25-425-121 Emergency Boiler Replacement.pdf

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Jamestown-Yorktown Foundation P.O. Box 1607, Williamsburg, Virginia 23187-1607

(757) 253-4838 (757) 253-5299 Fax (757) 253-5110 jyfmuseums.org

Quick Quote #25-425-121

Emergency Boiler Replacement Tag B-02

Issue Date: February 19, 2025

Closing Date: February 24, at 2:00 PM

Commodity Code: 90900, 91200, 82000, 82008, 82012

I. PURPOSE

The purpose and intent of this Quick Quote is to establish an emergency contract with one qualified vendor, hereinafter referred as to “Contractor” to furnish and install a replacement boiler as specified herein to the Jamestown-Yorktown Foundation (JYF), an agency of the

Commonwealth of Virginia, hereinafter referred to as “Agency”.

II. BACKGROUND

Jamestown-Yorktown Foundation operates two state educational museums, Jamestown

Settlement, and the American Revolution Museum at Yorktown (ARM@Y) and a Central

Support Complex (CSC). The Agency intends to procure a replacement boiler to be delivered and installed at the American Revolution Museum at Yorktown, 200 Water St, Yorktown, VA 23690.

III. PROCUREMENT TIMELINE

Event Date

Quick Quote Issued February 19, 2025

Bids Due February 24, 2025 at 2:00 PM

Notice of Award Issued February 26, 2025

IV. SCOPE OF WORK:

A. General

1. The Contractor shall provide all tools, supervision, labor, equipment, materials, transportation and any other incidentals necessary for current Boiler System removal, installation, complete and fit for intended purpose, testing for full operation and proper disposal of removed system.

B. Specific

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1. The boiler to be replaced is Boiler Tag B-02 located at the American Revolution

Museum at Yorktown.

2. Provide lockout and tag out of affected mechanical and electrical system.

3. Provide all trucking and rigging as required to complete the following items of work.

4. Boiler B-01 shall remain operational during the replacement process.

5. Demolition Boiler B-02: Provide labor and materials to complete the following:

Disconnect heating hot water supply, heating hot water return, natural gas, vents, and drains as required for removal of the existing hot water boiler. Existing natural gas regulator shall remain and be reused.

6. Demo existing 8” CPVC flue vent as required for reconnection.

7. Demo existing 8” PVC combustion air as required for reconnection.

8. Disconnect electrical power wiring to the existing boiler.

9. Removal and disposal of one (1) existing heating hot water boilers.

10. The housekeeping pad shall remain and be reused.

11. New Equipment:

A. Quoted equipment shall be proprietary, no substitutions shall be accepted. See attachment Lochinvar Boiler Specs for full product specifications.

B. Boiler – One (1) Lochinvar Crest Condensing Boiler Model FBN2001, 96.2%

AHRI Thermal Efficiency, CSD-1, Input 80 MBH Minimum / 1,999 MBH

Maximum, 1,923 MBH Output, Modulation Burner 25:1 Turndown, 8” Vent

Size, Water Connections 4”, BACnet, 120V-1PH. Condensate kit. Boiler shall carry full manufacturer’s warranty.

12. Factor start-up and adjustments.

13. New Work:

A. Provide labor and materials to complete the following: Boiler - Rig and set on existing concrete housekeeping pad.

B. Exhaust Vent – 8” CPVC schedule 40 first 10 feet from boiler and reconnect to existing.

C. Combustion Air – 8” PVC schedule 40 from boiler and reconnect to existing.

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D. Piping – Provide necessary pipe, valves, and fittings as required to reconnect new hot water boiler to the heating hot water supply, heating hot water return, natural gas, relief, and drains.

E. Condensate Neutralizer – Installation and piping from boiler to floor drain.

F. Piping Insulation – Reinsulate new hot water piping to match existing.

G. Electrical Power Wring – Reconnect to the new boiler.

C. Project Schedule

A. The above-described work shall be started on or about March 21, 2025 and completed ASAP with no delay once the project has started. Work may be done from 6:30 AM to 5:00 PM, Monday thru Friday. In any event, the project manager must be given notification of the anticipated work schedule in advance so that arrangements can be made with the agency security department.

D. Operational Regulations

B. The Agency and the Contractor shall provide for employee safety during operating hours. Contractor must exercise care when bringing material to the site as employees may be in the area.

C. All costs of lodging and board are the responsibility of the Contractor and must be included in the bid submitted.

D. Contractors shall develop a Fall Protection Plan for any work over 6’ above the finish floor/grade and/or near openings and/or on the roof structure. These Fall

Protection Plans shall be reviewed and understood by each crew member working on the project site.

E. Contractors utilizing a crane shall develop a crane lift plan as per OSHA and

EM385-1-1 requirements. Lift plan and applicable documentation shall be submitted at least one week in advance of the work activity.

F. Contractors shall be responsible for their own drilling, cutting, sealing, caulking, etc. as necessary to perform their applicable work activities.

