HCPSS BID #039.26.B8

Janitorial and Sanitation Supplies and Equipment

Procurement Office 10910 Clarksville Pike

Ellicott City, Maryland 21042 https://purchasing.hcpss.org

REQUEST FOR PROPOSAL

BID #039.26.B8

To All Interested Bidders:

The Howard County Public School System (HCPSS) is soliciting Janitorial and Sanitation Supplies and Equipment to be utilized by the Custodial Department at facilities within the school system.

Solicitation Issue Date: April 1, 2026 at 2:00 P.M. EST Question Deadline: April 16, 2026 at 2:00 P.M. EST Bid Due Date and Time: May 1, 2026 at 2:00 P.M. EST

Bids shall be submitted electronically through Euna Procurement (hereinafter referred to as Bonfire). Late submittals will not be considered. It is the responsibility of each bidder to ensure that their submittal is uploaded to Bonfire prior to the scheduled closing date and time. Bidders shall allow for enough time for uploading and submitting bid documents. The portal will close the solicitation at the exact closing time. If any bidder is timed out and in the middle of uploading when the solicitation closes, we will not accept the bid thereafter.

It is the potential bidder’s sole responsibility to regularly visit Bonfire to download and acknowledge receipt of all Addenda. It is highly recommended that bidders ascertain if they have received all the addenda issued prior to submitting their proposal. Failure of any bidder to receive any such Addenda or interpretation may not relieve such bidder from obligation under his/her proposal as submitted.

The Board reserves the right to waive any informalities or to reject in whole or in part any or all bids.

Certified Minority Business Enterprises are encouraged to respond to this solicitation notice.

