1-8126 Lab Testing FBD.pdf

Barnstable County Purchasing Department

INVITATION FOR BID

Laboratory Testing Services

IFB #: 8126

Date: Wednesday, May 20, 2026

Table of Contents

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INSTRUCTION TO BIDDERS

1. Service Specifications

2. Term of the Agreement

3. Sub-Contractors

4. Pre-Bid Meeting

5. Bid Response Instructions

6. Required Bid Response Date

7. Bid Signature

8. Official Date and Time

9. Time for Bid Acceptance

10. Modification or Withdrawal of Bids, Mistakes, and Minor Informalities

11. Bid Prices to Remain Firm

12. Questions and County POC

13. Changes & Addenda

14. Key Personnel

15. References

16. Price Escalation

17. Insurance

18. Contractual Terms

19. Collective Purchasing

20. References to General Laws

21. Cost of Preparation

22. County Tax Exemption

23. Political Activity Prohibited, Anti-Boycott Warranty

24. Contractor Compliance

25. Public Record Request

26. Selection and Notice

27. Vendor Self Service (VSS) - Online Supplier Portal

Attachments

1. Attachment A: Service Specifications

2. Attachment B: Certificate of Non-Collusion/ State Tax Compliance

3. Attachment C: References

4. Attachment D: Purchase Order Terms and Conditions

5. Attachment E: Contract for Services

6. Attachment F: Bid Submission Instructions https://barnstablecounty-my.sharepoint.com/wjaedtke_barnstablecounty_org/maintenance/IFB/Model%20IFB%20comments.doc#statute

Barnstable County Regional Government of Cape Cod Purchasing Department Jennifer L.V. Frates, Chief Procurement Officer

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Barnstable County invites sealed bids for Laboratory Testing Services per Bid No. 8126

The bid documents may be obtained electronically online at https://barnstablecounty.bonfirehub.com where they are publicly available as of Wednesday, May 20, 2026 at 8:00AM.

Bids are due Tuesday, June 9, 2026 at 11:00AM. THIS PROJECT IS BEING ELECTRONICALLY BID AND HARD COPY BIDS WILL NOT BE ACCEPTED. It is the bidder's sole responsibility to familiarize themselves with the Bonfire Online Bid Submission Platform and the online bid submission process and requirements.

The County of Barnstable reserves the right to accept or reject any or all bids, to waive any informality contained therein, and to award the contract as decided to be in the best interest of the County.

All bids for this project are subject to the provisions of Massachusetts General Laws, Chapter 30B as amended.

The County of Barnstable fully complies with federal, state, and local laws and directives governing equal opportunity, affirmative action and non-discrimination in all county activities and actively solicits bids/proposals from MBE/WBE businesses in accordance with County policy.

Jennifer Frates Chief Procurement Officer

3195 Main Street | P.O. Box 427 | Barnstable, Massachusetts 02630

P: (508) 375-6637 E: Jennifer.frates@capecod.gov https://barnstablecounty.bonfirehub.com/ mailto:Jennifer.frates@barnstablecounty.org

Instruction to Bidders

Laboratory Testing Services

IFB #: 8126

Barnstable County is soliciting bids from qualified vendors to provide Laboratory Testing Services .

1. Service Specifications

Bidders are to submit responses based upon the specifications as outlined within Attachment A, "Service Specifications". All pricing should be inclusive of all costs associated with providing services as specified.

2. Term of Agreement

The contract resulting from this IFB is expected to begin July 1, 2026 through June 30, 2027. Barnstable County may choose to renew this contract up to two times for additional one year periods; however, this renewal or extension option shall be exercised at the sole discretion of the Barnstable County Commissioners and shall not be subject to the agreement or acceptance of the contractor, pursuant to Chapter 30B, Section 12. Exercise of this option shall be based on a determination that it is more advantageous to renew or extend the contract than to undertake a new procurement. The contract resulting from this IFB shall be canceled if funds are not appropriated.

3. Sub Contractors

If any aspect of this project is to be sub contracted it must be noted within your response. Include the name of the sub contractors and qualifications.

4. Pre-Bid Meeting A pre-bid meeting has not been scheduled for this IFB.

5. Bid Response Instructions All bid responses will be received online prior to the date and time specified below for the project titled IFB # 8126 Laboratory Testing Services to the Bonfire Online Bidding Tool which can be access online at https://barnstablecounty.bonfirehub.com All required documents must be submitted in the format specified, all fields must be completed as specified and the documents must be submitted to the correct project folder in order for the bid response to be complete. Hard copy bid responses will not be accepted. It is the bidder's sole responsibility to familiarize themselves with the Bonfire Online Bid Submission Platform and the online bid submission process and requirements. Instructions can be found in Attachment F.

6. Required Bid Response Date

Bidders who wish to be considered for this project should submit their proposals per the instructions above to the County prior to the date and time specified below.

Proposals are due on or before Tuesday, June 9, 2026 at 11:00AM. No late proposals will be accepted.

