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HomeMy WebLinkAboutC2024-053 Visus Engineering Construction Inc - signed Contract No. 2024-053 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND VISUS ENGINEERING CONSTRUCTION, INC. THIS PROFESSIONAL SERVICES AGREEMENT (this “Agreement”) is entered into upon execution, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”) and Visus Engineering Construction, Inc., an Arizona corporation (the “Vendor”). RECITALS A. The Town issued a Request for Proposals, RFP No. 2023-016 (the “RFP”), a copy of which is on file with the Town and incorporated herein by reference, seeking proposals from vendors interested in providing professional services consisting of “On Call Storm Clean Up” (the “Services”). B. The Vendor responded to the RFP by submitting a proposal (the “Proposal”), attached hereto as Exhibit A and incorporated herein by reference. C. The Town desires to enter into an Agreement with the Vendor to perform the Services, as set forth below. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Vendor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date of execution and attested to by the Town Clerk pursuant to Section 3-3-31 of the Town Code, and shall remain in full force and effect until June 30, 2025 (the “Initial Term”), unless terminated as otherwise provided in this Agreement. After the expiration of the Initial Term, this Agreement may be renewed for up four successive one-year terms (the “Renewal Term”) if (i) it is deemed in the best interests of the Town, subject to availability and appropriation of funds for renewal, (ii) at least 30 days prior to the end of the then-current term of this Agreement, the Vendor requests, in writing, to extend this Agreement for an additional one-year term and (iii) the Town approves the additional one-year term in writing (including any price adjustments approved as part of this Agreement), as evidenced by the Town Manager’s signature thereon, which approval may be withheld by the Town for any reason. The Vendor’s failure to seek a renewal of this Agreement shall cause this Agreement to terminate at the end of the then-current term of this Agreement; provided, however, that the Town may, at its discretion and with the agreement of the Vendor, elect to waive this requirement and renew this Agreement. The Initial Term and the Renewal Term are collectively referred to herein as the “Term.” Upon renewal, the terms and conditions of this Agreement shall remain in full force and effect. 2. Scope of Work. This is an indefinite quantity and indefinite delivery Agreement for Services as previously set forth herein. Services shall only be provided when the Town identifies a need and proper authorization and documentation have been approved. For project(s) determined by the Town to be appropriate for this Agreement, the Vendor shall provide the Services to the Town on an as-required basis relating to the specific Services as may be agreed upon between the parties in writing, in the form of a written acknowledgment between the parties describing the Services to be provided (each, a “Work Order”). Each Work Order issued for Services pursuant to this Agreement shall be (i) in the form provided and approved by the Town for the Services, (ii) contain a reference to this Agreement and (iii) be attached to hereto as Exhibit B and incorporated herein by reference. By signing this Agreement, Vendor acknowledges and agrees that Work Order(s) containing unauthorized exceptions, conditions, limitations, or provisions in conflict with the terms of this Agreement, other than Town's project-specific requirements, are hereby expressly declared void and shall be of no force and effect. The Town does not guarantee any minimum or maximum amount of Services will be requested under this Agreement. 3. Compensation. The Town shall pay the Vendor an amount not to exceed $50,000 at the rates set forth in the Fee Proposal attached hereto as Exhibit A and incorporated herein by reference. The aggregate amount per renewal term shall not exceed $50,000 in any case unless the Agreement is affirmed and ratified via an executed amendment. All remaining terms and conditions of the Agreement shall remain in full force and effect. 4. Payments. The Town shall pay the Vendor monthly (and the Vendor shall invoice the Town monthly), based upon work performed and completed to date, and upon submission and approval of invoices. All invoices shall document and itemize all work completed to date. Each invoice statement shall include a record of time expended and work performed in sufficient detail to justify payment. This Agreement must be referenced on all invoices. 5. Documents. All documents, including any intellectual property rights thereto, prepared and submitted to the Town pursuant to this Agreement shall be the property of the Town. 6. Vendor Personnel. Vendor shall provide adequate, experienced personnel, capable of and devoted to the successful performance of the Services under this Agreement. Vendor agrees to assign specific individuals to key positions. If deemed qualified, the Vendor is encouraged to hire Town residents to fill vacant positions at all levels. Vendor agrees that, upon commencement of the Services to be performed under this Agreement, key personnel shall not be removed or replaced without prior written notice to the Town. If key personnel are not available to perform the Services for a continuous period exceeding 30 calendar days, or are expected to devote substantially less effort to the Services than initially anticipated, Vendor shall immediately notify the Town of same and shall, subject to the concurrence of the Town, replace such personnel with personnel possessing substantially equal ability and qualifications. 7. Inspection; Acceptance. All work shall be subject to inspection and acceptance by the Town at reasonable times during Vendor’s performance. The Vendor shall provide and maintain a self-inspection system that is acceptable to the Town. 8. Licenses; Materials. Vendor shall maintain in current status all federal, state and local licenses and permits required for the operation of the business conducted by the Vendor. The Town has no obligation to provide Vendor, its employees or subcontractors any business registrations or licenses required to perform the specific services set forth in this Agreement. The Town has no obligation to provide tools, equipment or material to Vendor. 9. Performance Warranty. Vendor warrants that the Services rendered will conform to the requirements of this Agreement and with the care and skill ordinarily used by members of the same profession practicing under similar circumstances at the same time and in the same locality. 10. Indemnification. To the fullest extent permitted by law, the Vendor shall indemnify, defend and hold harmless the Town and each council member, officer, employee or agent thereof (the Town and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, breach of contract, in connection with the work or services of the Vendor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. The amount and type of insurance coverage requirements set forth below will in no way be construed as limiting the scope of the indemnity in this Section. 11. Insurance. 