business address located
within the limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office
Boxes are not verifiable and shall not be used for the purpose of establishing said physical address. In addition
to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic
development and well -being of either Collier or Lee County in a verifiable and measurable way. This may
include, but not be limited to, the retention and expansion of employment opportunities, the support and
increase to either Collier or Lee County's tax base, and residency of employees and principals of the business
within Collier or Lee County. Vendors shall affirm in writing their compliance with the foregoing at the time of
submitting their bid or proposal to be eligible for consideration as a "local business" under this section.
Vendor must complete the following information:
Year Business Established in ❑Collier County or ❑ Lee County:
Number of Employees (Including Owner(s) or Corporate Officers):
Number of Employees Living in ❑ Collier County or ❑ Lee (including Owner(s) or Corporate Officers):
If requested by the County, vendor will be required to provide documentation substantiating the information
given in this affidavit. Failure to do so will result in vendor's submission being deemed not applicable.
Vendor Name:
Address in Collier or Lee County:
Signature:
STATE OF FLORIDA
❑ COLLIER COUNTY ❑ LEE COUNTY
Date:
Title:
Sworn to and Subscribed Before Me, a Notary Public, for the above State and County, on this Day
of 120
Notary Public
My Commission Expires:
(AFFIX OFFICIAL SEAL)
11 -5699 -"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3162-
30
CAL city
A&rrni W*m Servrw Division
Pum,mng
Attachment 5: Vendor Submittal — Immigration Affidavit
Solicitation: 11-5699— Medical Director for Collier County & Employment Physicals & Drug Testing
This Affidavit is required and should be signed, notarized by an authorized principal of the firm and submitted with formal
Invitations to Bid (ITB's) and Request for Proposals (RFP) submittals. Further, Vendors / Bidders are required to enroll
in the E- Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of
the vendor's /bidder's proposal. Acceptable evidence consists of a copy of the properly completed E- Verify
Company Profile page or a copy of the fully executed E -Verify Memorandum of Understanding for the company.
Failure to include this Affidavit and accce table evidence of enrollment in the E- Verifv Droaram. may deem the
Vendor / Bidder's proposal as non - responsive.
Collier County will not intentionally award County contracts to any vendor who knowingly employs unauthorized alien
workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e) Section 274A(e) of
the Immigration and Nationality Act ( "INA ").
Collier County may consider the employment by any vendor of unauthorized aliens a violation of Section 274A (e) of the
INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A (e) of the INA shall be
grounds for unilateral termination of the contract by Collier County.
Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act
and subsequent Amendment(s)) and agrees to comply with the provisions of the Memorandum of Understanding with E-
Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E- Verify), operated by the
Department of Homeland Security in partnership with the Social Security Administration at the time of submission of the
Vendor's / Bidder's proposal.
Company Name
Print Name
Signature
State of
County of
Title
Date
The foregoing instrument was signed and acknowledged before me this day of , 20_, by
who has produced
(Print or Type Name)
Notary Public Signature
Printed Name of Notary Public
Notary Commission Number /Expiration
as identification.
(Type of Identification and Number)
The signee of this Affidavit guarantees, as evidenced by the sworn affidavit required herein, the truth and accuracy of
this affidavit to interrogatories hereinafter made.
11 -5699 —"Medical Director for Collier Count &
Employment Physicals and Drug Testing"
Packet Page -3163-
31
9/11/201-2 Item 16.E.'
ca tr cou y
Sew Dww
Purchasing
Attachment 6: Vendor Submittal - Vendor's Non- Response Statement
The sole intent of the Collier County Purchasing Department is to issue solicitations that are clear, concise
and openly competitive. Therefore, we are interested in ascertaining reasons why prospective Vendors did
not wish to respond to this ITB. If your firm is not responding to this ITB, please indicate the reason(s) by
checking any appropriate item(s) listed below and return this form via email or fax to the Purchasing Agent
listed on the first page or mail to: Collier County Purchasing Department, 3327 Tamiami Trail East, Naples,
Florida 34112.
We are not responding to this ITB for the following reason(s):
Solicitation: 11 -5699 — Medical Director for Collier County & Employment Physicals & Drug Testing
❑ Services requested not available through our company.
❑ Our firm could not meet specifications /scope of work.