Bids will be opened publicly online immediately after the bid closes through Microsoft Teams. A link is provided in the Bonfire Portal for any member of the public who would like to join.

7. Bid Signature A bid must be signed as follows: 1) if the bidder is an individual, by her/him personally; 2) if the bidder is a partnership, by the name of the partnership, followed by the signature of each general partner; and 3) if the bidder is a corporation, by the authorized officer, whose signature must be attested to by the clerk/secretary of the corporation, and with the corporate seal affixed.

8. Official Date & Time

A bid will not be considered delivered unless the bid has been received online by the Bonfire Online Bidding Tool (in the correct project) which can be accessed at https://barnstablecounty.bonfirehub.com prior to the date and time specified in the documents. The official date and time shall be the date and time shown online at https://barnstablecounty.bonfirehub.com Contractors providing a bid on a project for any work at this facility must take this information into consideration prior submitting any proposal.

9. Time for Bid Acceptance The contract will be awarded within 30 days after the bid opening. The time for award may be extended for up to 45 additional days by mutual agreement between Barnstable County and the apparent lowest responsive and responsible bidder (or, for a contract requiring payment, the apparent highest responsive and responsible bidder.)

10. Modification or Withdrawal of Bids, Mistakes, and Minor Informalities Any proposals may be withdrawn or modified prior to the date and time stated in the proposal for the opening of proposals. Such withdrawal or modification must be done by the bidder online through the Bonfire Online Bidding Tool.

After the bid opening, a bidder may not change any provision of the bid in a manner prejudicial to the interests of the County for fair competition. Minor informalities will be waived, or the bidder will be allowed to correct them. If a mistake and the intended bid are clearly evident on the face of the bid document, the mistake will be corrected to reflect the intended correct bid, and the bidder will be notified in writing; the bidder may not withdraw the bid. A bidder may withdraw a bid if a mistake is clearly evident on the face of the bid document, but the intended correct bid is not similarly evident.

If this bid is received electronically, bidders are solely responsible for obtaining and completing required attachments that are identified in this bid and for checking for any addenda or modifications that are subsequently made to this bid or attachments. Barnstable County accepts no liability and will provide no accommodation to bidders who fail to check for amended bids and submit inadequate or incorrect responses.

Bidders may not alter (manually or electronically) the bid language or any bid documents. Unauthorized modifications to the body of the bid, specifications, terms or conditions, or which change the intent of this bid are prohibited and may disqualify a response.

11. Bid Prices to Remain Firm All bid prices submitted in response to this bid must remain firm for 30 days following the bid opening.

12. Questions and County POC Any clarification of requirements or requests for additional information by proposers must be made in writing to the Bonfire Public Q&A https://barnstablecounty.bonfirehub.com and submitted no later than the deadline as referenced in the Submission instructions, Attachment F. Answers to all questions will be made in writing and posted online as an addendum to the IFB # 8126 Laboratory Testing Services on the bid website as an attachment under the bid information: https://barnstablecounty.bonfirehub.comOnly questions answered by formal written Addenda will be binding. Oral and other interpretations or clarifications will be without legal effect.

Vendors with multiple questions shall submit up to 10,000 words in a single post within the Public Q&A section of Bonfire.

https://barnstablecounty.bonfirehub.com/ https://barnstablecounty.bonfirehub.com/ https://barnstablecounty-my.sharepoint.com/wjaedtke_barnstablecounty_org/maintenance/IFB/Model%20IFB%20comments.doc#statute

13. Changes & Addenda

For any bid or RFP document and any addenda that are received electronically, it is the responsibility of every bidder who receives this bid or RFP and all associated documents to check this website for any addenda.

Barnstable County accepts no liability to provide accommodation to bidders who submit a response based upon information obtained from its website. Bidders may not alter (manually or electronically) the bid language or any bid documents.

14. Key Personnel Include within your response the key individuals that will be responsible for ensuring the success of this project and their qualifications.

15. References Provide the following references (Attachment C):

• Provide contact information (entity name, contact name, title, phone number & email address) for three client references on projects of similar type, scale, and complexity.

16. Price Escalation

Please refer to attachment A.

17. Insurance General Insurance Requirements Prior to the commencement this Contract, the Vendor shall procure and maintain during the life of the Contract and beyond as required, the types and limits of insurance as outlined below:

a. All insurance required of the Vendor will be maintained with companies assigned a letter rating in the "A- VIII" category from A.M. Best or which are otherwise acceptable to the County of Barnstable, and which are lawfully authorized to do business in the Commonwealth of Massachusetts.

b. Each policy (except workers' compensation and personal property) shall include County of Barnstable, and all other political subdivisions/entities as their interests may appear in the awarded scope of work (herein after referred to as "all other political subdivisions"), its officers and employees as Additional Insureds or loss payees as their interests may appear. Each policy shall indicate that the coverage is primary and non-contributory.

c. Each policy shall contain a waiver of subrogation in favor of County of Barnstable, and "all other political subdivisions," its officers and employees.

d. No policy must be allowed to expire, be cancelled or materially modified without thirty (30) days' prior written notice to the Chief Procurement Officer, County of Barnstable.

