1-6134 IFB.pdf

INVITATION FOR BIDS

NO. 6134-26C

FY2026 Trenchless Pipe Repairs

Barrett J. Tolbert

Contracts and Procurement Director Lonnie Hamilton, III Public Services Building

4045 Bridge View Drive, Ste B250 North Charleston, SC 29405-7464

Telephone: 843.958.4750

Fax No. : 843.958.4758

IFB No. 6134-26C

County of Charleston Procurement Department

4045 Bridge View Drive, Suite B250

North Charleston, SC 29405

PROJECT OVERVIEW

DATE: October 2, 2025

SOLICITATION NUMBER: IFB No. 6134-26C

DESCRIPTION OF WORK: FY2026 Trenchless Pipe Repairs

SMALL BUSINESS

ENTERPRISE

REQUIREMENT:

The County has a mandatory Small Business Enterprise (SBE) subcontract requirement on most procurements and contracts. See Attachment E, Required Forms, for details on the requirement for this project.

DUE DATE FOR WRITTEN

QUESTIONS:

October 16, 2025 at 5:00 p.m. (Eastern Time)

Questions or clarifications concerning this solicitation should only be directed to the Charleston County Procurement portal on the County website at:

https://charlestoncounty.bonfirehub.com/portal/?tab=openOpportunities

Please submit all questions in a single message through the “Vendor Discussion” tab of the project on the County’s Procurement Portal. Please avoid sending each question as a separate message.

DUE DATE AND TIME: November 4, 2025 at 3:00 p.m. (Eastern Time)

Wendy Curtis, Principal Buyer

Tel: 843-958-4756

Email: Wcurtis@charlestoncounty.org https://charlestoncounty.bonfirehub.com/portal/?tab=openOpportunities

INVITATION FOR BIDS

TABLE OF CONTENTS

SECTION PAGE

General Terms and Conditions 4

Attachment A: Special Instructions/Terms and Conditions 10

Attachment B: Scope of Work/Specifications 14

Attachment C: Sample Contract 16

Attachment D: Sample Forms 37

• Insurance Requirements

• Labor and Material Bonds

• Performance Bonds

• Drug-free Workplace Certification

Attachment E: Required Forms 49

• Bid Form(s)

• Non-Collusion Oath

• Compliance with Illegal Immigration Act

• Equal Employment Opportunity Certification

• Subcontractor Data Form

• Directions for Completing the Mandatory SBE Subcontract Requirement Form and

Mandatory SBE Subcontract Requirements Form

• DBE Good Faith Affidavit

INVITATION FOR BIDS (IFB)

GENERAL TERMS AND CONDITIONS

1. PREPARATION, SUBMISSION AND WITHDRAWAL OF BIDS

A. Rights Reserved: This solicitation does not commit Charleston County to award a contract, to pay any cost incurred in the preparation of bids submitted, or to procure or contract for the services.

The County reserves the right to: 1) reject any bid, all bids, or any part of a bid; 2) waive informalities, technical defects, and minor irregularities in bids received; and 3) award the bid(s) received on the basis of individual items or groups of items or the entire list of items.

The County shall be the sole judge of the suitability of the items or services to be provided pursuant to this Invitation for Bids (IFB).

The County reserves the right to cancel in part or in its entirety this Invitation for Bids if it is in the best interest of the County to do so.

B. Required Forms: Bids must be submitted on the forms furnished or copies thereof, and must be signed. If erasures or other changes appear on the forms, each erasure or change must be initialed by the person signing the bid.

C. Bid Submission: Bidders must submit an electronic submission through the County’s

Procurement Portal.

D. Late Bids: Bidders will not be able to submit bids after the due date and time of the solicitation. “Late Bids” will not be considered.

E. Withdrawal of Bid: Bids may be withdrawn by the Bidder prior to the time set for opening of bid, but not thereafter.

F. Addendum: Any interpretation, correction or change of the solicitation documents will be made by addendum. It is the Bidder’s responsibility to monitor the Procurement website for any additional information, revisions, or addenda that may be posted.

1. Through the County’s Procurement Portal, Bidders shall promptly notify the

Charleston County Procurement Department, in writing, and no later than the last date and time for the submittal of written questions, of any ambiguity, inconsistency or error which they may discover upon examination of the solicitation documents, the project premises and/or local conditions.

2. Through the County’s Procurement Portal, Bidders requiring clarification or interpretation of the solicitation documents shall make a written request which must be received at the Charleston County Procurement Department no later than the last date and time for submittal of written questions.

G. Substitution: Bidders may request substitutions of products through the County’s

Procurement portal. Notice of acceptance or non-acceptance will be given through an addendum. No substitutions will be considered after the Contract award except by amendment or change order.

H. Irregular Submittal Cause for Rejection: Failure to submit a bid on the forms requested or inclusion of any alternates, unit prices, conditions, limitations or provisions not called for, will render the bid irregular; and shall be considered sufficient cause for rejection of a bid. Failure to complete entries in all blanks on the Bid Form shall be considered cause for rejection of a bid.

