230000001422.pdf

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services 320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

Contract Number MA230000001422

C O

N

TR

AC

TO

R

SERVICES TO ENHANCE POTENTIAL

2941 S. Gulley Road

Dearborn MI 48124

Nouran Zohdy

313-278-3040 Ext 2221

Nzohdy@stepcentral.org

CV0007689

ST

AT

E

Pr og ra m

M an ag er

Sami Kaffarani MDOT

(313) 969-7055

KaffaraniS@michigan.gov

C on tr ac t Ad m in is tr at or Lisa Spitzley DTMB

(517) 249-0440

SpitzleyL4@michigan.gov

CONTRACT SUMMARY

Janitorial Services for MDOT Detroit Operations Service Center (DOSC)

INITIAL EFFECTIVE DATE

September 1, 2023

INITIAL EXPIRATION DATE

August 31, 2026

INITIAL AVAILABLE OPTIONS

2 - 1 Year

EXPIRATION DATE BEFORE

August 31, 2026

PAYMENT TERMS

Net 45

DELIVERY TIMEFRAME

N/A

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

N/A

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION

2 Years

EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

August 31, 2028

CURRENT VALUE

$1,370,000.00

VALUE OF CHANGE NOTICE

$0.00

ESTIMATED AGGREGATE CONTRACT VALUE

$1,370,000.00

N/A

DESCRIPTION

Effective May 1, 2026, the State is exercising the final (2), 1-year option periods. The revised contract expiration date is August 31, 2028, and pricing is updated, see attached updated LSS Pricing documents. All other terms, conditions, specifications, and pricing remain the same. Per Contractor and Agency agreement, and DTMB Procurement approval.

Please note: Standard Contract Terms, Section 2, Notices contact for Contractor is updated to Kimberly Johnson, Employment & Training Services Director, email: kjohnson@stepcentral.org, cell: (313) 244-5497, and Section 3 Contract Administrator for Contractor is updated to Nouran Zohdy, CFO, email:

Nzohdy@stepcentral.org, contact phone: (313) 827-0764 ext. 4234. Please also note the Program Manager for the State is updated to Sami Kaffarani, see cover page for contact information.

CONTRACT TERM: OPTIONS:

CONTRACT START DATE: CONTRACT

END DATE:

CONTRACTING AGENCY:

BUILDING NAME and

NUMBER:

BUILDING ADDRESS:

IS LOCATION ON CRO “SET

ASIDE”?

SCHEDULED TO BE IN

FUTURE?

PROSPERITY REGION and

COUNTY:

CONTACT

DTMB BUYER:

AGENCY BUYER:

PROGRAM MANAGER:

WORKING DAYS of BUILDING OCCUPANTS: 24 hrs

NUMBER of EMPLOYEES: 20-40

DAYS of CLEANING SERVICE:

4:00 PM-8:00

PM M-T-W-Th;

7:00 am -7:00 pm Sat

TOTAL SQ. FT. to be CLEANED: 2

SQ. FT. CARPET:

SQ. FT. HIGH TRAFFIC

CARPET:

SQ. FT. VINYL:

SQ. FT. CERAMIC:

SQ. FT. CONCRETE:

SQ. FT. TERRAZO:

SQ. FT. RUBBER FLOORING:

NUMBER of RESTROOMS in

BUILDING:

Schedule B - Location Specification Sheet (LSS)

Janitorial contract awards are subject to the Sheltered Workshop Sections of P.A. 431 of 1984 (MCL 18.1293 – 18.1297). In order to receive further award consideration, a bidder’s work plan and location pricing MUST indicate that you make a profit. Bids submitted indicating a loss will be considered non-responsive.

A. Contract and Program Manager Information

CONTRACT INFORMATION

Possible 3 Yr

September 1, 2023

DTMB

NAME EMAIL PHONE

Possible 2, 1-Year

August 31, 2027

Contract

Lisa Spitzley Spitzleyl4@michigan.gov 517-249-0481

DETROIT OPERATIONS & SERVICE CENTER (DOSC)

1060 W. Fort St, Detroit, MI 48226

Yes X No .

Yes X No .

Region: 10/Metro County: Wayne

BUILDING LOCATION INFORMATION

7 OFFICIAL WORKING HOURS of BUILDING

OCCUPANTS:

90 APPROXIMATE DAILY VISITORS:

M-T-W-Th-Sat IDENTIFY HOURS of CLEANING SERVICE:

Mark Morrison Morrisonm@michigan.gov 517-275-1834 Abdul Siddiqui SiddiquiA1@michigan.gov 517-200-8064

952 AREA(S): Storage Room 2,361 AREA(S): 1st and 2nd floors 1,100 AREA(S): Back Room/Storage Areas

45,241 NUMBER of STORIES in BUILDING:

39,360 AREA(S): 1st and 2nd floors

5,525 AREA(S): 1st and 2nd floors

● Interior Window cleaning as specified in sections 2 and 4.

NUMBER of DESIGNATED BREAK ROOMS in BUILDING:

Is window cleaning required? (Specify if Interior and / or Exterior and Number of Floors – typically 1st Floor for Exterior.)

● 2

N/A AREA(S):

420 AREA(S): Stairwells

6 (4 on first floor; 2 on second floor)

NUMBER of TOTAL UNITS for BUILDING

RESTROOM(S):37

*see Additional Information

Urinals:

Toilets:

Baby Changing Stations:

Showers:

Sinks:

Does location have child play area(s), gymnasium, locker room, etc.? If so, please identify along with cleaning standard.

● No

● No Does location have a cafeteria/café/snack bar?