Liability Insurance The Vendor shall be fully responsible for all claims for damages for bodily injury, including wrongful death, and all claims for property damage, which may result from the performance of this Contract by the Vendor, or any of their respective agents or employees. The Vendor's liability shall not be limited to the extent of the insurance required herein. The Vendor shall take out and maintain in force during the life of this Contract the following types of insurance to protect the County of Barnstable, and "all other political subdivisions," its agents, and employees from claims which may arise from operations by himself or by anyone directly or indirectly employed by Vendor or working on their behalf.

a. Commercial General Liability Insurance: to cover all claims for damages for bodily injury including accidental death, as well as claims for property damage which may arise out of operations performed in connection with the Contract. The policy shall provide a combined single limit for bodily injury and property damage of one million dollars (1,000,000) per occurrence, and three million dollars ($3,000,000) aggregate. Personal and Advertising Injury coverage shall be provided at a limit of ($1,000,000).

The County of Barnstable and "all other political subdivisions" shall be named as an additional insured on all public liability and property damage insurance policies. The policy shall include a waiver of subrogation in favor of the County of Barnstable, and "all other political subdivisions."

No insurance policy obtained pursuant to this section shall contain a deductible or self-insured retention.

b. Automobile Liability: to cover the liability of the Vendor arising from operations on and off the site of all motor vehicles whether they are owned, non-owned or hired. The policy shall be on an occurrence form with a combined single limit for bodily injury and property damage liability of at least one million dollars ($1,000,000).

The policy should include a Broadened Pollution Endorsement (CA 99 48) if Vendor is bringing fuel cans or possible pollutants, mobile equipment or other gas-powered tools on-site. If hauling hazardous materials, contaminants or pollutants, the policy shall include coverage form MCS-90 in accordance with Sections 29 and 30 of the Motor Carrier Act of 1980.

c. Umbrella Liability: to protect the Vendor against all claims excess of the commercial general liability and automobile liability mentioned above and employer's liability coverage mentioned in the paragraph below. The coverage provided by the umbrella policy shall be at least as broad as the underlying policies. The limit of protection provided by the policy shall be a minimum of two million dollars ($2,000,000) or such other amount if required by the County of Barnstable and indicated via addendum to this Contract.

Workers' Compensation and Employer's Liability Insurance Before commencing performance of this contract, the Vendor shall provide insurance for the payment of compensation and the furnishing of other benefits under the Massachusetts General Laws Chapter 152 (the so-called Workers Compensation Law) to all persons to be employed under this contract, the workers' compensation laws of any other state if there are any persons employed outside of Massachusetts, and any requirement for compensation required under any Federal Act for any maritime employee, longshoreman or harbor workers, and shall continue such insurance in full force and effect during the term of this contract. The contract shall, without limiting the generality of the foregoing, conform to the provisions of the General Laws Chapter 149 S34(a), which section is incorporated herein by reference and made a part hereof.

The Vendor shall provide employer's liability insurance in an amount not less than $500,000 for each accident or disease for each employee.

Personal Property Insurance Any tools, equipment, materials, and other personal property owned by Vendor shall be the sole responsibility and risk of Vendor. The County of Barnstable, and "all other political subdivisions" shall not be liable for any loss, damage, or theft to such property. Any insurance that Vendor elects to maintain on Vendor's personal property and materials shall be the sole responsibility and cost of Vendor.

Pollution Legal Liability If applicable, the Contractor shall provide insurance coverage for bodily injury and property damage resulting from Contractor's liability arising out of pollution related exposures such as asbestos abatement, lead paint abatement, tank removal, mold remediation, removal of contaminated soil, etc. The policy shall also include coverage for on-site and off-site bodily injury and loss of damage to or loss of use of property, directly or indirectly arising out of the discharge, dispersal, release or escape of irritants, contaminants or pollutants into or upon the land, the atmosphere or any water course or body of water, whether it be gradual, or sudden and accidental. The policy shall also include defense and clean-up costs. The policy shall provide a minimum limit of one million dollars ($1,000,000) per occurrence for this project. If the policy is claims made, the retroactive date shall be no later than the commencement date of this contract and the policy shall include an extended reporting period of at least one year from substantial completion and acceptance of the work by the County of Barnstable or owner of the project.

Additional types of Insurance The Vendor shall provide such other types of insurance as may be required by the County of Barnstable and indicated via addendum to this insurance requirement.

Proof of Insurance No work shall be commenced on the site by the Vendor until copies of the policy or certificates of the types of insurance required hereby have been furnished to the Chief Procurement Officer, in a form satisfactory to her. If the Vendor provides a Certificate of Liability Insurance, it must indicate each policy number, insurance company, policy effective and expiration date, and limits of insurance. The certificate must make specific reference to the Contract number. It must also provide proof that the policy(ies) has been properly endorsed to add the County of Barnstable, and "all other political subdivisions" as an additional insured and to add a waiver of subrogation in favor of the County of Barnstable, and "all other political subdivisions," and to provide the County of Barnstable with at least thirty (30) days' notice of any cancellation, termination or material modification. The certificate must be signed by a duly authorized representative of the issuing insurance companies.

