PURCHASING SERVICES
1600 West Bank Drive
Peterborough, ON Canada K9J 7B8
Telephone (705) 748-1217
Facsimile (705) 748-1140
REQUEST FOR PROPOSALS
#RFP 2015-10-240-CM
BY
TRENT UNIVERSITY
Supply and Installation of Window Coverings
CLOSING DATE:
CLOSING TIME:
CLOSING LOCATION:
Monday, December 7, 2015
3:30:00 p.m. local time
Trent University
Purchasing Office
Blackburn Hall
1600 West Bank Drive
Peterborough ON K9J 7B8
SECTION I
1.1
PURPOSE AND CONTENT
Scope
Trent University invites qualified suppliers to submit proposals for the supply, installation and
repair of window coverings at the University’s Peterborough campuses on an as needed basis.
The successful proponent (if any) shall be awarded an agreement for a period of two (2) years for
all window covering replacements and repairs valued up to fifteen-thousand dollars ($15,000.00),
exclusive of taxes, arranged by the University’s Physical Resources Department and Housing
Services Department.
The successful proponent will also be invited to quote on all window covering projects valued up
to one-hundred thousand dollars ($100,000.00), exclusive of taxes.
1.2
RFP Timeline
Dates and times are estimates only and may be subject to change.
RFP Issued
Last day for questions
RFP Close
RFP Award
1.3
Tuesday, November 17, 2015
Monday, November 30, 2015
Monday, December 7, 2015
Week starting December 14,
2015
Non-Mandatory Site Tour
Proponents may arrange non-mandatory site tours of the University’s Peterborough campuses by
contacting: Linda Smith, Project Manager, Physical Resources Department, email:
[email protected].
1.4
Form of Agreement
The Successful proponent will be awarded an Agreement for two (2) years. A sample agreement
is provided in Appendix E: Sample Agreement.
1.5
Deliverables
The successful proponent (if any) will supply, alter, and install window coverings providing all
mounting hardware as required. The proponent shall provide its own tools and staff to complete
all installations. Please note there are many variations in window and wall types at the university.
The University has general specifications for its most widely used window covering types. Please
find the specifications below. Proponents shall provide made to measure products meeting these
specifications, or equivalents.
1.5.1
Curtains
Joanne’s Fabric Moonlight dim-out, unlined drapery meeting or exceeding 30,000 double
rubs Wyzenbeek abrasion test.
Colour selection will be arranged with the University.
1.5.2
Blinds
Eight (8) gauge metal slat in 1/2" and 1" Colour selection will be arranged with the
University per project.
1.5.3
Blackout Shades
Custom shades generally without valance. Colour selection will be arranged with the
University per project.
1.5.4
Fire Code Compliance
Fabrics shall meet or exceed the requirements set out in Subsection 2.3.3.2 (1) of the
Ontario Fire Code (O. Reg. 213/07: FIRE CODE).
1.5.5
Commencement of Work and Quotations
The successful proponent shall only commence work upon receipt of a University
purchase order or work order for each project. The proponent shall provide a written
quotation for all projects valued in excess of five-thousand dollars ($5,000.00) and shall
provide a quote for any project, if requested by the University. The successful proponent
should the university at least two business days’ notice ahead of installation.
1.5.6
Invoicing and Payment Terms
The successful proponent shall invoice the University for each project. Invoices shall
include the description of work, total project value, total taxes paid and the proponent’s
HST registration number. Payment terms shall be agreed upon by the University and the
successful proponent upon award.
1.6
References
Proponents should provide four (4) institutional references who have engaged the proponent for
the same or similar services in the last sixty (60) months.
1.7
Rated Criteria
Please see section 3.2 and Appendix D for more details.