E. QUALITY OF WORKMANSHIP

A. All work shall be top quality work performed according to the standards of the industry and to the complete satisfaction of the Agency.

F. PERSONNEL QUALIFICATIONS

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A. Contractor personnel shall be properly trained and qualified for work of this type. The Agency reserves the right to refuse to accept services from any personnel deemed by Agency to be unqualified, disorderly or otherwise unable to perform assigned work.

V. OPTIONAL SITE VISIT

Bidders are strongly encouraged to visit the site to become familiar with existing conditions. An optional site visit may be arranged upon request to view existing equipment. Requests for site visits shall be directed to Sara Schrader in writing at sara.shrader@jyf.virginia.gov. Site visits shall be made during normal business hours at the American Revolution Museum at Yorktown, 200 Water St, Yorktown, VA 23690.

VI. AGENCY CONTACT

A. All inquiries for information must be in writing and directed to: Will Nixon;

procurement@jyf.virginia.gov. The agency does not guarantee a response to questions due to the emergency nature of this procurement. NO QUESTIONS WILL BE

ANSWERED BY PHONE: In the event questions warrant a response, all responses to email inquiries will be answered as an addendum and posted to the eVA website.

B. For assistance with submitting your proposal please contact eVA customer care.

Additional resources are as follows:

https://eva.virginia.gov/supplier-training-materials.html https://www.youtube.com/watch?v=KSxcAkOekW0

VII. SPECIAL TERMS AND CONDITIONS

A. AUDIT: The contractor shall retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited by the Commonwealth of Virginia, whichever is sooner. The agency, its authorized agents, and/or state auditors shall have full access to and the right to examine any of said materials during said period.

B. AWARD: An award will be made to the lowest responsive and responsible. Evaluation will be based on grand total. Unit prices, extensions and grand total must be shown. In case of arithmetic errors, the unit price will govern. If cash discount for prompt payment is offered, it must be clearly shown in the space provided. Discounts for prompt payment will not be considered in making awards. The State reserves the right to reject any and all bids in whole or in part, to waive any informality, and to delete items prior to making an award.

C. eVA ORDERS AND CONTRACTS: The solicitation/contract will result in one purchase order with the applicable eVA transaction fee assessed for each order.

D. INSURANCE: All vendors doing work for JYF or any of our affiliates must have a

Certificate of Insurance (COI) on-file before they arrive on site. The COI must have the mailto:sara.shrader@jyf.virginia.gov mailto:procurement@jyf.virginia.gov https://eva.virginia.gov/supplier-training-materials.html https://www.youtube.com/watch?v=KSxcAkOekW0

QQ #25-425-121 Emergency Boiler Replacement Page 5 following: General Liability of at least $1,000,000.00, Auto Liability of at least

$1,000,000.00, Workers Compensation of at least $500,000.00. List Jamestown-

Yorktown Foundation; Jamestown-Yorktown Foundation, Inc. and Jamestown-Yorktown

Educational Trust, as additional insured on the COI.

E. ASBESTOS: Whenever and wherever, during the course of performing any work under this contract, the contractor discovers the presence of asbestos or suspects that asbestos is present, he shall stop the work immediately, secure the area, notify the building owner and await positive identification of the suspect material. During the downtime in such a case, the contractor shall not disturb any surrounding surfaces but shall protect the area with suitable dust covers. In the event the contractor is delayed due to the discovery of asbestos or suspected asbestos, then a mutually agreed extension of time to perform the work shall be allowed the contractor but without additional compensation due to the time extension.

F. AS BUILT DRAWINGS: The contractor shall provide the Commonwealth a clean set of reproducible “as built” drawings and wiring diagrams, marked to record all changes made during installation or construction. The contractor shall also provide the Commonwealth with maintenance manuals, parts lists and a copy of all warranties for all equipment. All

“as built” drawings and wiring diagrams, maintenance manuals, parts lists and warranties shall be delivered to the Commonwealth upon completion of the work and prior to final payment.

G. BID ACCEPTANCE PERIOD: Any bid in response to this solicitation shall be valid for (90) days. At the end of the days the bid may be withdrawn at the written request of the bidder. If the bid is not withdrawn at that time it remains in effect until an award is made or the solicitation is canceled.

