Request for Proposals 20-186 Proposal Evaluation ..... 15 6.1 Evaluation Process ..... 15 . ii 6.2 Evaluation Criteria..... 15 Appendix A - Terms of Reference of Diversity Kings County

Issued: June 27, 2016

Request for Proposals 20-18

Consultant Services Update to Action Plan for Ending Racism and Discrimination in the Municipality of the County of Kings

Issued: June 18, 2020 Closing: July 16, 2020

i

Contents Introduction .................................................................................................................................................. 2

1 Instructions to Bidders .......................................................................................................................... 3

1.1 Proposal Submission ..................................................................................................................... 3

1.2 Consultant Conduct Statement ..................................................................................................... 3

1.3 COVID-19 Statement ..................................................................................................................... 3

1.4 Notices .......................................................................................................................................... 3

1.5 Award of Contract ......................................................................................................................... 4

1.6 RFP Timeline .................................................................................................................................. 5

1.7 RFP Administration ....................................................................................................................... 5

1.8 Disqualification for Inappropriate Contact ................................................................................... 5

1.9 Addenda ........................................................................................................................................ 6

1.10 Confidentiality ............................................................................................................................... 6

1.11 Freedom of Information and Protection of Privacy ...................................................................... 6

1.12 Level of Effort and Municipal Support .......................................................................................... 6

1.13 Conflict of Interest ........................................................................................................................ 6

2 Project Overview ................................................................................................................................... 7

2.1 Overview…………………………………………………………………………………………………………………………………….7

3 Scope of Work ....................................................................................................................................... 9

3.1 Kickoff Meeting ............................................................................................................................. 9

3.2 Community Engagement ............................................................................................................ 10

3.3 Development of Plan .................................................................................................................. 11

4 Provisional Services ............................................................................................................................. 11

5 Proposal Submission Requirements ................................................................................................... 12

5.1 Proposal Submission ................................................................................................................... 12

5.2 Consultant Responsibilities ......................................................................................................... 12

5.3 Amendment or Withdrawal of Proposals ................................................................................... 13

5.4 Technical Proposal Content ........................................................................................................ 13

5.5 Price Quote Proposal Content .................................................................................................... 14

6 Proposal Evaluation ............................................................................................................................ 15

6.1 Evaluation Process ...................................................................................................................... 15

ii

6.2 Evaluation Criteria ....................................................................................................................... 15

Appendix A - Terms of Reference of Diversity Kings County

Appendix B - Action Plan for Ending Racism and Discrimination in the Municipality of the County of Kings

Appendix C – Form of Agreement

Appendix D – General Terms and Conditions

Consultant Services Update of Action Plan for Ending Racism and Discrimination in the Municipality of the County of Kings Issued: June 18, 2020

2

Introduction The Municipality of the County of Kings (the Municipality) is seeking proposals from experienced and

qualified consultants to update the Municipality’s “Action Plan for Ending Racism and Discrimination in

the Municipality of the County of Kings” (Action Plan) which was completed in November 2012.

The specific services to be provided are described in this RFP. **Please note** This RFP and any subsequent written addenda shall be posted on the Municipality’s website (http://www.countyofkings.ca/business/tenders.aspx). The Municipality will not maintain a “plan takers’” list. Prospective bidders shall be responsible to review the website for any addenda that have been issued.

http://www.countyofkings.ca/business/tenders.aspx


3

1 Instructions to Bidders

1.1 Proposal Submission The total proposal submittal shall be submitted in a “Two Step” format. Technical Proposals must be received before 2:00 pm local time July 16, 2020 in order to be considered. Financial Proposals must be received between 6:00 a.m. and 2:00 p.m. local time on July 23, 2020. Refer to Section 5 for a detailed breakdown of the proposal submission requirements.

1.2 Consultant Conduct Statement The Municipality expects employees and consultants in its employ to conduct themselves appropriately, particularly with regards to Human Rights, Health and Safety, and Environmental Stewardship. A number of the Municipality’s policies and operating procedures incorporate these expectations. Please note that conduct detrimental to the Municipality by a Consultant or any of its employees, agents, contractors, or representatives may lead to disqualification or dismissal.

1.3 COVID-19 Statement The Municipality expects employees and consultants to fully adhere to the advice and current guidelines of the Chief Medical Officer of Health for the Province of Nova Scotia.

The Novel Coronavirus (COVID-19) Pandemic is a severe public health event and appropriate precautions must be taken seriously by everyone to ensure continued health and safety of our communities.

1.4 Notices a. The Municipality reserves the right to modify the terms of this RFP at any time at its sole

discretion. b. The information contained in this RFP is supplied solely as a guideline for consultants. While every

reasonable attempt has been made to ensure its accuracy, the Municipality does not guarantee or warrant its accuracy, nor is it necessarily comprehensive.

c. By submitting a response to the RFP, the Consultant represents and warrants that such bid is genuine and not false or collusive or made in the interest or on behalf of any person not therein named, and that the Consultant has not, directly or indirectly, induced or solicited any other Consultant to put in a false bid, or any other person, firm or corporation to refrain from bidding, and that the Consultant has not in any manner sought by collusion to secure to the Consultant an advantage over any other consultant.

d. If at any time it shall be found that the person, firm or corporation to whom a contract has been awarded has in presenting any bid or bids, colluded with any other party or parties, then the contract so awarded shall be liable to the Municipality for all loss or damage which the Municipality may suffer thereby; and the Municipality may advertise for a new contract and for said labour, supplies, materials, equipment or service.

e. The submission of a proposal shall be considered an agreement to all the terms and conditions provided herein. Any proposal containing exceptions to the terms and conditions of the RFP or


4

the resulting contract may be rejected by the Municipality for non-compliance. Any request for changes to the terms and conditions of the RFP or resulting contract must be made in writing prior to the date of closing. Only if the Municipality issues a formal addendum to the RFP will any

changes to the RFP or resulting contract be effective. f. The Consultant, by submitting a bid, shall represent and warrant that they have sufficiently

informed themselves in all matters affecting the performance of the work or the furnishing of the labour, supplies, materials, equipment, or service called for in the quotation documents; that they have checked their bid for errors and omissions; that the amounts stated in their bid are correct; that they are familiar with and will abide by all Federal and Provincial laws and regulations and all bylaws and policies of the Municipality that may affect the performance of the Service or persons engaged or employed in the performance of the Services

g. If a written contract including the terms and conditions set out in Appendix C cannot be negotiated within 15 business days of notification to the consultant initially selected, the Municipality may, at its discretion, terminate negotiations with that consultant and either negotiate a contract with the next highest qualified consultant or cancel the RFP process and not enter into a contract with anyone regarding the RFP.

h. In cases of dispute as to whether or not an item or service proposed meets the RFP requirements, the decision of the Municipality shall be final and binding.

i. Technical Proposals must be received before 2:00 pm local time July 16, 2020 and Financial Proposals must be received between the hours of 6:00 a.m. and 2:00 p.m. local time July 23, 2020, in order to be considered.

j. Prior to award of the contract the successful Consultant is required to be registered to conduct business in the Province of Nova Scotia. The successful Consultant shall remain so registered for the duration of the Contract.

1.5 Award of Contract a. The Municipality reserves the right to suspend or cancel any RFP at any time for any reason

without penalty. b. The Municipality reserves the right to reject any and all bids or accept any bid or part thereof and

may award all or a portion of the work to one or more Consultants. c. The Municipality reserves the right to accept other than the highest scoring proposal or any

proposal. The Municipality reserves the right to reject any or all proposals and to award the contract in its entirety, or in part, whichever, in its opinion, best serves the interests of the Municipality.

d. The Municipality reserves the right to award a contract on the basis of the initial offers received, without discussions or requests for best or final offers.

e. The Municipality reserves the right to waive any informalities, formalities, technicalities or to reject any or all RFPs based on incomplete bids, the Consultant’s lack of proven experience, performance on similar projects or the suitability of proceeding with the execution of the work.

f. In the event that a number of Consultants submits bids in substantially the same amount or score, the Municipality may, at its discretion, call upon those Consultants to submit further bids.

g. The Municipality reserves the right to reject the bid of any Consultant if after an investigation of the information submitted by the Consultant fails to satisfy the Municipality that the Consultant is properly qualified to carry out the obligations of the contract and to complete the work contemplated therein.


5

h. No term or condition shall be implied, based upon any industry or trade practice or custom, any practice or policy of the Municipality or otherwise, which are inconsistent with the provisions

contained herein.

1.6 RFP Timeline The Municipality expects the following timeline for the RFP process. All dates are subject to change due to Covid -19, and project dates may be adjusted in consultation with selected vendor.

Milestone Anticipated Completion Date

RFP Issued June 18, 2020

Closing Date for Proposal Submissions July 16, 2020

Closing Date for Financial Submissions July 23, 2020

Award Contract July 30, 2020

Project Start-up Meeting Between August 4-14th,

2020

Community Consultation Completed November 20, 2020

Draft Plan to Staff/ Diversity Committee January 15, 2021

Final Plan for Staff/Council Adoption February 1, 2021

Committee of the Whole Presentation February 16, 2021

Council Adoption (In time for: March 21 – International Day for the Elimination of Racial Discrimination)

March 2, 2021 (March Council)

1.7 RFP Administration a. All questions concerning this RFP shall be directed to:

Primary Contact Alternate Contact

Brittany Mastroianni Diversity and Outreach Specialist Ph: 902 690-2409 E-mail: [email protected]

Rob Frost Deputy CAO Ph: 902 678-5290 E-mail: [email protected]

b. All requests for clarification must be received in writing at least four (4) working days prior to the

closing date to allow written clarification to be issued to all respondents. Verbal responses are only binding when confirmed by written addenda.

Refer to Part 5 for a complete breakdown of the proposal submission requirements.

1.8 Disqualification for Inappropriate Contact Any attempt by the Consultant or any of its employees, agents, subcontractors, or representatives to contact members of Municipal Council, Municipal staff, or members of the Review Panel not identified in

mailto:[email protected]



6

this RFP with respect to this RFP or the Services prior to Council awarding the contract for this RFP may lead to disqualification.

1.9 Addenda a. Written addenda will be posted on the Municipality’s procurement website —

http://www.countyofkings.ca/business/tenders.aspx — no later than 48 hours before RFP Closing. A notice of any addendum will be posted on the Nova Scotia procurement website - https://procurement.novascotia.ca/ns-tenders.aspx. The Municipality will not maintain a plan takers’ list; prospective bidders shall be responsible to review the website for any addenda that have been issued.

b. The submission of a proposal shall be deemed to indicate that the proponent has read, understood and considered all addenda issued prior to the closing date and time.

1.10 Confidentiality All documents provided during the RFP process may not be used for any purpose other than the submission of a proposal. Consultants shall not use information obtained through the RFP process without written permission from the Municipality.

1.11 Freedom of Information and Protection of Privacy Consultants agree to public disclosure of the contents of its submission in response to the RFP subject to the provisions of the Municipal Government Act relating to Freedom of Information and Protection of Privacy. Anything in the submission that the Consultant considers to be “personal information” or “confidential information” of a proprietary nature should be marked confidential and will be subject to appropriate consideration of the Municipal Government Act as noted above. The work described in this RFP is being conducted with public funds, and the fees and expenses proposed in the Consultant’s submission will be made public.

1.12 Level of Effort and Municipal Support Consultants are advised that Municipal staff will try to be available for interviews throughout the proposal call as schedules permit. The proposal should be all-inclusive, and Consultants should not rely on Municipal staff for any purpose other than reporting and direction.

1.13 Conflict of Interest Consultants and its employees shall take all reasonable steps to ensure avoidance of all direct or indirect conflicts of interest between any of their individual interests and those of the Municipality. If the Consultant or any one of its personnel becomes aware of any reasonable possibility of any such conflicts, then the Consultant shall promptly disclose to the Municipality the facts and circumstances pertaining to same.

http://www.countyofkings.ca/business/tenders.aspx

https://procurement.novascotia.ca/ns-tenders.aspx


7

2 Project Overview

2.1 Overview The Municipality of the County of Kings (the Municipality) is seeking proposals from experienced and

qualified consultants to update the Municipality’s “Action Plan for Ending Racism and Discrimination in

the Municipality of the County of Kings” (Action Plan) which was completed in November 2012.