SECTION II
INSTRUCTIONS TO PROPONENTS
2.1
Proposals will be accepted up to 3:30:00 P.M. on Monday, December 7, 2015 at the Purchasing
Office, Blackburn Hall, Trent University only. Please mark proposals to the attention of Chris
McWilliam, Buyer, Purchasing Services. Proposals received after the above closing time and
date will not be considered and will be returned to the proponent.
2.2
Proposals should be submitted in triplicate – three paper copies. Proposals should be submitted
in a sealed envelope bearing the name and address of the proponent and clearly marked on the
outside:
“Supply and Installation of Window Coverings – RFP 2015-10-240-CM”
2.3
Proposal documents must be completed in accordance with the requirements of the Request for
Proposal documents and no amendment or change to proposals will be accepted after the closing
date and time.
2.4
Proposals shall be irrevocable for sixty (60) days following close of bidding and shall be retained
by the University.
2.5
All documents, including Responses, submitted to the University become the property of the
University.
2.6
Proposals shall be originally signed by an authorized signatory of the proponent. If the proponent
is an incorporated company, the corporate seal of the proponent shall be affixed or a certified true
copy of a resolution of the corporation naming the person(s) in question as authorized to sign
agreements on behalf of the corporation shall be attached to the proposal.
Proponents who are sole proprietorships or partners shall sign their bid in such a way as to
irrevocably bind the proponent in an authorized manner.
2.7
Questions regarding this Request for Proposals may be submitted in writing (mail or email only)
up to forty eight (48) hours prior to the closing time and date to Chris McWilliam 748-1140, email
[email protected].
Should the question be considered relevant to all proponents, the University will provide both the
question and the written answer to all known proponents. Proponents are solely responsible for
ensuring the University has a current address and fax number on file for the proponent.
2.8
In the event the proponent decides not to submit a proposal, they are requested to advise Chris
McWilliam (705) 748-1011ext 7216 order to remain on the proponent’s list.
2.9
In the event the proponent can not comply with any term, condition, or requirement of this
Request for Proposal, such non-compliance must be clearly noted on the proponents’ letterhead
and submitted with the proposal. Proponents are cautioned that such non-compliance may result
in disqualification of the proponent’s proposal will be at the sole discretion of the Manager of
Purchasing.
2.10
All questions and communications shall be directed only to Chris McWilliam. No other
representative of the University is to be contacted regarding this Request for Proposals. The
University accepts no responsibility for, and the proponent agrees not to rely upon, any verbal or
written statements or representations from any other person, whether or not employed by the
University.
2.11
While the University will not consider more than one bid from a proponent under the same or
different names, the University is prepared to consider, in addition to the original bid, alternative
bids submitted within the same bid package providing such are clearly marked as alternatives.
2.12
Proponents are cautioned that proposals will be solely evaluated upon the disclosed evaluation
criteria and no linkage of offers to donations, scholarships or similar arrangements will be
considered.
2.13
The International Sale of Goods Act does not apply to this Request for Proposals or any contract
formed as a result of this Request for Proposals.
2.14
The laws of the Province of Ontario shall apply to this Request for Proposals and any contract
formed as a result of this Request for Proposals and the Courts of Ontario shall have exclusive
jurisdiction over any contract formed as a result of this Request for Proposals.
2.15
Proponents acknowledge the University is subject to the Ontario Freedom of Information and
Protection of Privacy Act ("FIPPA"). Proponents shall clearly mark "Confidential" all information
regarding trade secrets, commercial, financial, labour relations, technical or other aspects of the
Proponents proposal which in the Proponents opinion are of a proprietary or confidential nature
and are significant enough to be injurious to the Proponent should this information be provided
under a request of information.
The University shall use reasonable efforts to hold all information marked "Confidential" by the
Proponents in strict confidence to the extent required or permitted by law but shall not be liable
for any disclosure or non-disclosure made in respect of a request under the Act.
If the University's response to a request under the Act is appealed to the Information and Privacy
Commissioner for Ontario and the Proponents elects to participate in the appeal, it shall be
responsible for its own costs of participation.