I. Single Vendor and Joint Venture: The County seeks a single, qualified company to be responsible for completion of the work described herein (although the County reserves the option to award portions of the project to multiple Bidders if such is to the advantage of the County). Therefore, any one bid submitted by more than one company will be deemed to be a proposal for a joint venture between or among the companies so bidding unless the bid clearly and unequivocally describes that only one firm proposes to act as principal and the other firm(s) contractual position is clearly defined. The companies submitting as a joint venture will be held jointly and severally responsible for the entire project and will not be permitted to limit their liability to the County.

J. Competitive Procurement: It is the intent and purpose of the County that this IFB permits competition. It shall be each Bidder’s responsibility to advise the County if any language, provision, or other requirement, or any combination thereof, inadvertently restricts or limits the satisfaction of the specifications stated in this IFB to a single source. Such notification must be submitted in writing and must be received by the County’s Procurement

Department no later than the deadline for receipt of written questions. Any such notification shall be reviewed by the County's Contracts and Procurement Director.

K. Disclaimer Of Liability: The County, or any of its agencies, will not hold harmless or indemnify any Bidder for any liability whatsoever except as may otherwise be specified in this IFB.

L. Ownership Of Documents: All bids and supporting materials, including all data, material, and documentation originated and prepared for the County pursuant to this IFB and including correspondence relating to this IFB, shall, upon delivery to the County, become the property of the County.

2. PUBLIC ACCESS TO PROCUREMENT INFORMATION

Subject to the requirements of the Freedom of Information Act, commercial or financial information obtained in response to this IFB which is deemed privileged and confidential by the

Bidder will also not be disclosed after the award. Such privileged and confidential information includes information which if disclosed, might cause harm to the competitive position of the Bidder supplying the information. All Bidders, therefore, must visibly mark as "CONFIDENTIAL" each specific part of their bid which it considers to contain proprietary or other privileged information.

Additionally, all Bidders shall be solely responsible for identifying as exempt from the Freedom of

Information Act and for visibly marking as "EXEMPT FROM FREEDOM OF

INFORMATION ACT" each specific part of their bid which they deem to be so exempt and shall further be solely responsible for any consequences that might be related to arise from the nondisclosure of any information that is subsequently determined not to have such an exemption.

Do not mark the entire bid as confidential or exempt from disclosure. Doing so will necessitate an independent determination of confidentiality by the County pursuant to applicable law. The County hereby disclaims any responsibility for not disclosing information identified by any Bidder as exempt from the Freedom of Information Act; for any information which is disclosed as a result of a Bidder’s failure to visibly mark it as "CONFIDENTIAL"; and for any results of an independent verification of confidentiality necessitated by the marking of an entire bid as confidential or exempt from disclosure.

3. BIDDER REPRESENTATIONS

Each Bidder by submitting a bid represents that:

A. The Bidder has read and understands this IFB (including all specifications and attachments) and that their bid is made in accordance therewith.

B. The Bidder has reviewed the IFB, has become familiar with the local conditions under which the work described herein is to be performed, and has correlated personal observations with the requirements of the proposed Contract Documents.

C. The bid is based on the terms, materials, systems and equipment required by this IFB, without exception.

D. The Bidder is qualified to provide the services and equipment required under this IFB and, if awarded the Contract, will do so in a professional, timely manner using Bidder's best skill and attention.

4. BIDDER'S QUALIFICATIONS

Before a bid is considered for award, the Bidder may be requested by the County to submit a statement providing additional information regarding their previous experience in performing comparable work.

Prior to execution of the Contract, the successful Bidder may be required to provide a copy of any current applicable license issued by the State of South Carolina and/or the County to the successful

Bidder and those subcontractors subject to licensing.

See the Special Instructions/Terms and Conditions for any other project specific submittal requirements.

5. SUBCONTRACTORS

A. If any subcontractors will be used for this project, the successful Bidder shall provide to the Contracts and Procurement Director a list of names of any of the intended subcontractors, the subcontractor's applicable license number(s), and a description of the work to be done by each subcontractor on the Subcontractor Data Report Form included in the Attachment E, Required Forms.

B. The successful Bidder shall not substitute other subcontractors without the written consent of the Contracts and Procurement Director.

C. The successful Bidder shall be responsible for all services performed by a subcontractor as though they had been performed by the successful Bidder. Responsibilities include, but are not limited to, compliance with any applicable licensing regulations.

D. If at any time the Contracts and Procurement Director determines that any subcontractor is incompetent or undesirable, the director shall notify the successful Bidder accordingly, and the successful Bidder shall take immediate steps for cancellation of the subcontract and replacement.

E. Nothing contained in any contract resulting from this IFB shall create any contractual relationship between any subcontractor and the County.

F. It shall be the successful Bidder’s responsibility to ensure that all terms required in the attached Contract are incorporated into all subcontracts.

6. STATE AND LOCAL TAXES

Except as otherwise provided, Contract prices shall include all applicable state and local taxes.

The contractor shall calculate that portion of the Contract which is subject to South Carolina and

Charleston County local option sales and/or use tax, which currently totals nine percent (9%). The amount of sales tax shall be itemized and shown on all invoices, and shall be paid to South Carolina

Department of Revenue (SCDOR) by the contractor. If the contractor is a non-South Carolina company, the County will withhold said amount from all invoices and remit payment to the

SCDOR, unless the contractor furnishes the County with a valid South Carolina Use Tax

Registration Certificate Number.