H. CONTRACTOR REGISTRATION: If a contract for construction, removal, repair or improvement of a building or other real property is for $120,000 or more, or if the total value of all such contracts undertaken by bidder/offeror within any 12-month period is

$750,000 or more, the bidder/offeror is required under Title 54.1-1100, Code of Virginia

(1950), as amended, to be licensed by the State Board of Contractors a “CLASS A

CONTRACTOR.” If such a contract is for $10,000 or more but less than $120,000, or if the total value of all such contracts undertaken by bidder/offeror within any 12-month period is $150,000 or more, but less than $750,000 or more, the bidder is required to be licensed as a “CLASS B CONTRACTOR.” If such a contract is over $1,000 but less than $10,000, or if the contractor does less than $150,000 in business in a 12-month period, the bidder is required to be licensed as a “CLASS C CONTRACTOR.” The board shall require a master tradesmen license as a condition of licensure for electrical, plumbing and heating, ventilation and air conditioning contractors. The bidder/offeror shall place on the outside of the envelope containing the bid/proposal and shall place in the bid/proposal over his signature whichever of the following notations is appropriate, inserting his contractor license number:

Licensed Class A Virginia Contractor No. ______________Specialty _______________

Licensed Class B Virginia Contractor No. _____________ Specialty _______________

Licensed Class C Virginia Contractor No. ______________Specialty _______________

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If the bidder/offeror shall fail to provide this information on his bid/proposal or on the envelope containing the bid/proposal and shall fail to promptly provide said contractor license number to the Commonwealth in writing when requested to do so before or after the opening of bids/proposals, he shall be deemed to be in violation of § 54.1-1115 of the

Code of Virginia (1950), as amended, and his bid/proposal will not be considered.

If a bidder/offeror shall fail to obtain the required license prior to submission of his bid/proposal, the bid/proposal shall not be considered.

I. CONTRACTOR’S TITLE TO MATERIALS: No materials or supplies for the work shall be purchased by the contractor or by any subcontractor subject to any chattel mortgage or under a conditional sales or other agreement by which an interest is retained by the seller. The contractor warrants that he has clear title to all materials and supplies for which he invoices for payment.

J. DELIVERY AND STORAGE: It shall be the responsibility of the contractor to make all arrangements for delivery, unloading, receiving and storing materials in the building during installation. The owner will not assume any responsibility for receiving these shipments. Contractor shall check with the owner and make necessary arrangements for security and storage space in the building during installation.

K. DELIVERY NOTIFICATION: The Agency shall be notified 48 hours prior to delivery of any items so that personnel may be available to allow access to the building and verify items received. Notification shall be made to: Sara Schrader at 757-253-4014

L. SPECIAL EDUCATIONAL OR PROMOTIONAL DISCOUNTS: The contractor shall extend any special educational or promotional sale prices or discounts immediately to the Commonwealth during the term of the contract. Such notice shall also advise the duration of the specific sale or discount price.

M. EXTRA CHARGES NOT ALLOWED: The bid price shall be for complete installation ready for the Commonwealth’s use and shall include all applicable freight and installation charges; extra charges will not be allowed.

N. FINAL INSPECTION: At the conclusion of the work, the contractor shall demonstrate to the authorized owners representative that the work is fully operational and in compliance with contract specifications and codes. Any deficiencies shall be promptly and permanently corrected by the contractor at the contractor’s sole expense prior to final acceptance of the work.

O. INSPECTION OF JOB SITE: My signature on this solicitation constitutes certification that I have inspected the job site and am aware of the conditions under which the work must be accomplished. Claims, as a result of failure to inspect the job site, will not be considered by the Commonwealth.

P. INSTALLATION: All items must be assembled and set in place, ready for use. All crating and other debris must be removed from the premises.

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Q. LIQUIDATED DAMAGES, FURNISH AND INSTALL: Work shall begin within 30 calendar days after receipt of purchase order or contract and all work shall be completed in 90 calendar days. It is hereby understood and agreed by the bidder that time is of the essence in the delivery of supplies, services, materials, or equipment of the character and quality specified in the bid document. In the event these specified supplies, services, materials, or equipment are not delivered by the date specified, there will be deducted, not as a penalty but as liquidated damages, the sum of $30.00 per day for each and every calendar day of delay beyond the time specified; except that if the delivery be delayed by any act, negligence, or default on the part of the Commonwealth, public enemy, war, embargo, fire, or explosion not caused by the negligence or intentional act of the contractor or his supplier(s), or by riot, sabotage, or labor trouble that results from a cause or causes entirely beyond the control or fault of the contractor or his supplier(s), a reasonable extension of time as the procuring public body deems appropriate may be granted. Upon receipt of a written request and justification for an extension from the contractor, the purchasing office may extend the time for performance of the contract or delivery of goods herein specified at the purchasing office’s sole discretion for good cause shown.

R. NEGOTIATION WITH THE LOWEST BIDDER: Unless all bids are cancelled or rejected, the Commonwealth reserves the right granted by § 2.2-4318 of the Code of

Virginia to negotiate with the lowest responsive, responsible bidder to obtain a contract price within the funds available to the agency whenever such low bid exceeds the agency’s available funds. For the purpose of determining when such negotiations may take place, the term “available funds” shall mean those funds which were budgeted by the agency for this contract prior to the issuance of the written Invitation for Bids.

Negotiations with the low bidder may include both modifications of the bid price and the

Scope of Work/Specifications to be performed. The agency shall initiate such negotiations by written notice to the lowest responsive, responsible bidder that its bid exceeds the available funds and that the agency wishes to negotiate a lower contract price. The times, places, and manner of negotiating shall be agreed to by the agency and the lowest responsive, responsible bidder.