Sincerely, Lena Lee Purchasing Specialist

TABLE OF CONTENTS

REQUEST FOR PROPOSAL

SECTION I: GENERAL INFORMATION

1.1. PURPOSE

1.2. BACKGROUND

1.3. QUESTIONS

1.4. ESTIMATED QUANTITIES

1.5. CONTRACT TERM

1.6. PRE-BID MEETING

1.7. SUBMISSION INSTRUCTIONS

1.8. REQUIRED DOCUMENTS

1.9. BIDDER’S QUALIFICATIONS

1.10. NO OBLIGATION

1.11. BIDDERS OBLIGATIONS

1.12. RIGHT TO AMEND MODIFY OR WITHDRAW RFP

1.13. REJECTION/CANCELLATION OF RFP

1.14. PRICE GUARANTEE

1.15. BID BOND

1.16. BRAND NAME OR EQUAL SUBSTITUTIONS

1.17. SAMPLES

1.18. EXCEPTIONS

1.19. SIGNING OF FORMS

1.20. BID WITHDRAWAL

1.21. BUSINESS REGISTRATION

1.22. IRREGULARITIES AND ERRORS

SECTION II: TERMS AND CONDITIONS

2.1. CONTRACT AWARD

2.2. CONTRACT DOCUMENTS

2.3. ORDER OF PRECEDENCE

2.4. INITIATION OF WORK

2.5. FUNDING

2.6. TAXES

2.7. BILLING AND PAYMENT

2.8. DELIVERY

2.9. INSURANCE

2.10. SUBCONTRACTING OR ASSIGNMENT

2.11. CHANGES, ALTERATIONS OR MODIFICATIONS IN THE SERVICES

2.12. DELAYS AND EXTENSIONS OF TIME

2.13. PRICE ADJUSTMENTS

2.14. REMEDIES AND TERMINATION

2.15. RESPONSIBILITIES AND WARRANTIES

2.16. PROTESTS AND DISPUTES

2.17. GOVERNING LAW AND VENUE

2.18. WAIVER OF JURY TRIAL

2.19. EXAMINATION OF RECORDS

2.20. DISSEMINATION OF INFORMATION

2.21. COOPERATIVE PURCHASING CLAUSE

2.22. COOPERATIVE PARTNER

2.23. NON-HIRING OF OFFICIALS AND EMPLOYEES

2.24. ACCESS TO PUBLIC RECORDS ACT NOTICE

2.25. CONTINGENT FEE PROHIBITION

2.26. OWNERSHIP AND USE

2.27. ADHERENCE TO SCHOOL SYSTEM POLICIES AND STATE AND FEDERAL REGULATIONS

2.28. SEX OFFENDER NOTIFICATION

2.29. CRIMINAL HISTORY BACKGROUND CHECKS

2.30. ETHICS

2.31. DEBARMENT STATUS

2.32. TOBACCO FREE AND ALCOHOL/DRUG FREE ENVIRONMENT

2.33. INDEMNIFICATION

2.34. PERMITS, CODES AND LAWS

2.35. EMARYLAND MARKETPLACE ADVANTAGE REGISTRATION

2.36. RIGHT TO STOP WORK

2.37. NON-DISCRIMINATION

2.38. INDEPENDENT CONTRACTOR

2.39. CONTRACTOR PERFORMANCE/EVALUATION SCORECARD

2.40. ANTI-BRIBERY

2.41. MULTIPLE BIDS

2.42. FORCE MAJEURE

2.43. TECHNOLOGY-BASED INSTRUCTIONAL PRODUCTS

2.44. LIQUIDATED DAMAGES

2.45. MATERIAL SAFETY DATA SHEETS

2.46. CONTRACTOR’S CONTRACT ADMINISTRATOR/COORDINATOR

2.47. IDENTIFICATION

2.48. RIGHT TO ASSIGN WORK

2.49. ASBESTOS MATERIALS

2.50. SUBSTITUTIONS FOR DELIVERED PRODUCT

2.51. STANDARDS

2.52. PRODUCT TESTING DURING TERM OF CONTRACT

2.53. ACCEPTANCE & INSPECTION

SECTION III: SPECIFICATIONS/SCOPE OF WORK

3.1. GENERAL SPECIFICATIONS

3.2. CATALOG/WEBSITE

3.3. PRODUCTS AND SERVICES

3.4. ADDITIONAL OFFERINGS

SECTION IV: PROPOSAL EVALUATIONS

4.1. SUBMITTAL EVALUATION AND SELECTION

4.2. BASIS FOR AWARD

APPENDIX A: BID PRICE

BID PRICE SIGNATURE SHEET

APPENDIX B: INSURANCE REQUIREMENTS

APPENDIX C: STUDENT DATA SHARING AGREEMENT

APPENDIX D: BID AFFIDAVIT

APPENDIX E: CONTRACTOR PERFORMANCE/EVALUATION SCORECARD

APPENDIX F: EDUCATION ARTICLE 6-113.2 AFFIDAVIT

APPENDIX I: CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY

MATTERS

SECTION I: GENERAL INFORMATION

1.1. PURPOSE

A. The Howard County Board of Education, (hereinafter referred to as the Howard County Public School System or “HCPSS”), issued this Request for Proposal (RFP) for Janitorial and Sanitation Supplies and Equipment to be utilized by the Custodial Department at facilities within the school system.

B. The HCPSS is also acting as the lead public agency for this solicitation and resulting regional / national cooperative agreement(s) via the Baltimore Regional Cooperative Purchasing Committee (BRCPC) and Axia Cooperative purchasing programs. Public agencies across the country may have different needs and requirements and, as such, the resulting agreement(s) should be as comprehensive as possible.

1.2. BACKGROUND

A. HCPSS is governed by the Board of Education of Howard County. The school system consists of 78 schools has approximately 9,000 employees and serves approximately 58,000 students. The mission of the Howard County Public School System (HCPSS) is to ensure academic success and social-emotional well-being for each student in an inclusive and nurturing environment that closes opportunity gaps.

B. The times stated in this document refer to the Eastern Time Zone. HCPSS’ regular office hours are 8:30 a.m. to 4:30 p.m., Monday through Friday, except for holidays.

1.3. QUESTIONS

A. Bidders are responsible for reviewing and understanding this solicitation. To that end, prospective bidders may submit questions to the HCPSS Procurement Specialist. The Procurement Specialist is the only person authorized to answer questions regarding this RFP. Bidders should not rely on information obtained from any source other than the named Procurement Specialist.

B. Questions must be in writing and submitted through the Bonfire (Euna Procurement) portal. Oral communications are not binding.

C. The Procurement Specialist will upload to Bonfire a written summary of responses to timely-received questions in the form of an addendum.

D. Under no circumstances are bidders, including third party vendors or their staff, to contact any other HCPSS staff, employees or any related constituency for purposes associated with this solicitation, including but not limited to, obtaining, or providing information. Bidders failing to comply with this requirement may be disqualified.

1.4. ESTIMATED QUANTITIES

Annual spend for HCPSS is estimated to be one million dollars ($1,000,000) annually. All bidders are advised that such dollar amounts are estimates only and further understand and agree that in providing such estimates, the school system makes no guarantee that any or all of the estimated work will be assigned to the selected Contractor(s).

1.5. CONTRACT TERM

Any resulting contract(s) shall commence upon award. HCPSS intends to award a three-year contract with one (1) additional two-year renewal option pending successful performance and availability of funding.

1.6. PRE-BID MEETING

There will be no pre-bid meeting for this solicitation.

1.7. SUBMISSION INSTRUCTIONS

A. Bids must be uploaded and submitted through Bonfire by the time and date specified in the Request for Proposal to be considered for this project. If a bidder needs assistance with Bonfire, please contact the Bonfire helpdesk.

B. Bids must contain all documents requested in Section 1.8 Required Documents. Upload into Bonfire one (1) completed copy of each document with signatures where applicable. Wet signatures, electronic signatures, or scanned signatures will be accepted.

C. LATE SUBMISSIONS WILL NOT BE ACCEPTED. NO EXCEPTIONS. Bidders shall allow for enough time for uploading and submitting bid documents. The portal will close the solicitation at the exact closing time. If any bidder is timed out and in the middle of uploading when the solicitation closes, we will not accept the bid thereafter. Any bid received after the time and date specified, or at a different location, will not be opened or given any consideration.

1.8. REQUIRED DOCUMENTS

Bid submissions must be accompanied by the fully completed documents identified below. Failure to submit all required documents when indicated may result in Bidder being found non-responsive and therefore disqualified from the bid. Bidders are advised that if a Contract is awarded as a result of this solicitation, the Awarded Bidder (also referred to herein as “Contractor”) will be required to complete and submit additional forms after notification of recommended award. These documents will be requested by the Procurement Specialist. Failure to submit the documents by the date required may result in forfeiture of award by the Contractor.