The contractor shall indemnify and hold harmless the County for any loss, cost, or expense incurred by, levied upon or billed to the County as a result of the contractor’s failure to pay any tax of any type due in connection with this Contract.

The contractor shall ensure that the above sections are included in all subcontracts and sub-subcontracts, and shall ensure withholding on out-of-state subcontractors and sub-subcontractors to which withholding is applicable.

7. PERMITS AND LICENSES

The successful Bidder shall, without additional expense to the County, be responsible for obtaining and maintaining all necessary licenses and permits required by the State of South Carolina, the

County, a municipality, or any other authority having jurisdiction. Prior to execution of a contract, the successful Bidder may be required to provide a copy of any current applicable license issued by the County and/or by the State of South Carolina pursuant to Title 40 of the South Carolina

Code of Laws. Any subcontractor must also comply with the regulations promulgated in Title 40 of the South Carolina Code of Laws as enforced by the South Carolina Department of Labor, Licensing and Regulation. The successful Bidder’s (and/or any subcontractor’s) License Number, Person’s Name and Business Name must all be shown on all required licenses.

8. AWARD

Award of Contract will be made to the lowest responsive and responsible Bidder(s) whose bid, conforming to the IFB, is most advantageous to the County, price and other factors considered.

9. NOTICE OF AWARD OF CONTRACT

The successful Bidder will be notified of acceptance of bid by a written Notice of Award of contract. The successful Bidder shall not undertake any work, and the County will not be responsible for payment for any work whatsoever undertaken by successful Bidder prior to issuance of the Notice to Proceed.

The successful Bidder shall be required to submit acceptable Insurance Certificate(s) and

Endorsement(s) within Five (5) Business Days after the issuance of the Notice of Award.

10. CONTRACT DOCUMENT

The successful Bidder shall be required to execute a formal contract within Five (5) Business Days after issuance of a Notice of Award. Said Contract shall be virtually identical in substance and form to the Contract which is attached and marked Attachment C, Sample Contract. The only anticipated changes in Attachment C, Sample Contract, will be to include additional exhibits, to fill in the blanks to identify the successful Bidder, and terms relating to compensation, or to revise the contract to accommodate corrections, changes in the scope of work, or changes pursuant to addenda issued prior to the bid opening. Bidders should raise any questions regarding the terms of the

Contract, or submit requested changes in said terms, in the form of written questions or submittals, subject to the deadline for questions. Because the signed contract will be substantively and substantially derived from Attachment C, Sample Contract, Bidders are urged to seek independent legal counsel as to any questions about the terms, conditions or provisions contained in Attachment C, Sample Contract, before submitting a bid. Again, Attachment C, Sample Contract, contains important legal provisions and is considered part and parcel of this IFB.

Failure or refusal to sign aforesaid Contract shall be grounds for the County to revoke any Notice of Award which has been issued, forfeit bid security, and award the Contract to another Bidder.

11. NOTICE TO PROCEED

A Notice to Proceed will be issued after the successful Bidder has executed the Contract and has submitted acceptable performance and payment bonds (if applicable) to the County as well as other submittals specified herein as required to be delivered before the Notice to Proceed is issued.

The successful Bidder shall not deliver any equipment to the work site or commence work until the successful Bidder has received a written Notice to Proceed from the Contracts and Procurement

Director.

12. DRUG-FREE WORKPLACE ACT

Successful Bidder shall comply with the South Carolina Drug-free Workplace Act, Section

44-107-10 et seq., S.C. Code of Laws (1976, as amended). The County requires all successful

Bidders executing contracts for a stated or estimated value of $50,000 or more to sign a Drug-free

Workplace Certification form prior to the issuance of the Notice to Proceed.

13. DAMAGES

The County has defined this section in the Sample Contract.

14. MODIFICATION

15. TERMINATION

16. INDEMNIFICATION

17. UTILIZATION BY OTHER PUBLIC AGENCIES CLAUSE

The use of this solicitation and resulting contract shall be made available to other local governmental agencies and agencies established for the public benefit (“Public Agencies”). The parties agree to allow other governmental agencies to enter into separate agreements with the

Contractor under the terms and prices in effect between the County and the Contractor. The parties also agree that any other agency utilizing the terms and prices of this agreement shall not be deemed to be an agent or employee of the County of Charleston for any purpose whatsoever. The parties further agree that any Public Agency will enter its own separate contract with the Contractor.

The County is not otherwise responsible for the Public Agencies’ performance of the Contract between the individual Public Agencies and the Contractor or for any obligation or liability accruing to the Public Agencies in the performance thereof. The Public Agencies and the

Contractor further agree to waive any rights they may have in making the County of Charleston a party to a dispute between a Public Agency and the Contractor.

ATTACHMENT A

SPECIAL INSTRUCTIONS/ TERMS

AND CONDITIONS

INVITATION FOR BIDS (IFB)

SPECIAL INSTRUCTIONS AND TERMS AND CONDITIONS

1. GENERAL DESCRIPTION OF WORK/SERVICES

The County is seeking bids from Bidders established in the business of providing pipe repairs.

For the complete Scope of Work, see Attachment B, Scope of Work/Specifications.

