Request for Proposal for a Library Management/Integrated Library System for:
Cedar Falls and Waterloo (Iowa) Public Libraries
Contact
Contact Name/Title: Jillian Rutledge, Assistant Director; Kelly Stern, Director
Institution: Waterloo Public Library; Cedar Falls Public Library
Phone: (319) 291 - 4496; (319) 268 - 5541
Email: jrutledge@waterloopubliclibrary.org; director@cedarfallslibrary.org
RFP Timeline
Date Issued
January 17, 2023
Questions Deadline
January 27, 2023
Questions Answered
February 7, 2023
*RFP Due Date & Time
5:00 pm CST, February 21, 2023
Date for Demos
March 6 - May 31, 2023
Award Date
September 1, 2023
Go Live Date
February 28, 2024
Delivery Instructions (Please send a copy to both contacts listed below):
Name/Title: Jillian Rutledge, Assistant Director; Kelly Stern, Director
Institution: Waterloo Public Library; Cedar Falls Public Library
Delivery Address: 415 Commercial Street; 524 Main Street
City, State, Zip: Waterloo, Iowa 50701; Cedar Falls, Iowa 50613
Delivery Email: jrutledge@waterloopubliclibrary.org; director@cedarfallslibrary.org
Purpose and Background
Cedar Falls and Waterloo (Iowa) Public Libraries are seeking proposals from vendors for the purpose of
obtaining information and firm bids for one vendor of Library Management Systems/Integrated Library
Systems [referred to henceforth as ILS] and related installation and migration services.
About
The Cedar Falls Public Library (CFPL) serves the City of Cedar Falls (population ~40,000). The
Waterloo Public Library (WPL) serves the City of Waterloo (population ~68,000). The two libraries
work to make their collections and services as accessible as possible to all residents of the Greater Cedar
Valley area (population ~ 130,000) by sharing an integrated library system. Both libraries maintain
separate materials collections and separate patron accounts but transit items between the two locations
daily. Both libraries maintain a separate content discovery system that is capable of displaying the
availability of either library’s collection. Patrons from either library are able to place holds on either
library’s collections and request their preferred pick up location. There are a combined 230,000+ item
records, 176,000+ authority records, 66,000+ patron records, and almost 500,000 annual circulation. The
libraries have been customers of SirsiDynix Symphony since 2016.
Scope of Services
CFPL and WPL are seeking a fully-featured, modern ILS to support collection management, inventory,
materials acquisitions, content discovery, customer relationship management, email and text messaging
communications, robust reporting, and more.
Installation and migration services include but are not limited to: hosting, hardware and software
configuration, data conversion, data migration, and staff training on all aspects of the ILS.
Proposal Requirements
Firms interested in providing the services described above are requested to submit the following
information.
Company Information & History
Vendor’s full company or corporate name
The company’s office location responsible for performance under a contract with CFPL/WPL.
URL for the Vendor’s website.
Each proposal should be accompanied by an executive summary not exceeding two pages which
summarizes key points of the proposal and which is signed by an officer of the firm who is responsible
for committing the firm’s resources.
Features
Please list all key features included in the Vendor’s core ILS product and features included in any
additional modules, add-ons or third-party products that the Vendor would recommend.
We expect to have the following areas addressed within the response: Customer Experience
(including discovery system/layer), Staff Experience (Circulation and Customer management),
Cataloging and Collection Management, Acquisitions and Serials, and Data Migration & Reporting
capabilities.
Include an itemized list of what services (maintenance, hosting, training, support, etc.) are included in the
pricing and what services come at an additional or optional price. See the attached questionnaire for
specific features.
Consortium Support
A key component for CFPL/WPL is the ability to support our unique system sharing. Please detail how
the system can best support our situation, as described in the above About section.
Future Development
Please detail the Vendor’s current development plans, including new features or products planned for
release over the next two years as part of its ILS, and plans for continued support of newly implemented
features or products. Please also include a product “road map”.
System Requirements
If the Vendor’s product is cloud-based or otherwise hosted by the Vendor, please detail the minimum and
recommended requirements for hardware clients and Internet connectivity.
Data Backup & Security
CFPL/WPL requires that updated security protocols be used to protect customer data in accordance with
federal, state and local requirements. CFPL/WPL also requires that library transaction data be backed up
on an hourly basis at minimum.
Please describe the Vendor’s ability to meet these requests.
Tech Support
CFPL/WPL prefers that Vendor support be available 24/7 with remote access, phone, and email
support. CFPL/WPL also prefers that Vendors use a support ticketing tool to track support requests.
Please describe the Vendor’s ability to meet these requests.
Pricing and Terms
Please provide a pricing breakdown for the Vendor’s ILS and additional modules as listed in the section
above and indicate whether the price is a one-time fee or an annual cost. Also describe if there are levels
of service that apply and how those affect overall pricing.
Please provide pricing for any initial installation and migration services.