CN1 230000001422 MDOT DOSC

mailto:Spitzleyl4@michigan.gov mailto:Morrisonm@michigan.gov mailto:SiddiquiA1@michigan.gov mailto:Spitzleyl4@michigan.gov mailto:Morrisonm@michigan.gov mailto:SiddiquiA1@michigan.gov

Daily (Each time scheduled to clean; 247 per year)

Weekly (Once per week;

52 times per year)

Monthly (Once per month; 12 times per year)

Quarterly (Once per Quarter;

4 times per year)

Semi (or) Bi- Annual

(3 (or) 2 times per year)

Annual (Once Per

Year) a.) Vacuum carpet, sweep & damp mop hard surface floor if applicable. Remove spots/stains from carpet and clean tables and desk/counter tops in the following areas:

* Offices and Cubicles (full building)

* TSC Conference rooms (lower level, east end of building)

* EOC conference room (upper level, east end of building)

* OBD training room (upper level, east end of building);

No vacuuming on upper level until after 4:30 pm.

3X wkly (156/yrs) b.) Empty waste receptacles 3X wkly (156/yrs) c.) Dust high and low, including all surfaces which gather dust. Do not dust desk surfaces or adjacent work surfaces.

3X wkly (156/yrs) a.) Clean restroom 5x wkly (247/yr) b.) Empty waste receptacles 5x wkly (247/yr) c.) Fill dispensers ** See Replenishable Supplies

5x wkly (247/yr) d.) Dust 5x wkly (247/yr) e.) Clean and sanitize waste receptacles

5x wkly (247/yr) f.) Dust mop 5x wkly (247/yr) g.) Clean and sanitize sinks 5x wkly (247/yr)

C. Description of Service Needs TASK AND FREQUENCIES Services

Basic Services

● Low

What is the RECOMMENDED Level of Insurance Risk for this Contract? [EXAMPLE: LOW, MODERATE OR HIGH] DTMB-OAS & AGENCY to determine

Frequency

1. Office Cleaning (Note : The days office cleaning is to occur will be determined by the Facility Supervisor.)

2. Restrooms Note: Saturday service to take place only in the SEMTOC portion (west end, lower level & main restrooms, upper level) of building.

ADDITIONAL INFORMATION: (Note additional building information, including, but not limited to, particular security requirements {keys, etc.} or known building environmental issues that Bidder should be aware of in performing janitorial services for this location):

● Building access protocol to be discussed at the Contract kickoff meeting which will be scheduled followig contract award. Contractor employees working in the buildi wll be subject to a background security check.

CN1 230000001422 MDOT DOSC

h.) Clean glass and mirrors 5x wkly (247/yr) i.) Clean and sanitize toilets and urinals

5x wkly (247/yr) j.) Empty and sanitize all sanitary napkins receptacles

5x wkly (247/yr) k.) Clean and sanitize wall around toilets and urinals, stall and entry doors, and partitions between toilets, urinals and sinks. Also perform any obvious spot cleaning.

5x wkly (247/yr) l.) Damp mop (Note: Damp mops used in restrooms are not to be used for non-restroom areas.)

5x wkly (247/yr) m.) Vacuum carpet if applicable N/A n.) Maintain floor drain(s)/traps free of odors

5x wkly (247/yr) o.) Service restrooms as requested by Facility Supervisor

5x wkly (247/yr) a.) Clean, sanitize and wipe dry

5x wkly (247/yr) a.) Empty trash/ recyclable paper pick up

5x wkly (247/yr) b.) Pickup for miscellaneous recyclable materials

N/A c.) Remove carpet runners, clean floor underneath and replace runners

3X wkly (156/yrs) d.) Vacuum carpet and runners

5x wkly (247/yr) e.) Dust mop f.) Damp mop or machine scrub

5x wkly (247/yr) g.) Maintain clean glass -includes entrance doors

1 x wkly (52/yr) h.) Completely dust all fixtures - includes ledges, edges, shelves, exposed pipe, furniture, partitions, door-frames, etc.

1x wkly (52/yr) i.) Damp wipe all non-upholstered furniture, tables & counter areas including visitor/breakout rooms.

1x wkly (52/yr) j.) Vacuum upholstered lobby furniture 2x/yr a.) Spot cleaning - including light switches 2x/yr a.) Vacuum/dust mop/sweep

3X wkly (156/yrs)

5. Wall /Partition Cleaning / Washing

6. Stairway Cleaning, including those in parking ramps

3. Drinking Fountains (2)

4. Lobbies and Corridors b.) Vacuum/dust mop/sweep - Winter (November 1 - April 1) for designated areas.

5x wkly (247/yr) c.) Dust 1x wkly (52/yr) d.) Clean w/ sanitizer & wipe dry handrails & doorknobs

5x wkly (247/yr) e.) Damp mop 5x wkly (247/yr) f.) Damp mop - Winter (November 1 - April 1) for designated areas.

5x wkly (247/yr) g.) Spot clean walls and glass

1x wkly (52/yr) a.) Clean door guide tracks 3x wkly (M-W-F) (156/yrs) b.) Dust, damp wipe and wipe dry handrails, cab walls, doors

3x wkly (M-W-F) (156/yrs) c.) Vacuum carpet/damp mop

5x wkly (247/yr) a.) Organize, tidy, and clean 1x wkly (52/yr) a.) Empty food barrels/waste receptacles and clean receptacle covers

5x wkly (247/yr) b.) Sweep/dust mop/vacuum floors

5x wkly (247/yr) c.) Refill paper towel dispensers

5x wkly (247/yr) d.) Damp mop 5x wkly (247/yr) e.) Clean, scour and sanitize sinks

5x wkly (247/yr) f.) Damp wipe cabinetry, counter tops, table tops and outer surfaces of refrigerators

5x wkly (247/yr) g.) Clean under small counter top appliances

1x wkly (52/yr) h.) Clean top of paper towel dispensers

5x wkly (247/yr) i.) Dust 5x wkly (247/yr) j.) Maintain floor drain(s)/traps free of odors, including pouring water into trap

5x wkly (247/yr)

7. Elevator Cleaning

8. Thoroughly Clean Store Rooms/Janitor Closets

9. Designated Breakroom Cleaning

10. High Use Areas Special attention must be given to the areas listed below. Both schedules & duties will be conducted as indicated. The facility supervisor reserves the right to schedule the activities listed in this section.

