830483signStMary.pdf

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ST. MARY’S COUNTY GOVERNMENT

INVITATION FOR BID

151348

HIGHWAY SIGNS & TRAFFIC CONTROL ITEMS

Invitation For Bid #151348

Title: Highway Signs & Traffic Control Items

Table Of Contents

1. PROPOSAL

1.1. PRICE PROPOSAL

2. DESCRIPTION / SPECIFICATIONS / WORK STATEMENT

2.1. INTRODUCTION / DESCRIPTION

2.2. SPECIFICATIONS / SCOPE OF WORK

2.3. ALTERNATE ITEMS

2.4. COMPATIBILITY & SAMPLES

2.5. GRANT FUNDED PURCHASE ORDERS

3. PACKAGING AND MARKING

3.1. PACKAGING AND MARKING

3.2. SHIPPING AND DELIVERY

4. INSPECTION AND ACCEPTANCE

4.1. INSPECTION AND ACCEPTANCE

5. DELIVERABLES / PERFORMANCE

5.1. WORK HOURS AND HOLIDAYS

5.2. ORAL MODIFICATION

5.3. REQUIRED DELIVERY PERIOD

5.4. STANDARDS OF QUALITY - "OR APPROVED EQUAL" INTERPRETATION

5.5. OPTION FOR INCREASED QUANTITY

5.6. PERIOD OF PERFORMANCE

6. CONTRACT ADMINISTRATION

6.1. DEFINITIONS

6.2. APPOINTMENT OF REPRESENTATIVES

6.3. CONTRACTOR'S INVOICE

6.4. PAYMENT TO CONTRACTOR

7. SPECIAL CONTRACT REQUIREMENTS

7.1. INSURANCE REQUIREMENTS

7.2. CERTIFIED COPIES

7.3. SALES TAX EXEMPTION

8. CONTRACT CLAUSES

8.1. ASSIGNMENT OF CLAIMS

8.2. ASSIGNMENT OF RISK

8.3. CHANGES

8.4. CLAIMS

8.5. CODES

8.6. COMMERCIAL WARRANTY CLAUSE

8.7. CONTINGENT FEES

8.8. CONTRACTOR INSPECTION REQUIREMENTS

8.9. COPYRIGHTS

8.10. COUNTY-FURNISHED PROPERTY

8.11. COUNTY TERMINATION FOR CONVENIENCE

8.12. DEFAULT

8.13. DEFAULT, TERMINATION FOR

8.14. DISPUTES

8.15. EQUAL OPPORTUNITY

8.16. EXTRAS

8.17. FEDERAL, STATE, AND LOCAL TAXES

8.18. GRATUITIES

8.19. GRATUITIES, TERMINATION FOR

8.20. HAZARDOUS MATERIALS

8.21. INDEMNIFICATION

8.22. INDEFINITE QUANTITY

8.23. INDEPENDENT PRICING

8.24. LATE BIDS, MODIFICATIONS OR WITHDRAWAL OF BIDS

8.25. NO INDIVIDUAL LIABILITY

8.26. NON-HIRING OF STATE/COUNTY EMPLOYEES

8.27. NOTICE OF AMBIGUITIES

8.28. OFFICALS NOT TO BENEFIT

8.29. OPTION TO EXTEND THE TERM OF THE CONTRACT

8.30. OTHER CONTRACTS

8.31. PATENT RIGHTS

8.32. PAYMENTS

8.33. PERMITS & RESPONSIBILITIES

8.34. SEVERABILITY

8.35. SOVEREIGN IMMUNITY

8.36. SPECIFICATION INTERPRETATION

8.37. SUBCONTRACTORS AND OUTSIDE ASSOCIATES AND CONSULTANTS

8.38. SUBLETTING OF CONTRACT OR ASSIGNMENT OF CONTRACT FUNDS

8.39. SUFFICIENT APPROPRIATIONS

8.40. SUSPENSION OF WORK

8.41. THIRD PARTY BENEFICIARY

8.42. VARIANCE BETWEEN PLANS AND SPECIFICATIONS

8.43. VENUE AND JURISDICTION

8.44. USE OF CONTRACT(S) BY OTHER GOVERNMENT ENTITIES

9. LIST OF ATTACHMENTS

9.1. LIST OF ATTACHMENTS

10. REPRESENTATIONS AND INSTRUCTIONS

10.1. BIDDER QUALIFICATION

10.2. REPRESENTATION, CERTIFICATION, AND OTHER STATEMENT OF OFFEROR

10.3. VENDOR REGISTRATION

10.4. COMPLIANCE WITH APPLICABLE LAW

10.5. BIDDER'S REFERENCE SHEET

10.6. SUBCONTRACTOR SERVICES

11. INSTRUCTIONS, CONDITIONS, AND NOTICES OFFEROR

11.1. BIDDER QUESTIONS

11.2. BID SUBMITTALS

11.3. NO BID

11.4. LATE BIDS

11.5. BID OPENING ABSTRACT

11.6. CONTRACT AGREEMENT

12. FACTORS FOR AWARD

12.1. AWARD OF CONTRACT

12.2. REJECTION OF QUOTES/BIDS/PROPOSALS

13. VENDOR RESPONSES

13.1. VENDOR QUESTIONNAIRE

13.2. ATTACHMENTS AND EXHIBITS

Attachments:

A - J-5 Links to Referenced Documents

1. PROPOSAL

1.1. PRICE PROPOSAL

Submission of a bid through the County’s electronic bidding system constitutes the Bidder’s certification that the bid has been fully reviewed prior to submission and that all prices, quantities, and entries are accurate as submitted. The Bidder acknowledges that the electronic bidding system provides the opportunity to review and confirm all bid information prior to final submission.

Quantities listed below are estimated and included for bidding and evaluation purposes only.

St. Mary’s County does not guarantee any minimum usage of this Contract.