Please describe any package discounts, discounts based on contract length, or other price reductions from
the quoted price above that may be available to CFPL/WPL.
Please confirm if both libraries can be invoiced separately for 50% of the total cost.
References
List at least three entities for which similar work is or has been conducted recently and give the name,
title and telephone number of persons who may be contacted for reference concerning the services you
provided. Give dates and lengths of service.
Anything not previously covered
Please use this area to describe services and/or products not already mentioned in the company’s proposal
that may be of interest to CFPL/WPL.
Evaluation of Proposals
The responses to this RFP will be evaluated by a Selection Committee to be established for such purpose.
Responses will be evaluated and an award will be made to the selected vendor on or before September
1st, 2023.
Evaluation Criteria
Proposals will be evaluated based on the following criteria:
Pricing
Support
Features currently available
Future development plans
Hosting Services
Data migration, security, and backup capabilities
Customer Engagement Tools
Comprehensiveness of ILS in addressing the libraries’ stated needs, as outlined in the features
questionnaire below
References
Ability to meet the project’s timeline
Special Conditions
Severability
If any terms or provisions of this Request for Proposal shall be found to be illegal or unenforceable, then
such term or provision shall be deemed stricken and the remaining portions of this Request for Proposal
shall remain in full force and effect.
ILS Features Questionnaire:
Customer Experience
1. Provide an overview of the patron user experience (Discovery).
2. Describe the customization and maintenance capabilities of the discovery experience.
3. Describe how the discovery interface encourages engagement.
4. Describe how the system recommends materials for patrons.
5. Describe how the system integrates with third party electronic material (e-books) for discovery
and borrowing, including but not limited to content provided by Overdrive and Hoopla.
6. Describe how the system integrates with third party hardware, including but not limited to
automated materials handler systems, security gates, self check machines, etc.
7. Describe how the discovery system integrates enhanced content from third parties, including but
not limited to Proquest Syndetics, NoveList/NoveList Plus, etc.
8. Describe how the customer interface allows patrons to customize their library experience.
9. Describe the online patron registration procedure.
10. Describe how patrons can pay fines and fees associated with their account.
11. Describe how holds are placed and managed by the patron, including placing holds on either
library’s collection and selecting a preferred pick up location.
12. Describe how a patron would submit a request for an item the library does not have.
13. Describe capabilities and the access patrons have in their My Account feature.
14. Describe how the discovery system utilized optimized relevancy ranking.
15. Describe how the discovery system provides suggestions as search terms are entered.
Staff Experience
Circulation and Patron Management
1. Provide an overview of the circulation system.
2. Describe how hold requests are managed in the system.
3. Explain how daily holds lists are managed.
4. Describe how patron relationships are created and managed (e.g., family relationships).
5. Describe how patron categories are created and managed (e.g., limited borrowing privileges,
signed waivers, etc.).
6. Describe how the system allows the library to interact with patrons, including automated notices.
7. Explain how the patron account differentiates changes made by the patron from those made by
library staff.
8. Describe methods to capture incidents with patrons at the library.
9. Describe how the system supports paperless workflows for patron registration and account
designation.
10. Describe how a single patron account can accommodate multiple active and inactive barcodes.
11. Describe how your system encourages increased library use.
12. Describe how expiring accounts are tracked by patrons and staff.
13. Describe how the system integrates with automated materials handling systems, self check
machines, off site storage and pick up lockers, etc.
14. Describe how the system integrates with RFID security systems.
Cataloging and Collection Management
1. Provide an overview of the cataloging capabilities.
2. Describe how collection management (including weeding and inventory) is accomplished.
3. Explain how the system automates the process of adding and removing items from temporary
shelves (e.g., new books, holiday collections, etc.).
4. Describe how library items can be shared easily and equitably by any branch in the system (e.g.,
including floating collections).
5. Describe how the system facilitates the efficient rotating, weeding, repair, and/or cleaning of
items.
6. Describe the authority clean up/maintenance process.
7. Describe the process of importing and loading bibliographic records.
Acquisitions and Serials
1. Provide an overview of the acquisitions system.
2. Provide an overview of the serials system.
3. Describe how the system supports EDI ordering.
4. Describe how the system measures the library's requests from patrons.
5. Describe how donations given to the library are processed and tracked.
6. Describe how the system facilitates the ordering and receipt of serial subscriptions.
7. Describe how the system closes out and rolls over orders at the end of the fiscal year.
Reporting & Data Migration
1. Provide an overview of the data migration process, including what exactly is migrated from our
current system.
2. Provide an overview of the standard reports included in the system.
3. Describe how staff can set parameters and schedule reports for standard report templates.
4. Describe how staff can create their own custom reports, including the level of customization and
specificity that can be achieved (eg, can specific MARC fields be utilized in custom reports).