11.1 General. A. Insurer Qualifications. Without limiting any obligations or liabilities of Vendor, Vendor shall purchase and maintain, at its own expense, hereinafter stipulated minimum insurance with insurance companies authorized to do business in the State of Arizona pursuant to ARIZ. REV. STAT. § 20-206, as amended, with an AM Best, Inc. rating of A- or above with policies and forms satisfactory to the Town. Failure to maintain insurance as specified herein may result in termination of this Agreement at the Town’s option. B. No Representation of Coverage Adequacy. By requiring insurance herein, the Town does not represent that coverage and limits will be adequate to protect Vendor. The Town reserves the right to review any and all of the insurance policies and/or endorsements cited in this Agreement but has no obligation to do so. Failure to demand such evidence of full compliance with the insurance requirements set forth in this Agreement or failure to identify any insurance deficiency shall not relieve Vendor from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this Agreement. C. Additional Insured. All insurance coverage, except Workers’ Compensation insurance and Professional Liability insurance, if applicable, shall name, to the fullest extent permitted by law for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees as Additional Insured as specified under the respective coverage sections of this Agreement. D. Coverage Term. All insurance required herein shall be maintained in full force and effect until all work or services required to be performed under the terms of this Agreement are satisfactorily performed, completed and formally accepted by the Town, unless specified otherwise in this Agreement. E. Primary Insurance. Vendor’s insurance shall be primary insurance with respect to performance of this Agreement and in the protection of the Town as an Additional Insured; the Town’s insurance shall be non-contributory. F. Claims Made. In the event any insurance policies required by this Agreement are written on a “claims made” basis, coverage shall extend, either by keeping coverage in force or purchasing an extended reporting option, for three years past completion and acceptance of the services. Such continuing coverage shall be evidenced by submission of annual Certificates of Insurance citing applicable coverage is in force and contains the provisions as required herein for the three-year period. G. Waiver. All policies, except for Professional Liability, including Workers’ Compensation insurance, shall contain a waiver of rights of recovery (subrogation) against the Town, its agents, representatives, officials, officers and employees for any claims arising out of the work or services of Vendor. Vendor shall arrange to have such subrogation waivers incorporated into each policy via formal written endorsement thereto. H. Policy Deductibles and/or Self-Insured Retentions. The policies set forth in these requirements may provide coverage that contains deductibles or self-insured retention amounts. Such deductibles or self-insured retention shall not be applicable with respect to the policy limits provided to the Town. Vendor shall be solely responsible for any such deductible or self-insured retention amount. I. Use of Subcontractors. If any work under this Agreement is subcontracted in any way, Vendor shall execute written agreements with its subcontractors containing the indemnification provisions set forth in this Agreement and insurance requirements set forth herein protecting the Town and Vendor. Vendor shall be responsible for executing any agreements with its subcontractors and obtaining certificates of insurance verifying the insurance requirements. J. Evidence of Insurance. Prior to commencing any work or services under this Agreement, Vendor will provide the Town with suitable evidence of insurance in the form of certificates of insurance and a copy of the declaration page(s) of the insurance policies as required by this Agreement, issued by Vendor’s insurance insurer(s) as evidence that policies are placed with acceptable insurers as specified herein and provide the required coverages, conditions and limits of coverage specified in this Agreement and that such coverage and provisions are in full force and effect. Confidential information such as the policy premium may be redacted from the declaration page(s) of each insurance policy, provided that such redactions do not alter any of the information required by this Agreement. The Town shall reasonably rely upon the certificates of insurance and declaration page(s) of the insurance policies as evidence of coverage but such acceptance and reliance shall not waive or alter in any way the insurance requirements or obligations of this Agreement. If any of the policies required by this Agreement expire during the life of this Agreement, it shall be Vendor’s responsibility to forward renewal certificates and declaration page(s) to the Town 30 days prior to the expiration date. All certificates of insurance and declarations required by this Agreement shall be identified by referencing the RFP number and title or this Agreement. A $25.00 administrative fee shall be assessed for all certificates or declarations received without the appropriate RFP number and title or a reference to this Agreement, as applicable. Additionally, certificates of insurance and declaration page(s) of the insurance policies submitted without referencing the appropriate RFP number and title or a reference to this Agreement, as applicable, will be subject to rejection and may be returned or discarded. Certificates of insurance and declaration page(s) shall specifically include the following provisions: (1) The Town, its agents, representatives, officers, directors, officials and employees are Additional Insureds as follows: (a) Commercial General Liability – Under Insurance Services Office, Inc., (“ISO”) Form CG 20 10 03 97 or equivalent. (b) Auto Liability – Under ISO Form CA 20 48 or equivalent. (c) Excess Liability – Follow Form to underlying insurance. (2) Vendor’s insurance shall be primary insurance with respect to performance of this Agreement. (3) All policies, except for Professional Liability, including Workers’ Compensation, waive rights of recovery (subrogation) against Town, its agents, representatives, officers, officials and employees for any claims arising out of work or services performed by Vendor under this Agreement. (4) ACORD certificate of insurance form 25 (2014/01) is preferred. If ACORD certificate of insurance form 25 (2001/08) is used, the phrases in the cancellation provision “endeavor to” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives” shall be deleted. Certificate forms other than ACORD form shall have similar restrictive language deleted. 11.2 Required Insurance Coverage. A. Commercial General Liability. Vendor shall maintain “occurrence” form Commercial General Liability insurance with an unimpaired limit of not less than $1,000,000 for each occurrence, $2,000,000 Products and Completed Operations Annual Aggregate and a $2,000,000 General Aggregate Limit. The policy shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury. Coverage under the policy will be at least as broad as ISO policy form CG 00 010 93 or equivalent thereof, including but not limited to, separation of insured’s clause. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, officials and employees shall be cited as an Additional Insured under ISO, Commercial General Liability Additional Insured Endorsement form CG 20 10 03 97, or equivalent, which shall read “Who is an Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of “your work” for that insured by or for you.” If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. B. Vehicle Liability. Vendor shall maintain Business Automobile Liability insurance with a limit of $1,000,000 each occurrence on Vendor’s owned, hired and non-owned vehicles assigned to or used in the performance of the Vendor’s work or services under this Agreement. Coverage will be at least as broad as ISO coverage code “1” “any auto” policy form CA 00 01 12 93 or equivalent thereof. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees shall be cited as an Additional Insured under ISO Business Auto policy Designated Insured Endorsement form CA 20 48 or equivalent. If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. C. Professional Liability. If this Agreement is the subject of any professional services or work, or if the Vendor engages in any professional services or work in any way related to performing the work under this Agreement, the Vendor shall maintain Professional Liability insurance covering negligent errors and omissions arising out of the Services performed by the Vendor, or anyone employed by the Vendor, or anyone for whose negligent acts, mistakes, errors and omissions the Vendor is legally liable, with an unimpaired liability insurance limit of $2,000,000 each claim and $2,000,000 annual aggregate. D. Workers’ Compensation Insurance. Vendor shall maintain Workers’ Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction over Vendor’s employees engaged in the performance of work or services under this Agreement and shall also maintain Employers Liability Insurance of not less than $500,000 for each accident, $500,000 disease for each employee and $1,000,000 disease policy limit. 