SIGNS

(Base Bid)

Line Item Est.

Quantity Description Unit of

Measure Unit Cost Extended

001 1,250 MUTCD Standard Finished Signs

Rectangle/Square/Diamond Shaped

HIP

SQFT

002 50 Stop Signs R1-1 HIP (30”x30”) EACH

003 10 Yield Signs R1-2 HIP (30”x30”x30”) EACH

004 75 Roll Up Temporary Work Zone Signs

(36x36) RS24 Diamond Grade Vinyl

Sheeting w/ribs

EACH

005 20 Roll-Up Sign Stand Compact & Light

Weight w/Springs and Adjustable

Legs. Must be able to accommodate

30”, 36”& 48” signs.

EACH

Line Item Est.

Quantity Description Unit of

Measure Unit Cost Extended

006 10 Stop/Slow Paddles (24” Sign x 72”

Plastic Staff)

EACH

007 100 Traffic Cone, 36" – Fluorescent orange PVC traffic cone, 36" height, 10 lb minimum base, with 6" and 4"

ASTM D4956 Type IV reflective collars.

EACH

008 14 Road Marker 72” White Fiberglass

Composite Post w/Yellow Sheeting

EACH

009 50 6” Standard Aluminum Sign Blank

(up to 48”) w/Green or Blue HIP

Sheeting

LF

010 10 9” Standard Aluminum Sign Blank

(up to 48”) w/Green or Blue HIP

Sheeting

LF

011 50 2" x 10' - 14 GA Galvanized Square

Post, 7/16"

EACH

012 50 2-1/4" x 36" - 12 GA Penetrator

Square Post, 7/16" Holes

TOTAL

ALTERNATE

Line Item Description Unit of Measure Unit Cost

A1 MUTCD Standard Finished Signs

Rectangle/Square/Diamond DGLDP (Including S1-1, S3-

1, S4-3 Diamond Grade)

SQFT

A2 VS-44 Long Cap/Bracket for 4x4 post. EACH

A3 VS-1 UC Cap EACH

A4 VS-1 Cross EACH

A5 VS-1 90 Degree, Extra Long Cross Bracket EACH

Line Item Description Unit of Measure Unit Cost

A6 Street Name Sign Brackets, Extruded for U-Channel

Post, Style 707

EACH

A7 Street Name Sign Brackets, Extruded 45 Degree

Crosspiece, Style 707

EACH

A8 Street Name Sign Brackets, Extruded 90 Degree

Crosspiece, Style 707

EACH

A9 U-Channel Sign Post, 10’ Length, 2 LBS/FT Galvanized EACH

A10 U-Channel Sign Post, 8’ Length, 2 LBS/FT Galvanized EACH

A11 U-Channel Sign Post, 12’ Length, 3 LBS/FT Galvanized EACH

A12 Safety Flags 18” flag / 24” Wooden Staff EACH

A13 Economy Steel Tripod Sign Stand EACH

A14 High-Visibility Safety Vest, Lime Green, Zipper Front, Reflective Striping, ANSI/ISEA 107 Type R Class 3, Sizes S–5XL.

2. DESCRIPTION / SPECIFICATIONS / WORK STATEMENT

2.1. INTRODUCTION / DESCRIPTION

The Commissioners of St. Mary’s County (County) Department of Public Works and Transportation, Highways Division is soliciting competitive bids for supply and delivery of MUTCD Standard Highway Signs and related Traffic Control Items, primarily used by the Department of Public Works and Transportation along County roadways. This Contract will be based on a firm-fixed price, consisting of all materials, supplies, and delivery.

Solicitation documents may be downloaded from the OpenGov Procurement Portal

(https://procurement.opengov.com/portal/stmaryscountymd) under its bid number.

2.2. SPECIFICATIONS / SCOPE OF WORK

2.2.1. Applicable Standards

Items purchased under this Contract shall conform to the Maryland Manual on Uniform Traffic Control Devices (MD

MUTCD), Attachment J-5, including all applicable supplements, revisions, and amendments thereto, except as otherwise modified by the County in writing. Standard sign designs, dimensions, colors, legends, and applications shall conform to the MD MUTCD.

All retroreflective sheeting, sign materials, and related products furnished under this Contract shall appear on the applicable MDOT SHA Approved/Qualified Products List.

Unless otherwise specified, signs shall be manufactured using aluminum sign blanks with retroreflective sheeting and matched-component inks meeting the requirements of the MD MUTCD and ASTM D4956 and shall be packaged for shipment in accordance with the manufacturer's recommendations.

2.2.2. Interpretation of References.

Whenever the Specifications reference a government agency as the approving authority, recipient of documents, or responsible party, such reference shall be deemed to mean the Contracting Officer and/or the Contracting Officer's

Representative (COR), as applicable.

2.2.3. Materials and Construction Requirements

Retroreflective sheeting shall conform to ASTM D4956 and shall appear on the applicable MDOT SHA

Approved/Qualified Products List. The minimum sheeting requirements for each item shall be as follows:

• Item 001 – MUTCD Finished Signs: ASTM D4956 Type IV minimum, or higher where required by the MD MUTCD.

• Item 002 – Stop Sign (R1-1): ASTM D4956 Type IV minimum.

• Item 003 – Yield Sign (R1-2): ASTM D4956 Type IV minimum.

• Item 004 – Roll-Up Work Zone Signs: Fluorescent orange retroreflective roll-up sheeting conforming to ASTM D4956 requirements for roll-up sign applications.

• Item 006 – Stop/Slow Paddles: ASTM D4956 Type IV minimum on both faces.

• Item 007 – Cone Reflective Collars: ASTM D4956 Type IV minimum.

• Item 008 – Road Marker Yellow Sheeting: ASTM D4956 Type IV minimum.

• Item A1 – DGLDP Signs: ASTM D4956 Type XI minimum.