In addition, renewal certificates must be received by the County of Barnstable thirty (30) days prior to any policy expiration. Further, policies must not be allowed to expire or be canceled without thirty (30) days prior written notice to the Chief Procurement Officer, County of Barnstable.

Effect of Failure to Continue Insurance in Force Failure to provide and continue in force the insurance required by this contract shall be deemed a material breach of this contract and shall operate as an immediate termination thereof.

18. Contractual Terms

Contractual terms and conditions will consist of the standard terms and conditions clauses contained within the County Purchase Order (Attachment D) and the Contract for Services (Attachment E) within this IFB. Any term not objected to will be deemed to have been accepted by the proposer. Exceptions to the terms and conditions may result in the respondent's offer being deemed as non-responsive.

19. Collective Purchasing In the event that the County is the lead agency in the procurement of goods and services on behalf of the Towns in Barnstable County and Political Subdivisions listed in Attachment A, the following shall apply:

A. Participating Entities: Reserve the right to reject their portion of the bid and/or waive any informalities.

Towns and Agencies not included in the bid and/or award will not be allowed to "piggyback" on this procurement.

B. Contractual Terms and Conditions: A Barnstable County contract for services will be executed as part of this procurement process.

Termination of a contract or services by any municipality shall not invalidate or alter the terms of a contract or services with any other municipality.

Some Towns or suppliers may require entering into their own specific agreements in addition to the execution of the County contract. Please note that the terms and conditions of these additional agreements shall not supersede the County contract terms and conditions. Participants are encouraged to submit these documents to their legal counsel for review.

C. Supplier Disputes: Participating entities are to attempt to resolve any matters directly with the Supplier with no involvement from the County. Only in the event of an unresolved dispute will the County attempt to settle the issue if it pertains to the services provided in the subject contract.

20. Reference to General Laws

Whenever in the proposal, contract, plans, drawings or specifications, reference is made to General Laws it shall be construed to include all amendments thereto effective as of the date of issue of invitation to proposal on the proposed work.

21. Cost of Preparation The cost of preparation and delivery of the proposals will be borne solely by the Vendor.

22. County Tax Exemption Any material furnished to Barnstable County is to be exempt from Massachusetts Sales Tax (Massachusetts Sales Tax Exemption No. E-04-6001419).

23. Political Activity Prohibited, Anti-Boycott Warranty The Contractor may not use any Contract funds and none of the services to be provided by the Contractor may be used for any partisan political activity or to further the election or defeat of any candidate for public office. During the term of this Contract, neither the Contractor nor any controlled group, within the meaning of s.993 (a) (3) of the Internal Revenue Code, as amended, shall participate in or cooperate with any international boycott, as defined in s.999 (b) (3) and (4) of the Internal Revenue Code of 1954, as amended;

nor shall either engage in conduct declared to be unlawful by M.G.L. c.151Es.2.

24. Contractor Compliance The successful Contractor must comply with provisions of The Copeland Anti-Kickback Act (18 USC 874) as supplemented in Department of Labor 29 CFR Part 3, the Davis-Bacon Act (40 USC 276a et.seq.), Sections 103 and 107 of the contract Work Hours and Safety Standard Act (50 USC 327-330) as supplemented by Department of Labor Regulation 29 CFR Part 5, and the Clean Air Act of 1970 (42 USC 1857, et.seq.) to the extent that they are applicable.

25. Public Record Request

All proposals received are subject to Massachusetts General Laws Chapter 4, Section 7, Section 26 and Chapter 66, Section 10 regarding public access to such documents. Statements or endorsements inconsistent with those statues will be disregarded.

26. Selection and Notice

a. Awards shall be made to the most responsive, responsible vendor offering the lowest price per test.

The County reserves the right to award to multiple vendors if it is in the best interest of the County.

a. The awarding authority may cancel an invitation for bids, a request for proposals, or other solicitation, or may reject in whole or in part any and all bids or proposals when the awarding authority determines that cancellation or rejection serves the best interests of the County of Barnstable.

b. The County will notify the selected firm of its decision and will be prepared to issue a purchase order immediately upon selection and notification that the offer to engage is accepted by the vendor.

27. Vendor Self Service (VSS) - Online Supplier Portal

For Vendors doing business with the Departments within the County Regional Government, Vendor Self Service (VSS) is available to enter and maintain contact and remittance information, discount and payment terms, designated contact persons, view current and prior 1099 data, purchase orders, invoices and checks.

Vendors are encouraged to visit: https://selfservice.capecod.gov/vss to register and click Vendor Self Service. Instructions are available on the landing page to help with registration.

If you have done business with the County before, please be sure to have your vendor number and register as an existing vendor.