S. PREVENTIVE MAINTENANCE: The contractor shall provide necessary preventive maintenance, required testing and inspection, calibration and/or other work necessary to maintain the equipment in complete operational condition during the warranty period.

T. PRIME CONTRACTOR RESPONSIBILITIES: The contractor shall be responsible for completely supervising and directing the work under this contract and all subcontractors that he may utilize, using his best skill and attention. Subcontractors who perform work under this contract shall be responsible to the prime contractor. The contractor agrees that he is as fully responsible for the acts and omissions of his subcontractors and of persons employed by them as he is for the acts and omissions of his own employees.

U. PRODUCT INFORMATION: The bidder/offeror shall clearly and specifically identify the product being offered and enclose complete and detailed descriptive literature, catalog cuts and specifications with the bid/proposal to enable the Commonwealth to determine if

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V. REFERENCES: Bidders shall provide a list of at least 3 references where similar goods and/or services have been provided. Each reference shall include the name of the organization, the complete mailing address, the name of the contact person and telephone number.

ORGANIZATION ADDRESS CONTACT

PERSON

TELEPHONE

W. SUBCONTRACTS: No portion of the work shall be subcontracted without prior written consent of the purchasing agency. In the event that the contractor desires to subcontract some part of the work specified herein, the contractor shall furnish the purchasing agency the names, qualifications and experience of their proposed subcontractors. The contractor shall, however, remain fully liable and responsible for the work to be done by its subcontractor(s) and shall assure compliance with all requirements of the contract.

X. WARRANTY: All materials and equipment shall be fully guaranteed against defects in material and workmanship for a period of 2 years following date of delivery. Should any defect be noted by the owner, the Purchasing Office will notify the contractor of such defect or non-conformance. Notification will state either (1) that the contractor shall replace or correct, or (2) the owner does not require replacement or correction, but an equitable adjustment to the contract price will be negotiated. If the contractor is required to correct or replace, it shall be at no cost to the Commonwealth and shall be subject to all provisions of this clause to the same extent as materials initially delivered. If the contractor fails or refuses to replace or correct the deficiency, the office issuing the purchase order may have the materials corrected or replaced with similar items and charge the contractor the costs occasioned thereby or obtain an equitable adjustment in the contract price.

Y. WORK SITE DAMAGES: Any damage to existing utilities, equipment or finished surfaces resulting from the performance of this contract shall be repaired to the

Commonwealth’s satisfaction at the contractor’s expense.

Z. PRODUCT AVAILABILITY/SUBSTITUTION: Substitution of a product, brand or manufacturer after the award of contract is expressly prohibited unless approved in writing by the Contact Officer. The Agency may, at its discretion, require the contractor to provide a substitute item of equivalent or better quality subject to the approval of the

Contract Officer, for a price no greater than the contract price, if the product for which the contract was awarded becomes unavailable to the contractor.

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AA. E-VERIFY PROGRAM: EFFECTIVE 12/1/13. Pursuant to Code of Virginia, §2.2-

4308.2., any employer with more than an average of 50 employees for the previous 12 months entering into a contract in excess of $50,000 with any agency of the

Commonwealth to perform work or provide services pursuant to such contract shall register and participate in the E-Verify program to verify information and work authorization of its newly hired employees performing work pursuant to such public contract. Any such employer who fails to comply with these provisions shall be debarred from contracting with any agency of the Commonwealth for a period up to one year.

Such debarment shall cease upon the employer’s registration and participation in the E-

Verify program. If requested, the employer shall present a copy of their Maintain

Company page from E-Verify to prove that they are enrolled in E-Verify.

BB. ENERGY-EFFICIENT AND WATER-EFFICIENT GOODS: When an agency or institution receives two or more bids for products that are Energy Star certified, meet the

Federal Energy Management Program (FEMP) designated efficiency requirements, appear on FEMP’s Low Standby Power Product List; or are WaterSense certified, the agency or institution shall only select among those bids.

CC. CLEAN UP: The Contractor shall maintain a clean work site continuously throughout the duration of the project. The Contractor shall be responsible for disposing, at no additional cost, any trash or debris generated by work performance. All trash and debris shall be dumped in a suitable dumpster which shall be supplied by the Contractor. The

Contractor must not use the Agency’s trash containers for debris removal of any kind.

DD. PROTECTION: The Contractor shall protect all completed or partially completed areas from damage until all work is accepted by the Agency. Any damage incurred prior to acceptance by the Agency shall be repaired by the Contractor at no cost to the Agency.