Kings County has attempted to show its commitment to eliminating racism and discrimination in our

Community, in one manner, through the creation of the Diversity Kings County Committee in April 2014

(formerly, Race Relations & Anti-Discrimination Committee) (Appendix A Terms of Reference of Diversity

Kings County). Prior to the creation of a diversity committee, Council formally approved a Declaration to

join the Canadian Coalition of Municipalities against Racism and Discrimination (CCAMRD) in 2008

https://en.ccunesco.ca/networks/coalition-of-inclusive-municipalities . Through the CCAMRD process

Kings County adopted the UNESCO Declaration to address the following UNESCO commitments:

1. Increase vigilance against systemic and individual racism and discrimination;

2. Monitor racism and discrimination in the community more broadly as well as municipal actions taken

to address racism and discrimination;

3. Inform and support individuals who experience racism and discrimination;

4. Involve citizens by giving them a voice in anti-racism initiatives and decision-making;

5. Support measures to promote equity in the labour market;

6. Provide equal opportunities as a municipal employer, service provider and contractor;

7. Support measures to challenge racism and discrimination and promote diversity and equal

opportunity housing;

8. Support measures to challenge racism and discrimination and promote diversity and equal

opportunity in the education sector and other forms of learning;

9. Promote respect, understanding, and appreciation of cultural diversity and inclusion of Aboriginal and

racialized communities into the cultural fabric of the municipality; and

10. Support policing services in their efforts to be exemplary institutions in combating racism and

discrimination.

The Municipality remains committed to CCMARD and this Declaration.

In November 2012, Kings County approved and published its “Action Plan for Ending Racism and

Discrimination in the Municipality of the County of Kings” (Appendix B). As noted in the

“Acknowledgements” section of the Report;

“The Action Plan will be a living document. It is not cast in stone. It will be honed and changed as

circumstances change. It will not be allowed to languish because no one cares. We care and we

https://en.ccunesco.ca/networks/coalition-of-inclusive-municipalities


8

challenge each and every citizen of Kings County to join us and have the courage to stand up and address

discrimination and marginalization.”

Diversity Kings County developed a Work Plan (Appendix C) for the 2020/21 fiscal year which carries on

the vision embodied in the above referenced 2012 Action Plan. The first item in the Work Plan for the

2020/21 fiscal year calls for the update of our Action Plan to reflect the evolving realities of inclusion

and diversity and to acknowledge the work already completed.

Eradicating racism and discrimination in our community will take everyone working towards our shared

goal. Our Action Plan will need to develop ways to engage all members of our community in the joint

effort to create an equitable and just community that it welcoming and inclusive of all peoples.

Our County wishes to renew and refresh its vision to promote social inclusion and diversity, and to the

extent of its reach, promote inclusion, and eradicate all forms of racism and discrimination. Our new

vision and action plan will continue the promotion of human rights and diversity. Our updated action

plan must reflect the principle that cultural diversity should be the common heritage of humanity. Every

member of our society should have equal opportunity to share in the economic, political, social, cultural

and recreational life of our community.

The Municipality has allocated $25,000 (incl. HST), in the FY 2020-21 budget for the development of the Action Plan, including the items outlined in this RFP. The objectives of the project are to create a plan that:

a. Guides the Municipality of the County of Kings’ Mayor and Council, staff, and Diversity Committee in the ongoing work to eliminate racism and discrimination;

b. Builds upon existing work and resources; c. Can be readily shared with stakeholders, Villages, business, community members and

organizations; d. Utilizes an equity and justice lens.


9

3 Scope of Work The successful Consultant shall be responsible for research, community engagement and development of the Action Plan. The services to be provided are summarized in the following subsections.

3.1 Kickoff Meeting The selected Consultant shall attend a project kick-off meeting with the Municipality within 15 business days of the contract being awarded to confirm: Scope of Work, Project Schedule and Milestones, Project Team and other existing information.

3.1.1 Background Information

After the project kick-off meeting, the selected Consultant shall review the information and resources provided to them from the Municipality. Additionally, the Consultant should do a review of best practices to support the eradication of racism and discrimination in similar communities.

3.1.2 Deliverables

The objective of the project is to develop and present a draft and a final updated “Action Plan

for Ending Racism and Discrimination in the Municipality of the County of Kings”.

The updated action plan should take on a new name to reflect the evolution in the awareness

and understanding of equity, inclusion, diversity and justice since the original report of 2012.

The updated action plan will include the development of an overarching vision and mission

statements for the Municipality for use in the promotion and delivery of its diversity and

inclusion programs.

The updated action plan should suggest ways (both educational and participatory) for us to

achieve a “more total community engagement and approach” to making our community a safer,

more inclusive and welcoming place for each and every resident that live and work here or are

contemplating to live and work here.

Specifically our updated action plan should give consideration to the welcoming and inclusion of

newcomers (including migrant persons) into Kings County society and life without the obstacles

of racism and discrimination.

Although there is participation on the Diversity Kings County Committee by the towns within the

County geographic, there are no official agreements for a joint diversity and inclusion mandate.

The Consultant should consider and make suggestion on a more formalized partnership

approach to the eradication of racism and discrimination.

The updated action plan will give consideration to the potential opportunities to work with a

variety of community organizations.

First Nations Communities and particularly any role that County should be playing in the

reconciliation process of our Indigenous people.


10

Responses to the Calls to Action from the Truth & Reconciliation Commission and the Calls to

Justice from the National Inquiry into Missing and Murdered Indigenous Women and Girls

Propose a campaign to inspire residents to engage in equity, diversity, inclusion and justice.

Develop a declaration, process and program to engage and inspire businesses and organizations

to engage in equity, diversity and inclusion initiatives.

As an adjunct to the updated action plan, develop a communications plan to keep our partners

and community informed about the issues, directions and activities related to diversity and

inclusion.

Provide any other advice and recommendations that the consultant believes to be in support of

the spirit and intent of this RFP.

In general, our updated action plan must reflect the principal that cultural diversity and inclusion

must be the common heritage of humanity.

3.1.3 Meetings

Bidders shall allow for the following meetings at the Municipality for Research Services:

Community Engagement Sessions

Various Meetings with identified stakeholders;

Update and review meetings with Municipal staff and/or Diversity Committee

3.2 Community Engagement The selected Consultant shall provide the following services:

Direct stakeholder engagement with individuals and community groups including, but not limited to: representative of First Nations Communities, Black/ African Descent Communities, Immigrants, 2SLGBTQQIA+, Persons living with disabilities, youth, and others;

Community Engagement sessions throughout the County of Kings;

Provide opportunities for public participation and feedback; and

Provide an opportunity for engagement once the first draft of the plan is complete.

3.2.1 Deliverables

The selected Consultant shall conduct the following:

At least three (3) community based engagement sessions;

At least one (1) engagement session of the first draft;

Summary of stakeholder consultations provided in preferred (PDF) format.

3.2.2 Meetings

Bidders shall allow for approximately ten (10) meetings with the Municipality:

Review the community engagement plan;

Review the findings from engagement sessions;

Review and discussion on the Draft Action Plan, and;


11

Updates to the Diversity Committee.

Meetings will be a blend of virtual and in person, and vary in time from 30 minutes to 3 hours.

3.3 Development of Plan The selected Consultant shall provide the following services: development and meetings.

3.3.1 Development

Developing the plan with the items noted above;

Producing a draft report of the Plan, in colour and suitable for sharing with the public (both print and digital forms)

Once adopted by Municipal Council, producing a final report with the Plan, in colour and suitable for sharing with the public (both print and digital forms)

3.3.2 Meetings

Bidders shall allow for a kick-off meeting with the Municipality and regular meetings during the development of the plan.

4 Provisional Services

Consultants are encouraged to provide additional services that could be provided beyond the Scope of Work in Section 3, that may be beneficial to the project based on previous experience. Provisional Services would be beyond the $25,000 budget (HST inclusive), and would only be considered by the Municipality if additional funds become available. The cost for the provisional services should be separated from the main services in the financial proposal, described in Section 5. The scoring of the RFP will be based on the main scope of work, not the provisional services.


12

5 Proposal Submission Requirements

5.1 Proposal Submission a. The proposal shall be emailed as a PDF document to bmastroiannicountyofkings.ca marked in a

two step format as follows: i. Email #1- Technical Proposal: must be received before 2:00 pm local time July 16 , 2020

in order to be considered. The Technical Proposal (Refer to Section 5.4 for content requirements) is to be submitted via email to the above address with the subject “Action Plan Proposal- Firm Name”. Do not include any financial information in the technical proposal. If including provisional services, please include with Financial Proposal email, as a separate document.

ii. Email #2- Financial Proposals: proposals containing the price of the proposed work and any additional services proposed by the Consultant must be received between 6:00 a.m. and 2:00 p.m. local time on July 23, 2020. The subject line of the email should read “Action Plan Quote- Firm Name”. If including provisional services, please include with Financial Proposal email, as a separate document.

b. Proposals must be signed by an authorized signatory of the Consultant. c. Late proposals shall be deleted. d. All proposals shall be and remain irrevocable unless withdrawn prior to the designated closing

time.

5.2 Consultant Responsibilities a) The proposal must be signed by the person(s) authorized to sign on behalf of the Consultant or

company and binds the Consultant to the statements made in the proposal. b) Proposed sub consultants must be listed with attached resumes. A joint proposal submission must

indicate which consultant has overall responsibility for the proposal jointly and severally liable for. If a consultant wishes to submit alternative options, each option is to be submitted as a separate proposal.

c) The Consultant is entitled to amend or withdraw its proposal at any time before the closing time. After the closing time, the Consultant will not change the wording or content of its proposal and no words will be added to or deleted from the proposal, including changing the intent or content of the presentation of the proposal, unless requested by the Municipality.

d) The Consultant and sub consultants (as applicable) shall not assign responsibility to meet any part of the obligations of the contract to a third party without the written consent of the Municipality.

e) Consultants are solely responsible for their own expenses in preparing the proposal, presentation of the proposal, and any travel costs incurred in presentation and/or interviews and negotiating a contract.

f) It is the Consultant’s responsibility to ensure that their submission is complete and is delivered to the Municipality by the date and time indicated. Proposals submitted after the above noted time shall be deleted.


13

5.3 Amendment or Withdrawal of Proposals a. Proposals may only be amended or withdrawn by using the same method as proposal submission

prior to the time of RFP Closing. Amendments or withdrawals submitted by fax shall not be accepted.

b. Head amendment or withdrawal as follows: “(Amendment)/ (Withdrawal) of Proposal for Action Plan”. Sign as required for Proposal, and submit at address given for receipt of Proposals prior to time of RFP Closing. All submissions must be received prior to RFP Closing.

5.4 Technical Proposal Content Proposals should be detailed enough to demonstrate how the Consultant’s expertise, staff, and resources best meets the needs of the Municipality as described in this RFP. The proposal shall, at a minimum, include the following information:

Statement of work (include additional services as separate section);

Proposed project method and timeline;

Corporate background;

Corporate procedures;

Current total staffing and clients;

Corporate Organizational Chart;

Related municipal experience (including specific projects with consulting fee value, construction value if applicable and references);

CV of all principal staff; and

CV of staff and resources that are proposed to have direct responsibility to principal staff (maximum one page per person).

All CV’s shall, at a minimum, contain the following information:

Name and credentials;

Training and Experience;

Position in Firm;

Proposed relationship with client;

Anticipated general field of activity with the Municipality;

Area of practice in the firm;

Back up personnel to support principal staff during absence or staff turnover. The proposal should generally demonstrate their ability to provide the services requested. However, Consultants are encouraged to prepare a proposal that will provide the best possible product given the range of services. Service(s) that do not directly meet the specific services requested, but which the Consultant feels will benefit the Municipality’s strategic or operational objectives should be submitted under “Provisional Services”.


14

5.5 Price Quote Proposal Content Consultants shall present their cost proposals in tabular form so that their level of effort can be reviewed. The Consultant shall provide a fixed cost amount. <Rest of page intentionally left blank>


15

6 Proposal Evaluation

6.1 Evaluation Process All submissions received prior to closing will be evaluated by a Review Panel consisting of:

Diversity and Outreach Specialist, Policy Analyst, and the Deputy Chief Administrative Officer.

Possible additional Municipal Staff; and

Subject matter experts and stakeholders as may be selected at the CAO’s discretion. The Review Panel reserves the right to perform any of the following and to take the information obtained into account in evaluating a Proposal including the right to:

Seek clarification or verify information provided by a Consultant with respect to this RFP;

Contact any or all of the references supplied by a Consultant to verify any information or data submitted by the Consultant and to obtain information about past performance;

Interview either via teleconference or at the Municipality’s offices any or all of the Key Personnel proposed by a Consultant; and

Request additional detail(s) on any element(s) of any submission(s).

6.2 Evaluation Criteria The evaluation of proposals will follow a three (3) step qualitative scoring system. Step 1 – Technical Proposal Scoring The Technical Score is worth 100 points maximum. Only proposals that receive a minimum Technical Score of 70 shall proceed to Step 2. The evaluation of the Technical Proposals shall be based on the following:

i. Methodology – 10 Points

Does Consultant understand project objectives?

All components addressed?

Enough detail to ensure methodology is well thought out?

Innovative approaches?

ii. Technical Ability – 25 points

Experience with similar projects

Proven ability with similar projects

Description of similar projects and references

iii. Project Team – 25 Points

What experience does team have with similar projects?