The following documents must be submitted with Bidder’s submission:

1. Appendix A: Bid Price

2. Bid Price Signature Sheet

3. Bonfire Bid Table

4. Appendix D: Bid Affidavit

5. Appendix F: Education Article 6-113.2 Affidavit

6. Appendix I: Certification Regarding Debarment, Suspension, and Other Responsibility Matters

7. Recent W-9

8. Bonfire Questionnaire

9. Manufacturer price list if not available on Bidder’s website

10. Attachment A, Exhibit C: Federal Funds Certification

11. If your business intends to conduct business in the State of New Jersey, download, complete and sign the forms found in the “Vendor Forms Required for All Proposal Submissions” at https://www.nj.gov/treasury/purchase/forms.shtml#eo134

The following documents must be submitted within ten (10) days after notification of award from

HCPSS:

1. HCPSS Standard Contract signed by bidder

2. Certificate of Insurance with Howard County Board of Education listed as additionally insured and the certificate holder

1.9. BIDDER’S QUALIFICATIONS

Bidders may be required to furnish satisfactory evidence that they are qualified distributors or manufacturers of the items listed, or regularly engaged in performing the services on which they are bidding, and in both cases maintain a regularly established place of business. An authorized representative of The Howard County Public School System may visit any prospective contractor’s place of business to determine Bidder’s ability, capacity, reliability, financial stability, and other factors necessary to perform the contract.

1.10. NO OBLIGATION

HCPSS shall pay no costs or other amounts incurred by any entity in responding to this RFP or prior to the effective date of the contract entered into for the services provided. HCPSS reserves the right, in their sole discretion, to select qualified responses to this RFP without discussion of responses with bidders. HCPSS reserves the right to reject any or all submitted responses. All submittals will become a part of the HCPSS official procurement files and will be available for public inspection.

1.11. BIDDERS OBLIGATIONS

A. Bidder will be the sole point of contract responsibility. HCPSS will look solely to Bidder for performance of the contract.

B. The Contractor is assumed to be skilled in his trade and is solely responsible for compliance with health and safety regulations, performing the work in a safe and competent manner, and in installation procedures required for the work as outlined in these Documents.

1.12. RIGHT TO AMEND MODIFY OR WITHDRAW RFP

HCPSS reserves the right, in their sole discretion, to amend, or modify any provisions of this RFP, or to withdraw this RFP, at any time prior to the award of a Contract, if it is in the best interest of HCPSS to do

so. The decision of HCPSS shall be administratively final. HCPSS reserves the right to negotiate a contract amendment with the Bidder for additional services that may be required.

1.13. REJECTION/CANCELLATION OF RFP

This solicitation is subject to cancellation when determined by the Director of Procurement to be in the best interest of HCPSS. Additionally, to ensure fair competition and to permit a determination of highest ranking responsive bid from a responsible bidder, HCPSS may reject bids that include omissions, alterations of form, or that are conditional or irregular in any respect, or reject non-responsible bidders that show a risk of default.

1.14. PRICE GUARANTEE

The Bidder warrants that the bid shall be effective for a period of not less than one hundred twenty (120) days from the date bids are due. For the successful bidder, discounts offered shall remain firm for the life of the contract and prices shall remain firm for the first year of the contract. Any requests for price adjustments must be agreed upon in writing between both parties before changes take effect.

1.15. BID BOND

A Bid Bond is not required for this bid.

1.16. BRAND NAME OR EQUAL SUBSTITUTIONS

A. Where a particular manufacturer's brands or models are referenced, it is to be interpreted as being descriptive, not restrictive (unless specified) and is to indicate the quality and characteristics of products that will be satisfactory. Bids will be considered on models or brands or products of manufacturers other than those cited if accompanied by specifications, catalogs, test reports, brochures, or other descriptive literature and supporting data, sufficient in detail to permit evaluation and determination that the item offered fully meets the salient characteristics and is of equal type and equal or better quality without reservations or further reference. It is the responsibility of the Bidder to provide the foregoing documentation with the bid at the date and time set forth for submission. The burden of proof that proposed alternates are in fact equal or better falls on the Bidder and proof must be to the satisfaction of HCPSS. Bids received for proposed equal/substitute items without the required documentation to support the bidders claim will not be considered responsive. It is not the responsibility of HCPSS to locate or secure any further information regarding the proposed alternate product.

B. The Howard County Public School System reserves the right to request any proposed equipment or supplies free of charge for a reasonable testing period to determine its suitability to the School Systems’ needs and requirements.

C. The Howard County Public School System shall be the sole authority as to whether proposed substitute items meet specifications or are an approved equal and further reserves the right to reject any or all proposals or waive any informality which may appear to be in its best interest. The HCPSS decision of approving or disapproving of a proposed equal shall be final.

D. When only one manufacturer or model is referenced, the absence of anything to the contrary will be interpreted as a bid on the exact item specified. Bidders offering proposed equal/substitute items other than those specified must state the product name, model, and manufacturer.

E. Where several manufacturers of models are referenced as being equally acceptable and the bidder does not indicate what particular model or brand he is bidding on, the Procurement Office shall have the right to select the brand or model referenced.

1.17. SAMPLES

A. When requested, samples shall be provided at no cost to the Howard County Public School System prior to or after the scheduled bid opening. All sample packages shall be marked “Sample” with a label that indicates the full Bid Title, Bid Number, Opening date and time, Name and Address of Bidder, and item number. All samples must be properly tagged or labeled and clearly identified. Samples are not required when none are requested.