❑ Specifications /scope of work not clearly understood (too vague, rigid, etc.)
❑ Project is too small.
❑ Insufficient time allowed for preparation of response.
❑ Incorrect address used. Please correct mailing address:
❑ Other reason(s):
Firm's Complete Legal Name
Address
City, State, Zip
Telephone Number
FAX Number
Signature / Title
Type Name of Signature Date:
11 -5699 --Medical Director for Collier count & 32
Employment Physicals and Drug Testing"
Packet Page -3164-
9!' 111201? Iterr 16.E
ASSET PURCHASE AGREEMENT
BETwEE-,
ADVAN WEB -'NUDICAL CENTER. LLC
Aare
ADVANCE ivtEDICAL OF NAPLES. LTC
MARCH 16.2012
Packet Page -3165-
9!11/201,-? Item
S�
Tiffs ASSET PURCHASE AGREE3VIENT {the "Agreement ") is entered into as ofdie-
dav of � 201?. by and between Advanced Medical Center, LLC
; i�ereina.fter ' Seller "). and ,advance 'Yledical of Napies, LLC (hereinafter °Buyer ").
WHEREAS, Seller owns and operates a medical practice which employs physicians, the
"Practice"):
WHEREAS, all physicians employed by Seiler- as of the date of this Agreement (the
"Physicians" or "P.A. Physicians ") desire to become employee by Buver;
WHEREAS. Buyer desires to purchase and Seiler desires to cell certain assets of the Seller
in order to maintain conunuirv_ of can- for the patients of the Practice and to continue in its purpose,
and
WHEREAS, the parties desi"c to sate" into this corn n rchcns -,;c ag:-ee,Tlentwitii respect to the
sale and purchase of the assets used in the operation of the Practice.
NO'W. THEREFORE:. for good and valuable consideration, the receipt are legal ade uacy
of which are hereby acknowiedgee, and upon the mutual covenants, condit_c ns, warartties, .i*Ia
representations contained nertm, the parties as follows:
ARTICLE I
A,sSETS TO BE SOLD AND PURCHASED
�l kSSetS. SUTJ)eCL io the terms, conditiGnS. COven2nt5 and agI'e :menC hereinafter
prc,, -ded, Buy, =er shall purchase and Seller shall sell and deliver to ; uver at the c esin� - descriaed it
`. TIcie 7 hereof (tilt: "Closing" or "Da_e of Closing "), i; ee and clear of all liens, encumbrances,
claims and charges, except as expressly provided herein. the TangiblePersor_al Property (as defined
in Section 1.02), all, assignable warranties and repair and maintenance aereement; (if any relating
to the Tangible Personal PmOerty, the Books and Records (as defined in Sec-tion 1.0-1, and the
operating business ofthe Practice. The Tangible Personal Properry and the Books and Records shall
be collectively Inferred to hereinafter as the "Assets."
1..02 Tangible Personal Property. The Tangible Personal Properry consists of all tangible
personal property owned by the Seller directly related to the operation of the Practice, including
without limitation. inventory, furniture, medical equipment, medical supplies, office equipment set
forth on Exhibit 1.02; provided, however, that any furnishing provided by the landlord of the
premises occupied by the Practice at 1250 Pine Ridge Road, Naples, FL 341 Lis (the "Premises"),
such as drapes, carpeting, shades, heating or cooling fixtures, appliances (including all electrical
lighting, heating and plumbing fixtures and appliances for heating, lighting and air conditioning),
and all other related equipment not specifically identified and itemized on Exhibit 1.02, shall be
excluded from sale.
ASSET ACQVisiT-IoN AGRE ` 1ENT
SELLER i BuYER 'r
Packet Page -3166-
" 1 t2u'- ? 1 teIT P._,
1.03 Books and Records. The Books and Records consist of all Practice patient records
and patient infonnation owned by the Seller and all books and records pertaining to the assets. The
transfer of the ownership of the Books and Records shall compiy with Florida law regarding such
transfers.
1.04 O Other Assets are Transferred. No assets other than those specified in Sections
1.02 and 11.03, and/or specifically identified in an Exhibit to this Agreement, are to be sold and
purchased. Seller's cash, prepaid assets and accounts receivable for services performed prior to
Closing, whether or not billed prior to Closing, are specifically excluded from sale.