Qualifications of key personnel, including back up personnel

Communications and reporting

Lived experience


16

iv. Engagement Plan – 25 Points v. Quality of Proposal – 5 points

Level of effort

Presentation

Thoroughness

vi. Value Added/Innovation – 10 points Step 2 – Fee Proposal Scoring The proposal with the lowest cost will receive 40 points, all other proposals will be ranked on a linear relationship such that a proposal at twice the cost would receive half the points. Step 3 – Total Combined Score Total Combined Score = Technical Proposal Score + Fee Proposal Score The Review Panel shall recommend to the applicable Purchasing Authority that the contract be awarded to the Consultant whose proposal receives the highest Total Combined Score of all the compliant proposals. <Rest of page intentionally left blank>

Appendix A Terms of Reference of Diversity Kings

County

17

Diversity Kings County Terms of Reference MUNICIPALITY OF THE COUNTY OF KINGS April 7, 2014 Amended October 2, 2018

DKC Terms of Reference – April 7, 2014, Amended October 2, 2018 1

Purpose In February of 2008 the Council of the Municipality of the County of Kings formally approved a Declaration (see Appendix A) to join the Canadian Coalition of Municipalities against Racism and Discrimination (CCMARD) - part of a larger United Nations Educational, Scientific, and Cultural Organization (UNESCO) initiative. In 2006, Municipal Councillors, while attending a Federation of Canadian Municipalities conference, were presented with a UNESCO display detailing the initiative to establish a network of cities interesting in sharing experiences in improving policies to fight racism, discrimination, xenophobia and exclusion. The Councillors presented the initiative to Committee of the Whole in December of 2007 with the recommendation that Council approve the Declaration, which was formally adopted in February 2008. In 2012, with support from DKC, the Council of the Municipality of the County of Kings allocated funds to contract a consultant to develop an action plan, in keeping with CCMARD’s

vision. Horizons Community Development Associates Inc was contracted, and facilitated a community-based process to develop the Action Plan for Ending Racism and Discrimination in the Municipality in the County of Kings ((http://goo.gl/D34I2I), which was unanimously approved by Council in October 2012. In 2013, Council allocated an annual budget for implementing the Action Plan for each of the next five years. The purposes of Diversity Kings County are:

To determine and educate the public about where and how racism, discrimination and exclusion are manifest in the Municipality of the County of Kings.

To recommend policies, programs and practices designed to eliminate racism, discrimination and exclusion, to monitor the effects of recommendations and to report on changes.

To guide the implementation of Action Plan. To directly undertake relevant activities described in the Action Plan. To address broad issues of diversity and inclusion.

Authority The Committee has the authority to

Recommend to Municipal Council (through the Chair) policies, programs and practices designed to eliminate racism, discrimination and exclusion.

Monitor the effects of recommendations that are implemented. Report on changes. Provide input (through the Chair) to Municipal and/or contracted staff working on the

Action Plan.


Membership Members Diversity Kings County shall be comprised of a minimum of six and maximum of thirteen committee members including: Two Municipal Councillors; Two Municipal staff, one of whom represents the local union and one of whom is the Human

Resources Specialist; Three citizens, one each from the Towns of Berwick, Kentville, and Wolfville; and Three to six citizens who reside in the Municipality outside of the three Towns.

The Committee may also include non-voting advisory members who represent key partner organizations and/or who bring expertise in relevant areas. Selection of Members The Municipality will advertise Committee positions in accordance with current Municipal procedures. The advertisement shall contain the following statement:

As one example of this initiative is to ensure recognition of the diversity within the County, we are actively seeking applications from racially visible persons, persons with disabilities, members of other traditionally under-represented groups, and citizens with an interest in advancing anti-discrimination programs generally.

The Towns of Berwick, Kentville, and Wolfville will appoint their representatives. All other members must be appointed annually by the Council of the Municipality of the County of Kings via the Nominating Committee, and must be residents of the County of Kings. The Committee will make a motion to formally invite non-voting advisory members to join the Committee. If the invitation is accepted, the Committee will make a motion to formally accept the advisory committee members. Membership Terms Municipal Councillors will serve four-year terms (to coincide with municipal elections). Citizen members will serve two-year rolling terms. New citizen members will be added to

replace those who are completing terms or leaving the Committee for other reasons. There will not be set terms for Municipal staff and advisory members. There is no limit on the number of consecutive terms any members may serve on the

Committee.


Voting Municipal Councillors and citizens are considered voting members of the Committee. Municipal staff members and advisory members do not have a vote. Municipal staff members’ positions on decisions will be noted in the minutes, and identified

as non-voting contributions. Advisory members’ positions on decisions will be noted in the minutes, and identified as non-voting contributions.

Participation Voting members are expected to attend and participate in a minimum of 75% of regularly scheduled meetings over the course of a calendar year. If they do not, or if they miss three consecutive meetings, they will be asked to reconfirm their commitment to serving on the Committee. Roles and Responsibilities Individual Committee Members The responsibilities of individual committee members are as follows: Attend Committee meetings; Share information from the Committee with the organizations/communities they are

representing; Gather input on relevant matters from the organizations/communities they are representing to

share with the Committee; Work toward the 10 Commitments agreed to by the Municipality of the County of Kings (see

Appendix B); Represent the Committee as required at community functions; Report to the Committee with regards to any functions at which they have represented the

Committee; Guide the implementation of the Action Plan; and Contribute to the implementation of the Action Plan.

Committee members will work together to prepare an annual budget based on the annual allocation approved by Council. Chair The Chair is: A Municipal Councillor Selected by Committee members Both Municipal Councillor members must be present for the selection of the Chair


The Chair is responsible for: Ensuring the timely delivery of all Committee agendas and minutes; Serving as the chair of Committee meetings, calling the meeting to order and ensuring that

appropriate procedures are followed; The delivery of Committee reports and recommendations to Council (if the Chair is the

Warden, the other Councillor on the Committee may present the report and recommendations); and

Serving as the representative of the Committee at official functions; s/he may delegate this role to the Vice Chair or other Committee members, as required.

The Chair is considered a voting member of the Committee. Vice-Chair The Vice-Chair is: Selected by Committee members Both Municipal Councillor members must be present for the selection of the Vice-Chair

The Vice-Chair is responsible for: Convening and conducting meetings if the designated Chair is not available; and informing

the Chair as to the salient points/decisions raised or agreed to at that meeting. Serving as the official representative of the Committee at official functions, when delegated

by the Chair. Reporting to the Chair with regards to any functions at which they have represented her/him.

Secretary The Secretary is the Municipality’s Human Resources Specialist. The Secretary is responsible for: Collecting agenda items (which must be submitted no later than five days before each

meeting), and distributing the agenda with relevant materials (no later than three days before each meeting).

Ensuring the preparation and issuing of meeting minutes (with clearly noted action items) within one week of each meeting.

Maintaining and tracking progress on action items. Gathering input from Committee members and issue Committee documents in a timely

fashion. Ensuring the activities of the Committee are communicated effectively to the community. Preparing press releases and ensuring they reach target audiences. Coordinating with the Municipality of the County of Kings web-site manager to ensure

access to pertinent information on Committee activities is available through the web-site.


Decision Making The Committee requires 75% of voting (Municipal Councillor and citizen) members to be

present for the approval of recommendations and documents.

Recommendations to Council will require majority support by voting Committee members. Majority will be considered 50% plus one.

When decisions are required between meetings: To the greatest extent possible, the Secretary will consult with Committee members; s/he will

send an electronic message to Committee members outlining the decision to be made, providing any available materials to inform the decision, and indicating the timeline for making the decision. The decision will be made based on a majority vote of voting members, as above.

When time does not permit consultation with Committee members and a decision must be made immediately, the Chair (or Vice-Chair, if delegated by the Chair) may make a decision on behalf of the Committee, using all available and relevant information. S/he must immediately inform the Committee of the decision.

Reporting Guidelines All minutes of the Committee will be considered open to the public, unless they deal with

sensitive Committee issues, according to the MGA guidelines (e.g., personnel matters). The Committee will report annually via progress updates to the Council of the Municipality

of the County of Kings. The Committee will also deliver reports, such as regarding the community engagement

process, and progress on the Action Plan.

Meetings

Meetings will generally take place on the first Monday of each month. Additional meetings will be scheduled as needed. During winter months, storm dates will be scheduled in advance for all meetings. The

Secretary, in consultation with the Chair, shall determine whether a meeting is postponed because of a storm, and by 9:00 am the day of the scheduled meeting, will inform Committee members that the meeting is postponed to the storm date.

Meetings will generally take place from 5:00 – 7:00 pm.

Meetings will generally take place at the Municipal office in Kentville. To facilitate connections with diverse groups in the community, meetings will take place

in other locations across Kings County up to six times per year.


Meetings will generally be open to the public, unless the nature of Committee business (such as dealing with issues under the Municipal Government Act) requires a closed Committee meeting.

Approved/Review Date TOR approved: April 7, 2014 TOR to be reviewed in April 2015 TOR amended: October 2, 2018


Appendix A: CCMARD Declaration


Appendix B: UNESCO Commitments 1. Increase vigilance against systemic and individual racism and discrimination; 2. Monitor racism and discrimination in the community more broadly as well as municipal

actions taken to address racism and discrimination; 3. Inform and support individuals who experience racism and discrimination; 4. Involve citizens by giving them a voice in anti-racism initiatives and decision-making; 5. Support measures to promote equity in the labour market; 6. Provide equal opportunities as a municipal employer, service provider and contractor; 7. Support measures to challenge racism and discrimination and promote diversity and equal

opportunity housing; 8. Support measures to challenge racism and discrimination and promote diversity and equal

opportunity in the education sector and other forms of learning; 9. Promote respect, understanding, and appreciation of cultural diversity and inclusion of

Aboriginal and racialized communities into the cultural fabric of the municipality; and 10. Support policing services in their efforts to be exemplary institutions in combating racism

and discrimination.

Appendix C Form of Agreement

18

Action Plan for Ending Racism and Discrimination in the Municipality

of the County of KingsNOVEMBER 2012

Greetings

On behalf of the Municipality of the County of Kings Racial Relations and Anti-Discrimination Committee, it is my great pleasure to introduce the Action Plan for Ending Racism and Discrimination in the Municipality of the County of Kings.

Our work on racial relations and anti-discrimination formally began in 2008 when theMunicipality adopted a declaration to join the Canadian Coalition of Municipalitiesagainst Racism (CCMARD) – part of a larger United Nations Educational, Scientific, andCultural Organization (UNESCO) initiative. The Town of Kentville joined CCMARD in2010. Kings, along with the Town of Kentville, has committed to addressing the ten UNESCO Commitments that are described in this Action Plan. This work is a labour oflove, and I express my sincere thanks to everyone who has played a role and made acontribution.

Racism and discrimination exist everywhere. By telling our stories and listening to eachother, we can learn together and start to make changes for the better. I am very proudof the Municipality and the Town of Kentville for taking bold steps in developing an Action Plan and working toward making the Municipality of the County of Kings a welcoming, educated, engaged, and committed community that is safe and meets thesocial, cultural and economic needs of all residents regardless of age, ability, race, ethnicity, religion, gender, language, sexual orientation or socio-economic status.

Sincerely,

Diana BrothersWarden, Municipality of the County of Kings

Action Plan for Ending Racism and Discrimination in the Municipality of the County of Kings

i

Diana Brothers

AcknowledgementsSeveral years ago a group of concerned citizens, Councillors, and Municipal staff satdown for their first RRADC meeting with one major goal of eliminating racism and dis-crimination in the community we call home. Over the years the faces of the Committeehave changed, and so have the partners, ideas, and projects we have worked on, butour overall goal has stayed consistent.

Today, the Committee, with the support of Municipal Council, is taking a major step towards achieving our goal. Over the summer months of 2012, the Committee has hadthe privilege of working closely with many community groups, community leaders, residents, and municipal Council/staff. Their passion and devotion towards creating aninclusive community free of racism and discrimination has made it possible to createsuch an important document. On behalf of the Committee, we say thank-you.

The Race Relations & Anti-Discrimination Committee is proud to present the Action Planfor Ending Racism and Discrimination in the Municipality of the County of Kings to the community and beyond. The Action Plan will be a living document. It is not cast instone. It will be honed and changed as circumstances change. It will not be allowed tolanguish because no one cares. We care and we challenge each and every citizen ofKings County to join us and have the courage to stand up and address discriminationand marginalization.

The way ahead will not be easy for this Committee and the community. We need yoursupport, understanding and patience. Racism and discrimination will not be eliminatedovernight. It will take time. The Action Plan provides us with the foundation on which tobuild.

We would like to provide a special thank you to Horizons Community Development Associates Inc. and Horizons Director Cari Patterson for helping to make this Action Plana reality. Your guidance, professionalism, and expertise were instrumental in connectingthe community with the Committee and the Municipality. Also, a special thanks to Dr.Wanda Thomas Bernard who has been a trusted partner to the Municipality of theCounty of Kings and has challenged and encouraged the Committee and Municipalityto strive to do more in our efforts to be a more welcoming community.