B. In the event the HCPSS requests a sample after the bid opening, the sample shall be delivered within ten (10) days of request for award consideration. Delivery of samples shall be to: The Howard County Public School System, ATTN: Custodial Services, 9020 Mendenhall Court, Columbia, Maryland 21044.

C. In the event a sample is consumed or destroyed in the evaluation process, The Howard County Public School System shall be held harmless and not liable for any cost of sample(s).

D. Samples must be picked up within ten (10) days after contract award, after which samples will be considered abandoned and will become the property of the Board of Education.

E. Samples from the successful Bidder may be held during the contract performance period as a standard of quality and will be available for return upon contract completion.

1.18. EXCEPTIONS

If a bidder takes any exceptions to the terms and conditions of the RFP, the bidder shall notify the Procurement Specialist in writing by sending exceptions to lena_lee@hcpss.org no later than the deadline to submit questions. Failure to take exceptions within the timelines indicated shall be construed by HCPSS as full acceptance of the stated terms and conditions. Exceptions and/or modifications to the terms and conditions of the RFP are not accepted as an integral part of any awarded contract unless they have been agreed to in writing by an authorized HCPSS representative.

1.19. SIGNING OF FORMS

A. The Bid, if submitted by an individual, shall be signed by the individual; if submitted by a partnership, they shall be signed by such member or members of the partnership as have authority to bind the partnership; if submitted by a corporation, they shall be signed by an officer, and attested by the corporate secretary or an assistant corporate secretary. If not signed by an officer there must be attached a copy of that portion of the by-laws or a copy of the board resolution, duly certified by the corporate secretary, showing the authority of the person so signing on behalf of the corporation.

B. If awarded a contract for these services, the contractor agrees to sign the Standard Contract Agreement (See Contract Sample in Bonfire).

1.20. BID WITHDRAWAL

No bid may be withdrawn after it is submitted to HCPSS unless the Bidder makes a written request to the Procurement Specialist before the time set for receipt of bids, or if HCPSS fails to award or issue a notice of intent to award, or the Bidder provides clear and convincing evidence that a mistake in the price bid has been made, and only then with the approval of the HCPSS Director of Procurement. Note: Bonfire allows submissions to be withdrawn and edited until the closing time and date of the solicitation.

1.21. BUSINESS REGISTRATION

Before a business entity can do business in the State of Maryland, it must be registered with the State Department of Assessments and Taxation (SDAT) and be “in good standing”. For registration information, please visit https://www.egov.maryland.gov/businessexpress. Bidder’s failure to complete registration with SDAT will disqualify an otherwise successful Offeror from final consideration and recommendation for Contract award.

1.22. IRREGULARITIES AND ERRORS

A. HCPSS reserves the right to waive any minor mistakes in the solicitation or bid. HCPSS reserves the right to negotiate or modify any element of the solicitation to ensure that the best possible arrangements for achieving the stated purpose are obtained.

B. If a bidder discovers any ambiguities, conflicts, discrepancies, exclusionary specifications, omissions, or other errors in this RFP, bidder must immediately notify the Procurement Office. If a bidder fails to so notify the Issuing Office, such bidder submits a response at its own risk and under such conditions.

If such bidder is awarded a contract, then it is not entitled to additional compensation, relief, or time by reason of the error or its later correction.

C. Failure of the bidder to thoroughly understand all aspects of the solicitation before submitting their bid will not act as an excuse to permit withdrawal of their bid nor secure relief or plea of error. Neither law nor regulation makes allowances for errors or omissions on the part of the bidder.

D. HCPSS reserves the right to change the contents of this solicitation. Changes will be made in the form of written addenda and posted to Bonfire.

E. It is the Bidder’s sole responsibility to monitor Bonfire prior to submitting their bid and acknowledge receipt of said addenda on the proper form. Failure to do so may result in non-receipt of important information and may not relieve such Bidder from any obligation under their bid submittal.

SECTION II: TERMS AND CONDITIONS

2.1. CONTRACT AWARD

A. It is the intent of the Howard County Public School System to award the highest ranking responsive and responsible Bidder(s) meeting requirements. HCPSS retains the right to award in aggregate, item-by-item, group-by-group, in full or in part, make multiple awards, partial awards, to increase or decrease quantities where quantities are shown and may reject any bid which indicates any omission, contains alteration of form or additions, or imposes conditions, or offers alternate items and may make any award which is deemed in the best interest of the HCPSS or to make no award at all at its sole discretion.

B. HCPSS shall be the sole authority as to whether Bidder’s offer meets specifications or are an approved equal and further reserves the right to reject any or all bids or waive any informality which may appear to be in its best interest. HCPSS further reserves the right to consider information other than price when evaluating bids.

C. HCPSS reserves the right to make an award with or without negotiations or to request best and final offers or to make award with or without further review.

D. In the event of tie bids where all factors are equal, award shall be made to one of the tie bidders in the following order of preference: Howard County based Bidder, the out of county Bidder but incorporated in Maryland, and then the out of state-based Bidder. In the event a tie bid still exists, the Director of Procurement or their designee, shall conduct a coin toss for selection of the potential Award Bidder or seek a geographical, proportional or divided award of contract, whichever is in the best interest of

HCPSS.

2.2. CONTRACT DOCUMENTS

A. Contract Documents consist of all solicitation documents, the specifications and scope of work, any applicable addenda, and any additional documentation issued. All materials and documents associated with this solicitation will be included in the Contract which the Board of Education awards as a result of this solicitation and will become the contract. The Bidder, by submitting its bid, agrees that if awarded the contract that it will be bound under the contract to all the Terms and Conditions of the Contract Documents for any future goods and/or services awarded under this contract.