5. Describe how system reports allow staff to make timely, data-driven decisions.
6. Share unique reports your system is capable of.
7. Describe how the system measures the library‘s continuing success.
8. Describe how reports are output and shared.
EXHIBIT A
CITY OF CEDAR FALLS, IOWA
GENERAL TERMS AND CONDITIONS
(PARTIES/SUBJECT OF CONTRACT)
This Agreement is by and between ___________________________ (“Contractor”) and the City of Cedar Falls, Iowa
(“City”), and is to be effective on the date last signed by the Contractor or the City below.
1.0. Contractor’s Services
1.1. Contractor’s services shall consist only of the those services and/or products provided or supplied by
Contractor as defined in this Agreement and as listed on Exhibit “A” attached. (“Services” or “Scope of Services”)
1.2. Contractor shall not commence or perform any work outside the Scope of Services unless and until
authorized in writing by the City. No changes to the Scope of Services shall be valid unless agreed to by both the
Contractor and the City in writing. Any work performed or expenses incurred by the Contractor shall be conclusively
presumed to be part of the Scope of Services unless a written change order covering such work, and the cost of such
work, has been agreed to in advance. If Exhibit “A” includes provisions for contingent services, such services shall
not be performed until written authorization is given by the City.
1.3. Contractor shall assign qualified and experienced personnel to perform the Services, and Contractor hereby
warrants to the City that Contractor has sufficient experience and financial resources to complete the Services
required by this Agreement. Where the Scope of Services identifies particular personnel who shall perform the
Services, such personnel shall remain assigned to provide the Services throughout the term of this Agreement,
unless otherwise approved in writing by the City. In the event that such particular personnel must be replaced,
Contractor agrees to replace such particular personnel with persons of equivalent or better qualifications, as
approved by the City.
1.4. Contractor shall perform the Services in a timely manner and in accordance with any schedule set forth in
Exhibit “A”. The Contractor and the City agree that time is of the essence with respect to Contractor’s performance
under this Agreement.
1.5. Contractor warrants that its fulfillment of this Agreement will not infringe on or misappropriate the rights of any
third party, and that the Contractor has the complete right and full authority to convey ownership of the Services to
the City. Contractor shall obtain all required governmental and third-party licenses, approvals and permits for the
provision of Services, at Contractor’s cost.
1.6. The person signing this Agreement on behalf of the Contractor represents and warrants that the person has
full and sufficient authority to execute this Agreement on behalf of the Contractor.
2.0. Compensation
2.1. All bids and prices shall be shown in U.S. Dollars. All prices must remain firm for the duration of this
Agreement.
2.2. After inspection (if applicable) and acceptance by the City of Services, City shall pay Contractor in
accordance with the payment terms set forth in Exhibit “B”. The maximum amount of all payments for Services shall
be the amount set forth in Exhibit “B”, unless additional Services are agreed upon as set forth in Section 1.2, in which
case the maximum amount of all payments shall be adjusted accordingly.
2.3. Following acceptance of Services by the City, payment shall be made to the Contractor within thirty (30) days
of receipt of a proper invoice. The invoice shall include, at a minimum. The name and address of the Contractor, the
invoice number, the date services were performed or goods were shipped, a general description of the services or
goods, total amount to be paid, any discounts or credits, and the net amount to be paid. The invoice shall be mailed
or emailed to the authorized representative of the City listed below, at the address listed below.
2.4. Expenses shall not be reimbursed to the Contractor unless specifically described in Exhibit “B”.
2.5. If services in addition to the Scope of Services are agreed upon as set forth in Section 1.2, Contractor must
provide a separate invoice for such additional services before payment will be made.
2.6. If the City fails to make any payment when due to the Contractor, the Contractor may charge the City interest
on the unpaid balance at the rate of 5% per annum until paid. In addition, Contractor may, after giving seven (7) days
written notice to the City, suspend services under this Agreement until such unpaid balance is paid in full.
2.7. Notwithstanding anything to the contrary in this Agreement, the City may withhold payment to Contractor for
faulty Services, or if the City is advised of liens or other claims against any Services, including products.
3.0. Taxes.
3.1. The City is exempt from all federal, State of Iowa, and other states’ taxes on the purchase of products and
services used by the City within the State of Iowa. The City shall provide tax exemption certification as required.
3.2. Any charges for taxes from which the City is exempt will be deducted from invoices before payment is made.
4.0. Ownership and Use of Documents
4.1. All Services to be provided under this Agreement, and any invention, improvement, discovery, or innovation
(whether or not patentable) made, conceived or actually reduced to practice by Contractor in the performance of the
Scope of Services in this Agreement will be owned exclusively by the City, including all proprietary and intellectual
property rights. To the extent not automatically vested in the City, Contractor hereby assigns to the City all right, title
and interest in and to the Services, including, without limitation, copyright, patent and trade secret rights. Upon the
City’s request, Contractor shall execute any additional documents necessary for the City to perfect such ownership
rights.