1.05 Non- Assumed Liabilities. Except as otherwise provided for herein. Buyer shall not
assume and shall not be liable for any debt, obligation, responsibility or liability cf Seller, or any
claim against Seiler, whether known or unknown, contingent or absolute, assert or unassel-ed. or
otherwise and regardless of whether disclosed herein or in a Schedule hereto. The foregoing
iimitation shall include any liability andior obligation arising out of activities, events. facts or'
circumstances occur:mg or existing prior to the Closing or the operation of the Practice prior to the
Cicsing, including but not limited to any interest - bearing debt of Seller, trade payables. accrued
taxes, employee related costs (ineiuding wags, unused vacation time or sick leave due'. or other
Operational liabilities.
ARTICLE II
LEAS! OF ExisTiNG BUILDING
AND REAL ESTATE OF PRACTICE
.� ease : ?reement. Clos;n`. ,Byer shall enter inn, a leasL- or suit -lt .sue a_rree'_ner,
with trope ti ownenLessor in order to occupy the Premises. _
ARTICLE Ili
PURCHASE PRICE: METHOD OF PAYMENT
3.01 Purchase Price. In consideration of the sale; transfer, conveyance, assignment and
delivery ofthe Assets, and in reliance upon the representations and warranties made herein by Selier,
Buyer will, in full payment therefore, pay to Seller a totai purchase price of Seventy -Three Thousand
Four Hundred and Twenty Six and 00 /100 Dollars (S 73,426.00) (the "Purchase Price ").
3.0? T_ ime and Fairness of Payment. The Purchase Price shall be paid in full by check by
Buyer to Seller at Closing. The parties agree that the Purchase Price is fair and equitable, and that
it represents the fair market value of Seller's total interest in the .Assets.
3.03 Allocation of Purchase Price. Seller and Buyer hereby agree to allocate the Purchase
Price, as set forth on Exhibit 3.03. Buyer and Seller agree that the above allocation represents the
fair market value of the Assets. Further, each party to this Agreement agrees to report such values
for federal and state income tax purposes consistent with the allocation in this Agreement.
ASSET AC UI MON AGR NIENT
SELLER BUYER
Packet Page -3167-
9/ 1/210 2, Iterr 16.E `
ARTICLE IV
REPRESENTATIONS AND WARRANTIES OF SELLER
4.0 i Organization and Authorirv. Selierrepresents and warrants that it is alimited liabiiity
corporation existing under Florida State law. Seller Ri-rdier represents and warrants that it has the
power and authority to make this Agreement and to carry out die provisions hereof. The execution
and delivery of this Agreement has been duly authorized by Seller.
4.02 Absence of Conflict. To the best of Seller's knowledge. the execution and delivery
of this Agreement and the performance and compliance with the terms hereof by Seller will not
conflict with or result in the material breach of any of the terms, conditions or provisions of, or
constitute a default under any trust agreement, indenture, mortgage, lease, agreement. or any other
instrument, or any order. law, rule, regulation, judgment or decree to which Seller is a parry or by
which Seller or anv of the Assets are bound.
4.03 Tale to Assets- Seller is vested with legal, marketable, beneficial and equitable title
to the Assets, free and clear of ail pledges, options, teases, mortgages, secsrity interests, liens,
encumbrances, claims, charges. or defects in title of anv kind. To the extent any are found to exist
Seller. at Closing, shall immediate}y pay off and satisfy any such mortgages. security interests, liens
or other encumbrances.
4.04 Condition of Assets. The Assets will be in a general good state of operating
condition, maintenance and repair for use in the ordinarJ course of business, except for ordina-V
wear and tear.
=1.0_ Litigation. There is not pendin -", nor, to the best of Se "er's knowledge, has there
been threatened nor is there a meritorious basis for, any actior:. suit, preceedina or geverninentai
Investigation which. if decided unfavorabl•,, would have a material adverse effect of the Assets or
the transactions completed by this Agreement.
4.06 Consents. To the best of-Seller's knowledge, no consent of any person, m6n,, third
party, govern;nent or governmental agencv is required to obtained by Seller for the consummation
of the transaction contemplated herein, except twat the notice of the transfer of medical records shall
be completed as required by Florida State law and HIPPA.