2. WRITTEN QUESTIONS DEADLINE:

The last day and time for submittal of written questions shall be no later than 5:00 p.m. (Eastern

Time), October 16, 2025.

Through the County’s Procurement Portal, Bidders shall promptly notify the County no later than the last date and time for the submittal of written questions, of any ambiguity, inconsistency, error, or clarifications regarding the solicitation.

3. BID SUBMITTAL DEADLINE:

Through the County’s Procurement Portal, Bids are due no later than 3:00 p.m. (Eastern

Time), on November 4, 2025.

4. NON-COLLUSION OATH

Every bid must be accompanied by a notarized affidavit of non-collusion, executed by the Bidder or in the case of a corporation, by a duly authorized representative of said corporation. The

Non-Collusion Oath is provided herein.

5. PROJECT TIME:

Substantial Completion of this Project shall be achieved within two hundred seventy (270)

Calendar Days from the date of issuance of the Notice to Proceed, and achieve Final Completion within thirty (30) calendar days after the Substantial Completion date.

6. PAYMENT TO CONTRACTOR

The County shall pay the Contractor for the performance of the Work, including all items necessary to accomplish and complete the Work, in accordance with all terms and conditions as stated in

Attachment C, Sample Contract, on the following basis:

The Contractor shall submit monthly invoices itemizing all labor and materials for which payment is requested based on completed Work with the acceptance of the Work by the

County's authorized Representative. The County may at any time request backup documentation for any invoice for which it reasonably has questions. Payment may be withheld until such information is provided, as required by the County.

7. SECURITY REQUIRED

A. Bid Security – 5% Bid Bond

Each bid must be accompanied by a Bid Bond acceptable to the County. Bid

Bonds must be issued by a corporate surety registered and authorized to do business in the State of South Carolina. Bid bonds shall be payable to the County, and shall be for at least five (5%) percent of the total amount of the bid. The Bid Bond serves as a guarantee deposit that the bid will be carried out to the complete satisfaction of the County.

A copy of the Bid Bond must be submitted with the proposal. The original Bid Bond must be received in the County’s Procurement Office from the lowest responsive and responsible bidder within 24 hours once notified by email.

(1) Forfeiture of Bid Security

Failure of the successful Bidder to execute the Contract, meet performance and payment bond requirements, or failure to submit insurance requirements within five

(5) business days after issuance of the Notice of Award, shall result in the Bidder’s bid security being forfeited as liquidated damages. The Notice of Award and Contract will be rescinded and awarded to another Bidder. Withdrawal of a Proposal after the opening date and time but prior to final award, may also result in forfeiture of bid security.

(2) Submitting Certified Check in lieu of Bid Bond, Return of Security

In lieu of a Bid Bond, Bidders may submit a certified check or cashier’s check in aforesaid amount payable in U.S. funds. A copy of the check must be submitted with the bid. The original certified check or cashier’s check must be received in the

County’s Procurement Office from the lowest responsive and responsible bidder within 24 hours once notified by email.

Pursuant to County policy, bid security submitted in the form of checks will be deposited with the County Treasurer into the County General Fund.

Bid Security submitted in the form of a check will be returned to all Bidders after the successful Bidder has executed the Contract and delivered all required bonds. If a contract has not been awarded within the time frame requested for the Bidders to hold their firm and irrevocable offer, the bid security will be returned upon demand of the

Bidder. Bidders will not be entitled to any interest earnings on returned funds. Security will be refunded in the form of a County check.

B. Payment and Performance Security

(1) The successful Bidder shall provide performance and payment bonds, in a form satisfactory to the County (see attached Sample Forms in Attachment D), in the following amounts:

Payment Bond: 100% of the total amount of the Contract.

Performance Bond: 100% of the total amount of the Contract.

(2) The aforesaid payment and performance bonds must be issued by a corporate surety registered and authorized to do business in South Carolina and must be counter-signed by a licensed, authorized South Carolina agent.

(3) Attorneys-in-fact who sign bid bonds or performance bonds must file with each bond a certified and effective, dated copy of their power of attorney.

(4) The time to be covered by the performance bond shall commence on the date of execution of any contract resulting from this IFB and terminate two (2) years after final payment to Contractor by County.

(5) The time to be covered by the payment bond shall commence on the date of execution of any contract resulting from this IFB and terminate twelve (12) months after the date of final acceptance of the Work by the County.

8. INSURANCE REQUIREMENTS

See Attachment D, Sample Forms. The successful Bidder, at its own expense, shall at all times during the term of the Contract, maintain insurance as required herein and previously incorporated by reference. The County shall not execute the Contract until the successful Bidder has submitted acceptable Insurance Certificate(s) and Endorsement(s), which must be submitted within Five (5)

Business Days of receipt of the Notice of Award, and which reflect that the required coverages are in place and that all premiums have been paid. Refusal or failure to submit such Insurance

Certificate(s) and Endorsement(s) shall constitute grounds for the County to revoke its Notice of

Award, forfeit bid security, and award the Contract to another successful Bidder. The County may contact the successful Bidder’s insurer(s) or insurer(s)' agent(s) directly at any time regarding the successful Bidder’s coverages, coverage amounts, or other such relevant and reasonable issues related to this Contract. The successful Bidder shall also require any sub-contractors to carry the same coverages in the same amounts.