"Change will not come if we wait for some other person or some other time. We are the oneswe've been waiting for. We are the change we seek." – President Barack Obama

Sincerely,

Race Relations & Anti-Discrimination CommitteeThe Municipality of the County of Kings


ii


iii

Table of ContentsIntroduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

The UNESCO Commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

The Race Relations and Anti-Discrimination Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Developing the Action Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Summary of Action Plan Focus on UNESCO Commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Our Welcoming Community . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Our Educated Community . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

Our Engaged Community . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

Our Committed Community . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15

Summary Work Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18


1

Introduction

In February of 2008 the Council of the Municipality of the County of Kings formally approved a Declara-tion to join the Canadian Coalition of Municipalities against Racism (CCAMRD) – part of a larger UnitedNations Educational, Scientific, and Cultural Organization (UNESCO) initiative. The Town of Kentville formally approved a Declaration to join the CCMARD in November of 2010.

Background

In adopting the UNESCO Declaration, the Municipality and Town of Kentville agreed to addressthe following UNESCO commitments:

1. Increase vigilance against systemic and individual racism and discrimination;

2. Monitor racism and discrimination in the community more broadly as well as municipal actions taken to address racism and discrimination;

3. Inform and support individuals who experience racism and discrimination;

4. Involve citizens by giving them a voice in anti-racism initiatives and decision-making;

5. Support measures to promote equity in the labour market;

6. Provide equal opportunities as a municipal employer, service provider and contractor;

7. Support measures to challenge racism and discrimination and promote diversity and equal opportunity housing;

8. Support measures to challenge racism and discrimination and promote diversity and equal opportunity in the education sector and other forms of learning;

9. Promote respect, understanding, and appreciation of cultural diversity and inclusion of Aboriginaland racialized communities into the cultural fabric of the municipality; and

10. Support policing services in their efforts to be exemplary institutions in combating racism and discrimination.

The UNESCO Commitments


2

Introduction (Cont’d.)

As one mechanism for achieving the UNESCO commitments, the Municipality formed the Race Relationsand Anti-Discrimination Committee (RRADC) and developed Terms of Reference to guide its work.

The RRADC is composed of two municipal Councillors, one or two municipal staff member(s), one unionizedmunicipal staff member, and three to six residents of the Municipality of the County of Kings. All membersare appointed annually by the Council of the Municipality of the County of Kings.

Current RRADC members are:

Warden Diana Brothers (Chair) Councillor Dick KillamChris Moore – Municipal Staff Member Lynette MacLeod – Municipal Staff MemberTrevor Surette – Municipal Staff Member (Unionized)

Aritha Jardine – Citizen MemberCrystal Best – Citizen Member

The Race Relations and Anti-Discrimination Committee

Committee Vision

Garry Michaud – Citizen Member (Vice Chair)Julia Fralick – Citizen MemberNastasya A. Kennedy – Citizen Member Sharron Criss – Citizen Member Catherine Gibson – Advisory MemberKrishinda McBride – Advisory Member

We envision the Municipality of the County of Kings as a recognized leader in establishing and implementing policies, programs and practices to eliminate racism, discrimination and exclusion.

Committee Mission

To determine where and how racism, discrimination and exclusion are manifest in the Municipalityof the County of Kings. To recommend policies, programs and practices designed to eliminate racism,discrimination and exclusion, to monitor the effects of recommendations and to report on changes.


3


The Committee will research and investigate issues relating to racism and discrimination, and will recommend to the Council of the Municipality of the County of Kings resources, policies, and practicesthat are consistent with the UNESCO 10 Commitments. The Committee will facilitate the achievementof these commitments through the creation and implementation of an Action Plan.

Role of the Committee

For the purposes of this work, we are using the following definitions:

Definitions

Cultural safety: Cultural safety goes beyond cultural awareness (the acknowledgement of difference); cultural sensitivity (the recognition of the importance of respecting difference); and cultural competence (the focus on skills, knowledge, and attitudes of practitioners). Cultural safetyrequires that individuals be respectful of nationality, culture, age, sex, political and religious beliefs.The Nursing Council of New Zealand has defined culturally unsafe practice as “any actions that diminish, demean or disempower the cultural identity and well-being of an individual.”

(Source: http://www.naho.ca/documents/naho/english/Culturalsafetyfactsheet.pdf)

Diversity: The concept of diversity encompasses acceptance and respect. It means understandingthat each individual is unique, and recognizing our individual differences. These can be along the dimensions of race, ethnicity, gender, sexual orientation, socio-economic status, age, physicalabilities, religious beliefs, political beliefs, or other ideologies. It is the exploration of these differencesin a safe, positive, and nurturing environment. It is about understanding each other and moving beyond simple tolerance to embracing and celebrating the rich dimensions of diversity containedwithin each individual.

(Source: http://gladstone.uoregon.edu/~asuomca/diversityinit/definition.html)

Race relations: The relationships between people of different races who live in the same community.


4

In July 2012 the RRADC contracted Horizons Community Development Associates Inc. (www.horizonscda.ca) to facilitate the development of the Action Plan. Between July and September, the Horizons team reviewed relevant documents and reports, and conducted interviews and focus groupswith representatives from a broad range of groups across Kings County. In early September Horizons facilitated a community session to gather input from interested citizens.

A draft Action Plan was presented at the RRADC’s fourth annual Celebration of Multiculturalism andInclusion in September 2012. Citizens provided feedback via surveys and a web survey, and the final version of the Action Plan was approved by the RRADC and unanimously approved by Council in October2012.

This Action Plan builds on known strengths in Kings County. It will continue to evolve and growwith our community. It is currently written as a three year plan; we will reflect on it and update itregularly.

Developing the Action Plan


This Action Plan is organized around four strategic areas:

• Our Welcoming Community

• Our Educated Community

• Our Engaged Community

• Our Committed Community

The table on the next page summarizes the specific UNESCO Commitments addressed in each of the four strategic areas.


5

UNESCO Commitments

Strategic Area

Our Welcoming Community

Our Educated

Community

Our Engaged

Community

Our Committed Community

1. Increase vigilance

Municipality as guardian of public interest

✔

✔✔ ✔

✔ ✔

✔ ✔

Summary of Action Plan Focus on UNESCO Commitments

4. Support policing services

2. Monitor actions

3. Increase support for people who experience racism and/or discrimination

5. Provide equal opportunities as a municipal employer, service provider and contractorMunicipality

as an organization

✔

✔ ✔

✔ ✔

6. Promote equity in the labour market

7. Challenge racism and discrimination and promote diversity and equal opportunity in housing

Municipality as communitybased on the

respect of humanrights and dignity

✔

✔

✔

✔✔

9. Challenge racism and discrimination in education and learning

10. Promote respect, understanding and appreciation of diversity and the inclusion of Aboriginal, racialized communities

8. Involve all residents in initiatives ✔ ✔

✔


6


Action A

GOAL: To create a safe and welcoming community that meets the social, cultural and economic needs of all residents regardless of age, ability, race, ethnicity, religion, gender, language, sexual orientation or socio-economic status.

OBJECTIVE 1: Through active effort by County Council, identify and implement events, programsand procedures that reflect the community as safe and welcoming to all groups regardless of age,ability, race, ethnicity, religion, gender, language, sexual orientation or socio-economic status.

Participate with community partners in the recognition of internationally, nationally, and provincially declared events commemorating inclusion, diversity and equality. (For example, develop a calendar of special days, place ads in thelocal paper commemorating special events/days, highlight events/days in newsletters/twitter /e-mail, etc).

Measures Responsibility TimeframePotential Partners

Resources Required

# of events attended

# of events hosted

Public awareness of events

RRADC members

RRADC staff

Community groups

Staff time

Advertising/PR budget

RRADC annual budget, community partners’ budgets

Year One and ongoing

Resources/ Best Practices

Action B

Establish and implement a review process for all internal and external documents to ensure that language, format andimages reflect the community as safe and welcoming to all groups regardless of age, ability, race, ethnicity, religion,gender, language, sexual orientation or socio-economic status.


Resources Required

Documented reviewprocess

# of documents reviewed

#, type of document revisions

Communications Officer

Staff time

Training



7

Our Welcoming Community (Cont’d.)

Action C

Apply the principles of universal design in all new municipal projects, presentations, events and renovations of physicalspaces.


Resources Required

# of projects, presentation, events, renovations applyingprinciples of universal

design

Municipal planning staff


Municipal staff

Staff time

Training

Year Two and ongoing


Equal Access: Universal Design of Physical Spaces http://www.washington.edu/doit/Brochures/PDF/equal_access_spaces.pdf

Equal Access: Universal Design of Your Project http://www.washington.edu/doit/Brochures/PDF/design.pdf

OBJECTIVE 2: Develop and implement a program that provides residents with opportunities to makea personal commitment to creating a safe and welcoming community.

Action A

Develop a personal Code of Conduct for residents.


Resources Required

Documented Code of Conduct

RRADC staff Community organizations

Staff time Year One


Ally Program of the Youth Project: http://www.youthproject.ns.ca/ally.php

Action B

Develop and implement a process for residents to commit to the Code of Conduct (also see Action 3c below).

Measures Responsibility Potential Partners

Resources Required



Staff time


Ally Program of the Youth Project: http://www.youthproject.ns.ca/ally.php

Timeframe

Year Twoand ongoing


8

Our Welcoming Community (Cont’d.)

OBJECTIVE 3: Develop and implement a program that provides local businesses and organizationswith opportunities to make a commitment to creating a safe and welcoming community.

Action A

Develop a Code of Conduct for businesses and organizations.


Resources Required



Staff time


Safe Harbour Respect for All Program: http://www.amssa.org/programs/diversity/safe-harbour/nfl/welcome

Timeframe

Year One

Action B

Develop and implement a process for businesses and organizations to commit to the Code of Conduct.


Resources Required

Documented process

Public awareness of Code of Conduct

# of businesses committed to

Code of Conduct

RRADC staff

RRADC members

Community organizations

Staff time


Safe Harbour Respect for All Program: http://www.amssa.org/programs/diversity/safe-harbour/nfl/welcome

Timeframe

Year Twoand ongoing

Action C

Develop and implement a process for recognition of individuals, businesses and organizations that exemplify the Codes of Conduct.


Resources Required

# of residents, businesses,and organizations

recognized for commitment to Code

of Conduct

RRADC staff

RRADC members


Staff time

Timeframe

Year Twoand ongoing


9

Our Educated Community

GOAL: To create a community in which residents, employers, and organizations are well informed and have access to information about inclusion and diversity.

OBJECTIVE 1: Increase public knowledge of diversity and inclusion.

Action A

Develop and implement a social marketing strategy that shares the stories of residents, their diverse backgrounds, theirexperiences of discrimination and exclusion, and strategies for addressing racism, discrimination and exclusion.


Resources Required

Strategy developed

Strategy implemented

Public awareness of strategy

RRADC staff


Social Marketing Consultant

Local Employers

Acadia University

NSCC

Province of NS

Funds to hire consultant,

implement strategy

Timeframe

Year Three

Action A

Develop and implement cultural competency and cultural safety training for municipal staff; using a train the trainermodel, make this training available to educators, Councillors, other service providers, volunteers and community members.


Resources Required

Training program developed

# of training sessions delivered

# of participants in training sessions

# of trainers

RRADC staff

RRADC members, advisors

AVRSBNS Department of Education (DOE)

NS Department of Healthand Wellness (DHW)


Staff time

Relationships with partners


DOE Racial Equity /Cultural Proficiency Framework: http://www.ednet.ns.ca/pdfdocs/racial_equity/RECPF_WEB.pdfCultural Competence Guidelines for the Delivery of Primary Health Care in Nova Scotia: http://healthteamnovascotia.ca/cultural_competence/CulturalCompetenceGuidelines_Summer08.pdfDHW - An Introduction to Cultural Competence in Health Care: http://www.gov.ns.ca/health/mocins/BBTT/Cultural-Competence/Culture-Cometence-Participant-Materials-Session-1.pdfCounty Development Council Durham (2009) Cultural Competency in the Provision of Health and Social Services:http://www.cdcd.org/cms_lib/002_Cultural_Competency_in_the_Provision_of_Health_and_Social_Services.pdf

Timeframe

Year Twoand ongoing

OBJECTIVE 2: Increase the cultural competence and cultural safety of local educators, municipalCouncillors, municipal staff, and other service providers.


10

Our Educated Community (Cont’d.)

Action A

Establish a clearinghouse of resources including best practices related to diversity, inclusion, and diversity management.