If you need your login information or have general questions, please email accounts.payable@capecod.gov, purchasing questions, please email purchasing@capecod.gov and banking information questions, please email treasury@capecod.gov.

The registration process takes 1-5 business days to finalize upon receipt of a completed, correct, and signed W-9. For a blank W-9 form, visit IRS Website for the most recent version.

END OF IFB

https://selfservice.capecod.gov/vss

Attachment A Service Specifications

The mission of the laboratory is to protect the public health from exposure to environmental and anthropogenic contamination through monitoring and analysis of the Cape’s drinking water, groundwater and surface water sources. Public water supplies and public bathing beaches on Cape Cod are routinely monitored for bacteriological, inorganic and chemical parameters to ensure compliance with State and Federal Safe Drinking Water Act standards.

Currently the Barnstable County Water Quality Laboratory located at 3195 Main St. in Barnstable, MA.

uses other analytical laboratories to analyze samples to supplement their efforts. These tests are outsourced for several reasons including lack of in-house capacity, lack of required equipment or in-house approved methodology, and/or a request for analysis occurring over a period when the laboratory is closed.

The bid table contains the individual analytes and associated methods that services may be requested.

If the contracted laboratory utilizes an equivalent but different method from the method listed, please indicate the method used in the “Alternate Method” column.

Please include the unit price for each analysis as well as if the responding entity is accredited (if such accreditation is applicable) for that analysis by the Massachusetts Department of Environmental Protection (MA DEP) Laboratory Certification Program. Indicate whether the analysis laboratory is accredited for potable or non-potable water by placing the laboratory’s MA DEP Laboratory Identification number in the appropriate column.

Bid prices on the bid table shall be all inclusive for the testing, shipping (including courier services), reporting, disposal and any associated fees for the duration of the contract term. Fees for rush service shall be included in the bidder's proposal separate from the bid form. The Contractor shall not impose any additional surcharges, fees, escalation charges, fuel adjustments, or other cost increases during the term of the contract unless specifically authorized by the contract documents.

Test results must be received within the turnaround time (TAT) in business days, excluding legal holidays, indicated on the bid table.

The contracted laboratory must provide a courier pickup for samples once daily Monday thru Friday from 13:30 to 16:00, or as elsewise arranged.

Services shall be invoiced on a monthly basis. Invoices shall include sample identification numbers, date received, analyses performed, unit pricing, and total charges.

The Contractor shall maintain sufficient staffing, equipment, and operational capacity to ensure continuity of services during emergencies, peak demand periods, equipment failures, or other disruptions.

Repeated failure to meet turnaround times, reporting requirements, certification standards, or quality assurance expectations may constitute grounds for contract termination for cause.

The Contractor shall comply with all applicable Federal, State, and local laws, regulations, certification requirements, and industry standards applicable to laboratory testing services performed under this contract.

Additional Information The bidder shall include in their proposal that they have;

i. Demonstrated ability to perform the specified test by the specified method

ii. Proof of certification of facility and test method by the Massachusetts Department of Environmental Protection Laboratory Certification Program, if applicable

iii. Ability to provide the test results within the required timeframe

Attachment B

CERTIFICATE of NON-COLLUSION AND TAX COMPLIANCE

Pursuant to Massachusetts General Law, Chapter 7, Section 22 (20), I certify under penalties of perjury that this bid/proposal is in all respects bona fide, fair, and made without collusion or fraud with any person. As used in this certification the word "person" means any natural person, joint venture, partnership, corporation or other business or legal entity.

Pursuant to MGL Chapter 62C, Section 49A, I certify under the penalties of perjury that I, to the best of my knowledge and belief, have complied with all laws of the Commonwealth of Massachusetts relating to taxes, reporting of employees and contractors, and withholding and remitting child support.

Company: ______________________________________

Address: ______________________________________

Signature of Individual Signing Bid, or Corporate Officer: ________________________________

Telephone Number: _____________________________________

Social Security Number Or Federal Identification Number: ___________________________

Date: ____________________________________________________

Any person or corporation which fails to execute this document will be considered a non-responsive Proposer and will be rejected pursuant to MGL Chapter 30B.

ATTACHMENT C

REFERENCE FORM

Proposer:_____________________________________________

Reference:_______________________________________ Contact:________________________ Address:_________________________________________ Phone:_________________________ _______________________________________________ Email:____________________________ Description and date(s) of supplies or services provided:__________________________________

_______________________________________________ Email:____________________________ Description and date(s) of supplies or services provided:__________________________________

_______________________________________________ Email:____________________________ Description and date(s) of supplies or services provided:__________________________________ attach additional sheets if necessary

ATTACHMENT D

Purchase Order Terms and Conditions

This purchase order issued by the County of Barnstable (hereinafter “County”) and the attached description of product/services to be provided and price quote submitted by the supplier/contractor/consultant named in this purchase order (hereinafter “vendor”) shall constitute the contract between the County and the vendor.