B. If Bidder’s submission is accepted and awarded, it will become incorporated and an integral part of the contract. However, Bidder’s terms and conditions and any exceptions to HCPSS terms and conditions, unless expressly accepted by HCPSS, shall be excluded from the contract documents.

2.3. ORDER OF PRECEDENCE

In the event of an inconsistency among provisions of this Invitation for Bid, the inconsistency shall be resolved by the following order of precedence:

1. Section III: Specifications

2. Section II: Terms and Conditions

3. Section I: General Information

4. Appendices

2.4. INITIATION OF WORK

A Notice to Proceed is a crucial piece of communication issued by the owner or the owner's authorized representative and/or agent to the contractor, signaling that all pre-contract conditions have been met and that work or services outlined in the Solicitation Documents can begin according to the terms laid out in the contract. A Notice to Proceed may be delivered after the Board of Education of Howard County has approved the spending authority, but prior to the Parties signing of the official contract. The official contract shall be substantially the same as the contract template that has been provided within the solicitation documents. The Contractor shall start work immediately after receiving the Notice to Proceed and the execution of the official contract shall not delay the contractor’s start.

2.5. FUNDING

The contractual obligation of HCPSS under this contract is contingent upon the availability of appropriate funds from which payment for this contract can be made. In the event that the necessary funds are not appropriated, the affected contract becomes null and void effective July 1 of the fiscal year for which funding requests have been denied.

2.6. TAXES

A. The Howard County Public School System is tax exempt, and any price quoted shall not include federal excise taxes, state or local taxes, or use taxes.

B. The bidder is responsible for all taxes, including but not limited to sales and use taxes on the purchase of the bidder's equipment and materials, or any equipment and materials supplied to the Board of Education on the project.

2.7. BILLING AND PAYMENT

A. All invoices for purchases made by HCPSS are to be submitted to:

Howard County Public School System 10910 Clarksville Pike Ellicott City, MD 21042

B. Electronic invoicing is accepted. Please contact the contract manager for submission address. To ensure prompt payments, you must follow these guidelines:

1. All invoices must contain a valid Howard County Public School System purchase order number and/or contract number.

2. Invoices shall be itemized and should fully describe the services provided.

3. After review and approval, the invoices shall be submitted to the Office of Accounting for payment.

C. Invoices may be returned for correction. Invoices shall be submitted to HCPSS no later than sixty (60) days following services rendered or HCPSS’ receipt of goods. Contractor agrees to expressly waive its right to payment if invoices are not submitted within sixty (60) days following services rendered, receipt of goods, or completion of project milestones, whichever is later. Untimely receipt of invoices will not be processed nor paid by HCPSS.

2.8. DELIVERY

A. For HCPSS orders, all orders shall be delivered FOB destination to the Howard County Public School System’s designated school or office location(s) indicated at the time of order, between 7 a.m. and 3 p.m., Monday through Friday, except holidays.

B. Awarded Bidder demonstrating habitual delivery deficiencies may be subject to termination of contract.

C. Purchase order number, description of equipment, and quantities must be identified on all tickets for items delivered.

2.9. INSURANCE

The Bidder has in force, or shall obtain, and will maintain insurance for the full term of the contract (including any executed renewals) in not less than the amounts specified and in accordance with the requirements contained in Appendix B: Insurance Requirements. The Board of Education of Howard County must be listed on the Policy and listed as a certificate holder as indicated in Appendix B.

2.10. SUBCONTRACTING OR ASSIGNMENT

A. It is mutually understood and agreed that Awarded Bidder shall not assign, transfer, convey, sublet, or otherwise dispose of their contract or their rights, title or interest, therein, or their power to execute such contract in whole or in part to any other person, firm, or corporation, without the previous written consent of the HCPSS’ Purchasing Director, but in no case shall such consent relieve the contractor from their obligation, or change the terms of the contract or purchase order.

B. Assignment or subcontracting without the written approval of HCPSS will be cause for termination.

C. In the event that some or all of the services and/or goods under this solicitation are permitted to be subcontracted, the bidder shall identify all proposed subcontractor/sub-consultants who will be furnishing services and/or under the terms of this solicitation. Subcontractor/sub-consultants shall conform in all respects to the applicable provisions specified for the prime contractor and shall be subject to approval by HCPSS. If a subcontractor/sub-consultant is determined to be unacceptable by HCPSS, the contractor shall substitute an acceptable subcontractor/sub-consultant with no change in any contract unit prices or overall contract sum. If a firm fails, within a timely manner, to propose another subcontractor/sub-consultant to which HCPSS has no objection, HCPSS reserves the right to reject the bid. The bidder will use only those subcontractors/sub-consultants approved by HCPSS. All subcontractor/sub-consultants shall comply with all federal and state laws and regulation which are applicable to the services covered by the subcontractor and shall include all terms and conditions set forth herein which apply with equal force to the subcontractor/sub-consultant, as if they were the contractor referred to herein. The Awarded Bidder is responsible for the contract performance, whether or not subcontractor/sub-consultants are used.

2.11. CHANGES, ALTERATIONS OR MODIFICATIONS IN THE SERVICES

A. HCPSS shall have the right, at their discretion, to change, alter, or modify the services provided for in this agreement and such changes, alterations, or modifications may be made even though it will result in an increase or decrease in the services of the Contractor or in the contract cost thereof.

