WWRWRF Blower Variable Frequency Drives (VFDs)

354-RFB-27-05
REQUEST FOR BIDS
for
WWRWRF Blower Variable Frequency Drives (VFDs)
To be opened 1:00 PM (ET), Thursday, July 16, 2026
Pursuant to General Statutes of North Carolina, as amended, sealed bids, subject to the conditions and
specifications herein, are invited for furnishing the following apparatus, supplies, materials, equipment. All bids
will be received by the Town of Cary Purchasing Division electronically until the date and time stated above, at
which time the sealed bids will be publicly opened virtually and read.
BY: Kathryn McMillan, Assistant Manager of Procurement & Contracts DATE: July 7, 2026
POSITIVELY NO BIDS CONSIDERED UNLESS SUBMITTED ON THIS DOCUMENT
Please provide pricing subtotals and grand total for the option (or options) you are submitting for evaluation.
LINE TOTAL
QUANTITY ITEM DESCRIPTION
(UNIT PRICE x QTY)
3 KEB VFD 30F5E0W-Y04H
TOTAL FREIGHT COST
TOTAL INSTALLATION COST
ANY/ALL OTHER APPLICABLE FEES
GRAND TOTAL (ALL GOODS, SHIPPING, INSTALL & FEES)
ESTIMATED DATE ALL GOODS DELIVERED ________________________________
MINIMUM NUMBER OF YEARS REPAIR PARTS AND
________________________________
SUPPORT OF THE UNIT WILL BE AVAILABLE (IF ANY)?
Do the products submitted for bid meet the exact specifications listed herein? YES NO

This company is a certified Historically Underutilized Business (HUB) by YES NO

the North Carolina Department of Administration HUB Office.
COMPANY: _______________________________________________ DATE: ________________________
AUTHORIZED SIGNATURE: _________________________________ TITLE: _________________________

DATE: _______________
NOTICE TO BIDDERS: Do not include taxes in your bid proposal pricing. Any and all tax imposed upon any
article on which you are bidding are only to be shown as separate line items on invoices, and in no case are
taxes to be included with your bid price. Failure to comply with these conditions will be considered grounds for
rejection.
In compliance with the above request for bids and subject to all the conditions thereof, the undersigned offers
and agrees, if this bid be accepted within __________ days from the date of the opening, to furnish any or all of
the items upon which prices are quoted at the price set opposite each item within___________ days after receipt
of order, unless otherwise specified.
COMPANY:______________________________________ ADDRESS:______________________________________
TOWN: ______________________________________ STATE: ____________ ZIP CODE:______________________
AUTHORIZED SIGNATURE:__________________________________ TITLE:________________________________
NAME PRINTED OR TYPED: _______________________________________________________________________
CONTACT NAME (if different than above): _____________________________________________________________
TELEPHONE NO.: ___________________________ EMAIL: ______________________________________________
BIDDER'S CHECKLIST
Be aware of the virtual bid opening date and time as indicated on the first page of this proposal.
You must submit bids in electronic format via eVP. No hard copy bids will be accepted.
All signatures must be by a company officer or agent who is authorized to enter and sign bid documents.
Have you read and understood the "Terms and Conditions" and the "Instructions to Bidders" for submitting
a bid to the Town?
Have you read and do you completely understand all the specifications of this bid proposal?
If an addendum to the specifications was issued, has it been returned with this bid proposal (indicating
acceptance of the information contained within)? Failure to do so may result in your submittal being
deemed unresponsive.
Have you enclosed statements explaining any exceptions made to the specifications? (If applicable)
Have you enclosed a memo identifying the manufacturer warranty of EQUIPMENT associated with this
bid?

INSTRUCTIONS TO BIDDERS
1. PURPOSE:
The purpose of this document is to provide general and specific information for the use by suppliers in
submitting a bid to supply the Town of Cary with apparatus, supplies, material and equipment, and/or services
listed above. All bids and contracts are governed by Town policy, and /or by Section 143-129 of the North
Carolina General Statutes.
2. BID SCHEDULE:
Listed below are the dates and times by which stated actions must be taken or completed. The Town may
determine, in its sole discretion, that it is necessary to change any of these dates and times. All listed times
are Eastern standard times.