4.0 Insurance. Seller shall maintain all insurance policies; as well as professional liability
coverage for Physicians, in effect until the latter of the Closing date or until such reasonable time
Buyer can complete transfer or activate similar insurance policies :n Buyer's name.
4.08 Present Compliance with Obligations and Laws. Seller is not:(a) in violation of
governing documents; (b) in default in the performance of any obligation, agreement or condition
of any debt instrument, which (with or without the passage of time or the giving of notice) afford to
ASSET 3i tBuYER ION :MGR MENT
SELLER
any person the right to accelerate any indebtedness or terminate any right; (c) in default of or in
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breach of (with or without the passage of time or the giving of notice) and other contract to which
it is a party of by which it or any of its assets are bound; or (d) in violation of anv law, regulation,
administrative order or judicial order, decree or Judgment applicable to it or its business or assets or
which ii is subject or by which any of its assets of business may be bound. where any such violation:
or default could material ly adversely impact the transactions contemplated herein. Sellerrepresents,
to the best of its knowledge that it has conducted the Practice in material compliance with all
applicable regulatory laws, both federal and state, pertaining to the referral of patients and
pavments/contacts with referral sources.
4.09 Pavment of Taxes. Seller has duly and timely filed all federal, state, local and foreign
government income; excise, gross receipts or franchise tax returns, real estate and personal property
,ax returns, sales and use tax returns, employee tax and contribution returns, and all other tax returns.
r --posts and declarations, ncluding valid extensions therefor, or estimated taxes required to be tiled
by it,. with respect to all applicable taxes ( "Tax Returns ") inciuding without limitation, with respect
to air income, profit, franchise, sales, use.. real property, personal property, ad valorem. excise.
e.�r?io;enent. social securit-vand wage withholding, severance, stamp, occupation.. and windfall orofrt
taxes, of even kirtd, character or description, and imposed by any goverrnment or quasi- governmental
authority (,domestic or foreign), and any interest or nines, and any and all penalties or additions
relating to such taxes, charge.., fees, levies or other assessments (" T axes All fo the Tax Returns
are compiete and correct in all material respects. All taxes shown to be due on each Tax Return have
been paid or are being contester: in good faith by Seller. All taxes and other assessments and 'levies
which Seller is required to withhold or collect have been withheld or collected and paid over or will
b paid over to proper governmental authorities as required_ No deficiencies havc'oe n asses red or
assessments :Wade against Seller, nor is The internal Revenue Service or any other taxing authority
now asserting or to the iinowledue of Seller. vireatening to assert agamst Seller any deficiencti° o.r
rain- :or additional taxes of interest thereon or penalties it connection thereu tl . J Seller has no:
extended the time for the filing of anv Tar> Return or the assessment of deficiencies or waived an-
statute of €irt.itanon for any year, whirl, extension or waiver is stilt irn effect.
4.10 Contracts and Commitments. Seller is not party of subject to:
( a) anv contract or agreement for the purchase of any commodity, material, equipment
or asset for the I ractice, except purchase orders in the ordinary course for less than S 1,000.00 each,
such orders not exceeding in the aggregate $5.000.00;
Cb) any contracts or agreements obligating Seller of S 1,000.00 or more with respect
to any such contract or agreement; other than sales and purchase commitments in the ordinary course
of business as it relates to the Practice;
(c) any contract or agreement which by its terms does not terminate or is not
terminable without penalty by Seller (or its successors or assigns).
4.11 Labor and Emtolovice Relations.
(a) kept any employment andior shareholder agreement between Seller and
ASSET Acou TIoN AG MENT
SELLER % !/ BuYEI2
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9 "1f?C? "? Iterr 1E.._.
physicians currently employed by Seller and any amendments thereto, there are no currently
effective consulting or employment agreements or other material agreement relating to the Practice
with individual consultants, physicians or employees to which Seller is a party. Complete and
accurate copies of all such written agreements have been made available or delivered to buyer.
(b) Seller has made available to Buyer a copy of its employee handbook which
contains a fair summary of all material employment policies currently in effect under which Seller
operates or has communicated to its employees with respect to the .Practice.
—'..12 Permits. Seller holds and is in compliance with all licenses, pen-nits, registrations,
orders, authorizations and approvals which are required to permit it to conduct the Practice as
presently conducted. except where failure to so comply would not mate 'a' ly adversely impact the
transactions contempiated 'herein.