This purchase order, description of product/services and price quote constitute the entire agreement between the parties (hereinafter “contract”) and there are no contracts other than those incorporated herein. In the instance of the purchase order resulting from a state contract or intergovernmental collaborative bid, the terms and conditions of that bid and/or contract will apply, and the terms stated herein shall be supplemental to those terms. The contract may not be changed, altered, amended, modified, or terminated orally and any such change, alteration, amendment, or modification must be in writing and executed by the parties hereto.

FOR AND IN CONSIDERATION of the payments by the County and delivery of the product/services by the vendor, the VENDOR hereby agrees to provide the product and/or services and the County agrees to pay the contract price in accordance with the terms of this contract.

1. ACCEPTANCE: The Contractor, by accepting this contract, agrees to all the conditions and terms specified herein, on attachments hereto, on the reverse hereof, and on any bid inquiry that may have preceded this award. Direct all correspondence relative to this contract to the Barnstable County, Purchasing Department, Barnstable, MA 02630. Prices cannot be altered during the term unless that was a condition of Contractor's bid. Unless otherw ise stated, unit prices are inclusive of all costs.

2. SHIP TO: To ensure that delivery is made to the correct location, please address all shipments as noted on the face of this order. All correspondence. packages, and invoices must indicate the purchase order number, departmental name, and delivery address as indicated on this order.

3. DELIVERY: Deliveries shall be strictly in accordance with the schedule set out or referred to in the order and in exact quantities ordered. Notwithstanding the foregoing, Contractor shall not be liable for delay in delivery due to causes beyond Contractor' s control and without Contractor's fault or negligence, provided Contractor exercises due diligence in promptly notifying County of conditions which will result in delay, and provided further, if Contractor's delay is caused by the default of a subcontractor or supplier, such default arises out of causes beyond the control of both Contractor and subcontractor or supplier, and without the fault or negligence of either of them, and the supplies or services to be furnished by the subcontractor or supplier were not obtainable from other sources in sufficient time to permit Contractor to meet the required delivery schedule.

4. INSPECTION OF GOODS: The County shall have a reasonable time after delivery to inspect the goods delivered or services rendered under this contract and to reject or revoke acceptance of any not conforming with the terms of this agreement. Rejected goods will be returned to Contractor at Contractor's expense. Rejected services will be reworked and all costs associated with the rework will be charged to Contractor.

5. SUBSTITUTION OF GOODS: Goods not conforming with this contract will not be accepted. The County must approve, in writing, any substitution of non-conforming goods prior to shipment.

6. MATERIAL SAFETY DATA SHEETS: Contractor shall submit a Material Safety Data Sheet (MSDS) for each toxic or hazardous substance or mixture containing such substance (pursuant to M.G.L. C .11 IF s 8,9 and 10 and the regulations contained in 441 OMR s 21.06) that is shipped against this order.

7. CONTRACTOR'S WARRANTY: Contractor herein warrants and covenants that the subject merchandise complies with all applicable fed eral, state and local statutes, rules and regulations for the installation and use of said merchandise for the purpose for which said merchandise is being purchased or rented.

8. PAYMENT: All invoices must be submitted to the BILL TO ADDRESS referenced on the front of this purchase order and must indicate the County's purchase order number and the name of the department listed in the SHIP TO ATTENTION line. Note that in order to effect payment, a W-8 or W-9 form, as appropriate, executed by the Contractor, which reflects the Contractor's current legal and remittance address or addresses, must be on fil e at the County. Payment shall be made in accordance with M.G.L. C.29, s.29c and 815 CMR 4.00.

9. DEFAULT: In the event of default by Contractor, including failure to deliver any item ordered within a reasonable time after acceptance of this contract, or if the County rightfully rejects the goods or services or revokes acceptance. the County may without waiving any other remedy permitted by law, make covering purchases of goods or services and hold Contractor liable for all additional costs incurred. Further, in such event, the County, at its option, may be relieved of any duty to accept such items as are subsequently delivered pursuant to this contract.

10. If this contract does not agree with Contractor's quotation, contact the County before performance begins. Prior to performan ce, the County may require additional information from the Contractor in order to ensure that the firm is qualified, and that the product or service offered will meet the need for which it is intended.

11. FORCE MAJURE: The Contract shall be subject to Force Majeure considerations. Either party hereto shall be excused from performance of any act under the contract if prevented from the performance of any act required by reasons of strikes, lockouts, labor trouble, inability to procure materials, failure of power, fire, winds, Acts of God, riots, insurrections, war or other reason of a like nature not reasonably within the control of the party. The period for the performance of such obligation shall be extended for an equivalent period for no additional cost. Continued prevention from performance by such causes for periods aggregating sixty (60) or more days shall be deemed to render performance impossible, and either party shall thereafter have the right to terminate this contract.

12. TERMINATION OF CONTRACT: Unless excused from performance by Force Majeure, if the Vendor shall fail to fulfill in a timely and satisfactory manner its obligations under this contract, or if the Vendor shall violate any of the covenants, conditions, or stipulations of this contract, which failure or violation shall continue for seven (7) business days after written notice of such failure or violation is received by the vendor, then the County shall thereupon have the right to terminate this contract by giving written notice to the vendor of such termination and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Additionally, the County, by written notice, may terminate this contract, in whole or in part, when it is in the County’s best interest. If this contract is terminated, the County shall be liable only for payment under the payment provisions of this contract for services or goods received before the effective date of termination.