EE. CONTRACTOR’S EMPLOYEES’ CONDUCT: The Contractor’s personnel shall not ogle nor use foul language. As visitors may think that contractor’s personnel are part of museum staff contractor personnel must answer questions in a courteous, knowledgeable, and professional manner or refer visitor to other museum personnel if they are unable to respond. The Contractor’s employees must adhere to the OSHA dress code standards and the Agency’s Code of Ethics. Uniform or plain shirts must be worn at all times while working on State property. The Agency reserves the right to request removal of any

Contractor’s employee who fails to abide by these standards of conduct guidelines.

VIII. GENERAL TERMS AND CONDITIONS

A. VENDORS MANUAL: This solicitation is subject to the provisions of the

Commonwealth of Virginia Vendors Manual and any changes or revisions thereto, which are hereby incorporated into this contract in their entirety. The process for filing a complaint about this solicitation is in section 7.13 of the Vendors Manual. (Note section

7.13 does not apply to protests of awards or formal contractual claims.) The procedure for filing contractual claims is in section 7.19 of the Vendors Manual. A copy of the manual is normally available for review at the purchasing office and is accessible on the Internet at eva.virginia.gov under “I Sell To Virginia”.

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B. APPLICABLE LAWS AND COURTS: This solicitation and any resulting contract shall be governed in all respects by the laws of the Commonwealth of Virginia, without regard to its choice of law provisions, and any litigation with respect thereto shall be brought in the circuit courts of the Commonwealth. The agency and the contractor are encouraged to resolve any issues in controversy arising from the award of the contract or any contractual dispute using Alternative Dispute Resolution (ADR) procedures (Code of

Virginia, § 2.2-4366). ADR procedures are described in Chapter 9 of the Vendors

Manual. The contractor shall comply with all applicable federal, state and local laws, rules and regulations.

C. ANTI-DISCRIMINATION: By submitting their (bids/proposals), (bidders/offerors) certify to the Commonwealth that they will conform to the provisions of the Federal Civil

Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting

Act of 1975, as amended, where applicable, the Virginians With Disabilities Act, the

Americans With Disabilities Act and § 2.2-4311 of the Virginia Public Procurement Act

(VPPA). If the award is made to a faithbased organization, the organization shall not discriminate against any recipient of goods, services, or disbursements made pursuant to the contract on the basis of the recipient's religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender sexual orientation, gender identity, or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith-based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E).

In every contract over $10,000 the provisions in 1. and 2. below apply:

a. During the performance of this contract, the contractor agrees as follows:

i. The contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, sexual orientation, gender identity, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the contractor. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

ii. The contractor, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such contractor is an equal opportunity employer.

iii. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.

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iv. If the contractor employs more than five employees, the contractor shall

(i) provide annual training on the contractor's sexual harassment policy to all supervisors and employees providing services in the Commonwealth, except such supervisors or employees that are required to complete sexual harassment training provided by the Department of Human Resource

Management, and (ii) post the contractor's sexual harassment policy in (a) a conspicuous public place in each building located in the Commonwealth that the contractor owns or leases for business purposes and (b) the contractor's employee handbook.

v. The requirements of these provisions 1. and 2. are a material part of the contract. If the Contractor violates one of these provisions, the

Commonwealth may terminate the affected part of this contract for breach, or at its option, the whole contract. Violation of one of these provisions may also result in debarment from State contracting regardless of whether the specific contract is terminated.

vi. In accordance with Executive Order 61 (2017), a prohibition on discrimination by the contractor, in its employment practices, subcontracting practices, and delivery of goods or services, on the basis of race, sex, color, national origin, religion, sexual orientation, gender identity, age, political affiliation, disability, or veteran status, is hereby incorporated in this contract.

vii. The contractor will include the provisions of 1. above in every subcontract or purchase order over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

D. ETHICS IN PUBLIC CONTRACTING: By submitting their (bids/proposals), (bidders/offerors) certify that their (bids/proposals) are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other

(bidder/offeror), supplier, manufacturer or subcontractor in connection with their

(bid/proposal), and that they have not conferred on any public employee having official responsibility for this procurement transaction any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged.

E. IMMIGRATION REFORM AND CONTROL ACT OF 1986: Applicable for all contracts over $10,000:

By entering into a written contract with the Commonwealth of Virginia, the Contractor certifies that the Contractor does not and shall not during the performance of the contract for goods and services in the Commonwealth, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986.

F. DEBARMENT STATUS: By participating in this procurement, the vendor certifies that they are not currently debarred by the Commonwealth of Virginia from submitting a response for the type of goods and/or services covered by this solicitation. Vendor further

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Commonwealth of Virginia.

If a vendor is created or used for the purpose of circumventing a debarment decision against another vendor, the non-debarred vendor will be debarred for the same time-period as the debarred vendor.

G. ANTITRUST: By entering into a contract, the contractor conveys, sells, assigns, and transfers to the Commonwealth of Virginia all rights, title and interest in and to all causes of action it may now have or hereafter acquire under the antitrust laws of the United

States and the Commonwealth of Virginia, relating to the particular goods or services purchased or acquired by the Commonwealth of Virginia under said contract.