Action Time Date
Bid issued ---- Tuesday, July 7
2 PM
Deadline for Questions & Approved Equals Friday, July 10
1 PM
Bids Due Thursday, July 16
Anticipated Award ---- Thursday, July 16
3. BIDDER QUESTIONS:
The Town is not liable for interpretations/misinterpretations or other errors or omissions made by the Bidder
in responding to this bid. The Bidder shall examine this bid to determine if the Town's requirements and terms
and conditions are clearly stated. If, after examination of the various requirements and terms and conditions
of this bid, the Bidder believes there are any requirements or terms and conditions which remain unclear or
which restrict competition, the Bidder may request, in writing, that the Town clarify the requirement(s) and
terms(s) and condition(s) specified by the Bidder. The Bidder must provide the Section(s), Subsection(s),
Paragraph(s), and page number(s) that identify the requirements or conditions questioned by the Bidder.
Requests for clarification, technical questions and approval of alternate products to this bid must be received
by the Town no later than the date shown above in Section 2, entitled "Bid Schedule", under Deadline for
Questions. The Bidders' failure to request clarification and submit questions by the date in the bid schedule
above shall be considered to constitute the Bidders' acceptance of all Town's requirements and terms and
conditions. The Town shall issue addenda reflecting questions and answers to this bid, if any, and shall be
posted to the eVP website at North Carolina electronic Vendor Portal.
4. BID CONTACT:
Any and all questions, concerns, request for additional information, and alternate product considerations
shall be directed to the Town of Cary, Procurement Division to the attention of the Assistant Manager of
Purchasing & Contracts:
Kathryn McMillan
Kathryn.mcmillan@carync.gov
5. HOW TO PREPARE BID PROPOSALS:
Bidders are encouraged to carefully review all provisions and attachments of this document prior to
completion. Each bid constitutes an offer and may not be withdrawn except as provided herein. Also, prices
are to remain firm for the period stated herein.
a) PROPOSAL FORM: Submit prices and offers on the BID PROPOSAL FORM(s) provided herein. All
bid proposals must be submitted and signed by the supplier or their authorized representative with
all erasures or corrections initialed and dated by the authorized representative of the proposal.
i. The bidder shall indicate an approximate delivery date for each line item detail listed on
Attachment 1.

ii. The bidder shall submit the subtotal of all goods on the bid proposal form and attach a
quote with the line item details for each line listed on Attachment 1.
iii. The bidder shall submit the subtotal of all goods on the bid proposal form and attach a
quote with the line item details for each line listed on Attachment 1.
b) SIGNATURE: All bids must be signed by an authorized official of the company on the
Bidders Signature Page. A bid may be rejected if it shows omissions, alterations of form,
additions not called for, conditional bid, or any irregularities.
c) TAXES: Do not include taxes in your bid prices. Taxes must be itemized and added to invoices
separately when invoicing the Town. The Town is required to pay sales tax. The Town is exempt from
Federal Excise Tax and has a Federal Tax number.
d) MINORITY WOMEN BUSINESS ENTERPRISES (MWBE) POLICY: The Town invites and
encourages participation in this procurement process by certified Minority and Women-Owned
Business Enterprises (MWBE) in accordance with North Carolina General Statute 143-129.
e) SUSTAINABILITY: As stated in the 2017 Cary Community Plan, the Town has a commitment to
promoting green practices that will promote an environmentally safe and desirable community for
future generations. As such, we recognize our responsibility to minimize negative impacts on human
health and the environment while supporting a diverse, equitable, and vibrant community and
economy. The Town recognizes that the types of products and services the Town buys have inherent
social, human health, environmental and economic impacts, and asks that all vendors and bidders
providing and proposing products and services to the Town, be mindful of the Town's commitment to
sustainability and provide and propose products and services that embody this commitment
whenever possible.
f) NONDISCRIMINATION POLICY: It is the policy of the Town of Cary to promote the fair treatment of
all individuals and provide them freedom from discrimination. No member of a protected class shall
be excluded from participation in, be denied the benefits of, or be otherwise subject to discrimination
under any program or activity administered by Cary, including programs or activities that are funded
in whole or in part with State or Federal funds, such as Coronavirus State and Local Fiscal Recovery
Funds.