11.3 Cancellation and Expiration Notice. Insurance required herein shall not expire, be canceled, or be materially changed without 30 days’ prior written notice to the Town. 12. Termination; Cancellation. 12.1 For Town’s Convenience. This Agreement is for the convenience of the Town and, as such, may be terminated without cause after receipt by Vendor of written notice by the Town. Upon termination for convenience, Vendor shall be paid for all undisputed services performed to the termination date. 12.2 For Cause. If either party fails to perform any obligation pursuant to this Agreement and such party fails to cure its nonperformance within 30 days after notice of nonperformance is given by the non-defaulting party, such party will be in default. In the event of such default, the non-defaulting party may terminate this Agreement immediately for cause and will have all remedies that are available to it at law or in equity including, without limitation, the remedy of specific performance. If the nature of the defaulting party’s nonperformance is such that it cannot reasonably be cured within 30 days, then the defaulting party will have such additional periods of time as may be reasonably necessary under the circumstances, provided the defaulting party immediately (A) provides written notice to the non-defaulting party and (B) commences to cure its nonperformance and thereafter diligently continues to completion the cure of its nonperformance. In no event shall any such cure period exceed 90 days. In the event of such termination for cause, payment shall be made by the Town to the Vendor for the undisputed portion of its fee due as of the termination date. 12.3 Due to Work Stoppage. This Agreement may be terminated by the Town upon 30 days’ written notice to Vendor in the event that the Services are permanently abandoned. In the event of such termination due to work stoppage, payment shall be made by the Town to the Vendor for the undisputed portion of its fee due as of the termination date. 12.4 Conflict of Interest. This Agreement is subject to the provisions of ARIZ. REV. STAT. § 38-511. The Town may cancel this Agreement without penalty or further obligations by the Town or any of its departments or agencies if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of the Town or any of its departments or agencies is, at any time while this Agreement or any extension of this Agreement is in effect, an employee of any other party to this Agreement in any capacity or a Vendor to any other party of this Agreement with respect to the subject matter of this Agreement. 12.5 Gratuities. The Town may, by written notice to the Vendor, cancel this Agreement if it is found by the Town that gratuities, in the form of economic opportunity, future employment, entertainment, gifts or otherwise, were offered or given by the Vendor or any agent or representative of the Vendor to any officer, agent or employee of the Town for the purpose of securing this Agreement. In the event this Agreement is canceled by the Town pursuant to this provision, the Town shall be entitled, in addition to any other rights and remedies, to recover and withhold from the Vendor an amount equal to 150% of the gratuity. 12.6 Agreement Subject to Appropriation. This Agreement is subject to the provisions of ARIZ. CONST. ART. IX, § 5 and ARIZ. REV. STAT. § 42-17106. The provisions of this Agreement for payment of funds by the Town shall be effective when funds are appropriated for purposes of this Agreement and are actually available for payment. The Town shall be the sole judge and authority in determining the availability of funds under this Agreement and the Town shall keep the Vendor fully informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is a current expense of the Town, payable exclusively from such annual appropriations, and is not a general obligation or indebtedness of the Town. If the Town Council fails to appropriate money sufficient to pay the amounts as set forth in this Agreement during any immediately succeeding fiscal year, this Agreement shall terminate at the end of then-current fiscal year and the Town and the Vendor shall be relieved of any subsequent obligation under this Agreement. 13. Miscellaneous. 13.1 Independent Contractor. It is clearly understood that each party will act in its individual capacity and not as an agent, employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other for any purpose whatsoever. The Vendor acknowledges and agrees that the Services provided under this Agreement are being provided as an independent contractor, not as an employee or agent of the Town. Vendor, its employees and subcontractors are not entitled to workers’ compensation benefits from the Town. The Town does not have the authority to supervise or control the actual work of Vendor, its employees or subcontractors. The Vendor, and not the Town, shall determine the time of its performance of the services provided under this Agreement so long as Vendor meets the requirements as agreed in Section 2 above and in Exhibit A. Vendor is neither prohibited from entering into other contracts nor prohibited from practicing its profession elsewhere. Town and Vendor do not intend to nor will they combine business operations under this Agreement. 13.2 Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and suit pertaining to this Agreement may be brought only in courts in Maricopa County, Arizona. 13.3 Laws and Regulations. Vendor shall keep fully informed and shall at all times during the performance of its duties under this Agreement ensure that it and any person for whom the Vendor is responsible abides by, and remains in compliance with, all rules, regulations, ordinances, statutes or laws affecting the Services, including, but not limited to, the following: (A) existing and future Town and County ordinances and regulations; (B) existing and future State and Federal laws; and (C) existing and future Occupational Safety and Health Administration standards. 13.4 Amendments. This Agreement may be modified only by a written amendment signed by persons duly authorized to enter into contracts on behalf of the Town and the Vendor. 13.5 Provisions Required by Law. Each and every provision of law and any clause required by law to be in this Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, this Agreement will promptly be physically amended to make such insertion or correction. 13.6 Severability. The provisions of this Agreement are severable to the extent that any provision or application held to be invalid by a Court of competent jurisdiction shall not affect any other provision or application of this Agreement which may remain in effect without the invalid provision or application. 13.7 Entire Agreement; Interpretation; Parol Evidence. This Agreement represents the entire agreement of the parties with respect to its subject matter, and all previous agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and superseded by this Agreement. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out the provisions of this Agreement. This Agreement shall be construed and interpreted according to its plain meaning, and no presumption shall be deemed to apply in favor of, or against the party drafting this Agreement. The parties acknowledge and agree that each has had the opportunity to seek and utilize legal counsel in the drafting of, review of, and entry into this Agreement. 13.8 Assignment; Delegation. No right or interest in this Agreement shall be assigned or delegated by Vendor without prior, written permission of the Town, signed by the Town Manager. Any attempted assignment or delegation by Vendor in violation of this provision shall be a breach of this Agreement by Vendor. 13.9 Subcontracts. No subcontract shall be entered into by the Vendor with any other party to furnish any of the material or services specified herein without the prior written approval of the Town. The Vendor is responsible for performance under this Agreement whether or not subcontractors are used. Failure to pay subcontractors in a timely manner pursuant to any subcontract shall be a material breach of this Agreement by Vendor. 