2.16
Accessibility - The University is committed to accessibility as expressed in the Accessibility for
Ontarians with Disabilities Act (hereinafter referred to as the AODA), which places a legal
obligation on the University to provide accessibility for Ontarians with disabilities with respect to
goods, services, facilities, accommodation, employment, buildings, structures and premises on or
before January 1, 2025. The University is committed to fostering, creating and maintaining a
barrier-free environment for all individuals providing equal rights and opportunities.
All members of the University community, including suppliers required to be on campus,
contractors and subcontractors, engaged by the University, are responsible for adhering to and
following the commitments set out in the above-noted policy. The Supplier agrees to adhere to
the policy and to ensure that all of its subcontractors similarly adhere to the policy.
2.17
Confidentiality of information - Information pertaining to the University obtained by the Proponent
as a result of participation in this RFP is confidential and must not be disclosed without written
authorization from the University.
The University shall declare and mark certain information about the University to be received by
the Proponent as "Confidential." The Proponent must not disclose such "Confidential" information
to any third parties unless authorized to do so in writing by the University.
If the resulting contract requires the proponent to handle personal information the successful
proponent may be required to sign a Privacy Protection Schedule.
The Proponent and the University agree that the reciprocal obligations of confidentiality will
survive the termination of any contract that might arise between the parties.
2.18
Conflict of Interest - Bidders must complete Appendix A: Item 4 declaring any potential Conflict of
Interest in relation to this Request for Proposal.
2.19
Trent University’s name, logo, crest, etc, shall not be used without the prior written consent of the
University.
SECTION III
3.1
EVALUATION AND AWARD
Trent University intends to award a contract to the proponent whose proposal offers the best
value to the University. However, the University is under no obligation to award any contract in
whole or in part and the University reserves the right in its sole discretion to cancel this Request
for Proposals process at any time before or after closing without providing reasons for such
cancellation.
The lowest or any proposal may not necessarily be accepted.
3.2
All proposals will be evaluated upon the following criteria:
Criteria
Weighted Score
Price
35 points
General Information
& Experience
30 points
Service & Delivery
35 points
Pricing will be scored using a
prorated formula. Based on the
proponents response in Appendix
C: Pricing
Scores based on the proponent’s
response to the section listed on
Appendix D
Scores based on the proponent’s
response to the section listed on
Appendix D
In the event of a tied final score the contract will be awarded to the low bidder. In the event of a
tied score with identical pricing the award will be decided by the toss of a coin witnessed by two
Purchasing staff.
3.3
Any award made by the University shall be made in writing and shall be subject to the availability
of funding at the time of award (if any).
3.4
In the event of mathematical errors in extension of prices or other ambiguities, unit prices shall
govern over total bid prices and words shall govern over numbers.
3.5
In order to obtain the most advantageous offer for the University, the University reserves the right
in its sole discretion:
a)
b)
c)
to waive irregularities and / or minor non-compliance by any proponent with the
requirements of this Request For Proposals;
to request clarification and / or further information from one or more proponents after
closing without becoming obligated to offer the same opportunity to all proponents; and
to enter into negotiations with one or more proponents without being obligated to
negotiate with, or, offer the same opportunity to, all proponents.
Proponents are advised however to submit a complete offer as their bid. Any waiver, clarification
or negotiation will not be considered as an opportunity for proponents to correct errors in their
bids.
3.6
The University shall not be responsible for any expenses or charges incurred by a proponent in
preparing or submitting a proposal nor in providing any additional information considered
necessary by the University for evaluation of proposals.
3.7
The University reserves the right in its sole discretion to amend this Request For Proposals at any
time prior to close of bidding and proponents are cautioned to ensure they have received all
addenda (if any) prior to submitting a bid. Should the University issue any changes to this
Request for Proposals; the University will endeavor to notify all proponents to whom the Request
for Proposals has been issued.