6. HOW TO SUBMIT BID PROPOSALS:
a) Upload a complete set of your bid on the BID PROPOSAL FORM provided herein to the NC
eVP website at North Carolina electronic Vendor Portal.
b) NO PHYSICAL, EMAIL OR FAX BIDS WILL BE ACCEPTED.
7. BID OPENING:
a) The bid opening shall be held virtually via Webex. The meeting is scheduled for 1:00 PM EST. If
planning to attend, please join the meeting early in case you have trouble connecting.
b) All bidders are welcome to attend the bid opening virtually and can be accessed via the following
credentials:
Meeting link:
354-RFB-27-05 Bid Opening

Meeting number:
2349 592 5014
Password:
DVy9jw3hFH3
More ways to join
Join by video system
Dial 2395925014@carync.webex.com
You can also dial 173.243.2.68 and enter your meeting number.
Join by phone
+1-408-418-9388 United States Toll
Access code: 2349 592 5014
c) All bids will be opened and read at the time shown on the enclosed Bid Proposal Form. No official
award will be made during the Bid Opening. LATE BIDS WILL NOT BE OPENED OR ACCEPTED.
d) Bidders may not review or request copies of bids at the Bid Opening. A request must be submitted to
the purchasing supervisor via email.
e) If you have difficulty joining or trouble with sound contact Webex and provide them the Meeting
number.
f) Bids will be examined by the Purchasing Supervisor and/or Bid Agent of the using department
promptly after the opening and an award made as early as possible. No bids may be withdrawn after
bid opening.
8. AWARD OF BID:
a) Standard of Bid Award Acceptance: The Town reserves the right to reject any or all bids and to waive
any irregularities or technicalities in bids received whenever such rejection or waiver is in the best
interest of the Town of Cary. The award shall be made to the lowest, responsive, responsible bidder,
or bidders, taking into consideration quality, performance and the time specified in the bid for the
performance of the contract.
i. Bids prices received will be viewed per option (a group of materials outlined in Attachment
1) total. The lowest price package that is received by a responsive, responsible bidder, as
outlined by North Carolina State Statute, will be awarded the bid.
b) Bid Prices: All items and products proposed in response to this Bid are to be new, in un-used
condition unless otherwise noted in the Minimum Specifications. All prices proposed in response to
this Bid are to include all transport, freight, fuel surcharges and other fees if applicable and be
delivered FOB destination, freight prepaid and allowed to the location provided on the Town
Purchase Order if not otherwise instructed within the specifications section. All items are to be
packaged, and shipped or delivered safely in a protective carton, fully assembled and serviced, ready
for use and operation where applicable or otherwise described within the specifications. All supplies,
equipment, and apparatus must meet all Federal, State, and Local safety regulations, requirements,
and guidelines, such as OSHA, EPA, US DOT, NC-DOT, NFPA, UL, etc., if so regulated.
c) Order of Precedence: In cases of conflict between sections and provisions within the Bid document,
the Order of Precedence will be 1) the Special Conditions section specific to the Bid (if present); 2)
the Minimum Specifications section specific to the Bid, 3) the Town of Cary Terms and Conditions;

and 4) the Instructions to Bidders section of the Bid document.
d) Payment Terms: Payment terms of Net 30 days from the date of receipt of correct invoice, or upon
acceptance of goods whichever is later, will apply to all invoices. Payment term discounts will be
allowed for prompt payments but will not be a consideration for award. All invoices are to be emailed
to or delivered to Town of Cary, Accounts Payable Division, PO Box 8049, Cary, NC 27512.
e) Bid Award Approval: The Town Manager has delegated authority from the Town Council to award
bids for supplies, equipment, and apparatus greater than $90,000. Bids will be approved and awarded
by the Town Manager or designee upon the recommendation by the Procurement Department.