13.10 Rights and Remedies. No provision in this Agreement shall be construed, expressly or by implication, as waiver by the Town of any existing or future right and/or remedy available by law in the event of any claim of default or breach of this Agreement. The failure of the Town to insist upon the strict performance of any term or condition of this Agreement or to exercise or delay the exercise of any right or remedy provided in this Agreement, or by law, or the Town’s acceptance of and payment for services, shall not release the Vendor from any responsibilities or obligations imposed by this Agreement or by law, and shall not be deemed a waiver of any right of the Town to insist upon the strict performance of this Agreement. 13.11 Attorneys’ Fees. In the event either party brings any action for any relief, declaratory or otherwise, arising out of this Agreement or on account of any breach or default hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys’ fees and reasonable costs and expenses, determined by the court sitting without a jury, which shall be deemed to have accrued on the commencement of such action and shall be enforced whether or not such action is prosecuted through judgment. 13.12 Liens. All materials or services shall be free of all liens and, if the Town requests, a formal release of all liens shall be delivered to the Town. 13.13 Offset. A. Offset for Damages. In addition to all other remedies at law or equity, the Town may offset from any money due to the Vendor any amounts Vendor owes to the Town for damages resulting from breach or deficiencies in performance or breach of any obligation under this Agreement. B. Offset for Delinquent Fees or Taxes. The Town may offset from any money due to the Vendor any amounts Vendor owes to the Town for delinquent fees, transaction privilege taxes and property taxes, including any interest or penalties. 13.14 Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (A) delivered to the party at the address set forth below, (B) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (C) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Rachael Goodwin, Town Manager With copy to: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Aaron D. Arnson, Town Attorney If to Vendor: Visus Engineering Construction, Inc. 1831 N. Rochester Mesa, Arizona 85205 Attn: Jeff Kerr or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (A) when delivered to the party, (B) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (C) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 13.15 Confidentiality of Records. The Vendor shall establish and maintain procedures and controls that are acceptable to the Town for the purpose of ensuring that information contained in its records or obtained from the Town or from others in carrying out its obligations under this Agreement shall not be used or disclosed by it, its agents, officers, or employees, except as required to perform Vendor’s duties under this Agreement. Persons requesting such information should be referred to the Town. Vendor also agrees that any information pertaining to individual persons shall not be divulged other than to employees or officers of Vendor as needed for the performance of duties under this Agreement. 13.16 Records and Audit Rights. To ensure that the Vendor and its subcontractors are complying with the warranty under subsection 13.17 below, Vendor’s and its subcontractor’s books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Vendor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit (A) evaluation and verification of any invoices, payments or claims based on Vendor’s and its subcontractors’ actual costs (including direct and indirect costs and overhead allocations) incurred, or units expended directly in the performance of work under this Agreement and (B) evaluation of the Vendor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in subsection 13.17 below. To the extent necessary for the Town to audit Records as set forth in this subsection, Vendor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the Town shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Vendor pursuant to this Agreement. Vendor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this subsection. The Town shall give Vendor or its subcontractors reasonable advance notice of intended audits. Vendor shall require its subcontractors to comply with the provisions of this subsection by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 13.17 E-verify Requirements. To the extent applicable under ARIZ. REV. STAT. § 41-4401, the Vendor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIZ. REV. STAT. § 23-214(A). Vendor’s or its subcontractors’ failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 13.18 Israel. Vendor certifies that it is not currently engaged in, and agrees for the duration of this Agreement that it will not engage in a “boycott,” as that term is defined in ARIZ. REV. STAT. § 35-393, of Israel. 13.19 China. Pursuant to and in compliance with A.R.S. § 35-394, Vendor hereby agrees and certifies that it does not currently, and agrees for the duration of this Agreement that Vendor will not, use: (1) the forced labor of ethnic Uyghurs in the People’s Republic of China; (2) any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China; or (3) any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. Vendor also hereby agrees to indemnify and hold harmless the Town, its officials, employees, and agents from any claims or causes of action relating to the Town’s action based upon reliance upon this representation, including the payment of all costs and attorney fees incurred by the Town in defending such as action. 13.20 Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the Proposal, any Town-approved invoices, and the RFP, the documents shall govern in the order listed herein. 13.21 Non-Exclusive Contract. This Agreement is entered into with the understanding and agreement that it is for the sole convenience of the Town. The Town reserves the right to obtain like goods and services from another source when necessary. 13.22 Cooperative Purchasing. Specific eligible political subdivisions and nonprofit educational or public health institutions (“Eligible Procurement Unit(s)”) are permitted to utilize procurement agreements developed by the Town, at their discretion and with the agreement of the awarded Consultant. Consultant may, at its sole discretion, accept orders from Eligible Procurement Unit(s) for the purchase of the Materials and/or Services at the prices and under the terms and conditions of this Agreement, in such quantities and configurations as may be agreed upon between the parties. All cooperative procurements under this Agreement shall be transacted solely between the requesting Eligible Procurement Unit and Consultant. Payment for such purchases will be the sole responsibility of the Eligible Procurement Unit. The exercise of any rights, responsibilities or remedies by the Eligible Procurement Unit shall be the exclusive obligation of such unit. The Town assumes no responsibility for payment, performance or any liability or obligation associated with any cooperative procurement under this Agreement. The Town shall not be responsible for any disputes arising out of transactions made by others. [SIGNATURES ON FOLLOWING PAGES] 7 ATTESTED TO: _______________________________ Linda G. Mendenhall, Town Clerk APPROVED AS TO FORM: ________________________________ Aaron D. Arnson, Town Attorney “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation FOR THE TOWN OF FOUNTAIN HILLS: ____________________________________ Rachael Goodwin, Town Manager FOR THE CONTRACTOR: By: Name Title: ______________________________ Jeffrey A Kerr (May 7, 2024 16:08 PDT) Jeffrey A Kerr Jeffrey A Kerr CEO Aaron Arnson (May 8, 2024 08:25 PDT) Aaron Arnson Rachael Goodwin (May 8, 2024 16:00 PDT) Rachael Goodwin EXHIBIT A TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND VISUS ENGINEERING CONSTRUCTION, INC. [Consultant’s Proposal] See following pages. Town of Fountain Hills Admin-Procurement Robert Durham, Procurement Administrator 16705 E. Avenue of the Fountains, Fountain Hills, AZ 85268 [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up RESPONSE DEADLINE: February 1, 2024 at 5:00 pm Report Generated: Monday, April 22, 2024 Visus Engineering Construction, Inc Response CONTACT INFORMATION Company: Visus Engineering Construction, Inc Email: scomparan@visusinc.com Contact: Jeff Kerr Address: 1831 N Rochester Mesa, AZ 85205 Phone: N/A Website: N/A Submission Date: Feb 1, 2024 3:03 PM [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 2 ADDENDA CONFIRMATION No addenda