SECTION IV
4.1
AWARD CONTRACT
The award contract to the successful proponent (if any) shall include the terms of this Request for
Proposals and the terms of Trent University’s Purchase Order (a copy of which is included in this
Request for Proposals package) together with those terms of the proponent’s proposal which are
not inconsistent with Trent University’s documents and which have been specifically accepted by
the University.
4.2
Privacy Protection - If the Contract involves "personal information" as defined in the Freedom of
Information and Protection of Privacy Act, a Privacy Protection Schedule will be attached and
form part of the Contract.
4.3
The successful proponent (if any) may not assign or subcontract any of the award contract
without the prior written consent of the University.
4.4
The successful proponent (if any) shall indemnify the Trent University, its Board of Governors,
students, employees, servants and / or agents from all damage, damages, losses, costs, claims,
demands, actions, suits, or proceedings which may arise directly or indirectly as a result of the
negligent or wrongful acts or omissions of the successful proponent (if any), its employees,
agents and/or servants in the performance or purported performance of any of its obligations
under the contract, whether or not such claims are initiated by third parties or arise between the
parties.
4.5
The successful proponent (if any) shall carry at all times during the performance of the work
commercial general liability insurance with a limit of not less than $2,000,000 inclusive per
occurrence for bodily injury (including death) and damage to property including loss of use
thereof. Such insurance shall at a minimum include coverage of broad form property damage,
contractual liability, completed operations and product liability, and automobile liability (owned
and non-owned), and such other types of insurance as would be carried by a prudent person
performing such contract work and as Trent University may from time to time require.
Trent University shall be named as an additional insured without right of subrogation in all policies
of insurance.
All such policies of insurance shall provide that the Insurers shall give at least thirty (30) days
written notice to the University prior to any cancellation, material changes, or amendments
restricting coverage of any policy or policies.
The successful proponent (if any) shall provide a certificate of such insurance to the University as
a condition of receiving the award within five (5) days of notification of award or prior to
commencing the work, whichever is sooner.
4.6
The successful proponent (if any) shall at all relevant times carry Workplace Safety and
Insurance Board of Ontario coverage or Employers Liability and voluntary Compensation
Insurance in the amount of not less than $5,000,000.
4.7
Proof of WSIB Coverage – If the contractor does not provide a policy endorsement for Employer’s
Liability and Voluntary Compensation, the contractor shall submit a valid Clearance Certificate of
WSIB coverage to the University, prior to commencement of the work. The contractor shall
ensure that each subcontractor complies with the WSIB requirements set out in this article.
4.8
The successful proponent (if any) shall warrant its work and/or products for a period of not less
than one (1) year from completion, installation or supply against all defects and deficiencies in
manufacture, workmanship and installation. The successful proponent (if any) shall also promptly
remedy or replace any defect or deficiency, in the goods or services as solely determined by the
University, upon notice from the University to do so, and at no cost to the University.
Should the successful proponent (if any) fail to remedy any defect or deficiency promptly with a
reasonable time after notice to do so, the University may remedy the defect or deficiency, at the
successful proponent’s (if any) cost.
4.9
Any products supplied and installed by the successful proponent (if any) shall be installed in such
a manner as to preserve any and all manufacturer’s warranties, for the benefit of the University.
4.10
All electrical Equipment must be CSA approved or approved by the Electrical Safety Authority.
Your bid must contain confirmation of such approval.
4.11
The University and the successful proponent (if any) acknowledge and agree that they are
independent contractors in a contract for goods and/or services and no employer - employee,
partnership nor agency relationship is intended or created by their agreement.
The successful proponent (if any) shall be solely responsible for all matters relating to statutory
deduction of all taxes, employment insurance, Canada Pension, carry Workplace Safety and
Insurance Board of Ontario insurance premiums, leave, remuneration, discipline and all licenses
and permits which may be or may become required to perform the Work.