• Items A2 and A3 – Aluminum Street Name Sign Blanks with Blue or Green High Intensity Prismatic (HIP) Sheeting:

ASTM D4956 Type IV minimum.

Aluminum sign blanks shall be not less than 0.080 inch nominal thickness and shall be manufactured from alloy 5052-

H38 or 6061-T6 unless otherwise specified in the applicable bid item description.

Steel U-channel posts shall conform to AASHTO M-183 or ASTM A499 and shall include standard 3/8-inch punching on

1-inch centers.

Retroreflective sheeting shall be covered by the manufacturer's standard warranty for the specified sheeting type, which shall be not less than ten (10) years.

2.2.4. Crashworthiness Requirements

All temporary traffic control devices furnished under this Contract that are subject to crashworthiness requirements, including roll-up signs and stands, cones, drums, barricades, and sand barrels, shall be MASH compliant and FHWA accepted. Upon request, the Contractor shall furnish documentation demonstrating compliance, including applicable

FHWA eligibility letters.

2.2.5. Specification Interpretation and Corrections.

The Contracting Officer may correct errors or omissions in the Specifications when necessary to carry out the intent of the

Contract. Any questions regarding the interpretation of the Specifications shall be submitted to the Contracting Officer for resolution, whose decision shall be final.

2.2.6. Per-Square-Foot Pricing

Unit prices for Items 001 and A1 shall include all materials, fabrication, legend application, matched-component inks, finishing, packaging, and delivery of a complete sign FOB Destination to the location specified on the Purchase Order.

Sign area shall be calculated using the nominal sign dimensions (height × width) and rounded up to the next whole square foot. For non-rectangular signs, including diamond and triangular signs, area shall be calculated using the smallest bounding rectangle.

Each per-square-foot price shall correspond to the sheeting type specified for the applicable bid item. Signs requiring a different sheeting type shall be priced under the corresponding bid item.

Custom, oversized, multi-panel, or non-standard signs shall be priced under as an Alternate Item when requested.

2.2.7. Additional Items.

The County may request quotations from the Contractor for related highway signage, traffic control devices, and traffic safety products not specifically identified in the Price Proposal during the term of the Contract. These will be considered

Alternate Items when requested.

2.3. ALTERNATE ITEMS

This is a Requirements Contract for all traffic safety, MUTCD signage and related items.

Examples of items previously ordered under this contract include, but is not limited to:

Custom signs for County Departments in various sizes

Drug Free Zone / Tobacco Free Parks Signs

Roll Up Signs (various hazards)

Sign lettering (hi-vis/Velcro) and similar materials

Traffic Drums & accessories

Sand Barrels

Type 1 & III Barricades

Solar Tech Tower Trailer – Silent Observer

Solar Tech Message Board (76x126)

Wanco Compact Light Tower

Alternate Items will be awarded by Purchase Order during the Period of Performance, when needed.

Quotes for items not identified shall be delivered timely to the County.

2.4. COMPATIBILITY & SAMPLES

The County reserves the right to request samples to ensure conformance with this Solicitation and compatibility with existing sign parts and accessories inventory prior to award. If requested, the Vendor shall provide the requested samples at no charge, and within 10 days of date shown on the written request.

2.5. GRANT FUNDED PURCHASE ORDERS

While most purchases are made with County funds, if any purchase under this Contract is funded in whole or in part with

Federal Highway Administration (FHWA) funds or other federal transportation funding subject to domestic preference requirements, the Contractor shall comply with all applicable Buy America, Build America Buy America (BABA), and related domestic sourcing requirements, including 23 U.S.C. § 313 and 23 CFR 635.410, as applicable.

3. PACKAGING AND MARKING

3.1. PACKAGING AND MARKING

All materials, supplies, and equipment shall be packaged, packed, and protected in accordance with commercial best practices to ensure safe delivery and prevent damage during shipment, handling, storage, and unloading. Packaging shall be sufficient to protect items from weather, moisture, contamination, and other conditions that may adversely affect the product.

Each shipment shall be clearly marked with the applicable Purchase Order number and any additional information required by the County to facilitate receipt and inventory control. Packing slips shall accompany all deliveries and shall identify the items delivered, quantities delivered, applicable Purchase Order number, and corresponding line item number from the Contractor's Price Proposal.

The Contractor shall be responsible for any loss or damage occurring prior to acceptance by the County and shall promptly replace or repair any damaged or missing items at no additional cost to the County.

3.2. SHIPPING AND DELIVERY

All materials, supplies, equipment, and products furnished under this Contract shall be delivered FOB Destination, freight prepaid and allowed, to the location(s) specified by the County on the Purchase Order. All transportation, handling, packing, insurance, fuel surcharges, delivery charges, and other shipping-related costs shall be included in the Contractor's quoted prices unless otherwise expressly authorized by the County. No additional shipping or freight charges shall be invoiced or paid by the County.

Unless otherwise specified on the Purchase Order, deliveries shall be made to the County Sign Shop located at 44829 St.

Andrews Church Road, California, Maryland 20619, during receiving hours of 7:00 a.m. to 3:30 p.m., Monday through

Friday.

Offloading: Unless the County confirms forklift availability at the delivery site, the Contractor shall provide liftgate service and all equipment necessary to offload palletized goods, including sign blanks, posts, drums, barrels, and similar materials, at no additional charge. Offloading conditions for any alternate delivery location shall be identified on the applicable Purchase Order.

If the County determines that expedited delivery is necessary to meet an operational requirement, the County may authorize expedited shipping on a case-by-case basis through the Purchase Order. Approved expedited shipping costs shall be invoiced separately and shall be limited to the actual documented cost incurred by the Contractor, without markup, overhead, profit, or administrative fees, unless otherwise specified on the Purchase Order.