13. GOVERNING LAW: This contract is governed by the laws of the Commonwealth of Massachusetts.

14. INSURANCE: If the contract requires the vendor to perform work on County property, no work shall be performed by vendor under this contract on County property unless and until vendor submits a certificate of insurance naming the County of Barnstable as an additional insured in full compliance with the County’s insurance policies for liability, property damage and workmen’s compensation as applicable. Email certification to Purchasing Division purchasing@barnstablecounty.org. Insurance is to remain current during performance of this contract.

15. INDEMNIFICATION: The Vendor shall indemnify, defend and hold harmless the County, its elected or duly appointed officers, and employees against liability, losses, damages or expenses (including legal expenses) resulting from any claim based upon breach of this contract or negligent or intentional misdeeds or omission of the Vendor, its employees or its agents in providing its service(s) to the County pursuant to the Contract.

16. TAX EXEMPT: The County is exempt from Federal Excise Tax, including Transportation Tax, and will furnish properly executed tax exemption certificates when called upon to do so. The County is also exempt from Massachusetts Sales Tax.

17. NON-DISCRIMINATION: The Contractor agrees to comply with all applicable Federal and State statutes, rules and regulations prohibiting discrimination in employment.

18. STATE TAX - M.G.L. C.62C, s.49A and C. 15 IA, s. 19A: Each Contractor must certify under penalties of perjury that they' have filed all state returns and paid all state taxes as required under law.

This Purchase Order in its entirety constitutes a written contract with the County of Barnstable pursuant to the provision of Chapter 30B, Subsection (a) as amended by 2013, 38, Section 49 effective July 1, 2013.

The terms of this contract cannot be modified. altered. or changed without the specific written approval of the County.

ATTACHMENT E

Bid#__________________ Contract#______________

Contract for Services Terms and Conditions

Barnstable County 3195 Main Street Barnstable, MA 02630

THIS AGREEMENT is made this __________ day of _________, 20_____ by and between

( Contractor 's Lega l Name and Address)

(hereinafter referred to as Contractor), and Barnstable County (hereinafter referred to as County and collectively as the "Parties").

The Contract for Services Terms and Conditions and any agreed upon changes thereto included in any Contract Amendments shall take precedence over any additional or conflicting terms and conditions as may be included in any other document attached hereto.

NOW THEREFORE, the County and the Contractor do mutually agree as follows:

1. Employment of Contractor. The Contractor hereby agrees to perform the services hereinafter set forth in the Scope of Services. Contractor hereby agrees to hold the County harmless from any claims regarding worker's compensation benefits, unemployment compensation benefits, retirement benefits, or any other benefit normally attributable to the status of "employee" and Contractor specifically agrees to pay for all damages incurred by the County or Town, including costs, benefits, and reasonable attorney fees in the event the Contractor files such claim.

2. Scope of Services. The contractor shall perform the scope of services set forth in

3. Contract Amendments. The following amendments to the Contract have been executed by duly authorized representatives of the Parties and are attached hereto and incorporated herein:

4. Time of Performance.

Start Date End Date

5. Responsible County Official: The County Official and Department exercising managerial and budgetary control for this Contract shall be: _________________________________________________

6. Payment:

A. The County shall compensate the Contractor for the services rendered at the rate of $ ___________________per _______________ (e.g., hour, week, quarterly, project, etc.).

B. In no event shall the Contractor be reimbursed for time other than that spent providing the described service(s).

C. Payment will be made upon submittal and approval of the Contractor's Invoice(s) that is (are) received

Monthly_____, Quarterly_____, Other_____ (specify)________________.

D. Reimbursement for Travel and Other Contractor Expenses:

� All travel and meals are part of this Contract. No reimbursement will be made.

� Contractor will be reimbursed for pre-approved travel in an amount not to exceed $__________.

Copies of receipts must be submitted. Any expense claimed by the Contractor for which there is no supporting documentation shall be disallowed.

� Contractor will be reimbursed for OTHER expenses in an amount not to exceed $__________.

� OTHER Expenses shall be limited to: ___________________________________.

Copies of receipts must be submitted. Any expense claimed by the Contractor for which there is no supporting documentation shall be disallowed.

E. The total of all payments made against this Contract shall not exceed: $______________________

Upon acceptance of the Contractor's invoice, payment will be made within thirty (30) days. If an invoice is not accepted by the County within fifteen (15) days, it shall be returned to the Contractor with a written explanation for the rejection. At the end of each County fiscal year Contractor must submit any outstanding invoices for services performed or delivered during the fiscal year (July 1-June 30) to the County no later than July 31st of the year when the services were performed. Contractors shall submit invoices within sixty (60) days of completing the work.