Insurance Certificate(s) and Endorsement(s) will be accepted electronically.

The County must be advised immediately of any changes in required coverages.

9. SMALL BUSINESS ENTERPRISE (SBE) PROGRAM

Charleston County Council has amended its Procurement Ordinance to include a mandatory Small

Business Enterprise (SBE) subcontract requirement on all procurements and contracts. See

Attachment E, Required Forms, for details on the requirement for this project.

10. DISADVANTAGED BUSINESS ENTERPRISE GOAL

Charleston County Council has established a goal of 25% for Disadvantaged Business Enterprise

(DBE) participation on all contracts and procurements.

ATTACHMENT B

SCOPE OF WORK/SPECIFICATIONS

The Scope of Work/Specifications are intentionally not attached hereto but is provided separately herewith.

The Scope of Work/Specifications are, nevertheless, part and parcel of this solicitation and are incorporated herein by reference.

APPENDIX A

PLANS

Appendix A (the Plans) to this Scope of Work is intentionally not attached hereto but is, because it is oversized, provided separately herewith. Appendix A is, nevertheless, part and parcel of this Scope of

Work and is incorporated herein by reference.

ATTACHMENT C

SAMPLE CONTRACT

STATE OF SOUTH CAROLINA )

COUNTY OF CHARLESTON )

CONTRACT

No. 6134

FY2026 Trenchless Pipe Repair

THIS CONTRACT (hereinafter the “Contract”) entered into this _____ day of (Month) 20__ between the COUNTY OF CHARLESTON, South Carolina, a public body corporate and politic and political subdivision of the State of South Carolina, (hereinafter the "County") and (NAME OF

COMPANY/INDIVIDUAL), a (insert State of incorporation) Sole Proprietorship/ Partnership/

Corporation/ Limited Liability Corporation (choose one), the address of which is Street, City, State, Zip

(hereinafter the "Contractor"), (“Party” as to each; collectively the “Parties”).

W I T N E S S E T H:

WHEREAS, the County has sought to contract with an independent contractor for the furnishing of all labor, supervision, materials and equipment required to perform and complete the project known as

FY2026 Trenchless Pipe Repairs (hereinafter the “Work”) as detailed in the Contract Documents (defined below); and

WHEREAS, the County solicited bids pursuant to IFB NO. 6134-26C for the aforesaid Work that is needed; and

WHEREAS, the Contractor has represented to the County that its staff is qualified to perform the

Work required in this Contract in a professional and timely manner; and

WHEREAS, the County has relied upon the above representations by the Contractor; and

WHEREAS, the County's Public Works Director has recommended that a Contract for the aforesaid Work be entered into with the Contractor; and

WHEREAS, the Contractor desires to perform the aforesaid Work pursuant to the terms and conditions contained below;

NOW, THEREFORE, for and in consideration of these promises, of the mutual covenants herein set forth, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, and the above-referenced recitals incorporated into this Contract herein by reference, the Parties hereto hereby agree as follows:

SECTION ONE

Definitions

Unless the context clearly requires otherwise, all capitalized terms used in this Contract shall have the meanings set forth in this Section One.

1. “Commencement Date” means the date specified in the Notice to Proceed as the date on which the

Contractor shall begin providing the Work.

2. Completion, Substantial and Final.

a. “Substantial Completion” means that point at which, as certified in writing by the

Construction Manager, the Work, or a designated portion thereof, has been constructed per the plans over the entire length of the project, including tie-ins to adjacent projects or existing roads, all travel lanes are to be open to the public, all safety features are installed and are being properly maintained, no lanes will have to be closed to complete any remaining work and citizens can enjoy beneficial use and legally occupy, use or operate it in all respects, for its intended purpose. Except for a project where the major item of work is installation of pavement markings or markers, the final pavement-marking scheme must be in place with at least temporary markings, but the final pavement markings do not have to be in place for the work to be substantially complete.

b. “Final Completion” denotes that all Work, to include but not limited to punch list items, has been completed in accordance with the terms and conditions of the Contract

Documents.

3. “Construction Inspector” shall be the representative designated by the County to serve as

Construction Inspector for the Work, responsible as the County’s inspector in the field on the

Project. The Construction Inspector reports to the Construction Manager and has authority to make decisions in the field as per the Scope of Work.

4. “Construction Manager” shall be the representative designated by the County to serve as

Construction Manager for the Work, responsible for the Project in the field. The Construction

Manager coordinates with the Project Manager on any changes or decisions, provides progress reports and has authority to make decisions on the project as per the Scope of Work.

5. “Contract” means document titled “Contract No. 6134.”

6. “Contract Documents” means all exhibits, attachments, specifications, addenda, and amendments to this Contract that are incorporated by reference into this Contract.

7. “Contract Price” means the price listed in the Contract for service to be received in return.

8. “Contract Quantities” means the estimated quantities listed on the bid form.

9. “Contractor” has the meaning assigned above to that term, and includes that company’s agents, employees, and representatives.

10. "County" means County of Charleston, a public body politic and corporate and political subdivision of the State of South Carolina.

