851265saltRmond.pdf

270006522

ROCK SALT (SODIUM CHLORIDE)

City of Richmond

900 E Broad St

Richmond, VA 23219-1907

RELEASE DATE: October 27, 2026

DEADLINE FOR QUESTIONS: November 2, 2026

RESPONSE DEADLINE: November 9, 2026, 4:00 pm

RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:

https://procurement.opengov.com/portal/rva

City of Richmond

Rock Salt (Sodium Chloride)

I. Specifications

II. Specifications

III. Pricing

IV. Instructions to Bidders

V. Authorized Signature

VI. Award

VII. Bidders Not Debarred

VIII. Contractor Misrepresentation

IX. Delivery and Time for Holding of Bid

X. Descriptive Literature

XI. Disqualification Due to Participation in Preparation of Solicitation

XII. Ethics in Public Contracting: No Kickbacks or Conflicts of Interest

XIII. Exceptions

XIV. Incorporation of Policies and Procedures

XV. Licenses, Permits, and Fees

XVI. Minority Business Enterprise / Emerging Small Business Participation

XVII. Withdrawal of Bids

XVIII. Non-Descrimination

XIX. Oral Explanations or Interpretations

XX. Notice of Award

XXI. Public Inspection of Records

XXII. Samples

XXIII. Separate Invitations

XXIV. State Corporation Commission Form

XXV. Reverse Auction Procedures

XXVI. Unit Pricing

XXVII. Use of Brand Names

XXVIII. General Terms and Conditions

XXIX. Duration of Contract

XXX. Contractor Responsibilities

XXXI. Payment

XXXII. Indemnification and Insurance

XXXIII. Assignment, Delegation and Subcontracting

XXXIV. Remedies and Termination

XXXV. Dispute Resolution

XXXVI. Miscellaneous Provisions

XXXVII. Special Terms and Conditions

#270006522 Title: Rock Salt (Sodium Chloride)

XXXVIII. Cooperative Procurement

XXXIX. Additional Special Terms and Conditions

XL. Forms and Attachments

XLI. Vendor Questionnaire

Attachments:

A - SIGNATURE SHEET

B - STATEMENT OF NO OFFER

C - STATE CORPORATION COMMISSION FORM

D - CONSENT TO ACCEPT ELECTRONIC SIGNATURES

E - GOODS & SERVICES CONTRACT - EXAMPLE

F - Minority Business Development Cover Letter

G - MBE-ESB - 1 PARTICIPATION COMMITMENT FOR RFQ FORM

H - MBE-ESB - 2 PARTICIPATION COMMITMENT FORM

I - myCOI Sample Certificate

1. 1. ........................................................................................... Specifications

1.1. 1.1. Specifications

1.1.1. 1.1.1. Material Requirements

A. Rock salt shall meet the Virginia Department of Transportation (VDOT) Standard Specifications for Road and Bridge Construction, Edition of 2020.

B. Rock salt moisture content shall not exceed two percent (2.0%).

C. Rock salt shall be treated with an anti-caking agent to prevent caking or freezing during storage.

1. Rock salt shall be delivered in a free-flowing, usable condition, free from excessive lumps and foreign material.

D. Any shipments that do not meet specified conditions at the time of the delivery will not be accepted and must be removed by the Contractor at no cost to the City.

1.1.2. 1.1.2. Delivery Requirements

A. Orders of rock salt shall be delivered in full to the requested designated location(s) within five (5) calendar days of order placement.

B. Delivery shall meet American Water Works Association (AWWA) B100 specifications to avoid loss of material and contamination.

C. Deliveries shall comply with all local, state, and federal laws.

1.1.3. 1.1.3. Delivery Locations

A. Orders shall be delivered to various locations throughout the city including, but not limited to, the addresses below:

1. 3506 Hopkins Road, Richmond, VA 23224

2. 7400 Forest Hill Avenue, Richmond, VA 23225

3. 802 Forest Lawn Drive, Richmond, VA 23227

B. The exact delivery location will be specified in each order.

1.1.4. 1.1.4. Minority Business Enterprise/Emerging Small Business

Participation Percentage

In accordance with section 12 (“Minority Business Enterprise / Emerging Small Business Participation”) of Part II (“Instructions to Bidders”) of this Invitation for Bids, it has been determined for this solicitation the minority business enterprise and emerging small business participation of 0%% is reasonably possible given the availability of minority business enterprises and emerging small businesses for the scope of work covered by this solicitation.

1.1.5. 1.1.5. Reverse Auction: Contract Award

A. Bidding for this Invitation for Bids will be conducted as a real-time reverse auction online on the

City’s e-Procurement Portal, OpenGov, located at https://procurement.opengov.com/portal/rva.

The date and time for the Reverse Auction is identified on the OpenGov posting for this

Invitation for Bids. In order to participate in this Reverse Auction, bidders must be registered in

OpenGov prior to the auction and submit the Reverse Auction – Initial Bid Submission Form attached to this Invitation for Bids.