Cleaning to include: vacuum carpet, sweep & damp mop hard surface floors, remove spots/stains from carpet, empty waste receptacles and clean waste receptacle covers as applicable.

a.) High Use Areas: * Lunch Break rooms * Vending Maching areas * Copier Areas * SEMTOC Control room Note: Knock before you enter locker room. No vacuuming of Control room until after 7:00 pm weekedays. Vacuum must be paused in Control room and/or adjacent areas when radio communications are in progress.

5x wkly (247/yr) b.) Clean tables and counter tops except for food serving and prep areas

5x wkly (247/yr) c.) Vending machine areas, concession stands, lounges and recreation areas

5x wkly (247/yr) d.) Empty food barrels N/A e.) Conference rooms Note: Check conference rooms each weekday;

provide services whenever there is evidence of room use. Service conference rooms once a week at minimum, regardless of use.

No service on Saturdays.

1x wkly (52/yr) (min.)

f.) Clean drawing boards in conference rooms (Unless marked SAVE) Note:

Check drawing boards each weekday; provide services whenever there is evidence of use. Service drawing boards once a week at minimum, regardless of use.

No service on Saturdays.

1x wkly (52/yr) (min.)

a.) Emergency stain/gum removal from carpet

As needed or as requested b.) Empty exterior ashtrays/trash receptacles & clean all general areas including entrances, during Winter months of November 1 - April 1.

1x wkly (52/yr) c.) Empty exterior ashtrays / trash receptacles & clean all general areas including entrances, during Summer months of April 1 - October 31.

5x wkly (247/yr)

11. Variable Procedures d.) Wash all waste receptacles (inside & out) which present a soiled or odorous condition & sanitize

2x/yr e.) Replace waste receptacle liner when soiled or worn

1x wkly (52/yr) f.) Assist in snow removal operations around main building entrances, staffing changes may be needed

N/A g.) Entry leaf removal/sweeping fall season

5x wkly in Fall a.) Task

Daily (Each time scheduled to clean; XX per year)

Weekly (Once per week;

52 times per year)

Monthly (Once per month; 12 times per year)

Quarterly (Once per Quarter;

4 times per year)

Semi (or) Bi- Annual

(3 (or) 2 times per year)

Annual (Once Per

Year) a.) Clean partitions 2x/yr b.) Dust walls high and low 2x/yr c.) Clean air bars and vents 2x/yr d.) Dust/clean baseboards 2x/yr e.) Dust/clean blinds, curtains, window treatments 2x/yr f.) Vacuum fabric upholstered furniture 2x/yr g.) Light fixture/lens cleaning 2x/yr h.) Thorough wall / partition vacuuming and washing, after renovations or modifications as required

As Needed i.) Additional/ Emergency services As Needed a.) Spray buff finished hard surface floors - removing scuff marks included

As needed or as requested b.) Power scrub restroom floors NA c.) Clean carpet runners / mats N/A d.) Clean carpet in high traffic areas, includes main hallways, cubicle/ office hallways, elevators, lobbies and cafeteria/cafes

N/A e.) Carpet Cleaning - entire floor including inside cubicles and offices

N/A

14. Intensive Floor Care

12. Special – Building Specific Tasks

13. General Tasks

Services

Building Name:

Frequency

Periodic Services (the program manager’s prior approval is required for these services.)

f.) Scrub and refinish stairwell floors N/A g.) Top strip & refinish floors N/A h.) Strip & refinish all hard surface floors in hallway, breakroom, north and east entrances, 2 storage rooms, restrooms, and lobby

N/A

15. Windows

a. Clean windows in interior of building, all areas not described under basic services.

As needed or as requested b, Spot Clean Exterior windows, lower level entry ways and stairways.

As needed or as requested

Daily (Each time scheduled to clean; XX per year)

Weekly (Once per week;

52 times per year)

Monthly (Once per month; 12 times per year)

Quarterly (Once per Quarter;

4 times per year)

Semi (or) Bi- Annual

(3 (or) 2 times per year)

Annual (Once Per

Year) a.) Thoroughly disinfect all interior and exterior entry door hardware. This includes all push/panic bars, door knobs, door levers and handicap entry buttons.

b.) Thoroughly disinfect all handrails in building entries or other common areas.

c.) Thoroughly disinfect all lobby mounted and cab mounted elevator call buttons. To avoid damage to elevator controls systems and other electrical components, the appropriate disinfectant must not be sprayed directly onto elevator call buttons or panels. The disinfectant should first be applied to a cloth then wiped on the surface to be disinfected.

d.) Thoroughly disinfect all push/panic bars, door knobs, door levers or other door opening devices on stairwell doors.

e.) Thoroughly disinfect all push/ panic bars, door knobs, door levers or other door opening devices on restroom doors.

Special – Additional Cleaning Procedures in Response to Infectious Disease – For Quotation Purposes Only

Services

Monthly Quote for Additional Cleaning Procedures in Response to Infectious Disease

Frequency f.) Check hand sanitizer levels in all lobby and entrance dispensers. Report empty or nearly empty dispensers to the Facility Supervisor. Hand sanitizer refills will be supplied by DTMB and the dispensers will be stocked by DTMB staff.