Resources Required

#/type of documents andresources compiled

# of individuals, organizations accessing

information


Acadia UniversityNSCC

Local employers

Staff time


Health Promotion Clearinghouse: http://www.hpclearinghouse.ca/

Timeframe

Year Twoand ongoing

Action B

Create, maintain and distribute a directory of existing resources, assets and initiatives.


Resources Required

Directory created RRADC staff Community organizations

Staff time



Timeframe

Year Oneand ongoing

Action C

Establish a network of individuals, organizations and private sector partners, and a mechanism for communicationamong network members (e.g., listserv, Facebook page, website, blog).


Resources Required

# of individuals, organizations and privatesector partners engaged

Communication mechanism in place

Use of communicationmechanism


Local employers

Staff time



Timeframe

Year Oneand ongoing

OBJECTIVE 3: Increase community capacity to effectively promote diversity and inclusion through information sharing and networking.


11

Our Educated Community (Cont’d.)

Action D

Mobilize network to share information and funding opportunities for addressing discrimination and promoting diversity.


Resources Required

# of opportunities sharedamong members

# of collaborative proposals submitted

# of initiatives funded


Staff time

Timeframe

Year Twoand ongoing

Action E

Establish a single point of contact within the Municipality for individuals or employers seeking information regarding inclusion, diversity, and diversity management.


Resources Required

Point of contact established

# of requests for information

#/type of responses

RRADC staff

Municipal staff

Staff time

Timeframe

Year Three


Employee Assistance Programs


12

Our Engaged Community

Action A

Share the Action Plan widely; continue to develop and refine future direction in collaboration with stakeholders.


Resources Required

Action Plan distributed RRADC staff

RRADC members


Local employers

Media

Staff time

Timeframe


GOAL: To encourage shared ownership and community wide engagement and participation in the elimination of discrimination and racism, and in the promotion of diversity and inclusion.

OBJECTIVE 1: Increase participation in race relations and anti-discrimination initiatives across all sectors in the Municipality.


CCMARD Toolkit www.ccmard-ccmcrd.ca

Action B

Identify and address barriers to engagement of marginalized groups.


Resources Required

#/type of barriers identified

Strategies for addressingbarriers developed,

implemented

RRADC staff

RRADC members


Local employers

NS Human Rights Commission

Staff time

Timeframe



13

Our Engaged Community (Cont’d.)


Resources Required

# new relationships established

# relationships strengthened

RRADC staff

RRADC members

Town Councils


Local employers

Media

Staff time

Timeframe


Action B

Identify champions and people of influence who can help address discrimination and promote diversity.


Resources Required

# champions identified

# champions engaged

#/type of activities ofchampions to move

agenda forward

RRADC staff

RRADC members


Local employers

Media

Staff time

Timeframe


Action A

Educate RRADC members and partners about meaningful youth engagement.


Resources Required

Session(s) completed

#/type of processes participants use to

engage youth

RRADC staff

RRADC members


Media

Staff time

Timeframe


OBJECTIVE 3: Increase opportunities to meaningfully engage youth in addressing racism and promoting diversity in the Municipality.


Heartwood Institute: http://www.heartwood.ns.ca/

OBJECTIVE 2: Build and strengthen partnerships across all sectors for addressing discrimination andpromoting diversity.

Action A

Build meaningful relationships with stakeholders across the Municipality.


14

Our Engaged Community (Cont’d.)

Action B

Establish a Youth Council as part of RRADC.


Resources Required

Youth Council established

RRADC staff

RRADC members


Media

Staff time

Timeframe



Heartwood Institute: http://www.heartwood.ns.ca

Red Road Project: http://www.redroadproject.ca/


15


Action A

Revisit and update the RRADC Terms of Reference to: (1) clarify the primary purpose of the committee as a coordinatingbody, (2) outline clear roles and responsibilities for committee members, and (3) broadly define the focus of the committee as addressing discrimination and promoting inclusion and diversity.


Resources Required

TOR updated RRADC members

Timeframe

Year One

Action B

Hire a full-time staff person dedicated to the work of the RRADC.


Resources Required

Staff person in place Municipality

RRADC members

Funding for recruitment,salary and other

employment related costs

Office space

Office materials

Timeframe


GOAL: To demonstrate a commitment to ending racism and discrimination byinvesting in sustainable supports for inclusion and diversity work at the municipallevel.

OBJECTIVE 1: Establish the RRADC as a guiding body to coordinate and support community effortsto end racism and discrimination.

Action A

Hold regular RRADC meetings in locations throughout the community and invite community members to host and attend.


Resources Required

#, locations of meetings

# of community participants

RRADC members

RRADC staff


Timeframe


OBJECTIVE 2: Increase the RRADC’s accountability to the community.


16

Our Committed Community (Cont’d.)

Action B

Develop a communication plan to regularly inform the community about the work of the RRADC.


Resources Required

Communication plan developed

Communication plan implemented

RRADC staff Staff time

Timeframe

Year One

Action A

Compile best practices for diversity management policies; share through clearinghouse.


Resources Required

Best practices compiled

RRADC staff

Humna Resources staff

Acadia University

NSCC

Local Employers

Chamber of Commerce

Staff time

Timeframe

Year Two

OBJECTIVE 3: Develop and implement clear, effective policies based on best practices to ensure inclusive environments free of discrimination.


Action B

Work with the Human Resources Department to promote and support a diverse employee base.


Resources Required

Diversity of Municipal staff

RRADC staff Local Employers

Chamber of Commerce

Staff time

Timeframe


http://www.phac-aspc.gc.ca/canada/regions/atlantic/Publications/Inclusion_lens/inclusion-eng.php


17

Our Committed Community (Cont’d.)

Action C

Make training and information available to help local employers and organizations develop and implement policies thataddress discrimination and promote diversity (see also cultural competence training).


Resources Required

#, type of information requests addressed

# of training sessions

RRADC staff

Cultural competencetrainers

Valley African Nova Scotia Development

Association (VANSDA)

Chamber of Commerce

Staff time

Timeframe

Year Two and ongoing


18

Summary Work Plan

The following tables summarize the times the work will occur. The orange sqaures signify the yearin which the work begins; light orange signifies ongoing work.

Action YEAR 1 YEAR 2 YEAR 3

OBJECTIVE 1: Through active effort by County Council, identify and implement events, programs and procedures that reflect the community as safe and welcoming to all groups regardless of age, ability, race,ethnicity, religion, gender, language, sexual orientation or socio-economic status.

STRATEGIC AREA GOAL: To create a safe and welcoming community that meets the social, culturaland economic needs of all residents regardless of age, ability, race, ethnicity, religion, gender, language, sexual orientation or socio-economic status.

a) Participate with community partners in the recognition of international, national and provincially declared events commemorating inclusion, diversity and equality.

b) Establish and implement a review process for all internal and external documents to ensure that language, format and images reflect the communityas safe and welcoming to all groups regardless of age, ability, race, ethnicity, religion, gender, language, sexual orientation or socio-economic status.

c) Apply the principles of universal design in all new municipal projects, presentations, events and renovations of physical spaces.

a) Develop a Code of Conduct for businesses and organizations.

b) Develop and implement a process for businesses and organizations to committo the Code of Conduct.

c) Develop and implement a process for recognition of individuals, businesses and organizations that exemplify the Codes of Conduct.

a) Develop a personal Code of Conduct for residents.

b) Develop and implement a process for residents to commit to the Code of Conduct (also see Action 3c below).

OBJECTIVE 2: Develop and implement a program that provides residents with opportunities to make a personal commitment to creating a safe and welcoming community.

OBJECTIVE 3: Develop and implement a program that provides local businesses and organizations with opportunities to make a commitment to creating a safe and welcoming community.



19


OBJECTIVE 1: Increase public knowledge of diversity and inclusion.

STRATEGIC AREA GOAL: To create a community in which residents, employers, and organizationsare well informed and have access to information about inclusion and diversity.

a) Develop and implement a social marketing strategy that shares the stories of residents, their diverse backgrounds, their experiences of discrimination and exclusion, and strategies for addressing racism, discrimination and exclusion.

a) Establish a clearinghouse of resources including best practices related to diversity, inclusion, and diversity management.

b) Create, maintain and distribute a directory of existing resources, assets and initiatives.

c) Establish a network of individuals, organizations and private sector partners, and a mechanism for communication among network members.

d) Mobilize network to share information and funding opportunities for addressing discrimination and promoting diversity.

e) Establish a single point of contact within the Municipality for individuals or employers seeking information regarding inclusion, diversity, and diversity management.

a) Develop and implement cultural competency and cultural safety training for municipal staff; using a train the trainer model, make this training available to educators, Councillors, other service providers, volunteers and community members.

OBJECTIVE 2: Increase cultural competence and cultural safety of local educators, municipal Councillors, municipal staff, and other service providers.

OBJECTIVE 3: Increase community capacity to effectively promote diversity and inclusion through information sharing and networking.

Summary Work Plan (Cont’d.)

Our Educated Community


20


OBJECTIVE 1: Increase participation in race relations and anti-discrimination initiatives across all sectors inthe Municipality.

STRATEGIC AREA GOAL: To encourage shared ownership and community wide engagement andparticipation in the elimination of discrimination and racism, and in the promotion of diversity andinclusion.

a) Share the Action Plan widely; continue to develop and refine future direction in collaboration with stakeholders.

b) Identify and address barriers to engagement of marginalized groups.

a) Educate RRADC members and partners about meaningful youth engagement.

b) Establish a Youth Council as part of RRADC.

a) Build meaningful relationships with stakeholders across the Municipality.

b) Identify champions and people of influence who can help address discrimination and promote diversity.

OBJECTIVE 2: Build and strengthen partnerships across all sectors for addressing discrimination and promoting diversity.

OBJECTIVE 3: Increase opportunities to meaningfully engage youth in addressing racism and promoting diversity in the Municipality.


Our Engaged Community


21


STRATEGIC AREA GOAL: To demonstrate a commitment to eliminating racism and discrimination byinvesting in sustainable supports for inclusion and diversity work at the municipal level.


OBJECTIVE 1: Establish the RRADC as a guiding body to coordinate and support community efforts to end racism and discrimination.

a) Revisit and update the RRADC Terms of Reference.

b) Hire a full-time staff person dedicated to the work of the RRADC.

a) Compile best practices for diversity management policies; share through clearinghouse.

b) Work with the Human Resources Department to promote and support a diverse employee base.

c) Make training and information available to help local employers and organizations develop and implement policies that address discrimination andpromote diversity (see also cultural competence training).

a) Hold regular RRADC meetings in locations throughout the community and invite community members to host and attend.

b) Develop a communication plan to regularly inform the community about the work of the RRADC.

OBJECTIVE 2: Increase the RRADC’s accountability to the community.

OBJECTIVE 3: Develop and implement clear, effective policies based on best practices to ensure inclusive environments free of discrimination.


The Municipality of the County of Kings87 Cornwallis Street, Kentville, NS B4N 3W3

(902) 678-6141 • 1-888-337-2999 (toll-free)www.county.kings.ns.ca


19

This Agreement made on the day of __________ in the year 2020.

BY AND BETWEEN

MUNICIPALITY OF THE COUNTY OF KINGS a body corporate under the Municipal Government Act (Nova

Scotia) and having an office at 181 Coldbrook Village Park Dr., Coldbrook NS B

(hereinafter called the “Municipality”)

And

(hereinafter called the “Consultant”)

Whereas the Municipality issued a Request for Proposals (Project #20-18 ) for the development of an

updated action plan to eradicate racism and discrimination (Project);

AND Whereas the Consultant was the successful bidder under the RFP;

AND whereas the Municipality wishes to engage the Consultant for the provisions of the services as

more particularly descried in the RFP for the Project;

NOW THIS AGREEMENT, in consideration of the mutual covenants and agreements contained herein,

and for other good and valuable consideration, the Parties hereby agree as follows:

1. Definitions

1.1. In this Agreement the following terms shall have the following meanings:

1.1.1. “Agreement” means this agreement in writing between the parties hereto, including the

recitals, the Contract Documents and any schedules attached hereto and hereby made a

part hereof, as it may be amended or supplemented from time to time; and the

expressions “hereof”, “herein”, “hereto”, “hereunder”, “hereby” and similar expressions

refer to this agreement and unless otherwise indicated, references to section are to

sections in this Agreement;

1.1.2. “Consultant’s Cost Submission” means the Cost Submission submitted by the Consultant in

connection with the RFP and attached as Schedule ‘C’;

1.1.3. “Consultant’s proposal” means, together, the Consultant’s Technical Submission and

Consultant’s Cost Submission;

1.1.4. “Consultant’s Technical Submission” means the Technical Submission submitted by the

Consultant in connection with the RFP and attached as Schedule ‘B’;

1.1.5. “Contract Documents” means this Agreement including the RFP and the Consultant’s

proposal;

1.1.6. “General Terms and Conditions” means the Agreement’s General Terms and Conditions as

set out in Appendix C of the RFP;


20

1.1.7. “Project” means Municipal Project #20-18 for the development of an updated action plan

to eradicate racism and discrimination as described in the RFP;

1.1.8. “RFP” means the Request for Proposals dated issued June 18, 2020 by the Municipality in

connection with Project #20-18 for the development of an updated action plan to

eradicate racism and discrimination:

i. <Addendum>

Together attached as Schedule ‘A’ hereto; and

1.1.9. “Services” mean the Services identified Part 3 – Scope of Work of the RFP and to be

provided by the Consultant in accordance with the General Terms and Conditions.