4.2. Notwithstanding Section 4.1, Contractor retains ownership of its pre-existing and proprietary materials and
other intellectual property that may be incorporated into the Services.
4.3. Copies of City furnished data that may be relied upon by Contractor are limited to the printed copies (also
known as hard copies) that are delivered to the Contractor. Files in electronic media format of text, data, graphics, or
of other formats that are furnished by the City to the Contractor are only for the convenience of the Contractor. Any
conclusion or information obtained or derived from such electronic files will be at the Contractor’s sole risk.
4.4. During the term of this Agreement and following completion or termination of the Agreement, the Contractor
and any authorized Subcontractors shall maintain all accounting records and other documentation generated in
providing Services under this Agreement. The City or its designee shall be allowed to have access to such
information for the purpose of inspection, audit and copying during normal business hours for a period of five (5)
years after the final payment by the City, termination of this Agreement, or resolution of all matters under this
Agreement, whichever date is latest. No additional compensation shall be paid to Contractor for such retention or
inspection by the City or designee.
5.0. Term and Termination.
5.1. The term of this Agreement shall commence on the effective date and end on ________ unless earlier
terminated under the terms of this Agreement.
5.2 The City may terminate this Agreement at any time for its convenience by giving written notice to the
Contractor of such termination and specifying the effective date of the termination, at least thirty (30) calendar days
before the effective date of termination. In that event, all finished or unfinished Services, reports and materials
prepared or furnished by the Contractor shall, at the option of the City, become the City’s property. If the Agreement
is terminated by the City as provided herein, the Contractor shall be paid for all Services which have been authorized,
approved and provided up to the effective date of termination. The City will not be subject to any termination fees
from the Contractor.
5.3. Either party may terminate this Agreement upon seven (7) calendar days written notice in the event that the
other party fails to substantially perform in accordance with the terms of this Agreement through no fault of the party
initiating the termination.
6.0. Warranties.
6.1. Contractor represents and warrants that Services shall be performed in a manner consistent with the
standard of care of other professional service providers in a similar industry and application.
6.2. Contractor represents and warrants that products delivered as part of the Scope of Services, including each
component, shall be free of defects and shall conform to the quality standards of the applicable industry and shall
meet in all respects the requirements of the Scope of Services. If any defect or sign of deterioration is identified by
the City within one year after delivery which is not due to the acts or omissions of the City, Contractor shall, within 15
days after notification by the City, at Contractor’s expense, repair, adjust or replace such items to the complete
satisfaction of the City.
6.3. Contractor shall be responsible for the quality, technical accuracy, completeness and coordination of all
Services under this Agreement. Contractor shall promptly and without charge, provide all corrective work necessary
as a result of Contractor’s acts, errors or omissions with respect to the quality and accuracy of Contractor’s Services.
6.4. Contractor shall be responsible for any and all damages to property or persons as a result of Contractor’s
acts, errors or omissions in performing the Services under this Agreement, and for any losses or costs to repair or
remedy any Services undertaken by the City as a result of any such acts, errors or omissions.
6.5. Contractor’s obligations shall exist without regard to, and shall not be construed to be waived by, the
availability or unavailability of any insurance, either by the City or by the Contractor. None of the provisions of this
Agreement shall be construed as a limitation on the City’s right to seek recovery of damages it suffers as a result of
Contractor’s fault or breach.
7.0. Warranties – Intellectual Property.
7.1. Contractor represents and warrants that the Services produced or provided to the City do not infringe upon
any copyright, trademark, trade name, trade dress patent, statutory, common law or any other right of any person or
entity.
7.2. Contractor represents and warrants that the Services, and the City’s use of the same, and the exercise by the
City of the rights granted by this Agreement, shall not infringe upon any other work or violate the rights of publicity or
privacy of, or constitute a libel or slander against, any person or entity.
7.3. Contractor represents and warrants that it is the owner of or otherwise has the right to use and distribute the
Services contemplated by this Agreement.
8.0. Disputes.
8.1. Should any dispute arise with respect to this Agreement, the parties agree to act immediately to resolve such
dispute. Time is of the essence in the resolution of disputes.
8.2. Contractor agrees that, the existence of a dispute notwithstanding, it will continue without delay to carry out
all of its responsibilities under this Agreement that are not affected by the dispute and the City shall continue to make
payment for all Services that are performed in conformance with this Agreement. Should the Contractor fail to
continue to perform its responsibilities regarding all non-disputed Services, without delay, any additional costs
incurred by the City or the Contractor as a result of such failure to proceed shall be borne by the Contractor.
8.3. Should any dispute between the parties remain unresolved, the parties mutually agree to engage in
mediation prior to the filing of suit by either party. The cost of mediation shall be divided equally between the parties
except that each party shall be responsible for that party’s own expenses and attorney fees associated with
mediation. The City shall not engage in arbitration of any dispute.