NOTE :

SUPPLEMENTARY TASKS*

● All periodic services must be priced and invoiced separately from the basic services. Delivery and performance of all periodic services must be pre-approved by the PM or their designee pursuant to the schedule as approved by the PM.

**RESPONSIBILITY FOR REPLENISHABLE SUPPLIES**

(Agencies should edit, add, delete, as needed to describe location needs):

Replenishable Item Paper towels

Provided by Contractor

Services requested by the Facility Supervisor and performed by the contractor, which are beyond the scope of this service contract, shall be billed separately at the hourly rate quoted by the contractor for additional / emergency services.

- To be determined by Program Manager.

NOTES AND ADDITIONAL INFORMATION

● All cleaning schedules are to be established with and approved by the Program Manager (PM) at the beginning of the contract period. Service delivery begin date will be determined by PM. Any deviation from the established schedule must be pre approved by the PM.

** ALL CLEANING SUPPLIES ARE TO BE PROVIDED BY THE CONTRACTOR **

State

Contractor

State Contractor Contractor State

Hand soap Feminine Sanitary vending supplies &

Disposal bags Toilet tissue

Plastic Trash Can Liners Hand sanitizer dispensers & refills

Air Fresheners

Employees Hours Rate Days Daytime Cleaners x x x 247 = Nighttime Cleaners 4 x 3 x 15 x 247 = Supervisor Cleaning 1 x 3 x 19.06 x 247 = Other x x x 247 = Other x x x 247 =

Annual = 1 Semi = 2

Tri = 3 Qrtly = 4

Price Per Service

ANNUAL

PRICE

2 x $ 225.00 = $ 450.00 2 x $ 175.00 = $ 350.00 2 x $ 175.00 = $ 350.00 2 x $ 175.00 = $ 350.00 2 x $ 225.00 = $ 450.00 2 x $ 150.00 = $ 300.00 2 x $ 225.00 = $ 450.00

4 x $ 125.00 = $ 500.00

2 x $ 175.00 = $ 350.00 0 x = $ -

2 x $ 1,600.00 = $ 3,200.00

1 x $ 6,000.00 = $ 6,000.00

0 x = $ -

Contract 171 230000001422

Other – (Provide detailed list. Insert rows as needed) Profit

BASIC JANITORIAL WAGES – Enter hourly PAY rate. Do not include taxes or insurance.

+ TOTAL ANNUAL BUSINESS COSTS (B)

TOTAL ANNUAL JANITORIAL BASE RATE (C)

C ÷ 12 = TOTAL MONTHLY INVOICE AMOUNT

TOTAL ANNUAL BUSINESS COST (B)

BASIC ANNUAL JANITORIAL WAGES (A) $ 58,583.46

$11,132.37

g) Light fixture/lens cleaning a.) Spray buff finished hard surface floors - removing scuff marks included (AS REQUESTED) e.) Carpet Cleaning - entire floor including inside cubicles and offices f.) Scrub and refinish stairwell floors c.) Clean carpet runners / mats d.) Clean carpet in high traffic areas, includes main hallways, cubicle/office hallways, elevators, lobbies and cafeteria/cafes b.) Power scrub restroom floors

PRICE

Agency, Location, & Address:

MDOT DETROIT OPERATIONS & SERVICE CENTER (DOSC), 1060 W. Fort St, Detroit, MI 48226

$ 58,583.46 BASIC ANNUAL JANITORIAL WAGES (A)

$ 6,426.32

Service Start Date: September 1, 2023

$18,532.37 $ 77,115.83

Total

$ 44,460.00 $ 14,123.46

13. General Tasks

14. Intensive Floor Care

Total(Bidder Complete) $ 4,501.96 $ 1,398.04

$1,500.00 Wage Overhead - (A) Basic Annual Janitorial Wages x 19.26%

Contract End Date:

Contract Base Term (yrs): 3 Year

August 31, 2026 w/ 2 possible, 1-Yr options following

$18,532.37

PERIODIC SERVICES

ANNUAL BUSINESS COSTS

Annual Cost for Cleaning Supplies and Equipment Replenishment Supplies (not applicable for DHS locations) Insurance (General Liability and Worker’s Compensation) a.) Clean partition and interior glass b.) Dust walls high and low c.) Clean air bars and vents d.) Dust/clean baseboards e.)Dust/clean blinds, curtains, window treatments f.) Vacuum fabric upholstered furniture

0 x = $ - 2 x $ 1,000.00 = $ 2,000.00

Square Feet of Area to be cleaned: $ TOTAL AVERAGE cost per square foot per month: 0.11$ TOTAL AVERAGE cost per square foot per year: 1.36$ TOTAL AVERAGE cost per square foot per month: 0.14$ TOTAL AVERAGE cost per square foot per year: 1.68$

ADDITIONAL SERVICES – FOR QUOTATION PURPOSES ONLY – Do not include in the total price of the bid

Basic Janitorial All Services

TOTAL ANNUAL JANITORIAL BASE RATE (C)

+ TOTAL ANNUAL PERIODIC SERVICES (D)

TOTAL QUOTE FOR ONE YEAR (E )

$ 77,115.83 $ 14,750.00

$ 14,750.00

TOTAL QUOTE FOR CONTRACT (F)

g.) Top strip & refinish floors h.) Strip & refinish all hard surface floors

Basic Janitorial

All Services

Sub-contractor Total Costs $8,900.00 SUBCONTRACTORS(Bidder Complete)

$ 91,865.83 $ 275,597.49

Quote Per Chair

$ 5.00 per chair

Quote Per Hour

N/A

Quick payment terms: N/A

Quote Per Hour

$30.00 per Hour

Quote Per Month

Included in Emergency Services - $30.00 per hour

Quote Per Square Foot

$ 0.25 per square foot

Miscellaneous facility maintenance services:

(Includes light maintenance such as hanging paper towel dispensers or hanging storage shelves)

Description

Description

Description

Description

Emergency Services:

(Includes cleaning services for emergency situations such as restrooms overflow, etc.)