B. Reverse Auctioning is a competitive procurement method in which bidders are invited to bid on specified goods or nonprofessional services through real-time electronic bidding, with the award being made to the lowest responsive and responsible bidder. During the bidding process, the bidders’ prices are revealed, and bidders have the opportunity to modify their own bid prices for the duration of the time period established on OpenGov for bid submissions. All items listed in the Reverse Auction – Initial Bid Submission Form will be awarded on the basis of a firm fixed price per line item. The City reserves the right to award the contract in the aggregate or by line item, depending upon what the City determines to be in its best interest.

1.2. 1.2. Pricing

Bids will be evaluated and contract awarded based on final pricing submitted on OpenGov during the

Reverse Auction. All prices submitted during the Reverse Auction shall be F.O.B. DESTINATION and shall include all charges that may be incurred in fulfilling the terms of this Invitation for Bids. The quantities shown on the Reverse Auction – Initial Bid Submission Form are estimates only and the City reserves the right to purchase only its requirements, whatever the quantity may be, plus or minus, during the period specified.

BID SHEET

Line Item Description Quantity Unit of

Measure Unit Cost Total

1 Rock Salt 10,000 Ton

2. 2. ........................................................................... Instructions to Bidders

2.1. 2.1. Authorized Signature

All bid submissions must be signed for the submission to be considered complete. If the bidder is a firm or corporation, the bidder must show the title of the individual executing the bid and a resolution authorizing the individual to sign the bid and subsequent Contract.

2.2. 2.2. Award

Pursuant to City Code § 21-55(a), the City will make the award to the lowest responsive and responsible bidder. Whenever the City, in its sole discretion, deems it to be in the City’s best interest to do so, the

City reserves the right to:

A. Conduct any test it deems advisable.

B. Make all evaluations necessary.

C. Cancel this solicitation or to reject any or all bids, in whole or in part, as authorized by City Code

§ 21-72(a).

D. Waive informalities as authorized by City Code § 21-72(b).

E. Delete items prior to making the award.

F. Negotiate an adjustment of the bid price with the lowest responsive and responsible bidder if and to the extent permitted by City Code § 21-55(b).

G. Award to more than one bidder as authorized by City Code § 21-55(a).

H. Award through reverse auctioning as authorized by City Code § 21-75.

Each bidder to whom a Contract is to be awarded must register with the City prior to award through the

City’s Supplier Registration Portal (http://www.richmondgov.com/Procurement/SupplierPortal.aspx) and provide the banking information necessary to facilitate Automated Clearing House electronic payments. This registration is a condition of award.

2.3. 2.3. Bidders Not Debarred

By signing its bid in response to this Invitation for Bids, the bidder warrants and represents that neither its organization nor any of its officers, directors, partners, or owners is currently barred from bidding on a

Contract by any agency of the federal government, any agency of the Commonwealth of Virginia, any agency of any other state, or any other public body or agency thereof.

2.4. 2.4. Contractor Misrepresentation

A. If any bidder knowingly makes a material misrepresentation in submitting information to the

City, such misrepresentation will be sufficient grounds for rescinding any Contract awarded under this solicitation to that bidder.

B. Any bidder falsely representing past or proposed Minority Business Enterprise / Emerging Small

Business participation may be in breach of contract. Upon determination of a breach, the City shall have all available remedies for breach of contract.

http://www.richmondgov.com/Procurement/SupplierPortal.aspx)

2.5. 2.5. Delivery and Time for Holding of Bid

A. General terms such as “stock,” “immediately,” and “as soon as possible,” if included as part of a bid, will not be deemed more favorable to the City than any required delivery terms and, in the absence of any required delivery terms, may result in the bidder being deemed nonresponsive.

B. By signing its bid, the bidder offers and agrees, if the City accepts its bid within 90 calendar days from the date of the opening of bids, to furnish any and all items upon which prices are quoted at the same prices set opposite each item, delivered to the point specified in this Invitation for Bids, and at the time specified in the bid.

2.6. 2.6. Descriptive Literature

The bidder shall submit with its bid descriptive literature of equipment or supplies, which it proposes to furnish, if such articles are of a different manufacture than those specified herein. Should the description furnished in such literature differ from the specifications submitted by the City, and no mention is made to the contrary, it shall be construed to mean that the bidder proposes to furnish equipment or supplies in accordance with such description and not in accordance with the City's specifications, and its bid will be evaluated accordingly.

2.7. 2.7. Disqualification Due to Participation in Preparation of Solicitation

A. City Code § 21-281(a) prohibits any person who, for compensation, prepares a solicitation for or on behalf of the City from submitting a response to that solicitation or any portion thereof.

B. For purposes of this Section 7 (“Disqualification Due to Participation in Preparation of

Solicitation”), the word “prepares” has the meaning set forth in City Code § 21-281(b) and thus includes but is not limited to the following:

1. Serving as a director or deputy director of the agency which has initiated the procurement;

2. Serving as the director of procurement services after the department of procurement services has received information on an agency's intent to procure;

3. Serving as the procurement manager for the agency which has initiated the procurement;

4. Serving as the procurement officer in charge of the procurement;

5. Assisting in the development of specifications for invitations for bids or requests for proposals;

6. Attending an evaluation committee meeting that is closed to the public;

7. Voting on or scoring a bid or proposal; or

8. Any other participation in the procurement process which could lead to unfair advantage.

C. Pursuant to City Code § 21-281(c), the Chief Administrative Officer shall make the determination that a person is disqualified from submitting a response to a particular solicitation because of that person’s participation in preparing that solicitation.