9.0. Indemnification and Hold Harmless.
9.1. To the fullest extent permitted by law, Contractor (for purposes of this Section 9.0, includes employees,
subcontractors, agents and others working on behalf of Contractor under this Agreement) agrees to defend (for all
non-professional claims), indemnify, and hold harmless the City (for purposes of this Section 9.0 includes elected and
appointed officials, employees, and agents working on behalf of the City) against any and all claims, demands, suits
or loss, including any and all outlay and expense connected therewith, and for damages, which may be asserted,
claimed or recovered against or from the City, including, but not limited to, damages arising by reason of personal
injury, including bodily injury or death, and property damage, which arises out of or is in any way connected or
associated with the work and/or services provided by the Contractor to the City under this Agreement, to the extent
caused by or arising out of the errors, omissions, negligent or intentional acts of the Contractor.
9.2. Contractor’s duty of indemnification and to hold harmless includes, but is not limited to, Contractor’s breach
or alleged breach of the warranties found in Sections 6.0 and 7.0 above, and shall survive the termination of this
Agreement. Such duty also includes damage, loss or injury to the City or City property.
9.3. Contractor expressly assumes full responsibility for loss, expense, damages or injuries which may result to
the Contractor by reason of or in connection with the work and/or services provided by Contractor under this
Agreement to the extent caused by or arising out of the errors, omissions, negligent or intentional acts of the
Contractor.
9.4. It is specifically agreed between the parties that this Agreement is not intended to create in the public or any
member of the public third party beneficiary status or to authorize anyone not a party to this Agreement to maintain a
suit for personal injuries or property damage.
10.0. Insurance.
Contractor shall at all times during the performance of this Agreement maintain insurance as set forth in Exhibit “C”
unless this insurance requirement is waived by the City in this Section.
Insurance requirement waived: _______________________________________________ (Signature and title of
authorized City employee or officer)
The City may at any time during the term of this Agreement require proof of such insurance.
11.0. Compliance with Laws and Regulations.
11.1. Contractor certifies that in performing this Agreement it will comply with all applicable provisions of federal,
state and local laws, ordinances, rules, licenses and regulations and shall make reasonable efforts to ensure that its
employees, agents, subcontractors and others working on behalf of the Contractor under this Agreement do the
same.
11.2. Contractor is responsible for determining which products are considered to be hazardous chemicals under
applicable standards and to provide the most current Safety Data Sheet (“SDS”) with the initial shipment of such
chemicals. Failure by Contractor to do so may be considered by the City to be delivery of a defective product and its
delivery may be refused. It is also the Contractor’s responsibility to provide to the City any updated or revised SDS
as it becomes available for any such hazardous chemicals sold and delivered to the City.
12.0. Independent Contractor.
Both parties shall act in their individual capacities in the performance of this Agreement and not as agents,
employees, partners, joint ventures or associates of one another. The employees or agents of one party shall not be
deemed or construed to be the employees or agents of the other for any purpose whatsoever.
13.0. Non-Collusion.
13.1. Neither the Contractor, nor anyone acting on behalf of Contractor, has employed any person to solicit or
procure this Agreement, nor will the Contractor make any payment or agreement for payment of any compensation in
connection with the solicitation or procurement of this Agreement.
13.2. Contractor agrees that there is no agreement, arrangement or understanding expressed or implied,
contemplating any division of compensation for Services provided under this Agreement, or in the participation in
such Services, directly or indirectly, by any person or entity, except as provided in this Agreement.
13.3. Neither the Contractor, nor anyone acting on behalf of Contractor, has either directly or indirectly entered
into any agreement, arrangement or understanding to collude or otherwise take any action in restraint of free
competitive procurement in connection with this Agreement.
14.0. Nondiscrimination and Equal Opportunity.
14.1. Contractor will not discriminate against any employee or applicant for employment because of race, sex,
color, creed, national origin, marital or familial status, religion, age, disability, sexual orientation, gender identity,
genetic information or veteran status, or any other classification protected by federal, state, or local law, except where
age or sex is an essential bona fide occupational requirement, or where disability is a bona fide occupational
disqualification.
14.2. Contractor shall inform all subcontractors and agents performing under this Agreement of this
nondiscrimination and equal opportunity requirement and shall take reasonable steps to ensure their compliance with
the same.
15.0. No Conflict of Interest,
Contractor represents, warrants and covenants that no relationship exists or will exist during the term of this
Agreement that is a conflict of interest under Iowa law. No employee, officer or agent of the Contractor shall
participate in the procurement or performance of this Agreement if a conflict of interest exists as to such person.
Should a conflict of interest arise during the term of this Agreement for Contractor or any employee, officer or agent of
Contractor, Contractor shall immediately notify the City, in which case this Agreement may be terminated and any
excess costs incurred by the City due to such termination shall be paid by Contractor or deducted from any sums yet
due to Contractor.