H. MANDATORY USE OF STATE FORM: Failure to submit a bid on the official state form provided for that purpose shall be a cause for rejection of the bid. Modification of or additions to any portion of the solicitation may be cause for rejection of the bid;

however, the Commonwealth reserves the right to decide on a case-by-case basis, in its sole discretion, whether to reject such a bid as nonresponsive. As a precondition to its acceptance, the Commonwealth may, in its sole discretion, request that the bidder withdraw or modify nonresponsive portions of a bid which do not affect quality, quantity, price, or delivery. No modification of or addition to the provisions of the contract shall be effective unless reduced to writing and signed by the parties.

I. CLARIFICATION OF TERMS: If any prospective (bidder/offeror) has questions about the specifications or other solicitation documents, the prospective (bidder/offeror) should contact the buyer whose name appears on the face of the solicitation no later than five working days before the due date. Any revisions to the solicitation will be made only by addendum issued by the buyer.

J. PAYMENT:

a. To Prime Contractor:

i. Invoices for items ordered, delivered and accepted shall be submitted by the contractor directly to the payment address shown on the purchase order/contract. All invoices shall show the state contract number and/or purchase order number; social security number (for individual contractors) or the federal employer identification number (for proprietorships, partnerships, and corporations).

ii. Any payment terms requiring payment in less than 30 days will be regarded as requiring payment 30 days after invoice or delivery, whichever occurs last. This shall not affect offers of discounts for payment in less than 30 days, however.

iii. All goods or services provided under this contract or purchase order, that are to be paid for with public funds, shall be billed by the contractor at the contract price, regardless of which public agency is being billed.

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iv. The following shall be deemed to be the date of payment: the date of postmark in all cases where payment is made by mail, or when offset proceedings have been instituted as authorized under the Virginia Debt

Collection Act.

v. Unreasonable Charges. Under certain emergency procurements and for most time and material purchases, final job costs cannot be accurately determined at the time orders are placed. In such cases, contractors should be put on notice that final payment in full is contingent on a determination of reasonableness with respect to all invoiced charges.

Charges which appear to be unreasonable will be resolved in accordance with Code of Virginia, § 2.2-4363 and -4364. Upon determining that invoiced charges are not reasonable, the Commonwealth shall notify the contractor of defects or improprieties in invoices within fifteen (15) days as required in Code of Virginia, § 2.2-4351.,. The provisions of this section do not relieve an agency of its prompt payment obligations with respect to those charges which are not in dispute (Code of Virginia, §

2.2-4363).

b. To Subcontractors:

i. Within seven (7) days of the contractor’s receipt of payment from the

Commonwealth, a contractor awarded a contract under this solicitation is hereby obligated:

a. To pay the subcontractor(s) for the proportionate share of the payment received for work performed by the subcontractor(s) under the contract; or

b. To notify the agency and the subcontractor(s), in writing, of the contractor’s intention to withhold payment and the reason.

ii. The contractor is obligated to pay the subcontractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the contractor that remain unpaid seven (7) days following receipt of payment from the Commonwealth, except for amounts withheld as stated in (2) above. The date of mailing of any payment by U. S. Mail is deemed to be payment to the addressee.

These provisions apply to each sub-tier contractor performing under the primary contract. A contractor’s obligation to pay an interest charge to a subcontractor may not be construed to be an obligation of the

Commonwealth.

c. Each prime contractor who wins an award in which provision of a SWaM procurement plan is a condition to the award, shall deliver to the contracting agency or institution, on or before request for final payment, evidence and certification of compliance (subject only to insubstantial shortfalls and to

QQ #25-425-121 Emergency Boiler Replacement Page 14 shortfalls arising from subcontractor default) with the SWaM procurement plan.

Final payment under the contract in question may be withheld until such certification is delivered and, if necessary, confirmed by the agency or institution, or other appropriate penalties may be assessed in lieu of withholding such payment.

d. The Commonwealth of Virginia encourages contractors and subcontractors to accept electronic and credit card payments.

K. PRECEDENCE OF TERMS: The following General Terms and Conditions

VENDORS MANUAL, APPLICABLE LAWS AND COURTS, ANTI-

DISCRIMINATION, ETHICS IN PUBLIC CONTRACTING, IMMIGRATION

REFORM AND CONTROL ACT OF 1986, DEBARMENT STATUS, ANTITRUST,

MANDATORY USE OF STATE FORM AND TERMS AND CONDITIONS,

CLARIFICATION OF TERMS, PAYMENT shall apply in all instances. In the event there is a conflict between any of the other General Terms and Conditions and any

Special Terms and Conditions in this solicitation, the Special Terms and Conditions shall apply.