11. “Department” means the South Carolina Department of Transportation also shown herein as

“SCDOT.”

12. “Engineer” means the Project Engineer for the County, acting directly or through its duly designated representative, such representative acting within the scope of particular duties assigned to it or of the authority given it. For purposes of this Contract and the Work to be performed under it, the duly designated representative of the Engineer shall be the Project Manager (as defined below).

13. “Final Payment” means the last payment from the County to the Contractor of the entire unpaid balance of the Contract sum as adjusted by any approved change orders.

14. “Notice to Proceed” means the written notice to be given by the County to the Contractor to commence Work under this Contract.

15. “Procurement Director” means the Contracts and Procurement Director for Charleston County.

16. “Project” means the “Work” and is used interchangeably with that term.

17. “Project Manager” shall be the representative designated by the County to serve as Project Manager for the Work, responsible for the Project as a whole, and for final decision making on the Project.

18. “Project Site” means the site or sites where the Work is performed. This term is used interchangeably with "Work Site.”

19. “Standard Highway Specifications” shall be the “South Carolina Department of Transportation

Standard Specifications for Highway Construction” Edition 2000, including revisions.

20. “Work” means the work specified and described in Exhibit B (“Scope of Work (with Appendices)”) to this Contract and includes, but is not limited to, materials, workmanship, manufacture and fabrication of components.

21. “Work Site” means the “Project Site” and is used interchangeably with that term.

SECTION TWO

Contract Documents

The Parties agree that the Contract Documents shall include the following, which are incorporated herein by reference:

Exhibit A: Invitation for Bids (IFB) No. 6134-26C and Addendum No. _____

Exhibit B: Scope of Work/Specifications(with Appendices)

Exhibit C: Contractor’s Insurance Certificate(s) and Endorsement(s)

Exhibit D: Drug-free Workplace Certification Form

Exhibit E: Contractor's Bid dated , 2025

In the event of any conflict, discrepancy, or inconsistency among any of the documents which make up this

Contract, the following shall control:

a. As between the Contract and the Contract Documents or any other documents which make up this Contract, this Contract shall govern.

b. In the event of any conflict, discrepancy, or inconsistency among any of the other Contract

Documents, the Contractor shall diligently review all such documents and notify the

County immediately upon discovery of same for resolution by the County.

c. Any documents not included or expressly contemplated in this Contract do not, and shall not, form a part of this Contract. The Contract Documents are intended to be complementary, and a requirement in one document shall be deemed a requirement in all documents.

As provided in Exhibit B, Scope of Work (with Appendices), attached hereto, certain publications shall also govern the Work hereunder, unless otherwise provided herein, and are also hereby incorporated by reference.

SECTION THREE

Term

The Contractor shall meet Substantial Completion of the Work within two hundred seventy (270) calendar days after the County issues a Notice to Proceed, and achieve Final Completion of the Work within thirty

(30) calendar days after the Substantial Completion date, absent any extensions as provided for herein.

Time for cold weather and seasonal paving restrictions have been allowed for in the allocated days to complete the work.

The Contractor shall not commence Work prior to the issuance of a Notice to Proceed.

The date of Substantial Completion and Final Completion shall be determined in writing by the

Construction Manager.

The punch list must be completed to achieve Final Completion within the time frame as specified in the

Contract, unless another time frame is agreed upon in writing by the Project Manager. Seasonal restrictions and temperatures may be considered for individual items. Failure to attain Final Completion will result in liquidated damages at the specified rate for any punch list item remaining incomplete beyond the allotted time frame. Liquidated damages will be charged daily until all punch list items are completed.

SECTION FOUR

Scope of Work

Contractor agrees to perform and furnish all labor, supervision, materials, equipment, tools, machinery, transportation and supplies necessary for the completion of the Work required under this Contract in a professional and timely manner.

See Exhibit B, Scope of Work (with Appendices), for complete Scope of Work and Plans.

Work is to be completed as indicated in Section Three - Term after the issuance of the Notice to Proceed, absent any extensions as provided in Section Six - Time hereof.

SECTION FIVE

Contract Price: Payment Terms

A. The Contractor is to perform the Work beginning on the Commencement Date until the termination of this Contract for the estimated total amount of Dollars ($ ).

Actual payments will be based on verified quantities actually incorporated in the Work as priced in

Contractor’s Bid, referenced herein as Exhibit E.

The amount as specified may be increased or decreased by the County through the issuance of a change order or amendment. Any prices specified in Contractor’s Bid or any such change order or

Amendment will remain firm for the term of this Contract and any Amendment thereto.

B. The Contractor shall submit monthly invoices itemizing all labor and materials for which payment is requested. Subject to approval of the invoice by the County, the County shall pay Contractor for the performance of the Work, including all labor and items necessary to accomplish and complete the Work, in accordance with all terms and conditions as stated in the Contract Documents, on the following basis:

The Contractor shall submit invoices in the format that will be provided by the County at the pre-construction meeting. Failure to follow the format may result in payment delays.

All invoices will be processed by the County once a month. All partial payments will be based upon the Contractor’s invoices, approved by the Project Manager, for the Work performed and materials completely in place in accordance with the Contract and to the satisfaction of the Project

Manager. Ten (10%) percent or Five Hundred Thousand ($500,000), Dollars whichever is less, shall be retained by the County and the remainder shall be paid to the Contractor. Retainage shall not be released until after the completion of all the Work to the satisfaction of the County and the

Department.