16.0. Force Majeure.
16.1. Force majeure shall be any of the following events: acts of God or the public enemy; compliance with any
order, rule, regulation, decree, or request of any governmental authority or agency or person purporting to act as
such; acts of war, public disorder, rebellion, terrorism, or sabotage; floods, hurricanes, or other storms; strikes or
labor disputes; or any other cause, whether or not of the class or kind specifically named or referred to in this
Agreement which is not within the reasonable control of the party affected. A delay in or failure of performance by
either party shall not constitute a default in performance nor be the basis for, or give rise to, any claim for damages, if
and to the extent such delay or failure is caused by force majeure.
16.2. The party who is prevented from performing by force majeure shall be obligated, within a period not to
exceed fourteen (14) calendar days after the occurrence or detection of any such event, to provide notice to the other
party setting forth in reasonable detail the nature thereof and the anticipated extent of the delay, and shall remedy
such cause as soon as reasonably possible, as mutually agreed between the parties.
16.3. If a remedy to an event of force majeure cannot be agreed upon within a reasonable amount of time, this
Agreement may be terminated by either party.
17.0. Assignment.
No rights under this Agreement may be assigned or transferred by Contractor without the prior written consent of the
City. The benefits of this Agreement may inure to Contractor’s assigns, transferees, or successors in interest if
approved by the City in writing in advance, and if such assignee, transferees or successors agree in writing to be
bound by the terms of this Agreement.
18.0. Governing Law.
18.1. This Agreement shall be governed, interpreted and enforced in accordance with the laws of the State of
Iowa, regardless of choice of law principles.
18.2. Venue for any dispute under this Agreement shall be the District Court in and for Black Hawk County, Iowa.
19.0. Discrepancy.
In the event that there are any discrepancies or differences between any terms or conditions of the Contractor’s bid or
quote and this Agreement, this Agreement shall prevail, even if the Contractor’s bid or quote is incorporated into this
Agreement.
20.0 Public Record.
20.1. This Agreement as well as Contractor’s bid or quote and all documents submitted with any such bid or quote
shall become public documents subject to Iowa Code Chapter 22, the Iowa Open Records Law. By submitting the
bid or quote or any document to the City in connection with such bid or quote, the submitting party recognizes this
and waives any claim against the City, its elected and appointed officers, and its employees, and agents working on
behalf of the City, relating to the release of any bid or document submitted.
20.2. Each submitting party shall hold the City and its elected and appointed officers, and its employees, and
agents working on behalf of the City, harmless from any claims arising from the release of any document or
information made available to the City related to or arising from the bidding or quoting process.
20.3. Notwithstanding Sections 20.1 and 20.2, protection from disclosure may apply to those elements of any
submittal that may be a trade secret, or confidential or proprietary information. Should the submitting party wish to
designate submittals as such, they must be clearly and prominently marked. The City shall make no determination as
to whether or not such documents are protected from disclosure under Iowa Code Chapter 22. Rather, the City shall
endeavor to notify the submitter of any request for such information and the submitter shall be solely responsible for
asserting exemption from disclosure by obtaining a court order. As long as the City makes a good faith effort to notify
the submitter of a request for such information, the City and the City’s elected and appointed officers, the City’s
employees, and agents working on behalf of the City, shall not be liable for any damages resulting from such
disclosure, whether such disclosure is deemed required by law, by an order of court or administrative agency, or
occurs through inadvertence, mistake, or negligence.
21.0. Debarment.
21.1. Contractor hereby certifies, pursuant to 48 CFR Part 9, that neither it nor its principals are presently
debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this
Agreement by any federal agency.
21.2. Contractor further certifies that it is not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from participation in any contracts with the City or with the State of Iowa.
22.0 Confidentiality of Shared Information.
No information shared between Contractor and the City in the performance of this Agreement shall be deemed
confidential unless clearly designated as such in writing by the party seeking confidentiality at the time of sharing. If
designated as confidential the parties agree to maintain the confidentiality of such information except as necessary
for performance under this Agreement, unless or until written authorization for disclosure is given by the designating
party, or as required by law, or by an order of a court or administrative agency. In the event of a dispute over the
confidentiality of shared information, the parties agree to maintain the confidentiality of the designated information
until the issue of confidentiality is resolved. The duty to maintain the confidentiality of such information shall survive
the termination of this Agreement.
23.0. Entire Agreement.
23.1. This Agreement, and Exhibits, which are incorporated into this Agreement by this reference, contains the
entire agreement and understanding by and between the parties with respect to the subject matter, and no
representations, promises, agreements, or understandings, written or verbal, not contained in this Agreement, shall
be of any force or effect.
23.2. No change, modification or waiver of this Agreement shall be valid or binding unless the same is in writing
and signed by the party against whom such change, modification or waiver is sought to be enforced.