4.12
Notwithstanding the above, while at Trent University, personnel of the successful proponent (if
any) must observe all regulations and policies of the University including parking and traffic
regulations. Vehicles shall be parked in areas, at the successful proponent’s (if any) expense, as
directed by the University’s Parking Administration.
4.13
In addition to any rights of termination at law or in equity, Trent University shall have the right to
terminate any contract formed with the successful proponent (if any) upon written notice to the
successful proponent.
SECTION V
BIDDER’S CHECKLIST
Proponents should include the following in their proposal:
Proponent’s Checklist
Appendix A: Submission Form
Appendix C: Price Form
WSIB Clearance Certificate
Proof of Insurance
Copy of Proponent’s Health and
Safety Policy
Copy of Workplace Harassment
and Violence Policy
APPENDIX A
– SUBMISSION FORM
RFP REF # RFP-2015-10-240-CM
Proposal / Quote Reference Number_____________________________________
Proposal / Quote Date __________________________________
1. Proponent Information
Please fill out the following form, and name one person to be the contact for the RFP response
and for any clarifications or amendments that might be necessary.
Full Legal Name of Proponent:
Any Other Relevant Name under
Which the Proponent Carries on
Business:
Street Address:
City, Province/State:
Postal Code:
Phone Number:
Fax Number:
Company Website (If Any):
RFP Contact Person and Title:
RFP Contact Phone:
RFP Contact E-mail:
2. Ability to Provide Deliverables
The proponent has carefully examined the RFP documents and has a clear and comprehensive
knowledge of the Deliverables required under the RFP. The proponent represents and warrants its ability
to provide the Deliverables required under the RFP in accordance with the requirements of the RFP.
3. Addenda
The proponent is deemed to have read and accepted all addenda issued by the University prior to the
Deadline for Issuing Addenda. The onus remains on proponents to make any necessary amendments to
their proposal based on the addenda. The proponent is requested to confirm that it has received all
addenda by listing the addenda numbers or, if no addenda were issued, by writing the word “None” on the
following line:
____________________________________________________________________________
Proponents who fail to complete this section will be deemed to have received all posted addenda.
4. Conflict of Interest
For the purposes of this section, the term “Conflict of Interest” means
(a) in relation to the RFP process, the proponent has an unfair advantage or engages in conduct,
directly or indirectly, that may give it an unfair advantage, including but not limited to (i) having, or
having access to, confidential information of the University in the preparation of its proposal that
is not available to other proponents, (ii) communicating with any person with a view to influencing
preferred treatment in the RFP process (including but not limited to the lobbying of decision
makers involved in the RFP process), or (iii) engaging in conduct that compromises, or could be
seen to compromise, the integrity of the RFP process; or
(b) in relation to the performance of its contractual obligations contemplated in the contract that is
the subject of this procurement, the proponent’s other commitments, relationships or financial
interests (i) could, or could be seen to, exercise an improper influence over the objective,
unbiased and impartial exercise of its independent judgment, or (ii) could, or could be seen to,
compromise, impair or be incompatible with the effective performance of its contractual
obligations.
If the box below is left blank, the proponent will be deemed to declare that (a) there was no Conflict of
Interest in preparing its proposal; and (b) there is no foreseeable Conflict of Interest in performing the
contractual obligations contemplated in the RFP.
Otherwise, if the statement below applies, check the box.

The proponent declares that there is an actual or potential Conflict of Interest relating to the
preparation of its proposal, and/or the proponent foresees an actual or potential Conflict of
Interest in performing the contractual obligations contemplated in the RFP.
If the proponent declares an actual or potential Conflict of Interest by marking the box above, the
proponent must set out below details of the actual or potential Conflict of Interest:
The following individuals, as employees, advisers, or in any other capacity (a) participated in the
preparation of our proposal; AND (b) were employees of the University and have ceased that employment
within twelve (12) months prior to the Submission Date:
Name of Individual:
Job Classification:
Department:
Last Date of Employment with the University:
Name of Last Supervisor:
Brief Description of Individual’s Job Functions:
Brief Description of Nature of Individual’s Participation in the Preparation of the Proposal:
(Repeat above for each identified individual)
The proponent agrees that, upon request, the proponent shall provide the University with additional
information from each individual identified above in the form prescribed by the University.