3 Disclosure. All information provided by Seller to Buyer is and shall be true, accurate
and comr)iete In all material respects at the date hereof and at the date of Closina and fairl7a reflects
the business and operations conducted by the Seller, during the time frame the information cove=s.
ARTICLE V
CLOSING
5.01 Closinfz. Each party agrees to diligently exercise its best efforts in good faith w close
this transaction on or before April 1, 2012 i"`Closina Date -j. The Closing shall take place at an
agreed upon location and at a time mutually agreeable to the parties.
ARTICLE V1
DEFAULT BY PARTY
6.01 Default of Seller, In the event that Seller shall default hereunder or breach any of the
terms or provisions of this Agreement not caused or resulting from default by Buyer, then, in that
event. in addition, to all other rights and remedies to which Buyermay be entitled by law equity or
agreement, Buver may, at its option., maintain an action nor specific performance with respect to
compliance by Seller of the terms and provisions hereof and further shall be entitled to such
injunctive reiief. Buyer shall have thirty (30) days to cure.
5.02 Default of Buver. In the event that Buyer shall default hereunder or breach anv of the
terms or provisions of this Agreement not caused or resulting from default by Seller, then. in that
event, in addition to all other rights and remedies to which Seller may be entitled by law, equity or
agreement, Seller may, at its option, maintain an action for specific performance with respect to
compliance by Buyer of the terms and provisions hereof and further shall be entitled to such
injunctive reiief. Seller shall have thirty (30) days to cure.
ARTICLE VII
' ADDITIONAL COVENANTS AND AGREEMENTS
ASSET A TION AG MENT
SELLER i BUYER
V
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9'' ` /? "' Items 1 E:. E..
7.01 Practice Name_ Upon, Closing, the Buyer shall operate the Practice under the name
"Advance Medical of Naples, LLC."
7.0-2 Branding and Marketing l =s. ?upon Closing. t'�e Buyer shall hav° foil rights and
entitlements to use all items of branding and marketing previously created by the Seiler. Including;
but not limited to: the Advanced Medical logo, advertisement campaigns, marketing materials and
the website and httt;:!/ `vww.advancedmedi cal center. com, the li RL. Buyer shall convert t all materials
to the name of the Buyer within a reasonable amount of time.
7.03 Applicable Law. This Agreement shall be constructed in accordance with the laws
of Florida.
7.0= Authorir,�. Tne persons signin- below represent and warani that they have the
reauisit: authority to bind the entities on whose behalf then are sinning.
7.05 Unifcrr. Commercial Code. The parties agree to compiv with the Uniforr:4
Commercial Coat, Chapter 679. lorida Statutes, as applicable to this sale.
7.0(i Risk of Loss. Seiler assumes ail risk of .loss due to fire or other casualty ur, to the
time of closin_.
!.07 . Broker. The responsibility or iiability for brokeraet commissions or other clairns.
an%. m conneClior, with finis.-) - -Z.e:I]ent shall rem air %i .t l the �Lller and trGr i vh1C1J l:a )tllt'J tI `:
Seller shall hold the Buyer ham less.
i) dosing --xpens Biuye7 anc Seller a_i t.. to bear tne;° own . °?a'. aCCOLT Iln` an.
other CXpenses In connection with the nreparation and consutnmadcn of this A zreement.
7.09 Attorney's Fees. Each parry to this Agreement shall be iiabie to the other for
;reasonable attorney's fees and costs incurred, to include attorrne,,s fees and cost of a>aoeai. by tnc
prevaiiin parry for reason of nonperformance or broach of this Agreement.
10 Entire Agreement. This Agreement sets forth the entire understanding of the parties,
and it may not be changed except by a Written document signcd by ail una7nes hereto.
7.1 i Assigns: This Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and assigns. Buyer may assign its rights under this Contract
to a corporation which is owed by Buyer, and in the event of any assisnment hereof, Buyer will not
be released from anypersonal obligation hereunder.
ASSET Act u S ION AG 4IENT
SELLER BUYER
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IN WITNESS WHEREOF, the parties have signed this AL,.eement this 1 day of
2012.