4. INSPECTION AND ACCEPTANCE

4.1. INSPECTION AND ACCEPTANCE

All Work and all goods, materials, equipment, and services provided under this Contract shall be subject to inspection and acceptance by the Contracting Officer’s Technical Representative (“COTR”) or their designee. The County reserves the right to reject any nonconforming Work, goods, materials, equipment, or services.

The Contractor shall, at no additional cost to the County, promptly correct, replace, or re-perform all rejected, deficient, or nonconforming items. Any damage caused by the Contractor’s operations shall be repaired or replaced at no additional expense to the County.

Acceptance of Work shall not relieve the Contractor of responsibility for latent defects, fraud, or gross mistakes amounting to fraud.

5. DELIVERABLES / PERFORMANCE

5.1. WORK HOURS AND HOLIDAYS

The Contractor shall perform work during the County's normal business hours unless otherwise approved. If the

Contractor desires to perform work on a Saturday, Sunday, County holiday, or outside normal business hours, a written request shall be submitted to the COR for review and approval.

At the discretion of the Contracting Officer, work under this Contract may be suspended on Saturdays, Sundays, County holidays, and on the business day immediately preceding or following a holiday.

COUNTY HOLIDAYS

New Year's Day Labor Day

Dr. Martin Luther King Jr. Day Columbus Day

Presidents Day Veterans Day

Good Friday Thanksgiving Day

Memorial Day Day After Thanksgiving

Juneteenth Christmas Day

Independence Day

The County reserves the right to modify its holiday schedule during the term of the Contract.

5.2. ORAL MODIFICATION

No oral statement shall in any manner or degree, modify or otherwise affect the terms of the Contract.

Any information given a prospective Bidder concerning a solicitation will be furnished promptly to all other prospective

Bidders as an amendment to the solicitation if that information is necessary in submitted bids or if the lack of it would be prejudicial to other prospective Bidders. Oral explanations or instructions from any person whomsoever will not be binding prior to award or during performance of Contract.

5.3. REQUIRED DELIVERY PERIOD

The County requires delivery of Items 001-008 within ten (10) business days following the Contractor's receipt of the

Purchase Order.

5.4. STANDARDS OF QUALITY - "OR APPROVED EQUAL" INTERPRETATION

Wherever a particular brand, manufacturer, material, product, device, or equipment is identified in the Specifications, such reference shall establish the standard of quality, performance, and design required by the County. Any proposed equivalent must, in the opinion of the COR, be equal or superior to the specified item in all material respects, including, but not limited to, safety, color, weight, material, durability, performance, intended use, and overall quality, and must be suitable for the intended purpose.

5.5. OPTION FOR INCREASED QUANTITY

The quantities outlined in the Solicitation/Contract are for bidding and evaluation purposes only.

Unit prices bid shall apply for increase or decrease to the estimated quantities shown in the proposal.

The County may order additional goods and services as needed, during the Contract Period of Performance

5.6. PERIOD OF PERFORMANCE

This Contract is for one base year, with four (4), one (1) year options renewable by mutual agreement on the anniversary date of the Contract Award Date. Unit prices shall remain firm and fixed throughout each contract year.

Any request for a price adjustment shall be submitted in writing by the Contractor no less than sixty (60) days prior to the commencement of the applicable option year. The County reserves the right to negotiate, accept, reject, or modify any requested price adjustment as part of the option year renewal process. Failure to submit a timely request shall constitute acceptance of the existing contract pricing for the renewal term.

6. CONTRACT ADMINISTRATION

6.1. DEFINITIONS

Wherever the words defined in this section or pronouns used in their stead occur in the Solicitation, Specifications, Contract or Bond, shall have the meaning here given.

A. BIDDER/CONTRACTOR/OFFEROR: Terms are used interchangeably but represent the same party.

B. CONTRACTING OFFICER: Duly authorized agent for the County acting solely in their respective capacity. Only the Contracting Officer is authorized to modify contracts.

C. CONTRACTING OFFICER'S REPRESENTATIVE (COR): The duly employed Department Head of the using Department who shall manage awarded contracts for their Department. The COR is responsible for administering any orders placed pursuant to the Contract. Only the Contracting Officer is authorized to modify contracts, and such modifications shall be in the form of either a Purchase Order or a Contract

Modification, as warranted.

D. CONTRACTING OFFICER’S TECHNICAL REPRESENTATIVE (COTR): The County employee who serves as the COR’s technical representative for the purposes of administering the contract. The COTR may designate one or more additional representatives to assist with contract administration, and as approved by the COR.

E. CONTRACTOR: The party of the second part, or the agent appointed to act for said party, entering into the Contract for performance of the Work required by it.

F. COUNTY: Used to refer to the Commissioners of St. Mary’s County, a body politic and corporate, and the issuing authority for this document, also known as the St. Mary’s County Government.

G. INSPECTOR: The authorized representative of the County assigned to make any or all necessary inspections of the Work performed, methods used, and materials furnished by the Contract or to complete the Work or any part thereof.

H. CONTRACT DOCUMENTS: The written agreement executed between the County and the Contractor, covering the performance of the Work, and furnishing of labor, equipment, and materials, by which the

Contractor is bound to perform the Work and furnish the labor, plant equipment, and materials, and by which the County is obligated to compensate at the agreed upon rate or price. The Contract Documents include the

Invitation for Bids, Notice to Contractors, Instructions to Bidders, Proposal, Contract Forms and Bonds, General Provisions, Specifications, Supplemental Specifications, all Special Provisions, all Technical

Provisions, all Plans and Notices to Proceed, also any written Change Orders and Supplemental Agreements that are required to complete the construction of the Work in an acceptable manner, including any authorized extension thereof.

I. CHANGE ORDER: A written order signed by the Contracting Officer, in accordance with the terms of the Contract, directing the Contractor to make changes to the specifications, delivery schedule, with or without the consent of the Contractor.