Description

Infectious Disease Control:

(Refer to Attachment A SOW for a complete description)

Additional Carpet Cleaning:

Carpet shampooing of tenant areas upon request, per square foot

Requested Chair Cleaning:

Shampooing/cleaning/stain removal of upholstered fabric chairs upon request

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 230000001422 .

between

THE STATE OF MICHIGAN

and

C O

N T

R A

C T

O R

Services to Enhance Potential (STEP)

S T

A T

E

P ro g ra m

M a n a g e r

Abdul H. Siddiqui, P.E. MDOT

2941 S. Gulley 517-200-8064

Dearborn, MI 48124 SiddiquiA1@michigan.gov

Carla Dean C o n tr a c t

A d m in is tr a to r Lisa Spitzley DTMB

(734) 722-1000 ext. 1044 (517) 249-0440 cdean@stepcentral.org spitzleyL4@michigan.gov

CV0007689

CONTRACT SUMMARY

DESCRIPTION: Janitorial Services for MDOT Detroit Operations Service Center (DOSC)

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

September 1, 2023 August 31, 2026 2, 1-Yr

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45 N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-card ☐ Payment Request (PRC) ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

N/A

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER. This Contract Agreement is awarded on the basis of the State’s inquiry bearing the solicitation number 230000002369. Orders for Delivery will be issued directly by the Departments through the issuance of a Delivery Order (DO).

Note: The DOSC is a Community Rehabilitation Organization (CRO) Set-Aside location.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $1,370,000.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management, and Budget 320 S Walnut Street, Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT NO. 230000001422

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name & Title

Agency

Date

Mich igan.gov/MiProcure ment

Version 2023-2 Contract 230000001422

STANDARD CONTRACT TERMS

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Services to Enhance Potential (“Contractor”), a Michigan, not-for-profit, 501(c) 3 corporation. This Contract is effective on September 1, 2023 (“Effective Date”), and unless terminated, will expire on August 31, 2026 (the “Term”), unless awarded to an existing contractor; then term on existing Contract will remain.

This Contract may be renewed for up to 2, additional one-year option year period(s).

Renewal is at the sole discretion of the State and will automatically extend the Term of this Contract. The State will document its exercise of renewal options via Contract Change Notice. The parties agree as follows:

The parties agree as follows:

Duties of Contractor. Contractor must perform the services and provide the deliverables described in Schedule A – Statement of Work (the “Contract Activities”). An obligation to provide delivery of any commodity is considered a service and is a Contract Activity.

Contractor must furnish all labor, equipment, materials, and supplies necessary for the performance of the Contract Activities unless otherwise specified in Schedule A.

Contractor must: (a) perform the Contract Activities in a timely, professional, safe, and workmanlike manner consistent with standards in the trade, profession, or industry; (b) meet or exceed the performance and operational standards, and specifications of the Contract; (c) provide all Contract Activities in good quality, with no material defects; (d) not interfere with the State’s operations; (e) obtain and maintain all necessary licenses, permits or other authorizations necessary for the performance of the Contract; (f) cooperate with the State, including the State’s quality assurance personnel, and any third party to achieve the objectives of the Contract;

(g) return to the State any State-furnished equipment or other resources in the same condition as when provided when no longer required for the Contract; (h) assign to the State any claims resulting from state or federal antitrust violations to the extent that those violations concern materials or services supplied by third parties toward fulfillment of the Contract; (i) comply with all State physical and IT security policies and standards which will be made available upon request; and (j) provide the State priority in performance of the Contract except as mandated by federal disaster response requirements. Any breach under this paragraph is considered a material breach.

Contractor must also be clearly identifiable while on State property by wearing identification issued by the State, and clearly identify themselves whenever making contact with the State.

Notices. All notices and other communications required or permitted under this Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier; (b) when actually received if sent by mail without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

If to State: If to Contractor:

See Contract Administrator information shown below.

Carla Dean Employment & Training Services Director 450 S. Venoy Westland, MI 48186-7805 cdean@stepcentral.org

(734) 722-1000 ext. 1044 (office)

(586) 843-8735 (cell)

Contract Administrator. The Contract Administrator, or the individual duly authorized for each party, is the only person authorized to modify any terms of this Contract, and approve and execute any change under this Contract (each a “Contract Administrator”):

State: Contractor:

Lisa Spitzley spitzleyL4@michigan.gov 517-249-0440

Michele Garrett-Finley Chief Financial Officer/CFO 2941 S. Gulley Dearborn, MI 48124 mfinley@stepcentral.org

(313) 278-3040 x 2221 (office)

(313) 828-8412 (cell)

Program Manager. The Program Manager for each party will monitor and coordinate the day-to-day activities of the Contract (each a “Program Manager”):

State: Contractor:

Abdul H. Siddiqui, P.E.

MDOT Metro Region TSC Operations Engineer 1060 W Fort St Detroit, MI 48226 SiddiquiA1@michigan.gov 517-200-8064 (cell)

Kimberly Johnson Site Manager 15200 Mercantile Drive Dearborn, MI 48120 kjohnson@stepcentral.org

(313) 827-0764 x 4234 (office)

(313) 244-5497(cell)

Performance Guarantee. Contractor must at all times have financial resources sufficient, in the opinion of the State, to ensure performance of the Contract and must provide proof upon request. The State may require a performance bond (as specified in Schedule A – Statement of Work) if, in the opinion of the State, it will ensure performance of the Contract.

Insurance Requirements. See attached Schedule C.

Reserved.

Reserved.