issued QUESTIONNAIRE 1. Certification By confirming questions under this section, the Vendor certifies: NO COLLUSION* Pass The submission of the Proposal did not involve collusion or other anti-competitive practices. Confirmed NO DISCRIMINATION* Pass It shall not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246. Confirmed NO GRATUITY* Pass It has not given, offered to give, nor intends to give at any time hereafter, any economic opportunity, future employment, gi ft, loan, gratuity, special discount, trip favor or service to a Town employee, officer or agent in connectio n with the submitted Proposal. It (including the Vendor’s employees, representatives, agents, lobbyists, attorneys, and subcontractors) has refrained, under penalty of disqualification, from direct or indirect contact for the purpose of influencing the selection or creating bias in the selection process [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 3 with any person who may play a part in the selection process, including the Selection Committee, elected officials, the Town Manager, Assistant Town Managers, Department Heads, and other Town staff. All contact must be addressed to the Town’s Procurement Agent, except for questions submitted as set forth in Subsection 1.4 (Inquiries), above. Any attempt to influence the selection proc ess by any means shall void the submitted Proposal and any resulting Agreement. Confirmed FINANCIAL STABILITY* Pass It is financially stable, solvent and has adequate cash reserves to meet all financial obligations including any potential co sts resulting from an award of the Agreement. Confirmed NO SIGNATURE/FALSE OR MISLEADING STATEMENT* Pass The signature on the cover letter of the Proposal and the Vendor Information Form is genuine and the person signing has the authority to bind the Vendor. Failure to sign the Proposal and the Vendor Information Form, or signing either with a false or misleading statement, shall void the submitted Proposal and any resulting Agreement. Confirmed PROFESSIONAL SERVICES AGREEMENT* Pass In addition to reviewing and understanding the submittal requirements, it has reviewed the attached sample Professional Services Agreement including the Scope of Work and other Exhibits. Confirmed [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 4 REFERENCE CHECKS* Pass References will be checked, and it is Vendor’s responsibility to ensure that all information is accurate and current. Vendor authorizes the Town’s representative to verify all information from these references and releases all those concerned from any liability in connection with the information they provide. Inability of the Town to verify references shall result in the Proposal being considered non-responsive. Confirmed 2. Vendor Proposal GENERAL INFORMATION* Pass A. One page cover letter as described in the section titled "RFP Submission Process", the subsection titled "Required Submittal". B. Provide Vendor identification information. Explain the Vendor’s legal organization including the legal name, address, identification number and legal form of the Vendor (e.g., partnership, corporation, joint venture, limited liability company, sole proprietorship). If a joint venture, identify the members of the joint venture and provide all of the information required under this section for each member. If a limited liability company, provide the name of the member or members authorized to act on the company’s behalf. If the Vendor is a wholly owned subsidiary of another company, identify the parent company. If the corporation is a nonprofit corporation, provide nonprofit documentation. Provide the name, address and telephone number of the person to contact concerning the Proposal. C. Identify the location of the Vendor’s principal office and the local work office, if different. Include any documentation that supports the Vendor’s authority to provide services in Arizona. D. Provide a general description of the Vendor’s organization, including years in business. E. Identify any contract or subcontract held by the Vendor or officers of the Vendor that have been terminated within the last five years. Briefly describe the circumstances and the outcome. [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 5 F. Identify any claims arising from a contract which resulted in litigation or arbitration within the last five years. Briefly d escribe the circumstances and the outcome. Visus,_Inc_-_RFP_TOFH_2.1.pdf EXPERIENCE AND QUALIFICATIONS OF THE VENDOR* Pass A. Provide a detailed description of the Vendor’s experience in providing similar services to municipalities or other entities of a similar size to the Town, specifically relating experience with respect to On Call Storm Clean Up. B. Vendor must demonstrate successful completion of at least three similar projects within the past 60 months. For the purpose of this Solicitation, “successful completion” means completion of a project within the established schedule and budget and “similar projects” resemble this project in size, nature and scope. Provide a list of at least three organizations for which you successfully completed a similar project. This list shall include, at a minimum, the following information: 1. Name of company or organization. 2. Contact name. 3. Contact address, telephone number and e-mail address. 4. Type of services provided. 5. Dates of contract initiation and expiration. Visus,_Inc_-_RFP_TOFH_2.2.pdf KEY POSITIONS* Pass A. Identify each key personnel member that will render services to the Town including title and relevant experience required, including the proposed project manager and project staff. B. Indicate the roles and responsibilities of each key position. Include senior members of the Vendor only from the perspective of what their role will be in providing services to the Town. [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 6 C. If a subcontractor will be used for all work of a certain type, include information on this subcontractor. A detailed plan for providing supervision must be included. D. Attach a résumé and evidence of certification, if any, for each key personnel member and/or subcontractor to be involved in this project. Résumés should be attached together as a single appendix at the end of the Proposal and will not count toward the Proposal page limit. However, each resume shall not exceed two pages in length. Visus,_Inc_-_RFP_TOFH_2.3.pdf PROJECT APPROACH* Pass A. Describe the Vendor’s approach to performing the required Services in the section titled Scope of Work, and its approach to contract management, including its perspective and experience on partnering, customer service, quality control, scheduling and staff. B. Describe any alternate approaches if it is believed that such an approach would best suit the needs of the Town. Include rationale for alternate approaches, and indicate how the Vendor will ensure that all efforts are coordinated with the Town’s Representatives. Visus,_Inc_-_RFP_TOFH_2.4.pdf PROJECT SCHEDULE* Pass Provide a project schedule showing key project milestones and deliverables. The schedule shall demonstrate Vendor’s ability to meet the designated milestones as listed below. Assumptions used in developing the schedule shall be identified and at a minimum the proposed schedule shall include the following dates, if applicable. A. Initial Contact from Town B. Mobilization timeline [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT RFP No. RFP-2023-016 On Call Storm Clean Up [VISUS ENGINEERING CONSTRUCTION, INC] RESPONSE DOCUMENT REPORT Request for Proposals - On Call Storm Clean Up Page 7 C. Work begins D. Demobilization timeline Visus,_Inc_-_RFP_TOFH_2.5.pdf PRICING* Pass See Attachment "B" Visus,_Inc_-_RFP_TOFH_2.6.pdfVisus,_Inc_-_RFP_TOFH_2.6.pdf PROPRIETARY OR CONFIDENTIAL INFORMATION IN THE BID?* Pass Communicate information not to be made public by highlighting the proprietary/confidential information. Yes W-9 Pass Visus_W9_2024.pdf REQUEST FOR PROPOSALS FOR ON CALL STORM CLEAN UP PROJECT ID: RFP-2023-016 PRESENTED TO: TOWN OF FOUNTAIN HILLS 16705 E AVENUE OF THE FOUNTAINS FOUNTAIN HILLS, AZ 85268 THURS DAY, FEBRUARY 1, 2024 PRESENTED BY: VISUS ENGINEERING CONSTRUCTION, INC. 1 | Page Visus Engineering Construction, Inc. 2.1 COMPANY INFORMATION Visus Engineering Construction, Inc.’s corporate information is: Visus Engineering Construction, Inc. 1831 N Rochester Mesa, AZ 85205 Phone: 480-833-8268 Fax: 480-833-8617 Email: jkerr@visusinc.com BUSINESS HISTORY Visus Engineering Construction, Inc. is a Mesa, Arizona construction engineering firm that specializes in civil engineering construction. Ninety-eight percent of our work is contracted directly with municipal/government agencies. We have been doing business in Arizona for 20 years as Visus, Inc. and have never operated under another name, nor have our principals. 