24.0. Additional Terms.
____________________________________________________________________________________________
____________________________________________________________________________________________
____________________________________________________________________________________________
25.0. Notices.
Any notice required to be given under this Agreement and any authorization required to be provided shall be given or
provided to:
City: Contractor:
Name: ________________________ Name: ___________________________
Title: ___________________________ Title: ______________________________
Address: ________________________ Address: ___________________________
_________________________ ___________________________
Telephone: ______________________ Telephone: __________________________
Email: __________________________ Email: ______________________________
In Witness Whereof, the City and the Contractor have caused this Agreement to be executed as of the last date listed
below.
CONTRACTOR
(Name of Contractor)____________________________
By: __________________________________________
Its: __________________________________________ Date: ___________________
CITY OF CEDAR FALLS, IOWA
By: __________________________________
Robert M. Green, Mayor
Attest: ________________________________ Date: _____________________
Jacqueline Danielsen, MMC, City Clerk
10-12-2022
Exhibit B
INSURANCE REQUIREMENTS
FOR GOODS & SERVICES
FOR THE CITY OF CEDAR FALLS
*** This document outlines the insurance requirements for all Contractors who perform work for the City of
Cedar Falls. The term “contractor” as used in this document shall be defined as any person or entity that
will be performing work for the City of Cedar Falls under contract.
All policies of insurance required hereunder shall be with an insurer authorized by law to do business in
Iowa. All insurance policies shall be issued by companies satisfactory to the City and have a rating of A-,
VII or better in the current A.M. Best Rating Guide.
The Contractor shall obtain and maintain through the term of the Agreement, insurance with the terms set
forth in this Exhibit and with limits of coverage equal to or in excess of those set forth on Pages 2-3 of this
Exhibit. By requiring the insurance as set forth in this Exhibit the City does not represent that coverage or
limits will necessarily be adequate to protect Contractor’s interests and such coverage and limits shall not
be deemed a limitation on Contractor’s liability under the Agreement or under the indemnity provisions of
this Exhibit. The City shall have the right at any time to require liability insurance with greater coverage
than that otherwise specified herein.
Coverage shall be written on an occurrence, not claims made form. All deviations or exclusions from the
standard ISO commercial general liability form CG 001 shall be clearly identified and shall be subject to
the review and approval of the City.
Contractor shall maintain ongoing Commercial General Liability coverage for at least 2 years following
substantial completion of the work, under the Agreement, to cover liability arising from the products-
completed operations hazard and liability assumed under an insured contract.
Separation of Insured’s Provision: If Contractor’s liability policies do not contain the standard ISO
separation of insured’s provision, or a substantially similar clause, they shall be endorsed to provide
cross-liability coverage.
Certificate of Insurance: Contractor shall furnish a signed Certificate of Insurance, with accompanying
endorsements, to the City of Cedar Falls, Iowa for the coverage required herein. See Pages 3-4 of this
Exhibit.
Upon request by the City, Contractor shall provide Certificates of Insurance for all subcontractors and
sub-sub-contractors who perform work or services pursuant to the provisions of the Agreement.
All Certificates of Insurance required hereunder shall include the Cancellation & Material Changes
Endorsement.
Termination: Failure to provide minimum coverage shall not be deemed a waiver of these requirements
by the City of Cedar Falls. Failure of the Contractor to obtain or maintain the required insurance shall be
considered a material breach of the Agreement, and at City’s option, shall allow City to terminate the
Agreement for cause and/or purchase said insurance at Contractor’s expense.
INSURANCE REQUIREMENTS FOR GOODS & SERVICES
City of Cedar Falls
10-12-22
Page 1 of 17
Insurance Limits
Commercial General Liability
The City shall be named as Additional Insured on a primary and non-contributory
basis. The policy will include waiver of subrogation endorsement in favor of the
City of Cedar Falls.
Each Occurrence
$1,000,000
Fire Damage (any one occurrence)
$100,000
Medical Payments
$5,000
Personal & Advertising Injury
$1,000,000
General Aggregate
$2,000,000
Products-Completed Operations Aggregate
$2,000,000
Required Endorsements - sample endorsements Pages 3-4 of this Exhibit
Blanket or Scheduled Additional Insured
Owners, Lessees or Contractors - Scheduled Person or
Organization
CG 20 10 12 19
or Equivalent
Additional Insured - Owners, Lessees or Contractors -
Completed Operations
CG 20 37 12 19
or Equivalent
Governmental Immunity
(Nonwaiver of Government Immunity –
Code of Iowa §670.4)
Equivalent to
sample on Page 4
of this Exhibit.
Designated Construction Project(S) General
Aggregate Limit (if applicable)
CG 25 03 05 09
or Equivalent
Automobile Liability
Coverage is required for non-owned and hired vehicles if the Contractor does not
own any vehicles. The City shall be named as Additional Insured on a primary and
non-contributory basis. The policy will include waiver of subrogation endorsement
in favor of the City of Cedar Falls.
Bodily Injury & Property Damage (each accident)
$1,000,000 (CSL)
Hired & Non-Owned Autos
If required
Workers’ Compensation and Employer’s Liability
As required by any applicable law or regulation. The policy will include waiver of
subrogation endorsement in favor of the City of Cedar Falls.