B. If such changes cause an increase or decrease in the Contractor's cost of, or time required for, performance of any service under this contract, whether or not changed by an order or amendment, an equitable adjustment shall be made and the contract shall be modified in writing accordingly. Any claim of the Contractor for adjustment under this clause must be asserted in writing within thirty (30) days from the date of receipt by the Contractor of the notification of change unless the project manager or his duly authorized representative grants a further period of time before the date of final payment under the contract.

C. No services for which an additional cost or fee will be charged by the Contractor shall be furnished without prior written authorization of HCPSS.

2.12. DELAYS AND EXTENSIONS OF TIME

The Contractor shall execute the work continuously and diligently and no charges or claims for damages shall be made by the Contractor for any delays, acceleration, or hindrance, from any cause whatsoever, during the progress of any portion of the services specified in the contract documents. Any and all time extensions and/or changes/substitutions of products, materials, equipment, and/or supplies must be requested in writing by the Contractor before the extension and/or change takes place, and must be approved in writing by HCPSS. Such delays, acceleration, or hindrances, if any, may be compensated for by an extension of time for such reasonable period as HCPSS may decide. Time extensions may be granted only for excusable delays such as delays beyond the control and without the fault or negligence of the

Contractor.

2.13. PRICE ADJUSTMENTS

A. HCPSS will only consider adjustments on labor rates based only upon federal minimum wage increases and decreases in the Consumer Price Index (CPI-W), Baltimore Region, as published by the Bureau of Labor Standards. Requested increases above a five percent (5%) cap will not be considered.

In order to receive consideration for a price increase, the Contractor must submit to The Howard County Public School System, sixty (60) days prior to the contract expiration date, a statement of any change in the hourly rate wage actually to be paid to its employees during the renewal term.

B. If approved by HCPSS, adjustments will be calculated by comparing the current index with the previous year's index so as to determine the change in index points. The point change will then be divided by the price index to obtain the percentage of change. The percentage of change will then be multiplied by .75 to obtain the adjustment to be applied to the current prices.

C. The HCPSS will also consider adjustments based on fees outside of the control of the Contractor, such as manufacturer price increases. However, such increases will be a "pass through" to the Howard County Public School System with no markup allowed. For such changes to be considered by the Howard County Public School System, documentation from the manufacturer (or any other applicable party) assessing a cost increase must accompany a written request from the Contractor. The Howard County Public School System will then review the request and advise the Contractor of approval or disapproval of the price change request. Price increase requests will not be considered if not accompanied with the proper information. Requests must be sent to the Procurement Specialist and the Contract Manager for approval.

2.14. REMEDIES AND TERMINATION

A. Correction of Errors, Defects, and Omissions: The Contractor agrees to perform work as may be necessary to correct errors, defects, and omissions in the services required under the contract documents without undue delays and without cost to HCPSS. The acceptance of the work set forth herein by HCPSS shall not relieve the Contractor of this responsibility.

B. Set-Off: HCPSS may deduct from and set-off against any amounts due and payable to the Contractor any back-charges or damages sustained by HCPSS by virtue of any breach of this agreement by the Contractor to perform the services or any part of the services in a satisfactory manner. Nothing herein shall be construed to relieve the Contractor of liability for additional construction and design or other costs, expenses, and damages resulting from a failure to satisfactorily perform the services. Nothing herein shall limit the liability of the Contractor for damages and HCPSS may affirmatively collect damages from the Contractor.

C. Termination for Cause: If the Contractor fails to fulfill its obligations under this contract properly and on time, otherwise violates any provision of the contract, HCPSS may terminate the contract by providing thirty (30) days’ written notice to the Contractor. The notice shall specify the acts of omissions relied on as cause for termination. All finished or unfinished supplies and services provided by the Contractor, shall at HCPSS's option, become HCPSS property. HCPSS shall pay fair and equitable compensation for satisfactory performance of services or goods delivered prior to the receipt of notice of termination, less the amount of damages caused by Contractor’s breach. If the damages are more than the compensation payable to the Contractor, the Contractor will remain liable after termination and HCPSS can affirmatively collect damages.

D. Termination for Convenience: HCPSS has the right to withdraw from the terms of the contract in whole or in part, without showing cause, by providing thirty (30) calendar days written notice to the Contractor. HCPSS shall pay all reasonable costs incurred by the Contractor up to the date of termination. The Contractor shall not be reimbursed for any anticipatory profits, which have not been earned up to the date of termination. The Contractor agrees that the Contractor does not have a right to termination for convenience.

E. Termination for Non-Appropriation of Funds: HCPSS may terminate this contract in whole or in part due to insufficient funding with at least thirty (30) calendar days written notice to the Contractor.

HCPSS shall pay for all of the purchases, if any, incurred up to the date of the termination notice.

However, the Board's failure to provide such notice shall not extend the contract into a fiscal year in which funds for contract payments have not been appropriated or otherwise made available;

provided, however, that this shall not affect either HCPSS’s rights or the Contractor’s rights under any termination clause in this contract. The effect of termination of the contract hereunder shall be to discharge both the Contractor and HCPSS from future performance of the contract, but not from their rights and obligations existing at the time of termination.

F. Obligations of Contractor upon Termination: Upon notice of termination as provided above, the Contractor shall:

1. Take immediate action to orderly discontinue its work and demobilize its work force to minimize the occurrence of costs.