2 | Page Visus Engineering Construction, Inc. 2.2 EXPERIENCE & QUALIFICATIONS OF THE CONTRACTOR A. GENERAL DESCIPTION OF SERVICES PROVIDED Visus, Inc., a homegrown east valley civil engineering construction business, has extensive know- how in construction: • Civil Engineering – Visus, Inc. is one of the few Valley of the Sun construction contractors that has a professional engineer (PE) on staff. Our PE regularly performs engineering reviews of the projects we are awarded and frequently provides engineering for Design-Bid-Build projects. • Underground utility installation and relocation (sewer line, waterline, storm drain) • Street and roadway projects • Arterial construction • Related municipal and agency improvements • Concrete work (curb, gutter, sidewalk, paving) • Storm Clean Up and Wash Maintenance Visus, Inc. employees have performed more than 150 projects since the company’s inception, all of which encompass to varying degrees, the types of construction listed above. We are known for quality workmanship, outstanding customer service before, during and after the project and superior communication among team members. In addition, our employees’ approach to teamwork and fostering excellent relationships between partners is recognized in the industry. Our track record, experience and expertise are a testament to our capabilities. We pride ourselves on excellence and our commitment to perform beyond our customers’ expectations. In addition, Visus, Inc.’s ownership currently owns 75% of another entity. The entity is currently doing JOC work with a yearly value of 14 million dollars with the primary focus on concrete maintenance. In addition, the company also has several concrete crews working in Fountain Hills. B. ARIZONA PROFESSIONAL AND CONTRACTOR LICENSES Visus, Inc. has the following Arizona contractor licenses: KA General Engineering Contracting ROC 250596 KB-01 Dual Building License ROC 191221 In addition, our Chief Executive Officer, Jeffrey A. Kerr, is an Arizona Professional Engineer. C. CONSTRUCTION SERVICES SIMILAR TO SCOPE OF WORK Below is a list of projects Visus, Inc. has completed which includes items similar to the scope in Section 2. 3 | Page Visus Engineering Construction, Inc. i. Town of Fountain Hills Storm Clean Up Service Town of Fountain Hills Cost: $85,000 Visus, Inc. has performed storm and wash cleanup for the Town of Fountain hills during the last 3 years. ii. Town of Fountain Hills Wash Maintenance Town of Fountain Hills Cost: $150,000 Visus, Inc. has completed approximately $150,000 in wash maintenance. Work includes clearing and grubbing, earthwork, rip rap placement and erosion control repair at numerous box culverts and washes around town. D. LIST OF REFERENCES Below are 3 references whom Visus Engineering Construction Inc. has completed municipal projects for: i. Raquel Schatz Project Engineer City of Apache Junction 575 E Baseline Avenue, Apache Junction, AZ 85119 ii. Justin Weldy Public Works Director Town of Fountain Hills 16705 E Avenue of the Fountains, Fountain Hills, AZ 85268 iii. Suneel Garg, P.E. Project Engineer, CIP Manager City of Avondale 11465 W Civic Center Drive Suite 120, Avondale, AZ 85323 4 | Page Visus Engineering Construction, Inc. 2.3 QUALIFICATIONS AND EXPEREINCE OF KEY PEOPLE Our committed team of employees has more than 100 years of experience in underground utilities and roadway excavation and enhancements. They are: Jeffrey A. Kerr, P.E., Chief Executive Officer, Project Engineer, Chief Estimator, Project Manager Jeffrey A. Kerr, P.E., co-founded Visus Engineering Construction, Inc., an engineering construction company, in 2003 in Mesa, Arizona. The 20-year-old construction company already has managed projects in excess of $100 million. The Arizona Professional Engineer has managed more than 250 public and private utility projects ranging in value from $50,000 to $10 million and encompassing virtually every type of construction. Kerr has spent six of his 36 years in the construction industry designing/constructing water line systems, storm drains, sanitary sewers and roadway improvements, among other construction for local municipalities, agencies and owners. Kerr’s know-how and customer responsiveness are reflected in his high engineering expertise, exceptional service and overall performance. Kerr believes flexibility, adaptability, and a focus on beating schedules while meeting budgets, are what make a project successful. Kerr has managed a multitude of public and private construction projects, all as general contractor, construction manager or construction manager at-risk. In addition to his duties as project engineer, Kerr will provide design, estimating, value engineering and analysis insight and project management. Barry J. Hunnel, President, Construction Manager, Safety Director Barry J. Hunnel co-founded Visus Engineering Construction, Inc. in 2003 with Jeffrey A. Kerr, P.E. He is well known and respected in the Arizona underground utility and roadway industry as an experienced professional who delivers performance excellence on every project. Hunnel has more than 35 years of experience in the construction industry. In addition to his duties as Construction Manager, Hunnel is responsible for project safety for all projects. Hunnel is also responsible to ensure the manpower and equipment is available for each project Visus, Inc. has underway. Hunnel will help with roadway construction issues/matters, as appropriate. Robert B. Smith, Secretary/Treasurer, Project Manager, Estimator Robert B. Smith has been a project superintendent for more than 23 years and has extensive experience in water line, sewer line, storm drain, paving projects, and municipal projects. Currently, Smith’s duties include project management tasks such as budgets, estimating, and project scheduling. In addition, Smith is responsible for the maintenance and repair of all Visus, Inc.’s construction equipment and a fleet of trucks. Steve J. Urbina, Project Superintendent Steve J. Urbina has been with Visus, Inc. for 20 years. Steve has gone from operating equipment such as blades, scrapers, gannons, backhoes and water trucks to successfully 5 | Page Visus Engineering Construction, Inc. managing projects of all types. Urbina has completed numerous projects since he became a project superintendent. Dylin C. Smith, Project Superintendent/Foreman Dylin C. Smith has been a member of Visus, Inc. for 7 years. He has experience in managing pipe work, earthwork, and roadway construction. Smith has experience on all previous storm and wash clean up in The Town of Fountain Hills over the last several years. A. PAST PROJECT INFORMATION FOR KEY PERSONNEL Jeffrey A. Kerr, P.E. • Fountain Hills Boulevard Shoulder Widening – Arizona Department of Transportation Fountain Hills Boulevard was widened 8’-12’ to allow for approximately 1.5 miles of safety shoulder and bike lanes. The work included drainage structures and concrete curbs. Crews completed roadway excavation installed aggregate base course and asphalt paving. Work also included signage and striping. • Visus, Inc.’s crews have been working on numerous JOC concrete projects under another entity whom the owners currently have ownership. The projects range in sidewalk infill projects, constructing concrete pathways in various parks, and miscellaneous other ADA compliant projects. Some projects are field designed by Town staff and Kerr so as to save time and money. Barry J. Hunnel • Via Linda Traffic Circles – City of Scottsdale Visus, Inc. completed four roundabouts on East Via Linda. The work required extensive traffic control coordination with residents. The work included removal of existing improvements such as asphalt paving, curb and gutter, sidewalks and driveways. New improvements included concrete curbs, sidewalks, handicap ramps, and driveways. Storm drainpipe and catch basins were added to the project. Other improvements included