J. CONTRACT SUM: Base bid plus all Alternates accepted by the County at the rate set forth in the

Proposal Form.

K. SHOP DRAWINGS: The term “shop drawings” includes drawings, diagrams, layouts, schematics, descriptive literature, illustrations, schedules, performance and test data, and similar materials furnished by the Contractor to explain in detail specific portions of the Work required by the Contract.

L. ENVIRONMENTAL LAWS: “Environmental Laws” means all limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules, and timetables contained in any local, state, or federal law or regulation relating to pollution, nuisance, or the environment, including, without limitation:

(i) the Clean Air Act, 42 U.S.C. § 7401 et seq.; (ii) the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C. § 9601 et seq.; (iii) the Emergency Planning and

Community Right-to-Know Act (“EPCRA”), 42 U.S.C. § 11001 et seq.; (iv) the Federal Insecticide, Fungicide, and Rodenticide Act (“FIFRA”), 7 U.S.C. § 136 et seq.; (v) the Clean Water Act, 33 U.S.C. §

1251 et seq.; (vi) the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C. § 6901 et seq.; (vii) the Safe Drinking Water Act, 42 U.S.C. § 300f et seq.; (viii) the Toxic Substances Control Act (“TSCA”), 15 U.S.C. § 2601 et seq.; (ix) all laws and regulations relating to emissions, discharges, releases, or threatened releases of any Hazardous Material; and (x) all laws and regulations relating to the manufacture, processing, distribution in commerce, use, treatment, storage, transportation, or disposal of any Hazardous Material.

M. HAZARDOUS MATERIALS: “Hazardous Materials” means any hazardous, toxic, infectious, or regulated substance, chemical, pollutant, contaminant, emission, byproduct, compound, or waste that is or becomes regulated by any local, state, or federal Environmental Laws (as defined herein).

Hazardous Materials include, without limitation, any substance that is:

(i) defined as a “pollutant” under 33 U.S.C. § 1362(6);

(ii) defined as “hazardous waste” under 42 U.S.C. § 6921 et seq.;

(iii) defined as a “regulated substance” under 42 U.S.C. § 6991 (subject to the exclusions in that statute);

(iv) defined as a “hazardous substance” under 42 U.S.C. § 9601(14);

(v) defined as a “pollutant or contaminant” under 42 U.S.C. § 9601(33);

(vi) defined as a “contaminant” under 42 U.S.C. §§ 300f, 300g and for which a “maximum contaminant level” or “maximum contaminant level goal” has been established;

(vii) petroleum, including crude oil or any fraction thereof;

(viii) lead-based paint or lead-containing materials regulated under applicable law;

(ix) asbestos or asbestos-containing materials regulated under applicable law;

(x) polychlorinated biphenyls (PCBs) regulated under applicable law.

(xi) any substance regulated under the Hazardous Materials Transportation Act, 49 U.S.C. § 5101 et seq.;

(xii) any substance regulated under the Oil Pollution Act, 33 U.S.C. § 2701 et seq.

(xiii) per- and polyfluoroalkyl substances (“PFAS”), including but not limited to perfluorooctanoic acid (“PFOA”), perfluorooctane sulfonic acid (“PFOS”), and any related compound that is or becomes regulated as a hazardous substance, contaminant, or pollutant under any applicable

Environmental Law.

N. SUBSTANTIAL COMPLETION: The term “Substantial Completion” means the stage in the progress of the Work when the Work or a designated portion thereof is sufficiently complete in accordance with

Contract Documents so that the County can utilize the Work for its intended purpose. The only remaining work shall be minor in nature.

O. REASONABLE TIME: The term “reasonable time,” whenever used in the context of a party rendering a decision or taking an action, is understood to mean no more than fourteen (14) calendar days unless otherwise specifically noted in the Contract Documents.

P. DAY: The term “day,” whenever used, will refer to calendar days unless otherwise noted.

Q. WORK: The term “Work” means the services and Deliverables required by the Contract Documents, and includes all other labor, materials, equipment, and services provided, or to be provided, by the Contractor to fulfill the Contractor’s obligations. The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all.

6.2. APPOINTMENT OF REPRESENTATIVES

The following individual is appointed as the COTR:

Richard Tarr, County Highways Manager

Department of Public Works & Transportation

A County representative may also be assigned to function as an on-site Project/Construction Manager to coordinate the day-to-day operations within the scope of work. This individual is used to coordinate approved work only and is not authorized to direct the Contractor.

The following individual is appointed as the COR:

John B. Norris, Esq.; Director

Department of Public Works and Transportation

No authority to modify any provisions of this Contract is granted. Any deviation from the terms of this Contract must be submitted for contractual action to the following Contracting Officer:

Brandon Hayden, Procurement Manager

SMCG Department of Finance

P.O. Box 653

41770 Baldridge Street, 2nd Floor

Leonardtown, Maryland 20650

(301) 475-4200 Ext: 1223 brandon.hayden@stmaryscountymd.gov

6.3. CONTRACTOR'S INVOICE

The Contractor shall prepare and submit an original and two (2) copies of their monthly invoice to the Contracting

Officer's Representative at:

Department of Public Works & Transportation PO Box 508

44825 St. Andrews Church Road California, MD 20619

Invoice information must be completed in accordance with requirements outlined in this solicitation/Contract and work satisfactorily performed and inspected by the Contracting Officer's Representative prior to acceptance. Invoices shall contain the following information:

A. Name of Contractor, B. Contract and Purchase Order Number, C. Description and Date of Work, D. Item Numbers, and mailto:brandon.hayden@stmaryscountymd.gov

E. Invoice Date and Reference Number

Invoices not containing the information above will be considered incomplete and possibly returned to the

Contractor for correction.