Relationship of the Parties. The relationship between the parties is that of independent contractors. Contractor, its employees, and agents will not be considered employees of the State. No partnership or joint venture relationship is created by virtue of this Contract. Contractor, and not the State, is responsible for the mailto:spitzleyL4@michigan.gov mailto:SiddiquiA1@michigan.gov payment of wages, benefits and taxes of Contractor’s employees and any subcontractors. Prior performance does not modify Contractor’s status as an independent contractor. Neither party has authority to contract for nor bind the other party in any manner whatsoever.

Intellectual Property Rights. If Schedule A, Statement of Work, requires Contractor to create any intellectual property, Contractor hereby acknowledges that the State is and will be the sole and exclusive owner of all right, title, and interest in the Contract Activities and all associated intellectual property rights, if any. Such Contract Activities are works made for hire as defined in Section 101 of the Copyright Act of 1976. To the extent any Contract Activities and related intellectual property do not qualify as works made for hire under the Copyright Act, Contractor will, and hereby does, immediately on its creation, assign, transfer and otherwise convey to the State, irrevocably and in perpetuity, throughout the universe, all right, title and interest in and to the Contract Activities, including all intellectual property rights therein.

Contract Activities including Software. If Contractor is providing Contract Activities that require the use of Contractor Software, the following terms apply:

a. License Grant by Contractor: Contractor hereby grants to the State, exercisable by and through its Authorized Users, a nonexclusive, royalty-free, irrevocable right and license during the Term and such additional periods, if any, as Contractor is required to provide Contract Activities under this Contract or any Statement of Work, to: (a) access and use the Software, including in operation with other software, hardware, systems, networks and services, for the State’s business purposes, including for processing State Data; (b) generate, print, copy, upload, download, store and otherwise process all GUI, audio, visual, digital and other output, displays and other content as may result from any access to or use of the Software; (c) prepare, reproduce, print, download and use a reasonable number of copies of the Documentation for any use of the Software under this Contract; and (d) access and use the Software for all such non-production uses and applications as may be necessary or useful for the effective use of the Contract Activities hereunder, including for purposes of analysis, development, configuration, integration, testing, training, maintenance, support and repair, which access and use will be without charge and not included for any purpose in any calculation of the State’s or its Authorized Users’ use of the Software, including for purposes of assessing any Fees or other consideration payable to Contractor or determining any excess use of the Software as described below.

b. License Restrictions on the State. The State will not: (a) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make the Software available to any third party, except as expressly permitted by this Contract or in any Statement of Work; or (b) use or authorize the use of the Software or Documentation in any manner or for any purpose that is unlawful under applicable law.

c. Use by the State. The State will pay Contractor the corresponding Fees set forth in a Statement of Work or Pricing Schedule for all Authorized Users access and use of the Software. Such Fees will be Contractor’s sole and exclusive remedy for use of the Software, including any excess use.

d. Certification by the State to the Contractor, if applicable. To the extent that a License granted to the State is not unlimited, Contractor may request written certification from the State regarding use of the Software for the sole purpose of verifying compliance with the Contract. Such written certification may occur no more than once in any 24 month period during the Term of the Contract. The State will to respond to any such request within 45 calendar days of receipt. If the State’s use is greater than contracted, Contractor may invoice the State for any unlicensed use (and related support) pursuant to the terms of this Contract at the rates set forth in Schedule B, and the unpaid license and support fees shall be payable in accordance with the terms of the Contract. Payment under this provision shall be Contractor’s sole and exclusive remedy to cure these issues.

e. Definitions.

(1) “Software” means Contractor’s software as set forth in a Statement of Work, provided to the State that is necessary for use of the Contract Activities.

(2) “Documentation” means all user manuals, operating manuals, technical manuals and any other instructions, specifications, documents or materials, in any form or media, that describe the functionality, installation, testing, operation, use, maintenance, support, technical or other components, features or requirements of the Software or Contract Activities.

(3) “Authorized Users” means all persons authorized by the State to access and use the Software or Contract Activities under this Contract.

Subcontracting. Contractor may not delegate any of its obligations under the Contract without the prior written approval of the State. Contractor must notify the State at least 90 calendar days before the proposed delegation and provide the State any information it requests to determine whether the delegation is in its best interest. If approved, Contractor must: (a) be the sole point of contact regarding all contractual matters, including payment and charges for all Contract Activities; (b) make all payments to the subcontractor; and (c) incorporate the terms and conditions contained in this Contract in any subcontract with a subcontractor.

Contractor remains responsible for the completion of the Contract Activities, compliance with the terms of this Contract, and the acts and omissions of the subcontractor. The State, in its sole discretion, may require the replacement of any subcontractor.

Staffing. The State’s Contract Administrator may require Contractor to remove or reassign personnel by providing a notice to Contractor.

Background Checks. Pursuant to Michigan law, all agencies subject to IRS Pub.

1075 are required to ask the Michigan State Police to perform fingerprint background checks on all employees, including Contractor and Subcontractor employees, who may have access to any database of information maintained by the federal government that contains confidential or personal information, including, but not limited to, federal tax information. Further, pursuant to Michigan law, any agency described above is prohibited from providing Contractors or Subcontractors with the result of such background check. For more information, please see Michigan Public Act 427 of 2018. Upon request, or as may be specified in Schedule A, Contractor must perform background checks on all employees and subcontractors and its employees prior to their assignment. The scope is at the discretion of the State and documentation must be provided as requested.

Contractor is responsible for all costs associated with the requested background checks. The State, in its sole discretion, may also perform background checks.

Assignment. Contractor may not assign this Contract to any other party without the prior approval of the State. Upon notice to Contractor, the State, in its sole discretion, may assign in whole or in part, its rights or responsibilities under this Contract to any other party. If the State determines that a novation of the Contract to a third party is necessary, Contractor will agree to the novation and provide all necessary documentation and signatures.