9. OBJECTION TO THE SPECIFICATIONS:
It is not the intent of the bid specifications to exclude or limit competition or favor any supplier. If there is an
objection to any of the specifications or requirements listed herein, the bidder must notify the Town of Cary
Purchasing Supervisor, in writing, stating and listing the specifications and objections, no later than five (5)
working days prior to the bid opening date. If a pre-bid meeting has been scheduled, any objections must be
presented in writing at that time. The objections stated must pertain both to form and substance of the bid
document. Failure to object in accordance with the above procedure shall constitute a waiver on the part of
the bidder to protest the solicitation. All concerns, questions, clarifications, or other correspondence must be
directed only to the Town of Cary Assistant Manager of Purchasing & Contracts. Information obtained from
other sources will not be considered in the evaluation and award of this bid.
10. ERRORS IN BIDS:
Bidders or their authorized representatives are expected to understand the conditions, requirements and
specifications before submitting bids. Failure to do so will be at the bidders' own risk. In case of an error in
the extension of prices on the bid, the unit price shall govern.
11. BID OPTIONS:
The Town reserves the right to request pricing on optional equipment or additional items along with the
pricing for the main or primary product or items when applicable. At the discretion of the Town, some or all
the options requested may or may not be added and purchased based upon necessity and the availability of
budgeted funds. The Bid Award will be made to the lowest, responsive, responsible bidder for the main or
primary product or items listed on the Bid Proposal Form. Pricing for any additional options will be requested
in a separate section of the bid and will not be included in the determination of the Bid Award.
12. QUANTITIES:
The Town of Cary reserves the right to adjust quantities as needed, and to add additional items and/or
products as needed, as determined to be in the best interest of the Town. The quantities stated herein, for
term or multi-year contracts are estimated, and may change to be more or less over the term of the contract.
13. PRICE ADJUSTMENTS:
For Bids with fixed price contract periods, it is the Town's intent to contract at a fixed price for a period of
six (6) months, with an option to extend the contract for five (5) additional six (6) month periods. The price
proposed by the Bidder is to remain fixed for the first sixty (60) day period of the contract. Prices for additional
extension term periods may be subject to a price increase or decrease if the price adjustment mirrors and
reflects a previous industry wide adjustment for the product or item(s) specified in the Bid.
Any price increase or decrease will be adjusted to the latest yearly percentage increase in the All Urban
Consumers Price Index (CPI-U) (National) as published by the Bureau of Labor Statistics, U.S. Dept. of
Labor, or other appropriate agreed upon price index. The amount of the increase or decrease will be
determined by the difference between the latest price index available ninety (90) days prior to the end of the
current contract year in effect, and the price index for the same month one year prior.
Any requested price increase must be fully documented and submitted to the Procurement Department at
least sixty (60) days prior to the Bid contract anniversary date. Any approved price adjustment (increase or

decrease) will then become effective upon the anniversary date of the contract at the start of the next term
period.
The Town reserves the right to accept or to refuse any documented price adjustment submitted by the
vendor/contractor for any reason as determined to be in the best interest of the Town. In the event the Town
does not accept the proposed price adjustment for the extended term, the Bid contract will not be renewed,
and the Town will rebid the product or item(s). Any Bid contract extension is subject to the continuation of
need and usage by the Town and the appropriation of funds.
14. CONTRACT EXTENSIONS:
The Town reserves the right to extend all bid contracts for up to five (5) additional six (6) month periods from
the date of the award of the original bid, if agreed upon in writing by the contracted vendor. The contract
extension(s) may be for additional quantities or for an additional time period as agreed.
15. TRADE SECRETS:
This Bid document and all Bidders' responses and proposals received are considered public information,
except for trade secrets specifically identified in writing by the Bidder, which will be handled according to
State Statute or other laws. Any section of the bidder's response package that is deemed to be a trade secret
by the bidder shall be submitted in an envelope clearly marked "TRADE SECRET INFORMATION- DO NOT
DISCLOSE." The Town shall make a good faith effort to protect such confidential information.
16. BID TABULATIONS:
Bidders wishing to obtain a bid tabulation prior to the award of the bid may view and download tabulations
from the North Carolina electronic Vendor Portal (eVP) website at eVP. Tabulations should be posted
within 48 hours (two workdays) after the public bid opening. From the Town's homepage, select the
following in order to view bid tabulations: Business and Development, Bids and Proposals, select the link
to the North Carolina Interactive Purchasing System, Search Bid Number, enter the desired bid number,
and select Search. Bid tabulations only reflect the bids as read at the time of the bid opening and should
not be considered an award. It is the Town's policy to furnish bid tabulations to all bidders.