D. If a person planning to submit a response to a solicitation contacts the Chief Administrative

Officer concerning such a disqualification, such person and the person’s firm shall be disqualified from responding to the solicitation for violating the City’s no contact policy because the person discussed the solicitation with a City representative other than the contract specialist responsible for the procurement.

E. In accordance with City Code § 21-281(d), any person who has been disqualified pursuant to this

Section 7 (“Disqualification Due to Participation in Preparation of Solicitation”) and City Code §

21-281 may appeal the Chief Administrative Officer’s determination of disqualification by following the administrative appeals procedure set forth in City Code § 21-168 or by instituting legal action as provided in City Code § 21-169.

2.8. 2.8. Ethics in Public Contracting: No Kickbacks or Conflicts of Interest

A. By signing and submitting its bid in response to this Invitation for Bids, the bidder certifies that it has not violated any provisions of Federal law, the Code of Virginia, the Richmond City Code or

Charter. The bidder certifies that its bid is made without collusion or fraud and that the bidder has not offered or received any kickbacks or inducements from any other bidder, supplier, manufacturer or subcontractor in connection with its bid and that the bidder has 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. The bidder agrees that if such warranty is in any respect breached, the bidder will pay to the City the full price agreed by the City to be paid for the supplies, materials, equipment or services to be furnished under the bidder’s bid.

B. By signing and submitting its bid in response to this Invitation for Bids, the bidder represents and warrants that it is in compliance with the provisions of Section 2.3 (“Anti-Kickback Provision”) of the General Terms and Conditions included with this Invitation for Bids and, further, that the bidder’s firm has no business or personal relationships with any other companies or persons that could be considered as a conflict of interest or potential conflict of interest to the City, and that there are no principals, officers, agents, employees, or representatives of the bidder’s firm that have any business or personal relationships with any other companies or persons that could be considered as a conflict of interest or a potential conflict of interest to the City, pertaining to any and all work or services to be performed as a result of this Invitation for Bids and any resulting

Contract with the City.

2.9. 2.9. Exceptions

An exception is any condition, limitation, restriction, term, or other deviation from the requirements of the Invitation for Bids that is a condition of the bidder’s bid or that the bidder expects to become part of a

Contract with the City. Bidders are strongly discouraged from taking exceptions to the requirements of the Invitation for Bids. Exceptions may result in the City declaring the bidder’s bid to be non-responsive. Any exceptions taken must refer to the specific language of the Invitation for Bids to which the bidder objects and must be included with the bid on a separate page. The City shall be entitled to assume that the absence of any exceptions constitutes the bidder’s willingness to comply with all requirements of all parts of the Invitation for Bids.

2.10. 2.10. Incorporation of Policies and Procedures

This solicitation is subject to the provisions of the Chapter 21 of the Code of the City of Richmond, the

Department of Procurement Services Policies and Procedures and any revisions thereof, all of which are hereby incorporated into this solicitation by reference. Copies of these documents may be viewed at the

City’s website (www.rva.gov).

2.11. 2.11. Licenses, Permits, and Fees

All bids submitted shall have included in price the cost of any business or professional licenses, permits or fees required by the City of Richmond or the Commonwealth of Virginia.

2.12. 2.12. Minority Business Enterprise / Emerging Small Business Participation

The City has a commitment to the development of its minority and emerging small business communities. The City therefore encourages the use of minority business enterprises and emerging small businesses on all City contracts to the fullest extent reasonably possible. Part I (“Specifications”) of this

Invitation for Bids identifies the minority business enterprise and emerging small business participation goal for the scope of work covered by this solicitation. The City's Office of Minority Business

Development is available at 804-646-3985 as a resource in identifying local MBEs and ESBs. Bidders’ assistance in helping the City achieve its priorities is greatly appreciated.

2.13. 2.13. Withdrawal of Bids

2.13.1. 2.13.1. Conditions for Withdrawal

A. BEFORE DEADLINE FOR RECEIPT

A bidder may withdraw the bidder’s bid before the deadline fixed in this Invitation for Bids for the receipt of bids by submitting a written notice to the person identified on the cover sheet of the

Invitation for Bids as the preparer of the Invitation for Bids. The written notice must be signed by the person who signed the bid, provided that another person may sign the written notice instead if a valid power of attorney authorizing such other person to sign on behalf of the person who signed the bid is attached to the written notice.

B. AFTER DEADLINE FOR RECEIPT

Pursuant to Section 21-53(d) of the Code of the City of Richmond, a bidder may withdraw the bidder’s bid after the deadline fixed in this Invitation for Bids for the receipt of bids only for the reasons set forth in Subsections (a) and (b) of Section 21-53 of the Code of the City of Richmond and the provisions of this Section 13.