Change of Control. Contractor will notify the State, within 30 days of any public announcement or otherwise once legally permitted to do so, of a change in Contractor’s organizational structure or ownership. For purposes of this Contract, a change in control means any of the following: (a) a sale of more than 50% of Contractor’s stock; (b) a sale of substantially all of Contractor’s assets; (c) a change in a majority of Contractor’s board members; (d) consummation of a merger or consolidation of Contractor with any other entity; (e) a change in ownership through a transaction or series of transactions; (f) or the board (or the stockholders) approves a plan of complete liquidation. A change of control does not include any consolidation or merger effected exclusively to change the domicile of Contractor, or any transaction or series of transactions principally for bona fide equity financing purposes.

In the event of a change of control, Contractor must require the successor to assume this Contract and all of its obligations under this Contract.

Ordering. Contractor is not authorized to begin performance until receipt of authorization as identified in Schedule A.

Acceptance. Contract Activities are subject to inspection and testing by the State within 30 calendar days of the State’s receipt of them (“State Review Period”), unless otherwise provided in Schedule A. If the Contract Activities are not fully accepted by the State, the State will notify Contractor by the end of the State Review Period that either: (a) the Contract Activities are accepted but noted deficiencies must be corrected; or (b) the Contract Activities are rejected. If the State finds material deficiencies, it may: (i) reject the Contract Activities without performing any further inspections; (ii) demand performance at no additional cost;

or (iii) terminate this Contract in accordance with Section Error! Reference source not found.25, Termination for Cause.

Within 10 business days from the date of Contractor’s receipt of notification of acceptance with deficiencies or rejection of any Contract Activities, Contractor must cure, at no additional cost, the deficiency and deliver unequivocally acceptable Contract Activities to the State. If acceptance with deficiencies or rejection of the Contract Activities impacts the content or delivery of other non-completed Contract Activities, the parties’ respective Program Managers must determine an agreed to number of days for re-submission that minimizes the overall impact to the Contract.

However, nothing herein affects, alters, or relieves Contractor of its obligations to correct deficiencies in accordance with the time response standards set forth in this Contract.

If Contractor is unable or refuses to correct the deficiency within the time response standards set forth in this Contract, the State may cancel the order in whole or in part. The State, or a third party identified by the State, may perform the Contract Activities and recover the difference between the cost to cure and the Contract price plus an additional 10% administrative fee.

To the extent that Contract Activities includes the provision of a Services through the use of an online portal, as set forth the Schedule A, Statement of Work, Contractor must comply with the Service Level Agreement set forth in Schedule D of this Contract.

Delivery. Contractor must deliver all Contract Activities F.O.B. destination, within the State premises with transportation and handling charges paid by Contractor, unless otherwise specified in Schedule A. All containers and packaging become the State’s exclusive property upon acceptance.

Risk of Loss and Title. Until final acceptance, title and risk of loss or damage to Contract Activities remains with Contractor. Contractor is responsible for filing, processing, and collecting all damage claims. The State will record and report to Contractor any evidence of visible damage. If the State rejects the Contract Activities, Contractor must remove them from the premises within 10 calendar days after notification of rejection. The risk of loss of rejected or non-conforming Contract Activities remains with Contractor. Rejected Contract Activities not removed by Contractor within 10 calendar days will be deemed abandoned by Contractor, and the State will have the right to dispose of it as its own property.

Contractor must reimburse the State for costs and expenses incurred in storing or effecting removal or disposition of rejected Contract Activities.

Warranty Period. The warranty period, if applicable, for Contract Activities is a fixed period commencing on the date specified in Schedule A. If the Contract Activities do not function as warranted during the warranty period, the State may return such non-conforming Contract Activities to the Contractor for a full refund.

Invoices and Payment. Invoices must conform to the requirements communicated from time-to-time by the State. All undisputed amounts are payable within 45 days of the State’s receipt. Contractor may only charge for Contract Activities provided as specified in Schedule A. Invoices must include an itemized statement of all charges. The State is exempt from State sales tax for direct purchases and may be exempt from federal excise tax, if Services purchased under this Agreement are for the State’s exclusive use. Notwithstanding the foregoing, all fees are exclusive of taxes, and Contractor is responsible for all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by the State under this Contract.

The State has the right to withhold payment of any disputed amounts until the parties agree as to the validity of the disputed amount. The State will notify Contractor of any dispute within a reasonable time. Payment by the State will not constitute a waiver of any rights as to Contractor’s continuing obligations, including claims for deficiencies or substandard Contract Activities. Contractor’s acceptance of final payment by the State constitutes a waiver of all claims by Contractor against the State for payment under this Contract, other than those claims previously filed in writing on a timely basis and still disputed.

The State will only disburse payments under this Contract through Electronic Funds Transfer (EFT). Contractor must register with the State at http://www.michigan.gov/SIGMAVSS to receive electronic fund transfer payments.

If Contractor does not register, the State is not liable for failure to provide payment.

Without prejudice to any other right or remedy it may have, the State reserves the right to set off at any time any amount then due and owing to it by Contractor against any amount payable by the State to Contractor under this Contract.

Excluding federal government charges and terms, Contractor warrants and agrees that each of the fees, economic or product terms or warranties granted pursuant to this Contract are comparable to or better than the equivalent fees, economic or product term or warranty being offered to any commercial or government customer (including any public educational institution within the State of Michigan) of Contractor. If Contractor enters into any arrangements with another customer of Contractor to provide the products or services, available under this Contract, under more favorable prices, as the prices may be indicated on Contractor’s current U.S.

and International price list or comparable document, then this Contract will be deemed amended as of the date of such other arrangements to incorporate those more favorable prices, and Contractor will immediately notify the State of such fee and formally memorialize the new pricing in a change notice.