17. INVOICING:
For prompt payment all invoices must include an accurate Purchase Order Number. Please submit
invoices to contact list in Section 3 in Minimum Specifications of the bid. Invoices should be submitted as a
PDF attachment. Invoices not submitted following these instructions will result in delayed payment.
18. TERMS AND CONDITIONS:
Acceptance of the Town's Purchase Order includes acceptance of all applicable Terms and Conditions.
The Town's Purchase Order Terms & Conditions are provided below for your information.

TOWN OF CARY
PURCHASE ORDER TERMS AND CONDITIONS
By acceptance of the Purchase Order to which these terms are attached ("Purchase Order"), the vendor or
Seller, ("Seller"), declares that the goods or services ("Goods and/or Services") Seller is to provide pursuant to
the Purchase Order shall be provided according to the following terms and conditions:
1. Purchase Order Number: The purchase order number must appear on all invoices, packing slips,
correspondence, and bills of lading. Cary shall not be responsible for Goods and/or Services provided
without a purchase order.
2. Invoices: Each purchase order shall be invoiced separately. Invoices for partial shipments will be
accepted and final invoices shall indicate completion of order. The Purchase Order Number shall be
referenced on all invoices.
3. Sales Tax: Cary's purchase orders do not show North Carolina (NC) sales tax; however, Cary is not tax
exempt and does pay NC sales tax. NC sales tax must be listed separately on the invoice. Cary does not
pay Federal Excise Tax.
4. Risk of Loss: The risk of loss and damage to Goods which are the subject of this order shall remain with
the Seller until Goods are delivered to the destination set out in the order and accepted by Cary.
5. Quantity: The specific quantity ordered must be delivered in full and will not be changed without Cary's
consent. Any unauthorized quantity is subject to rejection and return at Seller's expense.
6. Freight And Packaging: Price quotations shall include freight, transportation, shipping, handling and
similar charges. Collect freight shipments shall be refused. Seller shall absorb any increase in rates
becoming effective after the date of Purchase Order. Seller agrees to assume and pay all extra expense
occurring on account of improper packaging.
7. Failure to Deliver. If Seller fails to provide Goods and/or perform Services as and when specified, Cary
reserves the right to cancel the order, or any part thereof, without prejudice to its other rights, and Cary
may return part or all of any shipment so made and may charge Seller with any loss or expense sustained
as a result of such failure to provide.
8. Cash Discounts: All cash discounts shall be effective from the date of actual receipt of a correct and
approved invoice by Cary.
9. Responsibilities of Seller. Seller represents and warrants that it is fully qualified, skilled, and capable of
providing the Goods and/or Services in a fully competent, professional, and timely manner; shall provide
Goods and/or Services in accordance with industry standards; shall use best efforts and exercise
reasonable care and diligence in providing Goods and/or Services and shall act in the best interest of
Cary; perform other actions required to remain in good standing with the North Carolina Secretary of
State; and possesses all necessary qualifications, licenses, and certifications. Seller shall be responsible
for all errors, omissions, or mistakes in providing Goods and/or Services and shall correct at no additional
cost to Cary any and all errors, omissions, or mistakes.
10. Insurance: If Seller is to provide Services of any kind pursuant to Purchase Order, Seller shall maintain
at its own expense: (a) Commercial General Liability Insurance in an amount not less than $1,000,000
per occurrence and $2,000,000 in the aggregate for bodily injury, property damage, and personal
advertising and injury; Cary shall be named as additional insured, and a waiver of subrogation shall be
included. (b) Professional Liability insurance in an amount not less than $1,000,000 per claim - if providing
professional services; (c) Workers Compensation Insurance as required by the general statutes of the
State of North Carolina or as required per state law and Employer's Liability Insurance not less than
$500,000 each accident for bodily injury by accident, $500,000 each employee for bodily injury by
disease, and $500,000 policy limit. A waiver of subrogation shall be included; (d) Commercial Automobile
Insurance applicable to bodily injury and property damage, covering all owned, non-owned, and hired
vehicles, in an amount not less than $1,000,000 combined single limit as applicable. Cary shall be named
as additional insured, and a waiver of subrogation shall be included; (e) Umbrella/Excess Liability
Insurance in an amount not less than $1,000,000 per occurrence and $1,000,000 in the aggregate. Cary

shall be named as additional insured, and a waiver of subrogation shall be included, or the policy shall
state it is follow form. Certificates of Insurance shall be furnished prior to the commencement of Services.