2.13.2. 2.13.2. Procedure for Withdrawal Due to Error or Mistake

A. Bids will be opened on the date and at the time fixed in the Invitation for Bids, as amended by any addendum. Bids are usually opened at the time of the deadline for the receipt of bids fixed in the Invitation for Bids, as amended by any addendum.

B. The bidder shall give notice in writing of the claim of right to withdraw the bid within two business days after the conclusion of the bid opening procedure and shall submit the bidder’s original work papers, documents and materials used in the preparation of the bid with such notice. Under these procedures, the mistake shall be proved only from the original work papers, documents and materials delivered as required in this Section 13.2. The work papers, documents https://www.rva.gov/ and materials submitted by the bidder shall, at the bidder’s request, be considered trade secrets or proprietary information subject to the conditions of Section 21-5(f) of the Code of the City of

Richmond.

C. The failure of a bidder to submit the bidder’s original work papers, documents and materials used in the preparation of the bidder’s bid at or prior to the time fixed for the opening of bids constitutes a waiver by the bidder of the bidder’s right to withdraw the bidder’s bid due to an error or mistake.

D. Pursuant to Section 21-53(e) of the Code of the City of Richmond, no bid shall be withdrawn under this section when the result would be the awarding of the Contract on another bid of the same bidder or of another bidder in which the ownership of the withdrawing bidder is more than five percent.

E. Pursuant to Section 21-53(f) of the Code of the City of Richmond, if a bid is withdrawn in accordance with this Section 13.2, the lowest remaining bid shall be deemed to be the low bid.

F. Pursuant to Section 21-53(g) of the Code of the City of Richmond, no bidder who is permitted to withdraw a bid shall, for compensation, supply any material or labor to or perform any subcontract or other work agreement for the person to whom the Contract is awarded or otherwise benefit, directly or indirectly, from the performance of the project for which the withdrawn bid was submitted. The person or firm to whom the Contract was awarded and the withdrawing bidder are jointly liable to the City in an amount equal to any compensation paid to or for the benefit of the withdrawing bidder.

G. Pursuant to Section 21-53(h) of the Code of the City of Richmond, the Director of Procurement

Services shall notify the bidder in writing within five (5) business days of the Director’s decision regarding the bidder’s request to withdraw the bidder’s bid. If the Director of Procurement

Services denies the withdrawal of a bid under the provisions of this Section 13.2, the Director of

Procurement Services shall state in such notice the reasons for the decision and award the

Contract to such bidder at the bid price, provided such bidder is a responsible and responsive bidder. At the same time that the notice is provided, the Director of Procurement Services shall return all work papers and copies thereof that have been submitted by the bidder.

2.13.3. 2.13.3. Consequence If Bid Not Withdrawn

If the bidder does not withdraw the bidder’s bid as provided in this Section 13, or if the bidder is not permitted to withdraw the bidder’s bid as described in Section 13.2(G), the City shall not be liable for any costs associated with mistakes or errors in the bid, and in no event may the amount of the Contract, without adequate consideration, be increased for any purpose, including, but not limited to, relief of the bidder from the consequences of an error in the bidder’s bid or offer.

2.14. 2.14. Non-Descrimination

The City does not discriminate against faith-based organizations. By signing its bid, the bidder, if a faith-based organization, agrees that it understands the requirements of City Code § 21-43 (Va. Code § 2.2-

4343.1).

2.15. 2.15. Oral Explanations or Interpretations

A. All inquiries requesting clarification of this Invitation for Bids should be made in writing no later than ten (10) business days prior to the closing date to the Contract Specialist identified on the cover page of this solicitation. If submitting an inquiry by facsimile transmission, the bidder should notify the Contract Specialist by telephone that the person is faxing the inquiry. All inquiries should clearly state the number of this Invitation for Bids. Because each bidder may have different needs for information, that bidder must make whatever inquiries it deems necessary in order to respond to the Invitation for Bids. Inquiries that the Contract Specialist determines to be pertinent to all solicited bidders will be answered by addenda to all solicited bidders.

B. No oral explanation regarding the meaning of this Invitation for Bids will be made and no oral instructions will be given before the award of the Contract. Any explanation, interpretation or modification of the Invitation for Bids that is pertinent to all solicited bidders will be made only by an addendum duly issued by the City, a copy of which will be mailed or delivered to each bidder known to have received the Invitation for Bids. The City shall not be responsible for any other explanations or interpretations anyone presumes to make on behalf of the City before the expiration of the ultimate time set for the receipt of bids.

C. From time to time, addenda may be issued that will provide clarifications or supplemental information about the Invitation for Bids documents. All persons receiving Invitation for Bids documents issued by the City will be provided copies of addenda. If a bidder fails to acknowledge any addendum that (i) has a material effect on the bid (i.e., that relates to price, quantity, quality or delivery) and (ii) is not merely administrative, the City may consider that bidder’s bid incomplete, and the bid thus may be rejected as non-responsive. The bidder shall acknowledge receipt of all addenda as part of its bid and on the form provided for that purpose by the City. The bidder shall be solely responsible for verifying the existence of all addenda items.