Workers' Compensation
Statutory Limits
Bodily Injury Each Accident
$500,000
Bodily Injury by Disease Policy Limit
$500,000
Bodily Injury by Disease Each Employee
$500,000
INSURANCE REQUIREMENTS FOR GOODS & SERVICES
City of Cedar Falls
10-12-22
Page 3 of 17
Umbrella/Excess Liability
If the umbrella/excess is not written on a follow form basis it shall have the same endorsement as
required of the primary policies including but not limited to
additional insured on a primary and non-contributory, and waiver of subrogation
endorsement in favor of the City of Cedar Falls.
Each Occurrence
$3,000,000
Aggregate
$3,000,000
Errors & Omissions/Professional Liability
If the Agreement’s scope of services includes design work or other professional
consultation services, then Contractor shall maintain insurance coverage for errors, omissions and other
negligent acts or omissions (except for intentional acts or
omissions), arising out of the professional services performed by Contractor.
Contractor shall maintain continuous Errors & Omissions coverage for a period
commencing no later than the date of the Agreement, and continuing for a period
of no less than 2 years from the date of completion of all work completed or
services performed under the Agreement.
Each Occurrence
$1,000,000
ENDORSEMENTS:
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US
(Waiver of Subrogation Endorsement)
To the extent permitted by law, Contractor hereby releases the City of Cedar Falls, Iowa, its elected and
appointed officials, its directors, employees, and agents working on behalf of the City of Cedar Falls,
Iowa, from and against any and all liability or responsibility to the Contractor or anyone claiming through
or under the Contractor by way of subrogation or otherwise, for any loss or damage to property caused by
fire or any other casualty and for any loss due to bodily injury to Contractor’s employees. This provision
shall be applicable and in full force and effect only with respect to loss or damage occurring during the
time of the Agreement or arising out of the work performed under the Agreement. The Contractor’s
policies of insurance (except for Professional Liability) shall contain a clause or endorsement to the effect
that such release shall not adversely affect or impair such policies or prejudice the right of the Contractor
to recover thereunder.
CANCELLATION AND MATERIAL CHANGES ENDORSEMENT
Thirty (30) days Advance Written Notice of Cancellation, Non-Renewal, Reduction in coverage and/or
limits and ten (10) days written notice of non-payment of premium shall be sent to: Risk Management
Office, City of Cedar Falls, City Hall, 220 Clay Street, Cedar Falls, Iowa 50613. This endorsement
supersedes the standard cancellation statement on the Certificate of Insurance to which this endorsement
is attached. Contractor agrees to furnish the City with 30 days advance written notice of cancellation,
non-renewal, reduction in coverage and/or limits, and 10 days advance written notice of non-payment of
premium.
INSURANCE REQUIREMENTS FOR GOODS & SERVICES
City of Cedar Falls
10-12-22
Page 4 of 17
ADDITIONAL INSURED ENDORSEMENT
The City of Cedar Falls, Iowa, including all its elected and appointed officials, all its employees, all its
boards, commissions and/or authorities and their board members, are included as Additional Insureds,
including ongoing operations CG 20 10 12 19 or equivalent, and completed operations CG 20 37 12 19 or
equivalent.
This coverage shall be primary to the Additional Insureds, and not contributing with any other insurance
or similar protection available to the Additional Insureds, whether other available coverage be primary,
contributing or excess.
GOVERNMENTAL IMMUNITIES ENDORSEMENT
(For use when including the City as an Additional Insured)
1. Nonwaiver of Government Immunity. The insurance carrier expressly agrees and states that the
purchase of this policy and the including of the City of Cedar Falls, Iowa as an Additional Insured does
not waive any of the defenses of governmental immunity available to the City of Cedar Falls, Iowa under
Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time.
2. Claims Coverage. The insurance carrier further agrees that this policy of insurance shall cover
only those claims not subject to the defense of governmental immunity under the Code of Iowa Section
670.4 as it now exists and as it may be amended from time to time.
3. Assertion of Government Immunity. The City of Cedar Falls, Iowa shall be responsible for
asserting any defense of governmental immunity, and may do so at any time and shall do so upon the
timely written request of the insurance carrier. Nothing contained in this endorsement shall prevent the
carrier from asserting the defense of governmental immunity on behalf of the City of Cedar Falls, Iowa.
4. Non-Denial of Coverage. The insurance carrier shall not deny coverage under this policy and the
insurance carrier shall not deny any of the rights and benefits accruing to the City of Cedar Falls, Iowa
under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction
has ruled in favor of the defense(s) of governmental immunity asserted by the City of Cedar Falls, Iowa.
5. No Other Change in Policy. The insurance carrier and the City of Cedar Falls, Iowa agree that the
above preservation of governmental immunities shall not otherwise change or alter the coverage
available under the policy.