L. QUALIFICATIONS OF (BIDDERS/OFFERORS): The Commonwealth may make such reasonable investigations as deemed proper and necessary to determine the ability of the (bidder/offeror) to perform the services/furnish the goods and the (bidder/offeror) shall furnish to the Commonwealth all such information and data for this purpose as may be requested. The Commonwealth reserves the right to inspect (bidder’s/offeror’s) physical facilities prior to award to satisfy questions regarding the (bidder’s/offeror’s) capabilities. The Commonwealth further reserves the right to reject any (bid/proposal) if the evidence submitted by, or investigations of, such (bidder/offeror) fails to satisfy the

Commonwealth that such (bidder/offeror) is properly qualified to carry out the obligations of the contract and to provide the services and/or furnish the goods contemplated therein.

M. TESTING AND INSPECTION: The Commonwealth reserves the right to conduct any test/inspection it may deem advisable to assure goods and services conform to the specifications.

N. ASSIGNMENT OF CONTRACT: A contract shall not be assignable by the contractor in whole or in part without the written consent of the Commonwealth.

O. CHANGES TO THE CONTRACT: Changes can be made to the contract in any of the following ways:

a. The parties may agree in writing to modify the terms, conditions, or scope of the contract. Any additional goods or services to be provided shall be of a sort that is ancillary to the contract goods or services, or within the same broad product or service categories as were included in the contract award. Any increase or decrease in the price of the contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the contract.

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b. The Purchasing Agency may order changes within the general scope of the contract at any time by written notice to the contractor. Changes within the scope of the contract include, but are not limited to, things such as services to be performed, the method of packing or shipment, and the place of delivery or installation. The contractor shall comply with the notice upon receipt, unless the contractor intends to claim an adjustment to compensation, schedule, or other contractual impact that would be caused by complying with such notice, in which case the contractor shall, in writing, promptly notify the Purchasing Agency of the adjustment to be sought, and before proceeding to comply with the notice, shall await the Purchasing Agency's written decision affirming, modifying, or revoking the prior written notice. If the Purchasing Agency decides to issue a notice that requires an adjustment to compensation, the contractor shall be compensated for any additional costs incurred as the result of such order and shall give the

Purchasing Agency a credit for any savings. Said compensation shall be determined by one of the following methods:

i. By mutual agreement between the parties in writing; or

ii. By agreeing upon a unit price or using a unit price set forth in the contract, if the work to be done can be expressed in units, and the contractor accounts for the number of units of work performed, subject to the Purchasing Agency’s right to audit the contractor’s records and/or to determine the correct number of units independently; or

iii. By ordering the contractor to proceed with the work and keep a record of all costs incurred and savings realized. A markup for overhead and profit may be allowed if provided by the contract. The same markup shall be used for determining a decrease in price as the result of savings realized. The contractor shall present the Purchasing Agency with all vouchers and records of expenses incurred and savings realized. The

Purchasing Agency shall have the right to audit the records of the contractor as it deems necessary to determine costs or savings. Any claim for an adjustment in price under this provision must be asserted by written notice to the Purchasing Agency within thirty (30) days from the date of receipt of the written order from the Purchasing Agency. If the parties fail to agree on an amount of adjustment, the question of an increase or decrease in the contract price or time for performance shall be resolved in accordance with the procedures for resolving disputes provided by the Disputes Clause of this contract or, if there is none, in accordance with the disputes provisions of the Commonwealth of

Virginia Vendors Manual. Neither the existence of a claim nor a dispute resolution process, litigation or any other provision of this contract shall excuse the contractor from promptly complying with the changes ordered by the Purchasing Agency or with the performance of the contract generally.

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P. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the Commonwealth may terminate this agreement after verbal or written notice without penalty. Upon termination the Commonwealth may procure the goods or services contracted for from other sources and hold the contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the Commonwealth may have.

Q. TAXES: Sales to the Commonwealth of Virginia are normally exempt from State sales tax. State sales and use tax certificates of exemption, Form ST-12, will be issued upon request. Deliveries against this contract shall usually be free of Federal excise and transportation taxes. The Commonwealth’s excise tax exemption registration number is

54-730076K. If sales or deliveries against the contract are not exempt, the contractor shall be responsible for the payment of such taxes unless the tax law specifically imposes the tax upon the buying entity and prohibits the contractor from offering a tax included price.

R. TRANSPORTATION AND PACKAGING: By submitting their (bids/proposals), all

(bidders/offerors) certify and warrant that the price offered for FOB destination includes only the actual freight rate costs at the lowest and best rate and is based upon the actual weight of the goods to be shipped. Except as otherwise specified herein, standard commercial packaging, packing and shipping containers shall be used. All shipping containers shall be legibly marked or labeled on the outside with purchase order number, commodity description, and quantity.

S. INSURANCE: By signing and submitting a bid or proposal under this solicitation, the bidder or offeror certifies that if awarded the contract, it will have the following insurance coverage at the time the contract is awarded. For construction contracts, if any subcontractors are involved, the subcontractor will have workers’ compensation insurance in accordance with §§ 2.2-4332 and 65.2-800 et seq. of the Code of Virginia.