D. Any contact with any City representative concerning this Invitation for Bids other than that outlined in subsection (A) of this Section 15 is prohibited. Any such unauthorized contact may disqualify the bidder from this procurement.

E. The Specifications and the General Terms and Conditions attached to this Invitation for Bids are hereby expressly made a part of and incorporated into this Invitation for Bids. The Specifications and the General Terms and Conditions shall be a part of any Contract that results from this

Invitation for Bids. This Invitation for Bids also includes a sample of the City’s form contract as an attachment. All conditions contained in this attached contract are hereby expressly made a part of and incorporated into this Invitation for Bids.

2.16. 2.16. Notice of Award

A Contract is awarded only when the Director of Procurement Services signs the Contract. The

Contracting Officer may provide notice of the City’s decision to award a Contract prior to award of that

Contract by posting a notice of intent to award on the website of the Department of Procurement Services.

A notice of intent to award means that the City intends to award the Contract to the bidder named in the notice ten calendar days after the notice is posted. Bidders are responsible for monitoring the website of the Department of Procurement Services for content posted thereon.

2.17. 2.17. Public Inspection of Records

A. All proceedings, records, Contracts, and other public records relating to the procurement transaction that this solicitation concerns shall be open to the inspection of any citizen or any interested person, firm, or corporation, in accordance with the Virginia Freedom of Information

Act.

B. Any bidder, upon request, shall be afforded the opportunity to inspect bid records within a reasonable time after the opening of all bids, but prior to award, except in the event that the City decides not to accept any of the bids and to reopen the Contract. Otherwise, bid records shall be open to public inspection only after award of the Contract.

C. Pursuant to City Code § 21-5(f) (Va. Code § 2.2-4342(F)), trade secrets or proprietary information submitted by a bidder in connection with this procurement transaction shall not be subject to the Virginia Freedom of Information Act, provided that the bidder (i) invokes the protections of this Section 17 prior to or upon submission of the data or other materials, (ii) identifies the data or other materials to be protected, and (iii) states the reasons why protection is necessary.

D. Budgets and price quotations are considered public information in bids submitted to the

City. Classifying budgets and price quotations as “proprietary” or “confidential” may render the bid non-responsive. Classifying aspects of the bid that are not trade secrets or proprietary may render the bid non-responsive.

E. All bids submitted under this solicitation will become the property of the City and will not be returned.

2.18. 2.18. Samples

Samples of items, if requested, shall be furnished without charge, upon request within ten days. Failure on the part of the bidder to provide such samples within the specified time frame or to comply with these instructions may be cause to consider the bid as non-responsive. If not destroyed and upon request at the time of submission, samples will be returned at the bidder’s expense.

2.19. 2.19. Separate Invitations

Bid responses for separate bid invitations shall not be combined on the same submission. At its option, the City may decline to consider such bids.

2.20. 2.20. State Corporation Commission Form

A. State law requires most business entities to register with the Commonwealth of Virginia’s State

Corporation Commission to obtain legal authorization to transact business in Virginia. A contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 of the Code of Virginia or as otherwise required by law. Any business entity described above that enters into a Contract with the City shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time during the term of the

Contract.

B. Each bidder organized or authorized to transact business in the Commonwealth of Virginia pursuant to Title 13.1 or Title 50 of the Code of Virginia shall include in its bid the identification number issued to it by the State Corporation Commission. Any bidder that is not required to be authorized to transact business in the Commonwealth as a foreign business entity under Title 13.1 or Title 50 of the Code of Virginia, or as otherwise required by law, shall include in its bid a statement describing why the bidder is not required to be so authorized. Each bidder shall indicate the above information on the State Corporation Commission Form included with the

Invitation for Bids.

C. By signing its bid in response to this Invitation for Bids, the bidder represents and warrants that all information the bidder submits on its completed State Corporation Commission Form is true and complete at the time the bidder submits its bid and will remain true and complete throughout the duration of any contract between the City and the bidder that results from this Invitation for

Bids. The bidder agrees that the process by which compliance with Title 13.1 and Title 50 of the

Code of Virginia is checked during the solicitation stage (including without limitation the State

Corporation Commission Form provided) is streamlined and not definitive, and the City’s use and acceptance of such form, or its acceptance of the bidder’s statement describing why the bidder was not legally required to be authorized to transact business in the Commonwealth of Virginia, shall not be conclusive of the issue and shall not be relied upon by the bidder as demonstrating compliance.

2.21. 2.21. Reverse Auction Procedures

A. Bidding for this Invitation for Bids will be conducted as an online, real-time reverse auction through the City’s e-Procurement Portal, OpenGov, located at https://procurement.opengov.com/portal/rva.

B. Firms interested in participating in the Reverse Auction for the award of this Invitation for Bids must submit a completed Reverse Auction – Initial Bid Submission Form in response to this

Invitation for Bids on OpenGov. Only Bidders who submit a completed Reverse Auction – Initial

Bid Submission Form will be allowed to participate in the Reverse Auction. The bid price included on the Initial Bid Submission Form will be the Bidder’s initial bid price for those items. During the Reverse Auction, the Bidder will have the opportunity to submit other bid prices.