2. Engagement by the Municipality

The Municipality hereby engages the Consultant for the Term to render the Services as described in the RFP in connection with the Project.

3. Acceptance of Engagement by the Municipality

The Consultant hereby accepts the engagement and covenants to render the Services in accordance with the General Terms and Conditions and in a timely manner and at such times as are agreed upon by the Consultant and the Municipality. In the performance by the Consultant of the Services, the Consultant shall act honestly and in good faith with a view to the best interests of the Municipality.

4. Term This Agreement shall commence as of the Effective Date and shall continue for the duration of the Term as defined in the General Terms and Conditions, unless earlier terminated by either party in accordance with the provisions of the Agreement.

5. Compensation 5.1. The estimated Contract Price is $___________ (Canadian Funds) including HST, as set out in the

Consultant’s Cost Submissions for the Services and payable in installments based on progress of the work performed to date. This constitutes the maximum amounts payable to the Consultant for its performance of the work, and the Consultant shall not be entitled to any additional compensation for its performance as described in this Agreement.

5.2. Without limiting the generality of Clause 5.1, the Contract Price may be modified if both parties agree in writing to amend the work outlined in the Contract Documents, including the Consultant performing additional services at the request of the Municipality.

6. The Consultant is an independent consultant and not the servant, employee, partner or agent of the Client.

7. Notice Notices in writing between the parties shall be considered to have been received by the addressee on the date of delivery of delivered to the individual, or a member of the firm, or to an officer of the corporation for whom they are intended by hand, or by registered post; or if sent by regular post, to have been delivered within five (5) working days of the date of the mailing when addressed as follows:


21

The Client at: The Consultant at:

The Municipality of the County of Kings

181 Coldbrook Village Park Drive, Coldbrook NS,

B4P 1B9

Fax: 902-679-0911

Email: [email protected]

8. Entire Contract The Contract Documents are to be read into and form part of the Agreement and the whole shall constitute the Contract between the parties and subject to law and the provisions of the Contract Documents shall endure to the benefit of and binding upon the parties hereto, their respective heirs, legal representatives, successors and assigns.

9. No action or failure to act by the Municipality or Consultant shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

10. Time Time shall be construed as being of the essence in this Contract.

<Rest of page intentionally left blank>



22

IN WITNESS WHEREFOR the parties hereto have executed this Agreement under their respective

corporate seals and by the hands of their duly authorized representatives.

SIGNED, SEALED, AND DELIVERED

In the Presence of:

CLIENT

Municipality of the County of Kings

Name of Client

Witness Signature

Name and Title of Person Signing

Witness Signature

Scott Conrod, CAO


CONSULTANT

Name of Consultant

Witness Signature


Witness Signature

Name and Title of Person Signing NB: Where legal jurisdiction, local practice or Owner or Consultant requirements calls for (a) proof of authority to execute this document, attach such proof of authority in the form of a certified copy of a resolution naming the representative(s) authorized to sign the Agreement for and on behalf of the corporation or partnership; or (b) the affixing of a corporate seal, this Agreement should be properly sealed.

Appendix D General Terms and Conditions

23

The following Terms and Conditions shall apply to any contract resulting from this RFP. 1) Headings The division of this Contract into articles and sections and the insertion of the recitals and headings are for convenience and reference only and shall not affect the construction or interpretation of the Contract. 2) Currency All transactions referred to in this Contract will be made in Canadian Dollars. 3) Singular, Plural, Gender and Person Wherever in this Contract the context so requires, the singular number shall include the plural number and vice versa and any gender used shall be deemed to include the feminine, masculine or neuter gender and “person” shall mean an individual, partnership, consortium, corporation, joint venture or other entity or government or any agency, department or instrumentality thereof and vice versa. 4) Time Time is of the essence of the Contract. 5) Expiry of Time Period In the event that any date on which any action is required to be taken under this Contract is not a business day, such action shall be required to be taken on the next succeeding day which is a business day unless otherwise provided in this Contract. 6) Accounting Terms All accounting terms not specifically defined shall be construed in accordance with Canadian Generally Accepted Accounting Principles. 7) Precedence of Documents In the event of any ambiguity, conflict or inconsistency among any of the provisions of the Contract then the provisions establishing the higher quality or level of goods and services, safety, reliability and durability shall govern. 8) Advertisement The Consultant will not use the name of the Municipality or any contents of this document in any advertising or publications without prior written consent from the Municipality. 9) Adverse Material Changes In the event of an adverse material change in the Municipality’s Capital or Operating budgets, the Municipality reserves the right to cancel or reduce its contractual obligations without penalty. 10) Amendment, Waiver, or Modification This Contract may not be amended except by a Change Order or by a written instrument signed by the Municipality. No indulgence or forbearance by the Municipality shall be deemed to constitute a waiver of its rights to insist on performance in full and in a timely manner of all covenants of the Consultant, and any such waiver, in order to be binding upon the Municipality, must be expressed in writing and signed


24

by the Municipality and then such waiver shall only be effective in the specific instance and for the specific purpose for which it is given. 11) Authority The Consultant warrants it has full power and authority to enter into and perform its obligations under this Contract and the person signing this Contract on behalf of the Consultant has been properly authorized and empowered to enter into such Contract. The Consultant further acknowledges that it has read all of the terms, conditions and provisions of this Contract and understands all provisions thereof and agrees to be bound thereby. 12) Clear Title The Consultant warrants clear title to materials and equipment supplied by them and will indemnify and hold the Municipality harmless against any or all lawsuits, claims, demands and/or expenses, patent litigation, intellectual property infringement, materialman’s or labourer’s liens, or any claims by third parties in or to the goods and services mentioned and supplied by the Consultant. 13) Conflict of Interest The Consultant and its employees shall take all reasonable steps to ensure avoidance of all direct or indirect conflicts of interest between any of their individual interests and those of the Municipality. If the Consultant or any one of its personnel becomes aware of any reasonable possibility of any such conflicts, then the Consultant shall promptly disclose to the Municipality the facts and circumstances pertaining to same. 14) Consultant’s Personnel The Consultant is solely responsible for all aspects of employment and labour relations in connection with its workforce. The Consultant is the employer of its workforce and such employees are not employees or agents of the Municipality. All such employees shall be under the direct management and sole supervision of the Consultant. No employment relationship is created between the Consultant or any of the employees and the Municipality. The Consultant shall be responsible for all payroll functions and shall pay in a timely manner all salaries and benefits, taxes, employment insurance premiums, Canada Pension Plan premiums or contributions, Workers Compensation Act assessments and any other assessments or contributions of any kind or nature whatsoever that are payable to any governmental authority in respect of the Consultant’s employees. It is the express mutual understanding and intention of the Consultant and the Municipality that the Consultant is not a successor to, or common employer with the Municipality and nothing in the Contract shall be construed, interpreted, understood or implied contrary to that mutual intention and understanding. 15) Consultant’s Taxes The Consultant shall pay when due all taxes, rates, duties, assessments and license fees that may be payable by the Consultant under applicable law or levied, rated, charged or assessed by any governmental authority in respect of the provisions of the Services to the Municipality. 16) Costs The Consultant shall be responsible for paying its own costs and expenses incurred in connection with the negotiation, preparation and execution and delivery of this Contract.


25

17) Criminal Records Check a) If requested by the Municipality at any time, the Consultant shall ensure that their workers or

subcontractors have security clearance, obtained from the Royal Canadian Mounted Police, Kentville Police Services or similar law enforcement agency, to work in any of the Municipality’s buildings and properties.

b) If requested by the Municipality at any time, the Consultant shall ensure that their workers or subcontractors have a Criminal Record Check and Vulnerable Sector Check. If this security clearance is not available, the reason for unavailability must be clearly stated, and may be ground for non-inclusion at the discretion of the Municipality.

18) Employee Qualifications The Consultant shall ensure its employees are competent to perform the Services and are properly qualified, trained and supervised in keeping with the qualification, training and supervision provided by a reasonably prudent Consultant of similar services in a public environment. 19) Employee Conduct The Consultant shall require all of its employees performing Services to adhere to all existing and future the Municipality’s policies with regard to harassment, workplace conduct and other policies of a like nature. The Consultant shall ensure its employees do not have any contact with staff other than in the normal course of providing Services and at no time shall such contact be inappropriate. The Consultant shall ensure that any employees who do not meet the standards required by this Contract do not provide Services at any facilities and are promptly removed from the work site. Failure to comply with these provisions constitutes a material breach of the Contract entitling the Municipality to immediately terminate the Contract as per Section 31. 20) Entire Contract These terms and conditions, together with the RFP, the Consultant’s proposal and subsequent purchase orders constitutes the entire Contract between the parties and supersedes all prior negotiations and discussions. The parties confirm and acknowledge that there are no collateral Contracts, representations or terms affecting or forming part of this Contract other than as set forth herein. Any additions or modifications to the Contract may only be made in writing, executed by both parties. 21) Exchanges No exchanges will be made without authority from the Municipality. 22) Extension of Services The Municipality may, at their option, upon not less than thirty-days (30-days calendar) written notice to the Consultant, extend the scope of the Contract to any other agency, board or commission governed by or affiliated with the Municipality on the same terms contained in the Contract. 23) Firm Pricing Pricing shall be fixed for the duration of the Contract and shall not be subject to adjustment unless expressly provided for in the Contract.


26

24) Term of Contract The Contract commences on the date that it is awarded to the Consultant, and continues in force until the Services are acceptably completed (as determined by the Municipality, acting reasonably) or until the earlier termination of the Contract in accordance with these Terms and Conditions. 25) Continuous Services The Consultant shall provide continuous and uninterrupted Services to the highest standard of care, skill and diligence maintained by persons providing similar services. Should any work or materials be required for the proper performance of the Contract which are not expressly or completely described in the Contract and are reasonably associated with or necessary for the proper and timely performance and provision of the Services, then such work or materials shall be deemed to be implied and required by the Contract and the Consultant shall furnish them as if they were specifically described in the Contract as part of the Services. 26) Changes to Scope of Service The Municipality shall have the right to change the scope of Services provided by the Consultant by Change Order including changes in Service standards, increasing or reducing the frequency, level or quality of Services, adding, reducing or deleting Services at any facility and adding, deleting or changing facilities, sites or locations of Services provided. The Contract Price will be adjusted to reflect any change in the scope of Services. The amount of any reduction or increase in the Contract Price shall be determined by the Municipality and the Consultant by taking into account any reduction or increase in capital or labour costs based on the pricing methodology, rates, and costs for the Services set forth in the Consultant’s proposal. If the Municipality and the Consultant are unable to agree on the appropriate reduction or increase in the Contract Price the matter shall be referred for resolution pursuant to binding arbitration in accordance with the Commercial Arbitration Act. The Municipality shall not be liable to the Consultant for any loss (including loss of anticipated profit) or damage of any nature arising out of any reduction or deletion in Services. The Consultant shall not be entitled to be paid for any Services not expressly provided for within the scope of the Services or not covered by a duly authorized Change Order. 27) Delays, Substitute Services, and Liquidated Damages Except when due to an Event of Force Majeure, if the Consultant fails to complete the Services or any part of the Services by any date or deadline specified in the Contract or approved change orders (the “Period of Delay”), the Municipality may elect to:

a) Obtain substitute services from a third party, in which case the Consultant must reimburse the Municipality for the difference, if any, between the charges incurred by the Municipality for the substitute services and the charges specified in the Contract that the Municipality would owe to the Consultant if not for the Period of Delay. If the Municipality decides to permanently use the substitute service from a third party the Contract Price will be adjusted accordingly.

b) Recover from the Consultant any damages or losses suffered by the Owner as result of a Period of Delay (“Actual Damages”).

c) Recover from the Consultant $500 per day for each day that the Period of Delay continues (“Liquidated Damages”). The Consultant agrees that such Liquidated Damages represent a fair, reasonable and appropriate estimate of the Municipality’s Actual Damages and that such Liquidated Damages may be assessed and recovered by the Municipality as against the Consultant without the Municipality being required to present any evidence of the amount or character of Actual Damages sustained by reason thereof. Such Liquidated Damages are intended to represent


27

estimated Actual Damages and are not intended as a penalty, and the Consultant shall pay them to the Municipality without limiting the Municipality’s right to terminate this Contract for default as provided elsewhere herein.