5. Disclosure of Information
The proponent hereby agrees that any information provided in this proposal, even if it is identified as
being supplied in confidence, may be disclosed where required by law or if required by order of a court or
tribunal. The proponent hereby consents to the disclosure, on a confidential basis, of this proposal by the
University to the University’s advisers retained for the purpose of evaluating or participating in the
evaluation of this proposal.
6. Proponent Authorization
I, the undersigned representing _____________________________________________________
Full Legal Company Name
submit the enclosed proposal number(s) in response to Trent University RFP 2015-10-240-CM
______________________________________________________________________________
Proposal Number
Date
_____________________________________________
Signature of Authorized Agent
_______________________________________________________
Title
_________________________________________________________
Company Name, Address and phone number
Date
Corporate Seal
This form must be signed by an authorized agent of the proponent.
APPENDX B: PRICE FORM
Description
Year 1
Year 2
Installation labour rate (per hour, per worker)
$____________________________________
$____________________________________
Maximum markup above cost (Blinds)
%____________________________________
%____________________________________
Maximum markup above cost (Curtains)
%____________________________________
%____________________________________
Maximum markup above cost (Blackout
Shades)
%____________________________________
%____________________________________
APPENDIX C: Reference Form
Reference #1
Company Name
Contact Name
Address
Phone Number
Fax Number
Email Address
Brief Description of
Project including
budget.
Reference #2
Company Name
Contact Name
Address
Phone Number
Fax Number
Email Address
Brief Description of
Project including
budget.
Reference #3
Company Name
Contact Name
Address
Phone Number
Fax Number
Email Address
Brief Description of
Project including
budget.
Reference #4
Company Name
Contact Name
Address
Phone Number
Fax Number
Email Address
Brief Description of
Project including
budget.
The University may confirm the Proponent’s experience and/or ability to provide the services required and
described in its Proposal by checking the proponent’s references.
The University reserves the right to revisit assigned scores based on the responses of the proponent’s
references.
APPENDIX D: RATED CRITERIA
Responses to each of the criteria should be brief and concise and should relate to how the proponent will
meet the deliverables. Proponents will be scored on their responses to these criteria, assigned score may
be revisited upon response of the proponent’s references.
1.0 General Information & Experience
1.1
Describe how your company’s experience
will benefit the University. Please provide a
brief company overview.
15 points
1.2
Briefly describe your staff policies and
training programs, including safety and
customer services training.
15 points
2.0 Service & Delivery
2.1
Describe typical lead time from order
placement to complete installation for blinds
and curtains.
15 points
2.2
Describe your installation staff; how long
have they been with company, how they are
selected and their experience working in
institutional buildings.
20 points
APPENDIX D: SAMPLE AGREEMENT
This sample agreement is for example of the University’s Terms and Conditions only. A final
agreement will be provided to the successful proponents (if any).
VENDOR OF RECORD AGREEMENT
THIS AGREEMENT made as of the ____ day of _________________, 2015
BETWEEN
COMPANY ABC
(Hereinafter referred to as “the Contractor”)
AND
TRENT UNIVERSITY
(Hereinafter referred to as “University”)
WHEREAS the University wishes to contract for commercial laundry services and whereas the Contractor
desires to provide the services;
AND WHEREAS the University issued RFP-2014-09-182-CM for commercial laundry services and the
Contractor responded by submitting a proposal;
NOW THEREFORE this Agreement witnesses that in consideration at the mutual covenants and other
good and valuable consideration contained herein the parties hereby covenant and agree as follows:
1. Description of Services
The University agrees to retain the Contractor to provide commercial laundry services as set forth
in Schedule “A” and the Contractor agrees to provide such services to the University.