6.4. PAYMENT TO CONTRACTOR

Payments may be made to the Contractor upon acceptance of Deliverables. Payment requests will be reviewed and approved by the COTR. Payment will be made within 30 days after receipt of the approved Contractor invoice by the

County’s Finance Department, provided that the applicable COTR has determined all Contract specifications have been complied with and total acceptance of the invoice is in accordance with Contract requirements.

The County uses an electronic payment system using ACH processing and prefers its contract payments to be processed via that method. The successful bidder may request an ACH signup form following contract award.

7. SPECIAL CONTRACT REQUIREMENTS

7.1. INSURANCE REQUIREMENTS

The Contractor shall be required to maintain, in force, insurance as described below and approved by the County for the duration of the Contract. Insurance coverage shall be a Contract specific or occurrence-based policy. The Contractor’s

Insurance Coverage shall be primary for any claims related to this Contract. Claims Made policies are not acceptable for General Liability and Automobile Liability Insurance. Proof of acceptable insurance shall be required prior to

Contract award and shall be maintained in full force for duration of Contract. Contractor shall provide a complete copy of any policy including any endorsements and related documents via PDF if requested. The policies shall stipulate that the insurance coverage shall not be changed or canceled unless the insured and the Contracting Officer are notified in writing.

Commissioners of St. Mary’s County, in the State of Maryland, shall be named as an additional insured for

Commercial General Liability and Automobile Liability Coverage. Contractor shall indemnify, defend, and hold harmless the Commissioners of St. Mary’s County, for any and all liability, claims, expenses, lawsuits, etc., arising from this Contract.

Insurance policies must be acceptable to the Contracting Officer and placed with companies that have an A.M. Best minimum Rating of A, Class VII or better. Insurers must be authorized to do business under the laws of the State of

Maryland.

7.1.1. WORKERS’ COMPENSATION & EMPLOYERS’ LIABILITY INSURANCE

At a minimum, the Contractor shall carry the Statutory Limits of Workers’ Compensation Insurance required under the laws of the State of Maryland, and Employer’s Liability Insurance with limits of at least $500,000 per accident for Bodily

Injury by Accident and $500,000 policy limit/$500,000 each employee for Bodily Injury by Disease.

7.1.2. AUTOMOBILE LIABILITY INSURANCE

The Contractor shall purchase and maintain during the life of this Contract, the proper amount of comprehensive automobile liability insurance in the amount of no less than $1,000,000 per accident for each owned, non-owned, and hired vehicle that is used in any way to complete the Work, as required under the laws of the State of Maryland whether vehicle is registered in Maryland or not.

7.1.3. COMMERCIAL GENERAL LIABILITY REQUIREMENTS

The Contractor shall purchase and maintain during the life of this Contract the following Commercial General Liability insurance coverage to include all Subcontractors with limits no less than:

A. $2,000,000.00 Annual Aggregate

B. $1,000,000.00 Per Occurrence

C. $1,000,000.00 Products and Completed Operations.

D. $1,000,000.00 Personal and Advertising Injury.

7.1.4. UMBRELLA LIABILITY COVERAGE

$2,000,000.00 Per Occurrence

7.1.5. SUBCONTRACTOR INSURANCE REQUIREMENTS

The Contractor shall also require all first-tier Subcontractors who will perform work under this Contract to procure and maintain Maryland statutory limits of Workers’ Compensation insurance. The Contractor shall furnish the Contracting

Officer’s Representative satisfactory evidence of Subcontractors' Insurance PRIOR to the Subcontractor starting work.

7.1.6. COMPREHENSIVE GENERAL REQUIREMENTS

The Contractor shall purchase and maintain during the life of this Contract the following Commercial General Liability insurance coverage to include all Subcontractors with limits no less than:

A. $2,000,000.00 Annual Aggregate;

B. $1,000,000.00 Per Occurrence;

C. $1,000,000.00 Products and Completed Operations;

D. $1,000,000.00 Personal and Advertising Injury.

7.1.7. UMBRELLA LIABILITY COVERAGE

$2,000,000.00 Per Occurrence

7.1.8. SUBCONTRACTOR INSURANCE REQUIREMENTS

The Contractor shall also require all first-tier Subcontractors who will perform work under this Contract to procure and maintain Maryland statutory limits of Workers’ Compensation insurance. The Contractor shall furnish the Contracting

Officer’s Representative satisfactory evidence of Subcontractors' Insurance PRIOR to the Subcontractor starting work.

7.2. CERTIFIED COPIES

Certified copies of all insurance policies or certification of such insurance shall be delivered to the Contracting Officer within fifteen (15) calendar days after the Notice-of-Intent to Award letter has been received. All such insurance policies shall be kept in full force and effect by the Contractor during the Contract term, including any contract extensions or option years.

7.3. SALES TAX EXEMPTION

The County is exempt from Maryland Sales and Use Tax. State sales tax shall not be included in any bid, proposal, invoice, or other pricing submitted under this Contract. The County’s Sales Tax Exemption Certificate will be furnished to the successful Bidder(s) upon request.

8. CONTRACT CLAUSES

8.1. ASSIGNMENT OF CLAIMS

A. The Contractor may assign its rights to be paid amounts due or to become due as a result of the performance of this Contract to a bank, trust company, or other financing institution. The assignee under such an assignment may further assign its right under the original assignment to any type of financing institution.

B. Any assignment or reassignment under this Clause shall cover all unpaid amounts payable under this Contract, and shall not be made to more than one party, except, that the one party to whom assignment or reassignment is made may act as agent or trustee for two or more parties participating in the financing of this Contract.

8.2. ASSIGNMENT OF RISK

The Contractor shall bear all RISK OF LOSS with respect to all materials, improvements, and property until final acceptance, by the County, of the Work.

8.3. CHANGES

A. The Contracting Officer may at any time by written order and without notice to the sureties, if any, make changes within the general scope of this Contract in any one or more of the following:

1. Market Conditions.

2. Drawings, designs, or specifications when the supplies to be furnished are to be specially manufactured for the County in accordance with drawings, designs, or specifications.