28) Suspension of Services

a) In any circumstance where the Municipality is of the view that the Services as performed by the Consultant are either not in accordance with the requirements of the Contract or pose any unacceptable risks to the safety of the Municipality staff or the public, the Municipality may without incurring any liability to the Consultant immediately suspend, in whole or in part, performance of further services on written notice to the Consultant for such a period of time as the Municipality may determine, in which case the Consultant agrees it will vacate the subject Municipal facilities and sites along with its employees and equipment until such period of time as the Municipality may determine.

b) The Municipality may otherwise temporarily suspend the Services by giving the Consultant fourteen (14) days advance notice in writing of the temporary suspension.

c) The Municipality shall not be responsible for any fees incurred by the Consultant during the period of any suspension unless the Consultant provides the Municipality with supporting documentation to show that such fees were reasonably necessary.

d) The Consultant shall resume and complete the Services in accordance with the terms of the Contract upon receiving notice from the Municipality to do so. The Municipality shall make an equitable adjustment to the terms of this Contract which are affected by the suspension including time requirements and payment.

29) Force Majeure “Event of Force Majeure” means any cause beyond the control of the Municipality or the Consultant which prevents the performance by either party of any of its duties, liabilities and obligations under this Contract not caused by its default or act of commission or omission and not avoidable by the exercise of reasonable effort or foresight by that party including explosion, fire, casualty or accidents, epidemics, cyclones, earthquakes, floods, droughts, war, civil commotion, acts of Queen’s enemies, blockade or embargo, and acts of God but excluding lack of or insufficient financial resources to discharge and pay any monetary obligations and excluding increases in commodity prices, inability to obtain labour, equipment or materials, strikes, lockouts or other labour disputes. If the Municipality or the Consultant fails to perform any term of the Contract and such failure is due to an Event of Force Majeure, that failure will not be deemed to be a default under the Contract. The party affected by an Event of Force Majeure will immediately notify the other party and will take all reasonable steps to minimize the extent and duration of the Event of Force Majeure and the period of all delays resulting from the Event of Force Majeure will be excluded in computing the time within which anything is required or permitted by such party to be done under this Contract, it being understood and agreed that the time within which anything is to be done under this Contract will be extended by the total period of all such delays. During the Event of Force Majeure requiring suspension or curtailment of a party’s obligation under this Contract, that party will suspend or curtail its operations in a safe and orderly manner.


28

30) Limit of Force Majeure If an Event of Force Majeure prevents the Consultant from providing Services at any facility for a period of one or more days, the Municipality may thereafter, at its option, and without incurring any liability to the Consultant, on notice to the Consultant, either suspend in whole or in part the performance of further Services on a site by site basis or for all sites or terminate this Contract with respect to the affected Services, or if all Services are prevented, the entire Contract. In the event of such suspension, the Consultant agrees it will vacate the affected site(s) along with all of its employees and equipment until such period of time as the Municipality may determine and the Municipality shall have the right to obtain substitute Services from a third party or through its own forces at its sole discretion for the duration of such period of suspension. In the event of such termination, the Municipality shall be entitled to a refund of all prepaid costs related to the Services prevented by the Event of Force Majeure. 31) Termination of Contract

a) The Municipality may terminate the Contract immediately by giving the Consultant notice in writing, if the Consultant: i) In the opinion of the Municipality, fails to perform the Services or any portion thereof within

the time stated in the Contract for such completion, ii) Becomes insolvent, iii) Commits an act of bankruptcy, iv) Abandons the project, v) Assigns the Contract without the required written consent, vi) Conduct detrimental to the Municipality, vii) Fails to observe or perform any of the provisions of the Contract, viii) Has any conflict of interest which may, in the opinion of the Municipality, have an adverse

effect on the project, or ix) Fails to cure the default of a material obligation in accordance with Section 36.

b) The Municipality may terminate the Contract by giving the Consultant thirty (30) days advance

notice in writing of the date on which the Contract is terminated. c) If the Contract is terminated for any of the reasons set out in Article 31.1, the Consultant shall pay

the Municipality upon demand an amount equal to all loss or damage suffered, both directly and indirectly by the Municipality as a result of the non-completion of the Services by the Consultant. If the Consultant fails to pay the Municipality for any such loss or damage on demand, the Municipality shall be entitled to deduct the same from any payments due and payable to the Consultant as well as exercise any other remedies available to the Municipality.

d) Subject to Article 31(c), the Municipality shall, in the event of termination of the Contract, pay to the Consultant all reasonable fees and distributions incurred by the Consultant in accordance with the Contract up to the date of termination. The Municipality shall have no further liability whatsoever to the Consultant for any loss of profit or any losses suffered either directly or indirectly, by the Consultant as a result of the termination of this Contract. Notwithstanding the foregoing, the Municipality’s maximum liability to the Consultant shall not in any circumstances or for any purpose exceed the Contract Price.

e) The Consultant agrees that termination or suspension of the Contract or a change to the Services to be provided under this Contract does not operate so as to relieve or discharge the Consultant from any obligation under this Contract or imposed upon the Consultant by law in respect to the Services or any portion of the Services that the Consultant has completed.


29

32) Further Assurances The parties shall, with reasonable diligence, hold all meetings, perform all acts, execute and deliver all documents and instruments, do all such things and provide all such reasonable assurances as may be reasonably necessary or desirable to give effect to the provisions of this Contract. 33) Improvements and Efficiencies The Consultant shall at its cost continuously develop and implement improvements and efficiencies in the performance of its Services through improved familiarity with the environment, redeployment of resources, workload balancing, lowering unit costs through utilization of shared equipment, simplified and streamlined processes, lower carrying and delivering charges and other strategies. The Consultant will identify all potential performance improvements and efficiencies to the Municipality and shall at the same time provide the Municipality with a calculation of the corresponding savings to the Consultant and the costs of providing such Services. The Municipality will assess whether the proposed performance improvements and efficiencies may be carried out without compromising the service standards and if the Municipality approves same, the Consultant will implement such improvements and efficiencies for the benefit of the Municipality. 34) Independent Contractor The parties are independent contractors. The Contract does not create or establish any relationship as partners, joint venturers, employer and employee, master and servant or principal and agent. 35) Independent Legal Counsel The Consultant confirms it has obtained independent legal advice in entering into this Contract. 36) Default If the Consultant fails to perform a material obligation under this Contract, the Municipality may consider the Consultant to be in default and may assert a default claim by giving the Consultant a written and detailed notice of default. The Consultant shall have thirty (30) days after receipt of the notice of default to either (i) cure the default or (ii) if the default is not curable within thirty (30) days, to provide a written cure plan. The Consultant will begin implementing the cure plan immediately after receipt of notice by the Municipality that it approves the plan. 37) Liability and Indemnity

a) The Consultant agrees to indemnify and hold harmless the Municipality, its officers, its agents, it employees and its volunteers from and against any and all losses, claims, demands, payments, suits, judgments, charges, expenses, actions, cause of actions, and costs caused by or arising from:

b) The willful actions or misconduct of the Consultant including, but not limited to, trespass or nuisance, or

c) The negligent performance of the Services. d) The Municipality may set off any sums owed by the Consultant to the Municipality pursuant to

this indemnity from any sums due to the Consultant. This right is in addition to any other remedies available to the Municipality under law.

e) In the event that any action, suit, claim or demand is brought or made against the Municipality or any of its servants, agents, or employees, as set out in Article 37(a), the Municipality shall give the Consultant a written notice and the Consultant shall have the option of contesting the validity of the action, suit, claim or demand by appropriate legal proceedings. If the Consultant elects to


30

contest, it shall give written notice to the Municipality within seven (7) days of receipt of the notice from the Municipality. On final determination of such action, suit, claim or demand, the Consultant shall immediately pay any judgment awarded against the Municipality or any of its servants, agents or employees, together with all proper costs and charges.

f) In the event that the Consultant shall not elect, within the period of seven (7) days to contest any action, suit, claim or demand, the Municipality may commence any such action, suit, claim or demand at the sole discretion of the Municipality. The Consultant shall immediately pay to the Municipality any sums paid by the Municipality, together with any sum as shall represent the reasonable costs of the Municipality in defending or settling any action, suit, claim or demand.

g) Without restricting the generality of the foregoing, for the purposes of Articles 37(b) and 37(c), costs shall mean party-party costs, solicitor-client costs, and solicitor and his/her own client costs, whether the Municipality retains internal or external counsel.

h) Any property or work to be provided by the Consultant under this Contract will remain at their risk until they are provided with written acceptance by the Municipality. The Consultant will replace at their expense, all property or work damaged or destroyed by any cause whatsoever.

i) The obligations of the Consultant under the articles of this Section 38 shall not extend to the liability of the Municipality, its employees, agents, officers or servants where liability arises from the negligent act or omission of the Municipality.

j) This Section 37 survives the expiry, suspension, or termination of this Contract. 38) Insurance

a) During the term of this Contract, the Consultant shall carry the following: i) General Liability Insurance covering the services and operations of the Consultant for bodily

injury and/or property damage with policy limits of not less than Two Million Dollars ($2,000,000.00) per occurrence. Such policy shall include the following:

ii) Contractual Liability; iii) Non Owned Automobiles; iv) Cross Liability; v) Pollution Liability, if required; vi) Employers’ Liability (if applicable); and vii) Municipality as additional insured. viii) Professional Liability Insurance covering the services provided by the Consultant with policy

limits of not less than Two Million Dollars ($2,000,000.00) per claim and in the aggregate The Consultant shall obtain such insurance when the Consultant subcontracts for any work from such a design professional, and prior to the submittal of construction documents. Any design professional required to obtain professional liability insurance must maintain proof of insurance for the term of the Contract.

b) The insurance shall be in a form and with insurers acceptable to the Municipality, acting reasonably. Certificates of insurance shall be provided to the Municipality by the Consultant or the Consultant’s broker and evidence of renewal shall be provided to the Municipality not less than thirty (30) days prior to the expiry dates of the policies. Certified copies of policies shall be provided on request by the Municipality.

c) The Consultant shall be responsible for the payment of all premium and deductible amounts relating to the insurance policies, and the Consultant shall maintain the insurance from the date of this Contract until the completion of the Project.


31

d) The insurance coverage requirements as specified in this insurance provision shall not be construed as a limit to the Consultant’s liability under this Contract.

e) During the term of the Contract, the Municipality, acting reasonably and at its cost, has the right to have the Consultant increase or decrease the insurance limits, purchase additional insurance policies and/or change insurance coverages.

f) If the Consultant is legally obliged to be covered by Workers’ Compensation and Health and Safety regulations, the Consultant shall provide evidence of coverage and evidence that the premiums have been paid and are up-to-date. Consultant shall also be responsible for obtaining and providing evidence that any subcontractor is also covered as required by law.

g) Successful Consultants will be required to enter into a Consultant/Client agreement as required on a project specific basis. The intention of the agreement will be to hold the consultant responsible for any damages incurred as the result of their errors or omissions or negligence.

h) Each agreement shall contain a comprehensive hold harmless/indemnification clause in favor of the Municipality for all claims arising out of the negligence and/or act or omission of the engineering firm.

39) Subcontractor

a) The Consultant may, upon first obtaining the written approval of the Municipality, retain the services of a subcontractor as may be required to perform the Services.

b) The Consultant shall be responsible for the performance of the Services under this Contract even if the subcontractors retained are approved by the Municipality pursuant to Article 39.

c) For subcontractors retained by the Consultant and approved by the Municipality, the Consultant shall bind the subcontractors to a contract containing: i) a provision indicating the laws of Nova Scotia govern the Contract between the Consultant

and the subcontractor; and ii) terms and conditions which are consistent with the terms of this Contract.

d) Nothing contained in this Contract creates any contractual relationship between any of the Consultant’s subcontractors and the Municipality.

40) Project Human Resources Changes

a) The Consultant shall use all reasonable efforts to minimize the possibilities of changes in its human resources assigned to perform the Consultant’s obligations under this Contract. If a change is necessary, the Consultant is required to promptly notify the Municipality. Notification shall include: i) the reason for the proposed change; ii) a comprehensive description of the proposed change; and iii) detailed resumes for each new proposed resource documents the resource’s specific relevant

experience and expertise related to the Services, credentials, accreditations, awards and background.

b) The Consultant shall use all reasonable efforts to promptly replace such resource with another that is of at least equal competence.

c) All resource replacements contemplated in Article 40(a) are subject to the Municipality’s written approval.

d) The Consultant shall bear all additional costs incurred as a consequence of any replacements.


32

41) Confidentiality a) The Consultant will be permitted access to files and reports that relate to the Services.