2. Take such action as may be necessary to protect the property of HCPSS, place no further orders or subcontract, and assign to HCPSS in the manner and to the extent directed by HCPSS all of the right, title and if ordered by HCPSS, possession and interest of Contractor under the orders or subcontracts terminated.

3. Deliver to HCPSS all materials, equipment, data, drawings, specifications, reports, estimates, and such other information accumulated by the Contractor which has been or will be reimbursed under this agreement after taking into account any damages that may be payable to HCPSS. Title to such items shall be transferred to HCPSS.

G. Remedies Not Exclusive: The rights and remedies contained in this general condition are in addition to any other right or remedy provided by law, and the exercise of any of them is not a waiver of any other right or remedy provided by law.

2.15. RESPONSIBILITIES AND WARRANTIES

A. Contractor shall perform the services and/or provide the goods with that standard of care, skill, and diligence normally provided by a Contractor, or professional in the performance of services and/or goods similar to the services and/or goods hereunder.

B. Notwithstanding any review, approval, acceptance, or payment for the services by HCPSS, the Contractor shall be responsible for professional and technical accuracy of its work furnished by the Contractor under this agreement.

C. HCPSS's review, approval, or acceptance of, nor payment for, any of the services required under this contract shall NOT be construed to operate as a waiver of any rights under this contract or of any cause of action arising out of the performance of this contract, and the Contractor shall be and remain liable to HCPSS in accordance with applicable law for all damages to HCPSS caused by the Contractor's negligent performance of any or the services furnished under this contract.

D. Contractor warrants that it is qualified to do business in the State of Maryland and that it will take such action as, from time-to-time hereafter, may be necessary to remain so qualified.

E. Contractor warrants that it is not in arrears with respect to the payment of any monies due and owing the county or state, of any department or agency thereof, including but not limited to the payment of taxes and employee benefits, and that it shall not become so in arrears during the term of this agreement.

F. Contractor warrants that it shall comply with all federal, state, and local law, ordinances and legally enforceable rules and regulations applicable to its activities and obligations under this agreement.

G. Contractor warrants that it shall procure, at its expense, all licenses, permits, insurance, and governmental approval, if any, necessary to the performance of its obligations under this agreement.

H. Contractor agrees that the equipment or supplies furnished under this award and or contract shall be covered by the most favorable commercial warranties the Contractor gives to any customer for such equipment or supplies and that the right and remedies provided herein are in addition to and do not limit any rights afforded to the HCPSS by any other clauses of the contract. All equipment shall in the very least carry a standard factory warranty against defects in parts and workmanship for the time period stated in the product warranty specifications and/or for two (2) years from date of acceptance.

If the manufacturer warrants equipment for a period longer than two (2) years, the Contractor shall pass through this time to HCPSS. All warranty work shall be accomplished to the satisfaction of HCPSS within seventy-two (72) Hours of notification of the work to be done.

2.16. PROTESTS AND DISPUTES

A. Except as otherwise provided in these contractual documents, any claim, dispute, or other matter in question concerning a question of fact shall initially be referred to the Procurement Specialist in writing, no later than seven (7) calendar days after the basis for the claim or dispute is known or should have been known. A formal written response to the claim or dispute shall be issued by the Procurement Specialist in a timely manner. If the Award Bidder is unsatisfied with this response, the Award Bidder may appeal the Procurement Specialist’s decision to the Director of Procurement, who shall reduce his decision in writing and mail or otherwise furnish a copy to the Award Bidder. This decision of the Director of Procurement shall be the final and conclusive action.

B. HCPSS reserves the right to proceed with the work under the Contract Documents during the dispute process if it is in the best interest of HCPSS, at HCPSS’ sole discretion. There shall be no appeal or dispute of termination for non-appropriation of funds or for loss of appropriated funds. Any costs incurred in the dispute process will be borne by the bidder in all instances.

2.17. GOVERNING LAW AND VENUE

The Contract Documents shall be governed by the laws of the State of Maryland and nothing in these Contract Documents shall be interpreted to preclude HCPSS from seeking, after completion or termination of the agreement, any and all remedies provided by law. Any lawsuit arising out of the Contract Documents shall be filed in the appropriate state court of competent jurisdiction located in Howard County, Maryland.

2.18. WAIVER OF JURY TRIAL

The Contractor and HCPSS hereby waive trial by jury in any action or proceeding to which HCPSS and/or Contractor are parties arising out of or in any way pertaining to the Contract Documents. It is agreed and understood that this waiver constitutes a waiver of trial by jury of all claims against all parties to such actions or proceedings, including claims against parties who are not parties to the Contract Documents.

This waiver is knowingly, willingly and voluntarily made by HCPSS and the Contractor and the Contractor hereby represent and warrant that no representations of fact or opinion have been made by and individual to induce this waiver of trial by jury or to in any way modify or nullify its effect. The parties further represent and warrant that they have been represented or have had the opportunity to be represented, in the signing of the Contract Documents and in the making of this waiver by legal counsel, selected of their own free will, and that they have had the opportunity to discuss this waiver with legal counsel.

2.19. EXAMINATION OF RECORDS

Contractor agrees that the auditor of HCPSS or any of their duly authorized representatives shall, have five

(5) years after the final renewal expiration date under this contract, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Contractor involving transactions related to this contract.