Witnesses to BUYER
tc„—'=Ij ER.-
V
Advanced Medical Center, LLC
a Florida limited liability corporation
,---its: President
Advance Medicall of Napies, LD-
a Florida limited liabillry corporation
h7.
ITS: President
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' h2
1 01, 2 Item I E.
EXECUTIVE SUMMARY
Recommendation to Award Bid No. 11 -5699, Part A, Medical Director for
Occupational Health and Wellness to Dr. Gregory E. Leach MD, and Part B,
Employment Physicals & Drug Testing to Advanced Medical Center, LLC.
OBJECTIVE. To award a contract to a medical provider to act as the Medical Director
over the Occupational Health and Wellness program staff, to evaluate designated post
job offer candidates, and to provide active employee physical evaluations and required
drug testing as needed.
CONSIDERATION: Collier County Government uses a contracted medical services
provider to act as the Medical Director over the Occupational Health and Wellness
program staff, to evaluate designated post job offer candidates, and to provide active
employee physical evaluations and required drug testing as needed. The current
contract expires on September 30, 2011.
On 6/21/11 the Purchasing Department posted formal notice for Bid No. 11 -5699 to two
hundred twenty seven (227) vendors with sixteen (1 -0) notices downloaded and two (2)
bids received. A bid tabulation sheet is attached for review.
Staff reviewed the bids and is recommending the award of Part A, Medical Director to
Dr. Gregory E Leach M.D. of Advanced Medical Center LLC and Part E, Empioymen.
Physicals and Drug Testing 'to Advanced Medical Center LLC. The pricing was the
lower of the two bids and the Dr. Leach and Advanced Medical possess the recuisite
Professional and Medical Review Officer (MRO} credentials tc administer the program:.
Tne contract term is for one year with the option to renew for three additional one year
periods. Services will be ordered by Purchase Order on an as needed basis.
FISCAL IMPACT: Funds are budgeted annually in the Workers' Compensation (518)
budget and department budgets for required physicals and drug tests. Total funds
expended are dependent upon the need for services. Annual expenditures typically
range from 550,000 to $55,000.
GROWTH MANAGEMENT IMPACT: There is no growth management impact
associated with this item.
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorneys
Office, requires majority vote, and is legally sufficient for Board action. — CMG
RECOMMENDATION: That the Board of County Commissioners awards Bid No. 11-
5699 Part A, Medical Director to Dr. Gregory E. Leach MD of Advanced Medical Center;
LLC and Part B. Employment Physicals and Drug Testing to Advanced Medical Center,
LLC.
PREPARED BY: Gary Troy, R.N., Occupational Health Nurse
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9!1 112C' Item 16.x.`
Russell's Clambakes, Jason's Deli, Subway Candito Management and
Country Caterers BBQ Inc, for events that are related to emergencies
and disasters.
6) Recommendation that the Board terminate Contract #08 -5034 Tee
Shirts with North Coast Imagewear, Inc. (approximate annual spend
$40,000).
For failure to fulfill contract requests
7) Recommendation to award Bid No. 11 -5699, Part A, Medical Director
to Dr. Gregory E. Leach MD, and Part B, Employment Physicals &
Drug Testing to Advanced Medical Center, LLC. (Estimated annual
fiscal impact $50,000)
Contract term is for one year with the option to renew for three
additional one year periods
8) Recommendation to award Invitation to Bid (ITB) #11 -5721 to
Scripps Media dba Naples Daily News as the news media source to
advertise delinquent real estate or property taxes (estimated annual
advertising cost: $90,000).
Used by the Tax Collector's Office and the Purchasing
Department
9) Recommendation to approve the assumption of Contract from Gruelle
Construction, Inc. to Hone Marine Services, Inc. d /b /a Hone
Destruction for Demolition of Commercial and Residential Structures.
Due to the purchase of Gruelle assets by Honc Marine Services on
July 27, 2011
10) Recommendation to rename the Conservation Collier Limpkin Marsh
Preserve to the Redroot Preserve.
Located at the Corkscrew Sanctuary
11) Recommendation to authorize the County Manager, or his designee,
as the Board of County Commissioner's agent, to apply for Florida
Fish and Wildlife Conservation Commission Antlerless Deer Permits
to facilitate Pepper Ranch Preserve Hunt Program events.
To manage the deer population within the preserve
Page 24
September 13 -14, 2011
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