Reverse Auctioning is a competitive procurement method in which bidders are invited to bid on specified goods or nonprofessional services through real-time electronic bidding, with the award being made to the lowest responsive and responsible bidder.

C. During the Reverse Auction, the bidders’ prices are revealed (while retaining bidder anonymity) and bidders have the opportunity to modify their own bid prices for the duration of the time period established for the Reverse Auction. If a bid is received within the five-minute period immediately prior to the Reverse Auction closing, OpenGov will generate a five-minute time extension to the auction closing time to allow other Bidders to update their prices. Bidders will remain anonymous throughout the Reverse Auction until the auction is closed. When the auction is closed, each bidder’s name and final bid will be publicly displayed on OpenGov.

D. The Reverse Auction shall be open for the period of time stated on OpenGov, which will be for no less than one hour.

E. Bids shall be submitted electronically through the City’s e-Procurement Portal, OpenGov, located at https://procurement.opengov.com/portal/rva.

F. For the bidder’s submission to be considered, a bid must be submitted through the City’s e-

Procurement Portal, OpenGov, on or before the time and date set forth on OpenGov for this

Invitation for Bids. FINAL BID PRICING WILL BE DONE EXCLUSIVELY DURING THE

ONLINE REVERSE AUCTION. The City’s e-Procurement Portal Clock is the official clock for the determination of all deadline dates and times. The City will not accept a bid that is late, regardless of any technical difficulties. Bidders submitting proposals should allow sufficient time for submission through OpenGov. The bidder shall not make any other distribution of bids.

However, materials or information received from a prospective contractor as result of a request by the Contracting Officer shall not be considered a violation of this Section.

G. Bids containing any conditions, omissions, unexplained deletions or alterations, or items not called for on the bid sheet may be rejected by the City as being incomplete or non-responsive.

2.22. 2.22. Unit Pricing

Unless lump sum price is specifically requested, unit and extended prices should be given. Failure to do so may cause the bid not to be considered complete. In case of error in extension of prices in the bid, the unit price shall govern.

2.23. 2.23. Use of Brand Names

Where a brand or trade name appears in the specifications, it is understood that the brand or trade name referred to, or its approved equal, shall be furnished. If the bidder proposes an equal of the brand or trade name referred to, the bidder must furnish full particulars. If no mention is made of any exceptions, it is assumed that the bidder is bidding on the article mentioned and not an approved equal, and the bidder will be required to deliver the exact article specified. The City shall decide, in its sole discretion, if a proposed equal will be approved.

3. 3. ............................................................. General Terms and Conditions

3.1. 3.1. Duration of Contract

3.1.1. 3.1.1. Commencement and Expiration

This Contract shall commence on the Commencement Date set forth in the Goods and Services Contract and shall expire two (2) years later, unless terminated earlier in accordance with the provisions of this

Contract.

3.1.2. 3.1.2. Extension of Contract

The City reserves the right to extend the Contract for any reason for a period or periods up to but not to exceed 12 months. This extension clause may be exercised when the City determines that an extension of the Contract is advantageous to the City. Any extension beyond 12 months will be subject to the City’s renewal clause as set forth in this Contract. This provision in no way affects or alters the City’s ability to renew the Contract consistent with the renewal option clause. If it is then decided to renew the resulting

Contract, the renewal date will commence on the day following the last day of the contract extension.

3.1.3. 3.1.3. Renewal

The City may, at its sole option, renew this Contract for up to 2 two-year renewal terms by furnishing the

Contractor with written notice of its decision to renew at least 60 calendar days before the expiration of the then-current term.

3.2. 3.2. Contractor Responsibilities

3.2.1. 3.2.1. Independent Contractor

The Contractor shall provide the services required under this Contract as an independent contractor.

3.2.2. 3.2.2. Advertising

The Contractor shall not use any indication of its services to the City for commercial or advertising purposes without the prior written consent of the Director of Procurement Services.

3.2.3. 3.2.3. Anti-Kickback Provision

The Contractor warrants that it has not employed or retained any company or person other than a bona fide employee working solely for the Contractor to solicit or secure this Contract and that it has not paid or agreed to pay any company or person other than a bona fide employee working solely for the

Contractor any fee, commission, percentage, brokerage fee, gifts or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, the City shall have the right to annul or void this Contract without liability or, in its sole discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

3.2.4. 3.2.4. Century Compliance

The Contractor warrants that the hardware, software and firmware products, provided for the City’s use or used by the Contractor to provide any service or commodity that is the subject of this Contract, individually and in combination, shall successfully process, store and perform calculations with dates regardless of the century in which the dates occur.

3.2.5. 3.2.5. Compliance with Laws

The Contractor shall comply with the provisions of any statutes, ordinances, rules, regulations, or other laws enacted or otherwise made effective by any local, state, or federal governmental entity which may be applicable to the performance of this Contract and shall obtain all necessary licenses and permits thereunder.