2.20. DISSEMINATION OF INFORMATION

During the term of this agreement, the Contractor shall not release any information related to the services or performance of the services under this agreement nor publish any final reports or documents without the prior written approval of the HCPSS contract manager.

2.21. COOPERATIVE PURCHASING CLAUSE

A. In accordance with State Finance and Procurement Article, Sect. 13-110, Maryland Annotated Code, HCPSS reserves the right to extend the terms of any contract resulting from this bid to public bodies, subdivisions, school districts, community colleges, colleges, and universities including nonpublic schools.

B. Contractor will, when requested, provide goods and services at the same prices and under the same terms and conditions as set forth in this Contract to any public or nonprofit agency that, at the time of request, has a Cooperative Purchasing Agreement with the District or participates in the Baltimore Regional Cooperative Purchasing Committee (BRCPC) and/or Axia Cooperative purchasing programs.

See https://baltometro.org/committee/baltimore-regional-cooperative-purchasing-committee/ for information about BRCPC. Participating agency lists are subject to change.

C. Each participating agency that orders goods or services under this Contract as provided above is solely responsible for paying Contractor for those goods and services. HCPSS, BRCPC and Axia Cooperative are not responsible for any disputes arising out of transactions made by others.

2.22. COOPERATIVE PARTNER

A. Axia Coop LLC (“Axia Cooperative” or “Axia”) is a national public sector cooperative purchasing organization. Axia works with respected leaders from the public procurement community to offer a growing portfolio of master agreements that leverage national volume to deliver savings, efficiency, and innovation for non-federal public sector agencies. Each agreement is publicly solicited by a lead agency utilizing the strictest of procurement standards. The resulting awards address the dynamic needs of today’s evolving market while providing both value and cutting-edge solutions. For more information about the contracting process, please visit axiacoop.org/contracting-process.

B. HCPSS has entered into an agreement with Axia Cooperative to facilitate the Request for Proposals (RFP) and act as the primary contracting authority for the term of the resulting contract(s). Resulting contract(s) is/are made available to other public agencies nationally for “piggybacking” through the Axia Cooperative purchasing program and authorized by various joint powers authority statutes, rules and regulations within each state and local jurisdiction.

C. While Axia Cooperative makes no guarantees as to exact quantities and/or purchase volume made by Participating Agencies, the estimated annual volume range for purchases made nationwide through this contract category is $25,000,000 - $50,000,000. Please see Attachment A for more information regarding the Axia Cooperative purchasing program.

2.23. NON-HIRING OF OFFICIALS AND EMPLOYEES

No official or employee of HCPSS whose duties as such official or employee include matters relating to or affecting the subject matter of this contract, shall during the pendency and term of this contract and while serving as an official or employee of HCPSS become or be an employee of the contractor or any entity that is a subcontractor on this contract.

2.24. ACCESS TO PUBLIC RECORDS ACT NOTICE

https://www.axiacoop.org/contracting-process/

A. The Board of Education of Howard County is subject to the Maryland Public Information Act, General Provisions Article, Title 4 Public Information Act.

B. All information submitted as part of this offer is subject to release under the Maryland Public Information Act (MPIA) unless HCPSS has determined that parts of the submittal are confidential.

C. Prior to the award of bids and contracts, the Board of Education of Howard County reviews and approves cost to be incurred by the school system - therefore, offerors should be aware that submission to this RFP may subject your pricing offer to release in a public forum. Additionally, pricing and payments made by HCPSS under the resulting Contract may also become subject to release as public information. HCPSS may consider both the ability to obtain necessary pricing from future offerors as well as the potential to cause harm to the competitive position of offerors in determining release of pricing detail. If you would like HCPSS to consider redactions in the event that your proposal is subject to a MPIA request, submit a proposed MPIA copy including justifications for each redaction and under what specific exemption that justification is qualified for redaction. Vague and general claims as to confidentiality will not be accepted. It is recommended that respondents consult with their legal counsel regarding disclosure issues and take the appropriate precautions to safeguard trade secrets or any other proprietary information. Final decisions for releasability are the sole responsibility of HCPSS based on available information at the time of receipt of the public information requested.

D. Copyrighted submittals are unacceptable and will be disqualified as non-responsive. All submittals become the property of HCPSS.

2.25. CONTINGENT FEE PROHIBITION

A. The Contractor warrants that they have not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee or agent working for the Contractor, to solicit or secure this agreement, and that they have not paid or agreed to pay any person, partnership, corporation, or other entity, other than a bona fide employee or agent, any fee or any other consideration contingent on the making of this agreement.

B. For breach or violation of this warranty, HCPSS shall have the right to terminate this agreement without liability, or, at its discretion, to deduct from the contract price or consideration, or percentage, brokerage fee, gift, or contingent fee.

2.26. OWNERSHIP AND USE

A. All materials, including but not limited to training documents, program and software, diagnostic equipment and energy information systems furnished by Bidder to HCPSS in connection to this Program shall remain the property of the School System. No materials will be returned to the Contractor at the end of the contract period including any that are copyrighted. HCPSS shall have the right to continue using all and any control equipment and document materials for as long as the School System desires to do so.

B. All documents, materials or data developed as a result of this contract shall be the property of HCPSS.

Therefore, HCPSS has the right to use and reproduce any documents, materials, and data, including confidential information, used in or developed as a result of this contract. HCPSS may use this information for its own purposes or use it for reporting to state or federal agencies.