7. Certification. Contractor certifies under the pains and penalties of perjury that pursuant to Mass .Gen. Laws ch.62C, §49A, that the Contractor has filed all state tax returns, paid all taxes and complied with all applicable laws relating to taxes; and that pursuant to Mass. Gen. Laws ch.151A, §19A(b), has complied with all laws of the Commonwealth relating to contributions and payment in lieu of contributions to the Employment Security System;

and, if applicable, with all laws of the Commonwealth relating to Worker's Compensation, Mass. Gen. Laws ch.152 and payment of wages, Mass. Gen. Laws ch. 149, § 148. Pursuant to federal law, Contractor shall verify the immigration status of all workers assigned to the contract without engaging in unlawful discrimination.

8. Termination or Suspension of Contract for Cause. If through any sufficient cause, the Contractor or the County shall fail to fulfill or perform its duties and obligations under this Contract, or if either party shall violate or breach any of the provisions of this Contract, either party shall thereupon have the right to terminate or suspend this Contract, by giving written notice to the other party of such termination or suspension and specifying the effective date thereof. Such notice shall be given at least fifteen (15) calendar days before such an effective date.

9. Termination for Convenience of County. The County shall have the right to discontinue the work of the Contractor and cancel this contract by written notice to the Contractor of such termination and specifying the effective date of such termination. In the event of such termination or suspension of this Contract, the Contractor shall be entitled to just and equitable compensation for satisfactory work completed, for services performed and for reimbursable expenses necessarily incurred in the performance of this Contract up to and including the date of termination or suspension.

10. Non-Discrimination in Employment and Affirmative Action. The Contractor shall take affirmative action to ensure that qualified applicants and employees are treated without regard to age, race, color, religion, sex, marital status, sexual orientation, national origin, disability, or Vietnam Era Veteran status. The Contractor agrees to comply with all applicable Federal and State statutes, rules and regulations prohibiting discrimination in employment including but not limited to: Title VII of the Civil Rights Act of 1964, as amended; Massachusetts General Laws Chapter 1518§(1); the Americans with Disabilities Act of 1990; and all relevant administrative orders and executive orders including Executive Order 11246.

11. Subcontracting. None of the services to be provided to the County pursuant to this Contract shall be subcontracted or delegated in whole or in part to any other organization, association, individual, corporation, partnership or other such entity without the prior written approval of the County. No subcontract or delegation shall relieve or discharge the Contractor from any obligation or liability under this Contract except as specifically set forth in the instrument of approval. If this Contract is funded in whole or in part with federal funds, Contractor further agrees to comply with the provisions of the Office of Management and Budget Circular A-110, as amended, with respect to taking affirmative steps to utilize the services of small and minority firms, women's business enterprises and labor surplus area firms. All subcontracts shall be in writing and shall contain provisions which are functionally identical to, and consistent with, the provisions of this Contract. The County shall have the right to obtain a copy of the subcontract upon request.

12. Interest of Members of County and Others. No officer, member or employee of the County, and no member of its governing body of the locality or localities in which the Project is situated or being carried out who exercises any functions or responsibility in the review or approval of the undertaking or carrying out of the Project, shall participate in any decision relating to this Contract which affects his personal interest or the interest of any corporation, partnership, or association in which he is directly or indirectly financially interested or has any personal or pecuniary interest, direct or indirect, in this Contract or the proceeds thereof.

13. Conflict of Interest. Contractor acknowledges that it may be subject to the Massachusetts Conflict of Interest statute, Mass. Gen. Laws ch. 268A, and to that extent, Contractor agrees to comply with all requirements of the statute in the performance of this Contract.

14. Assignability. The Contractor shall not assign any interest in this Contract and shall not transfer any interest in the same (whether by assignment or novation), without the prior written consent of the County thereto; provided, however that claims for money due or to become due the Contractor from the County under this Contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the County.

15. Recordkeeping, Audit, and Inspection of Records. The Contractor shall maintain books, records, and other compilations of data pertaining to the requirements of the Contract to the extent and in such detail as shall properly substantiate claims for payment under the Contract. All such records shall be kept for a period of seven (7) years or for such longer period as is specified herein. All retention periods start on the first day after final payment under this Contract. If any litigation, claim, negotiation, audit or other action involving the records is commenced prior to the expiration of the applicable retention period, all records shall be retained until completion of the action and resolution of all issues resulting therefrom, or until the end of the applicable retention period, whichever is later.

If this contract is funded in whole or in part with state or federal funds, the state or federal grantor agency, the County or any of its duly authorized representatives or designees, shall have the right at reasonable times and upon reasonable notice, to examine and copy, at reasonable expense, the books, records and other compilations of data of the Contractor which pertain to the provisions and requirements of this Contract. Such access shall include on-site audits, review and copying of records.

16. Findings Confidential. Any reports, information, data, etc., given to or prepared or assembled by the Contractor under this Contract which the County requests to be kept as confidential shall not be made available to any individual or organization by the Contractor without the prior written approval of the County.

17. Publication, Reproduction and Use of…