3.2.6. 3.2.6. Contractor Misrepresentation

A. In General. If the Contractor knowingly makes a material misrepresentation in submitting information to the City, such misrepresentation will be sufficient grounds for rescinding the award of this Contract.

B. MBE/ESB Participation. By issuing the Invitation for Bids, the City intends that MBE / ESB participation proposed as part of any bid in response hereto be binding on the

Contractor. Consequently, if the Contractor falsely represents proposed MBE/ESB participation, or fails to comply with proposed participation, the Contractor may be in breach of contract. Upon determination of a breach, the City shall have all available remedies for breach of contract, which may include, but is not limited to, one or more of the following: (i) forfeiture,

(ii) investigation, and (iii) debarment.

3.2.7. 3.2.7. Drug-Free Workplace

A. Policy. City Council Resolution No. 2000-R197-191 prohibits the City from contracting with any contractor that fails to comply with this policy. The Contractor certifies that it has taken and will continue to take appropriate and effective action to (i) educate its employees about the dangers of drug abuse in the workplace, (ii) provide its employees with effective drug counseling, rehabilitation and employee assistance programs, any or all, (iii) discipline employees who violate the requirement of a drug-free workplace, and (iv) minimize, to the greatest extent possible, the risks of drugs entering the workplace. The Contractor is also prohibited from contracting with any other party that fails to comply with this policy. Failure by the Contractor or its subcontractor to comply with the provisions outlined above will be cause for termination of the Contract.

B. Contractor’s Plan. The Contractor shall implement and maintain a Drug-Free Workplace Plan specific to the services and work covered by this Contract that is implemented and effectively used throughout the duration of this Contract to accomplish the requirements of section 3.2.7 A

(“Policy”) above.

3.2.8. 3.2.8. Human Rights

A. Civil Rights Act Compliance. During the performance of this Contract, the Contractor agrees, pursuant to Resolution No. 74-R8-11 adopted February 25, 1974 by the Council of the City of

Richmond, to comply fully with Titles VI and VII of the Civil Rights Act of 1964, as amended, and all regulations promulgated thereunder.

B. The essence of this requirement is found in the United States Code Annotated, Title 42, Section

2000e-2, which states in part:

1. “It shall be an unlawful employment practice for an employer:

a. to fail or refuse to hire or to discharge any individual, or otherwise to discriminate against any individual with respect to his compensation, terms, conditions, or privileges of employment, because of such individual’s race, color, religion, sex, or national origin; or

b. to limit, segregate, or classify his employees or applicants for employment in any way which would deprive or tend to deprive any individual of employment opportunities or otherwise adversely affect his status as an employee, because of such individual’s race, color, religion, sex or national origin.”

2. By entering into this Contract, the Contractor certifies that it has complied with Titles VI and

VII of the Civil Rights Act of 1964, as amended.

C. Richmond City Code Compliance. Pursuant to section 21-70 of the Code of the City of

Richmond (2004), as amended:

a. During the performance of this Contract, the Contractor agrees as follows:

i. The Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or 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, shall 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.

b. During the performance of this Contract, the Contractor shall include the provisions of subsection (1) of the section in every subcontract or purchase order of over $10,000.00, so that the provisions will be binding upon each subcontractor or vendor.

3.2.9. 3.2.9. Intellectual Property

The Contractor represents and warrants that all goods and services that it will furnish under this Contract do not and will not infringe on any valid copyright, patent, service mark or trademark. The Contractor shall pay all royalties and license fees which may be due on the inclusion of any patented or copyrighted materials, methods or systems selected by the Contractor or used by the Contractor in the performance of its services. The Contractor shall defend, hold harmless and indemnify the City from all suits or claims for infringement of any patent rights or copyrights arising out of such selection.

3.2.10. 3.2.10. Personnel

The personnel designated in the management summary for key positions shall not be changed except with the permission of the City. The City will only approve such change when, in its opinion, the substitute personnel have equal or greater qualifications and experience than those they replace.

3.2.11. 3.2.11. Property of Work

A. Work Product. Any material, report or product, whether in electronic or paper form, that results from the execution of this Contract shall be the sole property of the City. The Contractor shall not copyright any material or reports. Upon request, the Contractor shall turn over all work papers and related documents to the City.

B. City Property. Any data or material with which the City furnishes the Contractor shall remain the property of the City. When it no longer needs such data or material for its performance of this

Contract, the Contractor shall return such data or material to the City or destroy such data or material using a method approved by the City.

3.3. 3.3. Payment

3.3.1. 3.3.1. Basis

The City shall pay the Contractor for all goods delivered and services performed under this Contract by the pricing provisions set forth in the Bid.

3.3.2. 3.3.2. Deliveries

All deliveries shall be F.O.B. destination to the destination specified on the Bid Form. All bid prices are for F.O.B. destination and include only the actual freight rate costs at the lowest and best rate, based upon the actual weight of goods to be shipped. The required time for delivery will be as stated on the Bid Form unless the Contractor proposes a time for delivery that the City deems to be more favorable to the City than the required time for delivery stated on the Bid Form, in which case the Contractor’s proposed time for delivery will govern. The required time for delivery is stated either as a fixed date by which the

Contractor must make delivery or as a number of calendar days following the City’s issuance of a purchase order within which the Contractor must make delivery.