2. Representations and Warranties
All representations, warranties and covenants in the Agreement shall continue in full force and
effect after the expiry or termination of this Agreement.
3. Term of the Agreement
The Contractor shall provide the services pursuant to this Agreement for the period commencing
___________, 2014 and ending ____________, 2017.
4. Consideration
The Contractor will invoice the University monthly at the commencement of the contract per the
contracted rates as set out in Schedule “B”.
5. Taxes (HST)
The University shall pay to the Contractor, HST in accordance with the application legislation.
The Contractor shall remit such HST to Revenue Canada and further agrees to indemnify the
University for all such monies if the Contractor fails to do so. If the Contractor is considered a
small supplier under the HST rules, the Contractor must complete and submit a small supplier
declaration form. See http://www.trentu.ca/admin/finance/purchasing/forms/forms.htmon.
6. AODA
As of January 1st, 2010, all public institutions and organizations, including universities, must be in
compliance with the Customer Service Standard of the Accessibility for Ontarians with Disabilities
Act (AODA). The Customer Service Standard applies to all persons (including contractors and
sub-contractors) who deal with the public or other third parties at, or on behalf of the University,
as well as those who participate in developing the University’s policies, practices or procedures
on providing goods and services. The Contractor will ensure all staff engaged in this project have
successfully completed AODA Customer Service Standard Contractor/Sub-Contractor.
Training modules can be accessed at: http://servicefirsttrent.com/training/login/index.php
7. Privacy Protection & Freedom of Information
The University is subject to the Ontario Freedom of Information and Protection of Privacy Act
("FIPPA") and the Federal Personal Information Protection and Electronic Document Act. All
individuals and companies that have a commercial relationship with the University are expected
to comply with applicable privacy legislation and any other privacy legislation as required through
your professional affiliation and governing body.
8. Materials and Equipment
The Contractor shall supply, at its own expense, office space and all other materials and
equipment necessary to provide the services under this Agreement.
9. Notice of Termination
The Contractor and the University agree that either party may terminate this Agreement upon 30
days written notice prior to the termination.
10. Termination upon Default
If a party fails to observe or perform any of the terms, covenants or conditions contained in this
Agreement (the “Defaulting Party”), provided the other party first gives the Defaulting Party thirty
(30) days written notice of any such failure to perform and the Defaulting Party within such period
of thirty (30) days fails to commence diligently and thereafter to proceed diligently to cure such
failure to perform to the other party, in addition to any other right or remedies it has pursuant to
this Agreement or by law, has the right to terminate the Agreement effective immediately.
11. Dispute Resolution
In the event of a dispute over service delivery, the principle researcher or designate and the
Contractor will review the issue and agree on a mutually acceptable solution. The terms and
provision of this Agreement shall prevail and have precedence in meaning.
12. Notice
All notices, requests, demand or other communications (collectively, “Notices”) required to be
given by one party to any other shall be given in writing, by personal delivery, registered mail, or
by facsimile transmission as follows:
Contractor:
__________________________
University:
Chris McWilliam, Buyer
Trent University
1600 West Bank Drive
Peterborough ON K0J 7B8
Phone: 705-748-1011 ext. 7216
Fax: 705-748-1140
Email: [email protected]
or at such other address as may be given by a party to the other party in writing from time to
time. All notices shall be deemed to have been received when delivered or transmitted by
facsimile, or, if mailed, 48 hours after 12:01 a.m. on the day following the date of mailing.
13. Return of Property
Upon expiry or termination of the Agreement, the Contractor shall return to the University, any
property, documentation, student files, or other confidential information that is the property of the
University.
14. Employment Status of the Contractor’s Personnel
The Contractor agrees that all services under this Agreement will be performed by him/her and
that all material times the Contractor shall be considered self-employed. The Contractor
warrants that he/she is responsible for all wages, statutory remittances and other relevant
deductions required by law arising out of the employment of the professional personnel.