PCCP, aggregate base, and asphalt paving. Landscape and irrigation improvements along with landscape retrofitting was required. Final improvements included signage and striping. Visus, Inc. also coordinated streetlight relocations along with new electrical conduit installation. • Panorama Wash Maintenance Visus, Inc. crews graded the slopes and installed city supplied rip rap on slopes. In addition, Visus, Inc. regraded to the bottom of the storm drain outlet to provide future flows to the city pump station. Robert B. Smith • Olive Avenue & 59th Avenue Intersection Capacity Improvements – City of Glendale The project required lanes to be added in the intersection to allow for dual left turn lanes. The work included asphalt paving, concrete sidewalks, curb and driveway removals. New improvements included roadway excavation, aggregate base and asphalt paving. Concrete items included curbs, sidewalk, handicap ramps, and 6 | Page Visus Engineering Construction, Inc. driveways. Other work items included storm drainpipe, catch basins, and landscape/irrigation repairs and installation. The project also required traffic signal relocations. Extensive traffic control requirements were required for pedestrian safety. • Battaglia Road Reconstruction – City of Eloy The roadway project located in Eloy required Visus, Inc. to remove existing asphalt pavement, prepare new subgrade and install new aggregate base and asphalt paving on part of the project. The other part required the same work, however, cement treated base was installed prior to aggregate base, and asphalt paving. Crews also installed concrete drainpipe, headwalls and concrete drain structures. Final improvements included signage and striping. Steve J. Urbina • Fountain Hills Boulevard Widening Northbound – Town of Fountain Hills This project included earthwork, concrete, pipe, asphalt paving, striping and signage and mirrored the southbound work completed under the Arizona Department of Transportation contract. Steve was also responsible for the work on the southbound contact with ADOT. • New River North Shared Use Pathway – Arizona Department of Transportation This project was completed under an Arizona Department of Transportation contract. The project also had City of Peoria’s participation and City of Glendale participation. Urbina successfully managed earthwork, pipe work, concrete work, and masonry work on this project. The project included a pedestrian bridge at the north end. In addition to, landscape/irrigation, signage and striping were completed. Dylin C. Smith • Lincoln Drive Sidewalk Improvements – Arizona Department of Transportation / Town of Paradise Valley This project required extensive traffic control coordination. Other municipalities such as the City of Phoenix, City of Scottsdale and the Town Paradise Valley were all involved in the traffic control coordination. The work included earthwork, grading, asphalt paving, concrete retaining walls and 8.4 miles of concrete sidewalk. Extensive landscape/irrigation rehabilitation to existing properties and new installation was part of the contract. • Delaware Drive – Apache Trail to Superstition Blvd – Arizona Department of Transportation / City of Apache Junction 7 | Page Visus Engineering Construction, Inc. Smith was responsible to construct all underground piping such as 30” storm drain/manholes, extending sewer lines and stubs, and extending waterlines and water services. The work required removal of existing asphalt roadway. The new construction included earthwork, subgrade prep, aggregate base, and asphalt paving. Concrete work included catch basin structures, headwalls, curbs, sidewalk, driveways and handicap ramps. Other improvements include masonry walls, landscape/irrigation, signage and final striping. B. KEY PERSONNEL PERSPECTIVE AND EXPERIENCE The Visus, Inc. team will, at the onset of the project, develop and employ a coordinated approach to establish an effective communication flow between team members and will take the lead in moving projects forward. Our team, in conjunction with the Town of Fountain Hills representatives and select subcontractors will identify goals and needs, by project, to ensure everyone thoroughly understands the process for meeting project deadlines. We will accomplish this by making sure team members understand their respective responsibilities, action items and deadlines. The Visus, Inc. team has completed more than 20 projects with the Arizona Department of Transportation, who is the largest investor in construction partnering. We understand the purpose and process of partnering so each team can walk away a winner. Due to our success in understanding partnering, Visus, Inc. has not needed to file claims on any project for over 20 years. We understand the need to be proactive to resolve complaints. Currently, Visus, Inc. maintains a master project schedule of all projects either on going or future. The schedule allows management to effectively balance workloads and resources. In the end, this allows crews to work effectively thus maximizing productivity which in the end reduces costs to the owners. In the end, Visus, Inc. will be the best estimator to produce the expertise, know-how and the ability to complete any RFP project Town of Fountain Hills provides. The organizational chart will show the personnel assigned to the Town of Fountain Hills. Visus, Inc. currently has an EMOD Ratio of 0.72%. This is below the current industry standard of 1.00. Barry Hunnel, Visus Inc.’s Safety Director, oversees each part of the construction process and ensures all trades are working safely. Safety meetings will be conducted and any tasks that require special attention will be addressed and discussed prior to the start of clean up. 8 | Page Visus Engineering Construction, Inc. 2.4 PROJECT APPROACH A. PROJECT METHODLOGY AND APPROACH Visus, Inc.’s extensive know-how in constructing municipal underground and roadway projects will bring experience and knowledge to the On Call Storm Clean Up project team. Our focused approach on a united management front and partnering is valuable in anticipating issues and creating solutions. We understand that quality, coupled with a sensitivity to citizen and business concerns, is paramount for any constructive effort in a bustling metropolis. Visus, Inc. uses the best industry tools including earthwork software, Excel spreadsheets, Microsoft Project and engineering know-how for project planning and scheduling. We also produce weekly schedules that provide added vision and follow-up plans to the schedule. These systems are easy to read and the reports are available in almost any form desired. With regard to other activities, we will evaluate the job’s progress for safety, quality, time and cost on a daily, weekly and monthly basis. Prior to starting a storm clean up and during construction, construction manager and safety director, Barry Hunnel, will evaluate the jobsite and develop a proactive safety program. Perhaps our most valuable system – one that we believe is more important than the tools and software found in most contractors’ toolkits – is communication. We know effective communication is what pulls people together and produces high quality results just as poor or weak communication is what tears things down and affects productivity. Communication is a tool embraced by Visus, Inc. employees and one we will use to strengthen the effectiveness of the On Call Storm Clean Up team. Good relationships are critical. So, we will use effective communication to bond team members on every front. Our previous experience with Town of Fountain Hills’ staff will be a huge benefit for both parties. B. SUBCONTRACTORS/RELATIONSHIPS Subcontractor Selection Plan Visus, Inc. is a fair and equitable contractor that selects subcontractors based on experience, expertise, the scope of work proposed and demonstrated reliability and performance. Price is not the driving factor for selection. Visus, Inc. manages subcontractors by serving as a leader and team player. For the On Call Storm Clean Up project, our team will select any required subcontractors using the process outlined in ARS Title 34. First, we will prequalify a comprehensive list of high-quality subcontractors, then solicit prices from the prequalified subcontractor list. Our final selection will be determined by a team of representatives and will be based on a combination of quality and price. Once construction gets underway, Visus, Inc., in conjunction with its partners, will develop a master schedule and follow up with an updated two-week look-ahead at weekly meetings. During these 9 | Page Visus Engineering Construction, Inc. meetings, we will update subcontractors’ work schedules and discuss coordination needs so planning and execution will be as flawless as possible. For this RFP, Visus, Inc. does not see the need for subcontractors in order to complete the task given. 