3.3.3. 3.3.3. Terms

The City’s payment terms are Net 45 unless the bidder proposes payment terms that the City deems to be more favorable to the City than Net 45 by uploading such payment terms through OpenGov. Time allowed for cash discounts will be computed from the date of the City’s receipt of a proper invoice or the date of delivery to the City of the items invoiced, whichever is later.

3.3.4. 3.3.4. Subject-to-Appropriations

All payments and other performance by the City under this Contract are subject to annual appropriations by the City Council; consequently, this Contract shall bind the City only to the extent that the City

Council appropriates sufficient funds for the City to perform its obligations hereunder.

3.3.5. 3.3.5. When City Obligated to Pay

The City shall not be obligated to purchase or pay for any goods or services covered by this Contract unless and until they are ordered and either delivered or performed, as the case may be.

3.3.6. 3.3.6. Offset Clause

Pursuant to the Richmond City Charter, the City may withhold the payment of any claim or demand by any person, firm or corporation against the City until any delinquent indebtedness or other liability due the City from such person, firm or corporation shall first have been settled and adjusted.

3.3.7. 3.3.7. Taxes

All bids shall be submitted exclusive of direct Federal, State and Local Taxes. The City is exempt from payment of State Sales and Use Tax on all tangible personal property purchased or leased for its use or consumption and will furnish its tax exemption certificate upon request. However, if the bidder believes that certain taxes are properly payable by the City, it may list such taxes separately in each case directly below the respective item bid price.

3.3.8. 3.3.8. Invoices

The Contractor shall submit invoices that include a unique invoice number, the applicable City purchase order number, and the Contractor’s federal Taxpayer Identification Number. All invoices submitted by the Contractor must set forth each item billed in sufficient detail to enable the City to ensure that the item was ordered and corresponds with the contract price for such item. If the Contractor does not include all of the required information on the invoice, the City may reject and return the invoice unpaid. The

Contractor shall submit the original invoice to the City’s Department of Finance at either:

accountspayable@rva.gov or City of Richmond Accounts Payable

900 East Broad Street Richmond, VA 23219.

The City prefers that the original invoice be sent to the above electronic mail address to facilitate timely payment. The Contractor shall submit a duplicate invoice to the attention of the “Requester” identified on the purchase order at the “Ship To” address identified on the purchase order.

3.3.9. 3.3.9. MBE/ESB Participation—Reporting Requirement

In cases where the Contractor uses a MBE or ESB subcontractor or vendor, it shall indicate the percentage of the invoiced amount that such MBE or ESB subcontractor or vendor performed on the

MBE-3 form available on the City’s website. The Contractor shall submit this form directly to the Office of Minority Business Development. The Contractor may contact the City’s Office of Minority Business

Development at (804) 646-3985 for questions or clarifications on the reporting policy. At the end of its performance of this Contract, the Contractor shall submit a summary in a format designated by the City of all payments made to MBE or ESB subcontractors or contractors.

3.3.10. 3.3.10. Payment by ACH

The Contractor agrees that the City may make all payments to the Contractor, at the City’s option, of any or all amounts due under this Contract through the Automated Clearing House network.

3.3.11. 3.3.11. Payments by Contractor

The Contractor shall take one of the following actions within seven calendar days after receipt of amounts paid to the Contractor by the City for goods delivered or work performed under the Contract:

A. Pay each subcontractor or supplier for the proportionate share of the total payment received from the City attributable to the goods delivered or work performed by the subcontractor or supplier under the Contract; or

B. Notify the subcontractor or supplier, in writing, of the Contractor’s intention to withhold all or a part of the subcontractor’s or supplier’s payment with the reason for nonpayment.

The Contractor shall include in each of the Contractor’s subcontracts a provision requiring each subcontractor to include or otherwise be subject to the same payment and interest requirements with respect to each lower-tier subcontractor.

3.4. 3.4. Indemnification and Insurance

3.4.1. 3.4.1. Indemnification

The Contractor shall indemnify, defend and hold harmless the City, its officers, agents and employees from and against any and all losses, liabilities, claims, damages and expenses (including court costs and reasonable attorneys’ fees) arising from any material default or breach by the Contractor of its obligations specified in this Contract, as well as all claims arising from errors, omissions, negligent acts or intentional acts of the Contractor, its officers, agents and employees. Further, the Contractor shall assume the entire responsibility and liability for any and all damages to persons or property caused by or resulting from or arising out of any act or omission on the part of the Contractor, its subcontractors, its agents or its employees under or in connection with this Contract. The Contractor shall hold harmless and indemnify the City and its agents, its volunteers, its servants, its employees, and its officers from and against any and all claims, losses or expenses, including but not limited to court costs and attorneys’ fees, which either or both of them may suffer, pay or incur as the result of claims or suits due to, arising out of or in connection with any and all such damage, real or alleged.