3. Method of shipment or packing.

4. Place of delivery.

B. If any such change causes an increase or decrease in the cost of, or the time required for performance of any part of the Work under this Contract, whether or not changed by the order, the Contracting Officer shall make equitable adjustment in the Contract price, the delivery schedule, or both, and shall modify the Contract.

C. The Contractor must submit any "proposal for adjustment" under this Clause written 30 days from the date of receipt of the written order.

D. Failure to agree to any adjustment shall be a dispute under the Disputes Clause. However, nothing in this Clause shall excuse the Contractor from proceeding with the Contract as changed.

E. No proposal by the Contractor for an equitable adjustment will be allowed if asserted after Final Payment under this Contract.

8.4. CLAIMS

Indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Contractor or any subcontractor under Workman's Compensation acts, disability benefit acts or other employee benefits acts with respect to any and all claims against the County or any of their agents or employees or any employee of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable.

8.5. CODES

The Contractor must meet all applicable Federal EPA, OSHA and MDE guidelines for the Work performed and Services provided under this Contract. The contractor’s work shall conform to all applicable Manufacturers Specifications, in addition to any applicable federal, state, local, and other prevailing Codes, Laws, Rules and Regulations governing the

Work.

The Contractor shall save, indemnify, and hold harmless the County, its agents and employees, from all damages, penalties, suits, judgments, and/or accidents which may occur from not following the above-mentioned codes, laws, rules, and regulations.

8.6. COMMERCIAL WARRANTY CLAUSE

The Contractor agrees that the supplies or services furnished under this Contract shall be covered by the most favorable commercial Warranties the Contractor gives to any customer for such supplies or services, and that the rights and remedies provided are in addition to and do not limit any rights afforded to the County by any other clause of this

Contract.

8.7. CONTINGENT FEES

A. The Contractor warrants that no person or agency has been employed or retained to solicit this Contract upon an agreement or understanding for a contingent fee except a bona fide employee or agency. For breach or violation of this warranty, the County shall have the right to annul this Contract without liability or, in its discretion, to deduct from the Contract price or otherwise recover the full amount of the contingent fee.

B. "Bona fide Agency" as used in this clause means an established commercial or selling agency maintained by a

Contractor for the purpose of securing business, that neither exerts or proposes to exert improper influence to solicit or obtain county contracts nor holds itself out as being able to obtain any county contract through improper influence.

C. “Bona fide Employee" as used in this clause means a person employed by a Contractor and subject to the

Contractor's supervision and control as to time, place and manner of performance, who neither exerts nor proposes to exert improper influence to solicit or obtain county contracts nor holds out as being able to obtain any county contract through improper influence.

D. "Contingent Fee" as used in this clause means any commission, percentage brokerage or other fee that is contingent upon the success that a person or concern has in securing a county contract.

E. "Improper Influence" as used in this clause means any influence that induces a county employee to give consideration or to act regarding a county contract on any basis other than the merits of the matter.

8.8. CONTRACTOR INSPECTION REQUIREMENTS

The Contractor is responsible for performing or having performed all inspections and tests necessary to substantiate that the supplies or services furnished under this Contract conform to Contract requirements, including any technical requirements for specified manufacturers' parts. This Clause takes precedence over any County inspection and testing required in the Contract's specifications, except for specialized inspections or tests specified to be performed solely by the

County.

8.9. COPYRIGHTS

The Contractor shall pay all royalties/license fees which may be due to the inclusion of any copyrighted materials, methods, or systems selected by the Contractor. The Contractor shall indemnify and hold harmless the County, its agents and employees, from all suits or claims for infringement of any copyrights arising out of such selection.

8.10. COUNTY-FURNISHED PROPERTY

A. The County shall deliver to the Contractor, for use only in connection with this Contract, the property described in the Schedule or Specifications, at the times and locations stated therein. If the County-furnished property, suitable for its intended use, is not so delivered to the Contractor, and, if the facts warrant such action, the

Contracting Officer may equitably adjust any affected provision of this Contract pursuant to the provisions of the

"Changes” clause.

B. Title to County-furnished property shall remain with the County. The Contractor shall maintain adequate property control records of the property furnished by the County in accordance with sound industrial practice.

C. Unless otherwise provided in the Contract, the Contractor, upon delivery to them of any County-furnished property, assumes the risk of, and shall be responsible for, any loss or damage except for reasonable wear and tear, and except to the extent that such property is consumed in the performance of the Contract.

D. The Contractor shall, upon completion of this Contract, prepare for shipment or dispose of all County-furnished property not consumed in the performance of this Contract, as may be directed or authorized by the Contracting

Officer. If not delivered to the County, the net proceeds of any disposal shall be credited to the Contract price or paid in such other manner as the Contracting Officer may direct.

8.11. COUNTY TERMINATION FOR CONVENIENCE

1. The County may terminate performance of the Work under this Contract in whole, or, from time to time, in part, if the Contracting Officer determines that a termination is in the County’s best interest. The Contracting

Officer shall terminate by delivering to the Contractor a Notice of Termination specifying the extent of terminations and the effective date.