C. Invoices will be submitted to the Project Manager, and the invoice will reference IFB No. 6134-

26C.

D. With regard to items (which term includes, without limitation, any and all materials) in the Contract

Price, the County reserves the right to increase or decrease the quantity of any contract item. If the quantity increase or decrease is less than 25% of the original quantity, there is no change in the unit price. If the quantity increase or decrease is more than 25% of the original quantity, the County will determine if unit prices may be adjusted because of the increases or decreases.

No claim shall be made by the Contractor for any loss of anticipated profits because of any such alteration, or by reason of any variation between the approximate quantities and the quantities of work as done. If the altered or added work is of sufficient magnitude as to require additional time in which to complete the Project, such time adjustment will be made at the determination of the

County.

E. No claim by the Contractor for any adjustment under this Contract shall be allowed if asserted after

Final Payment under this Contract.

F. When the County requires substantiating information, the Contractor shall submit data justifying dollar amounts in question.

SECTION SIX

Time

The Contractor agrees to punctually and diligently perform all parts of the Work at the time scheduled by the Contractor which shall be subject to change by the County as deemed necessary or convenient to the overall progress of the Project. In this connection, the Contractor agrees that the Contractor will keep itself continually informed of the progress of the job and will, upon its own initiative, confer with the County so as to plan its work in coordinated sequence with the Work of the County and of others and so as to be able to expeditiously undertake and perform the Work at the time most beneficial to the entire Project. The

Contractor will be liable for any loss, costs, or damages sustained by the County for delays in performing the Work hereunder, other than excusable delays for which the Contractor shall be granted an extension of time. If, in the reasonable opinion of the County, the Contractor is not complying with the progress schedule or will not meet the completion date, the County may require the Contractor to provide additional manpower, or work overtime, or expedite materials, and the Contractor shall take the necessary steps to comply, all without increase in Contract Price.

If the Contractor is delayed at any time in the progress of the Work by any act or neglect of the County, or by any separate contractor employed by the County, or by changes in the Work, or by labor disputes, fire, unusual delay in transportation, unusually severe weather conditions, unavoidable casualties, delays specifically authorized by the County, or by causes beyond the Contractor's control, avoidance, or mitigation, and without the fault or negligence of the Contractor and/or subcontractor or supplier at any tier, then the Contract time shall be extended by change order for such reasonable time, if any, as the County may determine that such event has delayed the progress of the Work or overall completion of the Work, if the Contractor complies with the notice and documentation requirements set forth below.

Any claim for extension of time, except as provided for below with regard to rain delays, shall be made in writing to the County, not more than five (5) calendar days from the beginning of the delay. The notice shall indicate the cause of the delay upon the progress of Work. If the cause of the delay is continuing, the

Contractor must give written notice every week to the County. Within five (5) calendar days after the elimination of any such delay, the Contractor shall submit further documentation of the delay and a formal change order request for an extension of time for such delay.

The written request for a time extension shall state the cause of the delay, the number of days extension requested, and such analysis and other documentation to demonstrate a delay in the progress of the Work or the overall Project completion. If the Contractor does not comply with the above notice and documentation requirements, the claim for the delay shall be waived by the Contractor.

Extensions of time shall be the Contractor's sole remedy for any and all delays, hindrances, or obstructions.

No payment or compensation of any kind shall be made to the Contractor for damages because of hindrance or obstruction in the orderly progress of the Work or delay from any cause in the progress of the Work, whether such hindrances or delays be avoidable or unavoidable. The Contractor expressly agrees not to make, and hereby waives any claim for damages on account of any delay, obstruction, or hindrance for any cause whatsoever, including but not limited to the aforesaid cause and agrees that the Contractor's sole right and remedy in the case of any delay, obstruction, or hindrance, shall be an extension of the time fixed for completion of the Contract. Without limitation, the County's exercise of its rights under the changes clause, regardless of the extent or number of such changes, shall not under any circumstances be construed as compensable, other than through an extension of time, it being acknowledged that the Contract amount includes and anticipates any and all delays, hindrances, or obstructions whatsoever from any cause, whether such be avoidable or unavoidable.

Weather delays are generally referred to as "rain days," and shall apply to days when the Work cannot be undertaken due to adverse weather conditions. Time for hot, cold, and/or windy conditions have been allowed for in the allocated date of completion. An average number of rain days are included in the completion date determination. This was determined by the following method:

Using the National Oceanic and Atmospheric Administration (NOAA) monthly reports, all days in each month in which rainfall in any part of the day exceeded .10 inch has been calculated and averaged. These averages are as follows:

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

10 7 6 6 9 14 14 17 11 8 6 10

Rain delays, therefore, will only be considered when the number of days in any month in which rainfall, as recorded by the weather bureau as .10 inch or greater, exceeds the number of days shown. Notwithstanding the days shown on the monthly report, time extensions for rain days will only be considered based upon actual conditions at the Project Site. If, in the opinion of the Contractor, adverse weather causes unsuitable conditions that prevent the Contractor from proceeding with the Work at any time during the term of this

Contract, the Contractor shall submit written notification to the County's Representative within twenty-four

(24) hours of the onset of said conditions. Notwithstanding the requirements of Section 19 - Change Orders, the Contractor shall make a claim for time extension due to rain delays within five (5) calendar days of issuance of the NOAA monthly report.