15. WSIB and other Employment Costs
The Contractor shall be solely responsible for all matters relating to statutory deduction of all
taxes, employment insurance, Canada Pension, carry Workplace Safety and Insurance Board of
Ontario insurance premiums, leave, remuneration, discipline and all licenses and permits which
may be or may become required to perform the Work.
16. Insurance
The Contractor shall at all relevant times carry Workplace Safety and Insurance Board of Ontario
coverage or Employers Liability and voluntary Compensation Insurance in the amount of not less
than $5,000,000.
The Contractor shall carry at all times during the performance of the work commercial general
liability insurance with a limit of not less than $2,000,000 inclusive per occurrence for bodily injury
(including death) and damage to property including loss of use thereof. Such insurance shall at a
minimum include coverage of broad form property damage, contractual liability, completed
operations and product liability, and automobile liability (owned and non-owned), and such other
types of insurance as would be carried by a prudent person performing such contract work and as
Trent University may from time to time require.
Trent University shall be named as an additional insured without right of subrogation in all policies
of insurance.
All such policies of insurance shall provide that the Insurers shall give at least thirty (30) days
written notice to the University prior to any cancellation, material changes, or amendments
restricting coverage of any policy or policies.
17. Proof of WSIB Coverage
If the Contractor does not provide a policy endorsement for Employer’s Liability and Voluntary
Compensation, the contractor shall submit a valid Clearance Certificate of WSIB coverage to the
University, prior to commencement of the work. The Contractor shall ensure that each
subcontractor complies with the WSIB requirements set out in this article.
18. Indemnity by the Contractor
The Contractor shall, during and after termination or expiry of this Agreement, indemnify and hold
the University safe and harmless from and against any and all damage or injuries to persons or
property, or claims, action, obligations, inabilities, costs, expenses and fees whatsoever at law or
in equity, arising from or by reason of any action taken by the Contractor, its agents and
employees outside the scope of its authority hereunder or by reason of a wrongful or negligent
act or omission of any nature whatsoever of the Contractor and it agents and employees.
19. Indemnity by the University
The University shall, during and after the termination or expiry of this Agreement, indemnify and
hold the Contractor safe and harmless from and against any and all damages or injuries to
persons or property, or claims, actions, obligations, liabilities, costs, expenses and fees
whatsoever at law or in equity, arising from or by reason of any action taken by the University, it
agents and employees, outside the scope of its authority hereunder or by reason of wrongful or
negligent act or omission of any nature whatsoever of the University and its agents and
employees.
20. Independent Legal Advice
The parties acknowledge and agree that the opportunity to seek legal advice was offered prior to
executing this Agreement.
21. Assignment of the Agreement
Neither party may assign this Agreement without the mutual consent of the other party.
22. Severability
The University and the Contractor agree that if any of the provisions or a part of a provision of
this Agreement are deemed illegal or unenforceable, such provisions shall be considered
separate and severable from this Agreement and the remaining provisions of the Agreement
shall continue to be in force, and be binding upon the parties as through such provision or part of
a provision and had never been included.
23. Capacity of the Contractor
It is acknowledge by the parties that the Contractor shall be retained by the University in the
capacity of an independent Contractor and not as an employee of the University. The Contractor
and the University acknowledged and agree that this Agreement does not create a partnership or
joint venture between them.
24. Schedules
All Schedules attached to this Agreement form part of the Agreement.
25. Entire Agreement
This written instrument and the attached Schedules constitute the entire agreement between the
parties. There are no other agreements, understandings, representations or warranties,
collateral, oral or otherwise.
26. Governing Law
Any disputes as to the validity, interpretation, performance of this Agreement shall be determined
in accordance with the laws and by the Courts of the Province of Ontario.
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Contractor
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Date
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University
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Date