10 | Page Visus Engineering Construction, Inc. 2.5 PROJECT SCHEDULE Upon being selected for a project, Visus, Inc. first will assemble its management team and respective Town of Fountain Hills and other project representatives. Together, we will identify goals to ensure that everyone thoroughly comprehends the plan and process for meeting project deadlines. We will accomplish this by making sure everyone understands his or her respective responsibilities, action items and deadlines. Using a coordinated team approach, Visus, Inc. will establish an effective communication flow between team members and take the lead in moving any storm event project forward. Our company’s crews welcome and are adept at effective communication and coordination with utility companies, Town staff, other contractors and subcontractors working in and around jobsites. Early on, we will establish a plan to help prevent disputes and foster good faith decision making. Partners plan and focus together – even when they don’t agree. We believe that partnering with other team members is a “win-win” for everyone involved. 11 | Page Visus Engineering Construction, Inc. 2.6 LABOR AND EQUIPMENT RATE AND CLEAN UP Visus, Inc. self performs approximately 80-85% of each project we undertake on any On Call Services project. Completing a large percentage of the projects in-house allows us to maintain lower overhead costs and keep a competitive advantage. In addition, our open book policy will allow all costs to be seen and reviewed by the Town of Fountain Hills. Having completed 98% of our work within public ROW’s, Visus, Inc. understands that the public will always have input on construction sequencing. To be proactive and meet with residents and businesses are a big priority for developing schedules and traffic control plans. A. CURRENT PROJECTS Visus Engineering Construction, Inc. does not have any ongoing projects with the Town of Fountain Hills. Our employees are convinced that we can bring experience and knowledge to the Town of Fountain Hills On Call Storm Clean Up team. B. SEE ATTACHMENT “B” Contractor:Visus Engineering Construction Inc. Municipality Town of Fountain Hills Year Effective 2024 Labor & Equipment Rates Category Make Model Cab Type Number Fuel Type Capacity Year Hourly Rate Graders Caterpillar 140H VHP EROPS VE-1 Diesel 2002 140.00$ Scrapers Caterpillar 613C EROPS VE-2 Diesel 2004 140.00$ Wheel Tractor John Deere 410G EROPS VE-3 Diesel 2007 65.00$ Wheel Tractor John Deere 710K OROPS VE-4 Diesel 2015 95.00$ Wheel Tractor John Deere 210L OROPS VE-5 Diesel 2019 65.00$ Wheel Tractor John Deere 31SL HL OROPS VE-6 Diesel 2017 80.00$ Skid Steer Loader John Deere 324E EROPS VE-7 Diesel 2016 50.00$ Excavators Caterpillar 306CR EROPS VE-8 Diesel 2020 80.00$ Compactors Sakai SW320 OROPS VE-9 Diesel 2014 50.00$ Compactors Dynapac CP142 OROPS VE-10 Diesel 2007 40.00$ Air Compressors Ingersoll Rand 185 N/A VE-11 Diesel 2008 20.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-1 Diesel 2015 35.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-2 Diesel 2015 35.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-3 Diesel 2018 35.00$ On Highway Trk-Light Duty Dodge 4WD 3500 DRW PU-4 Diesel 2014 35.00$ On Highway 2K Water Truck Peterbilt 335 12 07 Diesel 2007 75.00$ On Highway 2K Water Truck Peterbilt 335 13 05 Diesel 2005 75.00$ On Highway Simple 14 Dump Peterbilt 378 02 06 Diesel 2006 115.00$ On Highway Simple 14 Dump Peterbilt 389 05 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Peterbilt 389 06 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Peterbilt 389 11 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Kenworth T800 18 06 Diesel 2006 115.00$ On Highway Simple 16 Dump Peterbilt 389 07 16 Diesel 2016 120.00$ On Highway Simple 16 Dump Peterbilt 389 08 18 Diesel 2018 120.00$ On Highway Simple 16 Dump Peterbilt 389 15 23 Diesel 2023 120.00$ On Highway Simple 16 Dump Kenworth W900 17 19 Diesel 2019 120.00$ On Highway Simple 18 Dump Peterbilt 389 09 20 Diesel 2020 125.00$ On Highway Double Belly DT Peterbilt 379 14 07 Diesel 2007 125.00$ On Highway Double Belly DT Peterbilt 379 16 00 Diesel 2000 125.00$ Skid Steer Attachments Various Daily Rate 75.00$ Water Buffalo 525 Gal Daily Rate 150.00$ 1 Laborer 50.00$ Operator 60.00$ Superintendent 80.00$ Labor Rates After Hours Laborer 70.00$ Operator 85.00$ Superintendent 105.00$ Labor Rates in Addition to Equipment Rates 2 11 | Page Visus Engineering Construction, Inc. 2.6 LABOR AND EQUIPMENT RATE AND CLEAN UP Visus, Inc. self performs approximately 80-85% of each project we undertake on any On Call Services project. Completing a large percentage of the projects in-house allows us to maintain lower overhead costs and keep a competitive advantage. In addition, our open book policy will allow all costs to be seen and reviewed by the Town of Fountain Hills. Having completed 98% of our work within public ROW’s, Visus, Inc. understands that the public will always have input on construction sequencing. To be proactive and meet with residents and businesses are a big priority for developing schedules and traffic control plans. A. CURRENT PROJECTS Visus Engineering Construction, Inc. does not have any ongoing projects with the Town of Fountain Hills. Our employees are convinced that we can bring experience and knowledge to the Town of Fountain Hills On Call Storm Clean Up team. B. SEE ATTACHMENT “B” Contractor:Visus Engineering Construction Inc. Municipality Town of Fountain Hills Year Effective 2024 Labor & Equipment Rates Category Make Model Cab Type Number Fuel Type Capacity Year Hourly Rate Graders Caterpillar 140H VHP EROPS VE-1 Diesel 2002 140.00$ Scrapers Caterpillar 613C EROPS VE-2 Diesel 2004 140.00$ Wheel Tractor John Deere 410G EROPS VE-3 Diesel 2007 65.00$ Wheel Tractor John Deere 710K OROPS VE-4 Diesel 2015 95.00$ Wheel Tractor John Deere 210L OROPS VE-5 Diesel 2019 65.00$ Wheel Tractor John Deere 31SL HL OROPS VE-6 Diesel 2017 80.00$ Skid Steer Loader John Deere 324E EROPS VE-7 Diesel 2016 50.00$ Excavators Caterpillar 306CR EROPS VE-8 Diesel 2020 80.00$ Compactors Sakai SW320 OROPS VE-9 Diesel 2014 50.00$ Compactors Dynapac CP142 OROPS VE-10 Diesel 2007 40.00$ Air Compressors Ingersoll Rand 185 N/A VE-11 Diesel 2008 20.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-1 Diesel 2015 35.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-2 Diesel 2015 35.00$ On Highway Trk-Light Duty GMC 4WD 3500 DRW PU-3 Diesel 2018 35.00$ On Highway Trk-Light Duty Dodge 4WD 3500 DRW PU-4 Diesel 2014 35.00$ On Highway 2K Water Truck Peterbilt 335 12 07 Diesel 2007 75.00$ On Highway 2K Water Truck Peterbilt 335 13 05 Diesel 2005 75.00$ On Highway Simple 14 Dump Peterbilt 378 02 06 Diesel 2006 115.00$ On Highway Simple 14 Dump Peterbilt 389 05 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Peterbilt 389 06 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Peterbilt 389 11 15 Diesel 2015 115.00$ On Highway Simple 14 Dump Kenworth T800 18 06 Diesel 2006 115.00$ On Highway Simple 16 Dump Peterbilt 389 07 16 Diesel 2016 120.00$ On Highway Simple 16 Dump Peterbilt 389 08 18 Diesel 2018 120.00$ On Highway Simple 16 Dump Peterbilt 389 15 23 Diesel 2023 120.00$ On Highway Simple 16 Dump Kenworth W900 17 19 Diesel 2019 120.00$ On Highway Simple 18 Dump Peterbilt 389 09 20 Diesel 2020 125.00$ On Highway Double Belly DT Peterbilt 379 14 07 Diesel 2007 125.00$ On Highway Double Belly DT Peterbilt 379 16 00 Diesel 2000 125.00$ Skid Steer Attachments Various Daily Rate 75.00$ Water Buffalo 525 Gal Daily Rate 150.00$ 1 Laborer 50.00$ Operator 60.00$ Superintendent 80.00$ Labor Rates After Hours Laborer 70.00$ Operator 85.00$ Superintendent 105.00$ Labor Rates in Addition to Equipment Rates 2 EXHIBIT B TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND VISUS ENGINEERING CONSTRUCTION, INC. [Quote or Work Order] See following pages.