Information pertaining to the Municipality obtained by the Consultant as a result of this project is confidential and must not be disclosed without written permission of Municipality.

b) Notwithstanding the foregoing, data, information and material will not be considered confidential if such data, information and material is obtainable by the Consultant through other means than the Municipality or on behalf of the Municipality or if such data, information and material has been published or distributed by the Municipality to the general public.

c) This Section 41 survives the expiry, suspension, or termination of this Contract. 42) Freedom of information and protection of protection of privacy

a) The Consultant acknowledges that the Municipality is subject to the requirements of the Municipal Government Act relating to Freedom of Information and Protection of Privacy at Part XX. All information and records pertaining to this Contract will be maintained in confidence or disclosed by the Municipality in accordance with the provisions of the Municipal Government Act relating to Freedom of Information and Protection of Privacy

b) The selected Consultant agrees that it is subject to the provisions of the Municipal Government Act relating to Freedom of Information and Protection of Privacy.

c) The selected Consultant agrees that all information or records under its care and control that is collected or created for purposes of this Contract are subject to the provisions of the Municipal Government Act relating to Freedom of Information and Protection of Privacy.

d) The Consultant must not permit the collection, use and/or disclosure of any personal information (as defined by section 461(f) of the Municipal Government Act) without the consent of the individual.

e) In the event that the Consultant is acquired by a non-Canadian company, the Consultant agrees, at no cost to the Municipality and upon reasonable notification from the Municipality, to provide to the Municipality all of the Municipality’s data in electronic format, and to completely purge all of the Municipality’s data, including backups, from the Consultant’s possession prior to the completion of the acquisition. A certificate from an independent third party verifying that all data, including backups, has been purged shall be provided to the Municipality prior to the acquisition of the Consultant by a non-Canadian company. Acceptable third parties include professional accountants, certified auditors and IT professionals.

f) Section 42 survives the expiry, suspension, or termination of this Contract. 43) Law

a) This Contract is and will be deemed to be made in Nova Scotia and for all purposes will be governed exclusively by and construed and enforced in accordance with the laws prevailing in Nova Scotia and the laws of Canada applicable therein. Unless stated otherwise herein, the Consultant attorns to the exclusive jurisdiction of the courts of Nova Scotia to determine any dispute arising out of this Contract and the RFP.

b) The Consultant shall obtain and pay for all necessary permits or licenses required for the execution of the Services.

c) The Consultant shall comply with all relevant federal, provincial and municipal legislation, codes, bylaws and regulations applicable to the Services. This includes any Municipality policies and procedures in force at the time of the performance of the Services. Where there are two or more laws, bylaws, regulations or codes applicable to the Services, the more restrictive shall apply.


33

d) If the Consultant performs the Services contrary to any applicable laws, bylaws, regulations, codes and orders of any authority having jurisdiction, the Consultant shall be responsible for and shall correct any violations thereof and shall bear all resulting costs, expenses, penalties and damages. If the Municipality is required to do anything or take any steps or pay any sums to rectify such non-compliance, the Municipality may subtract the cost of such rectifications from any monies owed to the Consultant. Such action shall not be deemed a waiver of any action that the Municipality may pursue to collect any monies paid that exceed the monies owed to the Consultant.

e) The Consultant shall indemnify the Municipality, its officers and employees against any damage caused to the Municipality as a result of any negligence or unlawful acts of the Consultant, its employees, agents, or subcontractors. Similarly, the Consultant shall agree to indemnify the Municipality, its officers and employees against any claims or costs initiated by third parties as a result of any negligence or wrongful acts of the Consultant, its employees, agents, or subcontractors.

44) Payment

a) Reimbursement will be on a lump sum basis that may be invoiced on a percentage basis throughout the project.

b) The Consultant is to submit a completed “Progress Claim” form provided by the Municipality with the Consultant’s invoice attached. Payment requests submitted without this documentation will not be accepted.

c) Invoices shall match the Purchase Order sequence of items listed. Consultants are to send invoices in duplicate, at the following address:

Municipality of the County of Kings 181 Coldbrook Village Park Dr. Coldbrook, NS B4N 3W3 Attn: Brittany Mastroianni, Diversity and Outreach Specialist

d) The invoice must show the authorized purchase order number, itemized list of services being

invoiced for and a Consultant contact name and phone number for invoice problem resolution should the need arise. Agreed charges for freight, postage, insurance, crating or packaging, etc. must be shown as separate line item on the invoice(s). HST must also be shown as separate line items on the invoice. The Municipality will not be considered in default of payment terms if the payment process is delayed due to incorrect pricing. The Municipality is interested in taking advantage of any discounts allowed for prompt payment of invoices.

45) Intellectual Property Rights

a) The Consultant agrees that all base materials, research results, computer programs, drawings, documents and notes or materials of any type whatsoever developed or prepared by the Consultant (the “Documents”) in performance of the Consultant’s Services shall vest in and become the absolute property of the Municipality, including assignment of all copyright. The Consultant agrees that this transfer of property and assignment of copyright applies to the Documents notwithstanding that the Documents may contain wording to the contrary.

b) For greater certainty, Documents as defined in Section 45(a) does not include the Consultant’s pre-existing intellectual property or derivatives thereto, owned by the Consultant and used in the performance of the Services (the “Materials”), which remains the Consultant’s intellectual


34

property. Notwithstanding the foregoing, the Consultant agrees that any of the Materials used in the performance of the Services or incorporated into the Documents may be used by the Municipality for its business purposes and may be shared with the Municipality’s other Consultants. To the extent that the Materials are included in the deliverables to the Municipality, the Municipality shall receive a perpetual, royalty-free, non-transferable, non-exclusive license to use the deliverables for the purpose for which they were intended.

c) Upon completion of the Services or termination of this Contract, the Consultant shall deliver all of the Documents to the Municipality on demand by the Municipality. The Consultant may keep copies of the Documents. Once the Municipality has possession of the Documents, the Municipality is solely responsible for the use that the Municipality makes of the Documents in other projects.

d) Without prejudice to any rights which may exist in the Municipality by virtue of any prerogative rights and powers or by virtue of the Copyright Act, R.S.C. 1985, c. C-42, the Consultant agrees that all present and future rights in the copyright in the Documents will vest absolutely and immediately in the Municipality.

e) The Consultant warrants that the Consultant is the only person who has or will have moral rights in the Documents and the Consultant waives in favour of the Municipality, all of the Consultant’s moral rights, as provided for in the law of copyright, in the Documents.

f) The Consultant agrees that execution of this Contract constitutes the written assignment of copyright and waiver of moral rights pursuant to Articles 46(d) and 46(e).

g) The Municipality agrees to indemnify and hold the Consultant harmless from any claim, liability or cost (including reasonable legal fees) arising out of any modification of the Documents by the Municipality or any person that obtains the Documents from or through the Municipality.

46) Intellectual Property Infringement and Royalties

a) The Consultant represents and warrants that, to the best of its knowledge, neither it nor the Municipality will infringe any third party's intellectual property rights (including patent, copyright or industrial design) as a result of the performance of the Services or through the use of any work delivered by the Consultant in connection with the Services (the “Work”), and the Consultant shall, at its own expense, defend any suit that may arise in respect thereto and hold harmless and indemnify the Municipality against all claims, demands, costs, charges and expenses arising from or incurred by any such infringement.

b) If anyone makes a claim against the Municipality or the Consultant concerning intellectual property infringement or royalties related to the Work, that Party agrees to notify the other Party in writing immediately. If anyone brings a claim against the Municipality, the Consultant agrees to participate fully in the defense and any settlement negotiations and to pay all costs, damages and legal costs incurred or payable as a result of the claim, including the amount of any settlement. Both Parties agree not to settle any claim unless the other Party first approves the settlement in writing.

c) The Consultant has no obligation regarding claims that were only made because: i) the Municipality modified the Work or part of the Work without the Consultant's consent or

used the Work or part of the Work without following a requirement of the Contract; or ii) the Municipality used the Work or part of the Work with a product that the Consultant did

not supply under the Contract (unless that use is described in the Contract or the manufacturer's specifications); or


35

iii) the Consultant used equipment, drawings, specifications or other information supplied to the Consultant by the Municipality (or by someone authorized by the Municipality).

47) Notices All notices, consents or other communications other than day-to-day communications, provided for under this Contract shall be in writing and shall be deemed to have been duly given and to be effective, (i) if mailed, three (3) business days after being deposited in the post as registered, postage prepaid, return receipt requested, and (ii) if delivered or sent by facsimile communication, on the date of delivery, to the parties at the respective addresses specified in the RFP and proposal or at such other address as the party to whom the notice is sent shall have designated in accordance with the provisions of this Section. 48) Security Requirements Only employees of the Consultant specifically assigned to perform the Services will be allowed to enter the Municipality’s facilities or sites. Where required by the Municipality, the Consultant shall ensure that all sub-Contractors and service representatives that enter the Municipality’s facilities or sites are reported to the Municipality’s representative so that the Municipality’s representative will be aware of who is at the facility or site and the duration of that person’s visit. The Consultant shall comply with all relevant the Municipality’s policies relating to building security and card access systems and shall be held responsible for any damages or injuries resulting from the misuse or loss of keys and/or access cards. 49) Set-Off The Municipality shall be entitled at all times to set-off any amount due or owing to the Consultant by the Municipality under the Contract against any amount or amounts for which the Consultant is or may be liable by virtue of the Consultant’s failure to comply with any statutory or regulatory requirement, any duty, or any obligation arising out of or relating to the performance of the Contract. the Municipality shall also have the right to withhold any payment which relates to that portion of the Services which have not been provided by the Consultant in accordance with the terms of the Contract, or which relates to a dispute between the parties (until such time as the dispute is resolved). 50) Subcontracting and Assigning The Consultant will not assign this Contract or any part thereof or enter into any subcontract for any or all of the Services without the prior written consent of the Municipality, which consent may be arbitrarily and unreasonably withheld. The Consultant is required to provide to the Municipality the names of any proposed subcontractors and activities to be performed by them. Approval by the Municipality of a subcontractor shall not relieve the Consultant of its obligations under the Contract except to the extent those obligations are in fact properly performed. In the event the Municipality approves a subcontractor the Consultant shall secure compliance and enforce at its own expense for the benefit of the Municipality, each of the Consultant’s contracts with subcontractors. Nothing contained in this Contract shall create any contractual relationship between any subcontractor and the Municipality. The Consultant agrees to bind every subcontractor to the terms and conditions of the Contract which are appropriate and applicable to the work to be performed by the subcontractor and the Consultant shall be fully responsible to the Municipality for the acts and omissions and errors of all subcontractors and of persons directly or indirectly employed or contracted by them and for coordinating activities of the approved subcontractors. The Municipality, acting reasonably shall be entitled to impose any term or condition in connection with any approval of any proposed assignment or subcontract in order to ensure the continued and effective provision of goods or services to the Municipality. Subcontracting or assigning the Contract to any firm or


36

individual whose current or past or other interests may, in the Municipality’s opinion, give rise to a conflict of interest in connection with the Contract will not be permitted. 51) Supplies, Materials and Equipment The Consultant shall at its expense provide all materials, supplies and equipment for the performance of the Services. No substitute or alternate products or equipment will be used unless agreed to by the Municipality. All equipment, supplies and materials used by the Consultant shall be in good working order and free from defects. All machinery and electrical devices used shall conform to CSA standards and bear CSA approval labels. All costs of approval to obtain the required certification will be the sole responsibility of the Consultant. 52) Survival All obligations of the Consultant which by their terms are intended or are appropriate to survive the termination of the Contract shall survive the cancellation, termination or expiration of the Contract. 53) Taxes The Municipality will pay any HST payable in respect of the various goods and services provided by the Consultant in accordance with the requirements under the Excise Tax Act (Canada). The Consultant is and shall remain an HST registrant under the Act throughout the Standing Offer Period. 54) Ownership of Deliverables All deliverables, reports and supporting documents furnished by the Consultant in its performance of the Services will become the exclusive property of the Municipality. 55) Value Added Services The Consultant shall provide the Municipality with any value added services described in its proposal. Such value added services shall be provided to the Municipality at no charge. 56) Waiver A waiver by the Municipality of a breach or default of the Consultant under the Contract shall not be deemed a waiver of any subsequent or other breach or default by the Consultant. The failure of the Municipality to enforce compliance with any term or condition of the Contract shall not constitute a waiver of such term or condition. 57) Warranties The Consultant warrants that all Services will be performed with reasonable care, diligence and skill and at least in accordance with the standards of care generally practiced by competing Consultants of similar services. The Consultant further warrants the goods or equipment supplied and work and/or services performed under this Contract will conform to the specifications herein, are free from defects and/or imperfections, are merchantable and fit for the purposes for which they are ordinarily employed, and are available for delivery to the Municipality at the time of submission of the Consultant’s proposal or at the time specified by the Municipality in the RFP. The Consultant shall be liable for all damages incurred by the Municipality and its officers, officials, employees, agents and volunteers as a result of any defect or breach of warranty contained in this Contract. The Consultant’s warranty shall extend for no less than a period of twelve (12) months after the goods, equipment, or Services are delivered and accepted by the Municipality and applied to their intended use.