SECTION SEVEN

Insurance Requirements

The Contractor, at its own expense, shall at all times during the term of the Contract, maintain insurance as included in Exhibit A, Invitation for Bids (IFB) No. 6134-26C, which is attached hereto and previously incorporated by reference. The County may contact the Contractor’s insurer(s) or insurer(s)' agent(s) directly at any time regarding the Contractor’s coverages, coverage amounts, or other such relevant and reasonable issues related to this Contract. The Contractor shall also require any subcontractors to carry the same coverages in the same amounts.

The County must be advised immediately of any changes in required coverages.

SECTION EIGHT

Payment and Performance Security

The Contractor shall provide and maintain payment and performance bonds in the amount of

__________________________ ($________), inclusive of change order.

SECTION NINE

Compliance with Legal Requirements

All applicable federal, state and local laws, ordinances, and rules and regulations of any authorities

(including, but not limited to, any laws, ordinances or regulations relating to the S.C. Department of

Revenue or the S.C. Department of Labor, Licensing and Regulation) shall be binding upon the Contractor throughout the pendency of this Work. The Contractor shall be responsible for compliance with any such law, ordinance, rule or regulation, and shall hold the County harmless and indemnify the same in the event of non-compliance as set forth in the Contract.

The Contractor certifies that it will comply with the applicable requirements of Title 8, Chapter 14 of South

Carolina Code of Laws, 1976, as amended, and agrees to provide to the State upon request any documentation required to establish either: (a) that Title 8, Chapter 14 is inapplicable to the Contractor and its subcontractors or sub-subcontractors; or (b) that the Contractor and its subcontractors or sub-subcontractors are in compliance with Title 8, Chapter 14.

Pursuant to Section 8-14-60, “A person who knowingly makes or files any false, fictitious, or fraudulent document, statement, or report pursuant to this chapter is guilty of a felony and, upon conviction, must be fined within the discretion of the court or imprisoned for not more than five years, or both.”

The Contractor agrees to include in any contracts with subcontractors, language requiring subcontractors to (a) comply with applicable requirements of Title 8, Chapter 14, and (b) include in its contracts with the subcontractors language requiring the sub-subcontractors to comply with the applicable requirements of

Title 8, Chapter 14.

The Contractor agrees to and shall certify agreement to abide by the requirements under Title VI of the

Civil Rights Act of 1964, and other non-discrimination authorities under Federal Executive Order Number

11246, as amended, and specifically the provisions of the equal opportunity clause.

The Contractor shall comply with all federal, state and local laws, ordinances, rules and regulations of any authorities throughout the duration of this Contract. The Contractor shall be responsible for compliance with any such law, ordinance, rule or regulation, and shall hold County harmless and indemnify the same in the event of non-compliance.

SECTION TEN

Drug-free Workplace Act

The Contractor shall comply with the South Carolina Drug-free Workplace Act, Section 44-107-10 et seq., S.C. Code of Laws (1976, as amended). The County requires all Contractors executing contracts for a stated or estimated value of $50,000 or more to sign a Drug-free Workplace Certification form prior to the issuance of the Notice to Proceed.

SECTION ELEVEN

Material and Workmanship: Warranties and Representations

The Contractor represents that its staff is knowledgeable about and experienced in performing the Work required in this Contract and warrants that it will use best skill and attention to provide above described

Work in a professional, timely manner.

The Contractor warrants and represents that it shall be responsible for all subcontractors working directly for it, as well as for their work product, as though Contractor had performed the Work itself.

A. All equipment, materials and articles incorporated in the Work covered by the Contract and provided by the Contractor are to meet the SCDOT Standard Specifications, unless otherwise stated herein. Unless otherwise specifically provided in this Contract, reference to any equipment, material, article or patented process, by trade name, make or catalog number, shall not be construed as limiting competition. When requested, the Contractor shall furnish to the Contracts and

Procurement Director, for approval the name of the manufacturer, the model number, and other identifying data and information respecting the performance, capacity, nature and rating of the machinery and mechanical and other equipment which the Contractor contemplates incorporating in the Work. When required by this Contract or when called for by the Contracts and Procurement

Director, the Contractor shall provide full information concerning the material or articles which he contemplates incorporating in the Work. When so directed, samples shall be submitted for approval at the Contractor's expense, with all shipping charges prepaid. Machinery, equipment, material and articles installed or used without the required prior approval of the County shall be at the risk of subsequent rejection by the County.

B. Any and all manufacturers' warranties on any equipment or materials will be passed on to the

County and copies of said warranties will be furnished by the Contractor to the County upon completion and final acceptance of the Work.

C. The Contracts and Procurement Director may, in writing, require the Contractor to remove from the Work Site any employee the Contracts and Procurement Director deems incompetent, careless or otherwise objectionable.

D. In addition to any manufacturer's warranties, all workmanship and materials are warranted to be free from defects for a period of twenty-four (24) months…