11. State and Federal Funds. Seller shall work in good faith with Cary to meet requirements imposed by the
federal or state government or other funding entity if grants are used to fund any portion of a purchase
order. If the source of funds is Federal funds, the following Federal provisions apply pursuant to 2 C.F.R.
200.326 and 2 C.F.R. Part 200, Appendix II (as applicable), unless a more stringent State or local law
or regulation is applicable: Equal Employment Opportunity (41 C.F.R. Part 60); Davis-Bacon Act (40
U.S.C. 3141-3148); Copeland "Anti-Kickback" Act (40 U.S.C. 3145); Contract Work Hours and Safety
Standards Act (40 U.S.C. 3701-3708); Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water
Pollution Control Act (33 U.S.C. 1251-1387); Debarment and Suspension (Executive Orders 12549 and
12689); Byrd Anti-Lobbying Amendment (31 U.S.C. 1352); Procurement of Recovered Materials (2
C.F.R. 200.322); Record Retention Requirements (2 CFR 200.324); Prohibition on Certain
Telecommunications and Video Surveillance Goods and/or Services or Equipment (2 C.F.R 200.216);
Domestic Preferences for Procurements (2 C.F.R 200.323); Employment Eligibility Verification (FAR
52.222-54); and Whistleblower protections (41 U.S.C. 265 and 10 U.S.C. 2408). Seller further represents
that, prior to accepting any purchase order that is funded by Federal funds, Seller:
a. Is not presently debarred, suspended, proposed for debarment, or declared ineligible for the
award of contracts by any Federal Government agency and not included in the Excluded Parties
List System;
b. Has not, within the preceding three-years, been convicted of or had a civil judgment rendered
against it for: commission of fraud or a criminal offense in connection with obtaining, attempting
to obtain, or performing a public (Federal, State, or local) contract or subcontract; violation of
Federal or State antitrust statutes relating to the submission of offers; or commission of
embezzlement, theft, forgery, bribery, falsification or destruction of records, making false
statements, tax evasion, violating Federal criminal tax laws, or receiving stolen property; and
c. Is not presently indicted for, or otherwise criminally or civilly charged by a governmental entity
with, fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing
a public (Federal, State, or local) contract or subcontract; violation of Federal or State antitrust
statutes relating to the submission of offers; or commission of embezzlement, theft, forgery,
bribery, falsification or destruction of records, making false statements, tax evasion, violating
Federal criminal tax laws, or receiving stolen property.
12. Indemnification.
a. Indemnification; General. To the fullest extent permitted by applicable laws and regulations, Seller
shall indemnify, protect, defend, and hold harmless Cary, its elected officials, officers, employees,
agents, and volunteers (collectively, "Cary Indemnitees") from and against any and all claims,
costs, civil penalties, fines, losses, liabilities, injuries (including death), demands, damages
(including but not limited to all professionals' fees and charges and all court or other dispute
resolution costs), actions, causes of action, suits, proceedings, judgments, and expenses,
including reasonable attorneys' fees, court costs, and other legal expenses and including, without
limitation, those costs incurred at the trial and appellate levels and in any bankruptcy,
reorganization, insolvency, or similar proceeding and other legal expenses (collectively and
separately, "Claims") by whomsoever brought or alleged, arising out of, resulting from, or in
connection with:
i. The provision of Goods and/or Services by Seller;
ii. Any breach or violation by Seller of any applicable law or regulation; or
b. Indemnification; Intellectual Property. Seller shall indemnify, protect, defend, and hold harmless
Cary Indemnitees from and against any and all Claims arising out of, related to, or resulting from
any claim, action or proceeding by a third party alleging that any deliverables or work product
created or reduced to practice by or on behalf of Seller in connection with providing the Goods
and/or Services, or any use of such deliverables or work product, infringes or misappropriates or
otherwise violates any intellectual property right (including, without limitation, any patent,
copyright, trademark, or trade secret) or other proprietary right of any third party.