The bidder or offeror further certifies that the contractor and any subcontractors will maintain these insurance coverages during the entire term of the contract and that all coverage will be provided by companies authorized to sell insurance in Virginia by the

Virginia State Corporation Commission.

MINIMUM INSURANCE COVERAGES AND LIMITS:

a. Workers’ Compensation - Statutory requirements and benefits. Coverage is compulsory for employers of three or more employees, to include the employer.

Contractors who fail to notify the Commonwealth of increases in the number of employees that change their workers’ compensation requirements under the Code of Virginia during the course of the contract shall be in noncompliance with the contract.

b. Employer’s Liability - $100,000.

c. Commercial General Liability - $1,000,000 per occurrence and $2,000,000 in the aggregate. Commercial General Liability is to include bodily injury and property damage, personal injury and advertising injury, products and completed

QQ #25-425-121 Emergency Boiler Replacement Page 17 operations coverage. The Commonwealth of Virginia shall be added as an additional insured to the policy by an endorsement.

d. Automobile Liability - $1,000,000 combined single limit. (Required only if a motor vehicle not owned by the Commonwealth is to be used in the contract.

Contractor must assure that the required coverage is maintained by the Contractor

(or third party owner of such motor vehicle.)

Profession/Service Limits

Accounting $1,000,000 per occurrence, $3,000,000 aggregate

Architecture $2,000,000 per occurrence, $6,000,000 aggregate

Asbestos Design, Inspection or

Abatement Contractors Health Care

Practitioner (to include Dentists, Licensed Dental Hygienists, Optometrists, Registered or Licensed

Practical Nurses, Pharmacists, Physicians, Podiatrists, Chiropractors, Physical Therapists, Physical Therapist

Assistants, Clinical Psychologists, Clinical Social Workers, Professional

Counselors, Hospitals, or Health

Maintenance Organizations.) Code of

Virginia § 8.01-581.15 https://law.lis.virginia.gov/vacode/title8

.01/chapter21.1/section8.01-581.15/

$1,000,000 per occurrence, $3,000,000 aggregate

Insurance/Risk Management $1,000,000 per occurrence, $3,000,000 aggregate

Landscape/Architecture $1,000,000 per occurrence, $1,000,000 aggregate

Legal $1,000,000 per occurrence, $5,000,000 aggregate

Professional Engineer $2,000,000 per occurrence, $6,000,000 aggregate

Surveying $1,000,000 per occurrence, $1,000,000 aggregate

T. ANNOUNCEMENT OF AWARD: Upon the award or the announcement of the decision to award a contract as a result of this solicitation, the purchasing agency will publicly post such notice in eVA (www.eva.virginia.gov) for a minimum of 10 days.

U. DRUG-FREE WORKPLACE: Applicable for all contracts over $10,000:

During the performance of this contract, the contractor agrees to (i) provide a drug-free workplace for the contractor's employees; (ii) post in conspicuous places, available to https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/ https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/

QQ #25-425-121 Emergency Boiler Replacement Page 18 employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of the contractor that the contractor maintains a drug-free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over

$10,000, so that the provisions will be binding upon each subcontractor or vendor.

For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to a contractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

V. NONDISCRIMINATION OF CONTRACTORS: A bidder, offeror, or contractor shall not be discriminated against in the solicitation or award of this contract because of race, religion, color, sex, sexual orientation, gender identity, national origin, age, disability, faith-based organizational status, any other basis prohibited by state law relating to discrimination in employment or because the bidder or offeror employs ex-offenders unless the state agency, department or institution has made a written determination that employing ex-offenders on the specific contract is not in its best interest. If the award of this contract is made to a faith-based organization and an individual, who applies for or receives goods, services, or disbursements provided pursuant to this contract objects to the religious character of the faith-based organization from which the individual receives or would receive the goods, services, or disbursements, the public body shall offer the individual, within a reasonable period of time after the date of his objection, access to equivalent goods, services, or disbursements from an alternative provider.

W. eVA BUSINESS-TO-GOVERNMENT VENDOR REGISTRATION, CONTRACTS, AND ORDERS:

The eVA Internet electronic procurement solution, web site portal https://eva.virginia.gov, streamlines and automates government purchasing activities in the Commonwealth. The eVA portal is the gateway for vendors to conduct business with state agencies and public bodies. All vendors desiring to provide goods and/or services to the Commonwealth shall participate in the eVA Internet e-procurement solution by completing the free eVA Vendor Registration. All bidders or offerors must register in eVA and pay the Vendor Transaction Fees specified below; failure to register will result in the bid/proposal being rejected.

Vendor transaction fees are determined by the date the original purchase order is issued and the current fees are as follows:

a. For orders issued July 1, 2014, and after, the Vendor Transaction Fee is:

i. DSBSD-certified Small Businesses: 1%, capped at $500 per order.

https://eva.virginia.gov/

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