2. After receipt of a Notice of Termination, and except as directed by the Contracting Officer, the Contractor shall proceed immediately with the following obligations, regardless of any delay in determining any amounts due under this Clause:

a. Stop Work as specified in the Notice of Termination.

b. Place no further subcontracts or Orders (referred to as subcontracts in this Clause) for materials, services, or facilities, except as necessary to complete the continued portion of this Contract.

c. Terminate all subcontracts to the extent they relate to the Work terminated.

d. Assign to the County, as directed by the Contracting Officer, all right, title, and interest of the Contract under the subcontracts terminated, in which case the County shall have the right to settle or to pay any termination settlement proposals arising out of those terminations.

e. With approval or ratification to the extent required by the Contracting Officer, settle all outstanding liabilities arising from the termination of subcontracts; the approval of ratification will be final for purposes of this Clause.

f. As directed by the Contracting Officer, transfer title and deliver to the County parts, work in progress, completed work, supplies, and other material produced or acquired for the work terminated, and the completed or partially completed plans, drawings, information, and other property that, if the Contract had been complete, would be required to be furnished to the County,

g. Complete performance of the Work not terminated.

h. Take any action that may be necessary or that the Contracting Officer may direct, for the protection and preservation of the property related to this Contract that is in the possession of the Contractor and in which the County has or may acquire an interest.

i. Use your best efforts to sell, as directed by the Contracting Officer, any property of the types referred to in subparagraph (6) above. The proceeds of any disposition will be applied to reduce any payments to be made by the County under this Contract.

3. The Contractor shall submit a list to the Contracting Officer, certified as to quantity and quality, of termination inventory not previously disposed. Within fifteen (15) calendar days, the County will accept title to those items and either remove them or enter into a storage agreement with the Contractor.

4. After termination, the Contractor shall submit a final termination settlement proposal to the Contracting

Officer in the form and with the certification prescribed by the Contracting Officer. The Contractor shall submit the proposal promptly, but no later than thirty (30) days from the effective date of the Termination

Notice. If the Contractor fails to submit the proposal within the time allowed, the Contracting Officer may determine the amount due to the Contractor and shall pay the amount determined.

5. The Contractor and the Contracting Officer may agree upon the whole or any part of the amount to be paid because of the termination. The amount may include a reasonable allowance for profit on work done, but the agreed amount shall not exceed the total Contract price as reduced by the amount of previous payments and the Contract price of the Work not terminated. The Contract shall be amended, and the Contractor paid the agreed amount.

6. If the Contractor and Contracting Officer fail to agree on the whole amount to be paid the Contractor because of Termination of Work, the Contracting Officer shall pay the Contractor the amount determined as follows, but without duplication of any amount agreed upon under paragraph E above:

a. For Contract Work performed before the effective date of Termination, the total (without duplication of any items) of the cost of this Work; the cost of settling and paying any settlement proposals under subcontracts that are properly chargeable to the terminated portion of the Contract; and a sum as profit on the above, determined by the Contracting Officer to be fair and reasonable. However, if it appears that the

Contractor would have suffered loss on the entire Contract had it been completed, the Contracting Officer shall allow no profit and shall reduce the settlement to reflect the indicated rate of loss.

b. The reasonable costs of settlement of the Work terminated, including:

i. Accounting, legal, clerical, and other expenses reasonably necessary for the preparation of

Termination Settlement Proposals and supporting data;

ii. The Termination and settlement of subcontracts (excluding the amounts of such settlements); and

iii. Storage and transportation, and other costs incurred which are reasonably necessary for the preservation, protection, or disposition of the Termination inventory.

7. Except to the extent that the County expressly assumed the RISK OF LOSS, the Contracting Officer shall exclude from the amounts payable to the Contractor under paragraph F, above, the fair market, as determined by the Contracting Officer, of property that is destroyed, lost, stolen, or damaged so as to become undeliverable to the County or to a buyer.

8. Generally accepted accounting procedures and principles shall govern all costs claimed, agreed to, or determined under this Clause.

9. Contractor shall have the right to appeal under the “Disputes“ clause, from any determination made by the

Contracting Officer under paragraph D or F above;

10. Except that if the Contractor failed to submit the Termination Settlement Proposal within the time provided in paragraph D above, and failed to request a time extension, there is no right to appeal.

11. In arriving at the amount due to the Contractor under this Clause, there shall be deducted:

a. All un-liquidated payments to the Contractor under the terminated portion of this Contract;

b. Any claim which the County has against the Contractor under this Contract;

c. The agreed price for the sale of materials, supplies, or other assets acquired by the Contractor under this

Contract is not recovered by or credited to the County.

12. If the Termination is partial, the Contractor may file a Proposal with the Contracting Officer for an equitable adjustment of the price(s) of the continued portion of the Contract. The Contracting Officer shall make any equitable adjustment agreed upon. Any Proposal shall be requested by the Contractor within ninety (90) calendar days from the effective date of the Termination, unless extended by the Contracting Officer.

13. Unless otherwise provided in this Contract, the Contractor shall maintain all records and documents related to the Termination portion of this Contract for three (3) years after final settlement. During that time, the

Contractor shall make these records and documents available to the County, at the office of the Contractor, at no additional charge to the County.

8.12. DEFAULT

A. The County may, subject to paragraph C and D below, by written notice of Default to the Contractor, terminate the Contract in whole or in part if the Contractor fails to:

1. Deliver the supplies or to perform the service within the time specified in the Contract or any extension;

2. Make progress to endanger performance of this Contract;

3. Perform any of the other provisions of this Contract.

The County's right to terminate this Contract under sub-paragraphs (2) and (3) above, may be exercised if the

Contractor does not cure such failure within 10 days (or more if authorized by the Contracting Officer) after receipt of the notice from the Contracting Officer specifying the failure.

B. If the County terminates this Contract in whole or in part, it may acquire, under the terms and in the manner the

Contracting Officer considers appropriate, supplies, or services. However, the Contractor will continue the Work not terminated.

C. Except for defaults of Subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from causes beyond the control and without the fault or negligence of the

Contractor. Examples of such clauses include acts of God; acts of the County in either its sovereign or contractual capacity; fires, floods; strikes; freight embargoes; or unusually severe weather. In each instance the failure to perform must be beyond the control and without the fault or negligence of the Contractor.

D. If the failure to perform is caused by the default of a Subcontractor at any tier, and if the cause of the default is beyond the control of both the Contractor and Subcontractor, and without the fault or negligence…