13. No Consequential or Indirect Damages. Except for Seller's indemnification obligations hereunder or any

liability arising out of Seller's negligence, willful misconduct, violation of law, or infringement or
misappropriation of intellectual property rights, in no event shall either Party be liable to the other for
consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost revenues or
diminution in value, arising out of, relating to, or in connection with Seller's provision of Goods and/or
Services, regardless of whether such damages were foreseeable, whether said Party was advised of the
possibility of such damages, and the legal or equitable theory upon which the claim is based.
14.Public Records and Dissemination of Information. Seller acknowledges that records in the custody of
Cary are public records and subject to public records requests. Cary may provide copies of such records,
including copyrighted records, in response to public record requests.
Seller shall not publicly disseminate any information concerning the provision of Goods and/or Services
to Cary without prior written approval from Cary. Any approval given by Cary may be given with certain
stipulations, such as Cary participation in the creation of the public product or Cary review and the option
to refuse public release of the final product(s) should such product(s) fail to meet Cary's standards and
goals. Publicly disseminate means, but is not limited to, electronic, video, audio, photographic, or hard
copy materials serving as, in whole or part, advertising, social media posts, sales promotion, professional
papers or presentations, news releases, articles, or other media products, and/or Seller's business
collateral pieces. Notwithstanding the foregoing, with Cary's written consent, Seller may list Cary as a
reference in response to requests for proposal and may identify Cary as a customer in presentations to
potential customers. Any permitted use of Cary's trademarked materials (including, without limitation,
Cary's logo in its various forms) must be in compliance with the guidelines outlined at
https://brand.carync.gov/.
15.Documents and Deliverables. If Seller's provision of Goods and/or Services results in the creation of
drawings, specifications, plans, surveys, reports, technical memoranda, testing protocol, designs,
electronic databases, written materials, work papers, manuals, and other documents or instruments
identified as 'Deliverables' herein or which, by their nature, are to be owned by Cary, Cary shall be
granted, at no additional cost, ownership of all such Deliverables. Cary is and will be the sole and
exclusive owner of all right, title, and interest in and to all Deliverables and associated work product,
including all Intellectual Property Rights therein. Seller acknowledges and agrees that any and all work
product that may qualify as "work made for hire" as defined in the Copyright Act of 1976 (17 U.S.C.
101) is hereby deemed "work made for hire" for Cary and all copyrights therein shall automatically and
immediately vest in Cary. In the event Seller creates Deliverables or work product that requires a license,
Seller will convey with the ownership of Deliverables or work product, a perpetual license required for the
operation of the Deliverables or work product.
Seller shall provide all Documents and Deliverables in electronic form to the Cary in read-only MS-
Windows compatible format (including either screen readable .pdf or HTML formats). In addition, all
drawings shall be CAD generated and shall be provided on electronic media downloadable onto an
AutoCAD based system. All Deliverables (draft and final) intended for presentation on Cary's website
must be provided in a manner and format compatible, consistent, and in compliance with the U.S.
Department of Justice's current accessibility requirements applicable to local government websites and
all Cary technology standards, including but not limited to such material must be provided in screen
readable PDF or HTML versions, be screen-reader friendly and contain alternate text tags of no more
than 34 characters. In the event that Seller notices any errors in electronic data provided to the Cary
under this Agreement, Seller shall immediately notify Cary, and if Seller provided such electronic data,
Seller shall immediately replace same with correct versions thereof.
16.Independent Seller. Seller is acting as an independent Seller, and not as an employee, partner, or agent
of Cary. Seller has no authority to commit, act for or on behalf of Cary, or to bind Cary to any obligation
or liability. Seller shall not be eligible for and shall not receive any employee benefits from Cary and shall
be solely responsible for the payment of all taxes, FICA, federal and state unemployment insurance
contributions, state disability premiums, and all similar taxes and fees relating to the provision of Goods
and/or Services by Seller.
17.Nondiscrimination. To the extent permitted by law, neither Party, their officers, employees, Sellers,
agents, successors, or permitted assigns shall discriminate against any member of a protected class as
defined by Federal, State, or local law, including Wake County Code of Ordinances Section 34.01.