Liquidated Damages. Liquidated damages, if applicable, will be assessed as described in Schedule A. The parties understand and agree that any liquidated damages (which includes but is not limited to applicable credits) set forth in this Contract are reasonable estimates of the State’s damages in accordance with applicable law. The parties acknowledge and agree that Contractor could incur liquidated damages for more than 1 event. The assessment of liquidated damages will not constitute a waiver or release of any other remedy the State may have under this Contract for Contractor’s breach of this Contract, including without limitation, the State’s right to terminate this Contract for cause under Section Error! Reference source not found.25 and the State will be entitled in its discretion to recover actual damages caused by Contractor’s failure to perform its obligations under this Contract. However, the State will reduce such actual damages by the amounts of liquidated damages received for the same http://www.michigan.gov/SIGMAVSS events causing the actual damages. Amounts due the State as liquidated damages may be set off against any fees payable to Contractor under this Contract, or the State may bill Contractor as a separate item and Contractor will promptly make payments on such bills.

Stop Work Order. The State may suspend any or all activities under the Contract at any time. The State will provide Contractor a written stop work order detailing the suspension. Contractor must comply with the stop work order upon receipt.

Within 90 calendar days, or any longer period agreed to by Contractor, the State will either: (a) issue a notice authorizing Contractor to resume work, or (b) terminate the Contract or delivery order. The State will not pay for Contract Activities, Contractor’s lost profits, or any additional compensation during a stop work period.

Termination for Cause. The State may terminate this Contract for cause, in whole or in part, if Contractor, as determined by the State: (a) endangers the value, integrity, or security of any location, data, or personnel; (b) becomes insolvent, petitions for bankruptcy court proceedings, or has an involuntary bankruptcy proceeding filed against it by any creditor; (c) engages in any conduct that may expose the State to liability; (d) breaches any of its material duties or obligations; or

(e) fails to cure a breach within the time stated in a notice of breach. Any reference to specific breaches being material breaches within this Contract will not be construed to mean that other breaches are not material.

If the State terminates this Contract under this Section, the State will issue a termination notice specifying whether Contractor must: (a) cease performance immediately, or (b) continue to perform for a specified period. If it is later determined that Contractor was not in breach of the Contract, the termination will be deemed to have been a Termination for Convenience, effective as of the same date, and the rights and obligations of the parties will be limited to those provided in Section 26, Termination for Convenience.

The State will only pay for amounts due to Contractor for Contract Activities accepted by the State on or before the date of termination, subject to the State’s right to set off any amounts owed by the Contractor for the State’s reasonable costs in terminating this Contract. The Contractor must pay all reasonable costs incurred by the State in terminating this Contract for cause, including administrative costs, attorneys’ fees, court costs, transition costs, and any costs the State incurs to procure the Contract Activities from other sources.

Termination for Convenience. The State may immediately terminate this Contract in whole or in part without penalty and for any reason, including but not limited to, appropriation or budget shortfalls. The termination notice will specify whether Contractor must: (a) cease performance of the Contract Activities immediately, or

(b) continue to perform the Contract Activities in accordance with Section Error!

Reference source not found.27, Transition Responsibilities. If the State terminates this Contract for convenience, the State will pay all reasonable costs, as determined by the State, for State approved Transition Responsibilities.

Transition Responsibilities. Upon termination or expiration of this Contract for any reason, Contractor must, for a period of time specified by the State (not to exceed 180 calendar days), provide all reasonable transition assistance requested by the State, to allow for the expired or terminated portion of the Contract Activities to continue without interruption or adverse effect, and to facilitate the orderly transfer of such Contract Activities to the State or its designees. Such transition assistance may include, but is not limited to: (a) continuing to perform the Contract Activities at the established Contract rates; (b) taking all reasonable and necessary measures to transition performance of the work, including all applicable Contract Activities, training, equipment, software, leases, reports and other documentation, to the State or the State’s designee; (c) taking all necessary and appropriate steps, or such other action as the State may direct, to preserve, maintain, protect, or return to the State all materials, data, property, and confidential information provided directly or indirectly to Contractor by any entity, agent, vendor, or employee of the State; (d) transferring title in and delivering to the State, at the State’s discretion, all completed or partially completed deliverables prepared under this Contract as of the Contract termination date; and (e) preparing an accurate accounting from which the State and Contractor may reconcile all outstanding accounts (collectively, “Transition Responsibilities”). This Contract will automatically be extended through the end of the transition period.

Indemnification. Contractor must defend, indemnify and hold the State, its departments, divisions, agencies, offices, commissions, officers, and employees harmless, without limitation, from and against any and all actions, claims, losses, liabilities, damages, costs, attorney fees, and expenses (including those required to establish the right to indemnification), arising out of or relating to: (a) any breach by Contractor (or any of Contractor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable) of any of the promises, agreements, representations, warranties, or insurance requirements contained in this Contract; (b) any infringement, misappropriation, or other violation of any intellectual property right or other right of any third party; (c) any bodily injury, death, or damage to real or tangible personal property occurring wholly or in part due to action or inaction by Contractor (or any of Contractor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable); and

(d) any acts or omissions of Contractor (or any of Contractor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable).

The State will notify Contractor in writing if indemnification is sought; however, failure to do so will not relieve Contractor, except to the extent that Contractor is materially prejudiced. Contractor must, to the satisfaction of the State, demonstrate its financial ability to carry out these obligations.

The State is entitled to: (i) regular updates on proceeding status; (ii) participate in the defense of the proceeding; (iii) employ its own counsel; and to (iv) retain control of the defense, at its own cost and expense, if the State deems necessary.

Contractor will not, without the State’s prior written consent (not to be unreasonably withheld), settle, compromise, or consent…