Contracted_Laboratory_for_Toxicity_Services.pdf

For more information, please visit our online supplier portal, located at https://procurement.opengov.com/portal/dorchestercountysc

REQUEST FOR PROPOSAL

No. 2026-23

Contracted Laboratory for Toxicity Services

Publish Date December 8, 2025

Last Day for Questions December 23, 2025, 5:00pm

Proposal Due Date January 13, 2026, 2:00pm

Table Of Contents

1. SECTION ONE: SCOPE/STATEMENT OF WORK

1.1. Introduction/Purpose

1.2. Scope of Services

2. SECTION TWO: PROPOSAL FORMAT AND EVALUATION CRITERIA

2.1. Proposal Format

2.2. Evaluation Process and Criteria

2.3. General Award and Criteria Information

3. SECTION THREE: SPECIAL INSTRUCTIONS AND SOLICITATION-SPECIFIC

TERMS

3.1. Written Questions Deadline

3.2. Proposal Submittal Process

3.3. Proposal Submittal Deadline

3.4. Term of Agreement

3.5. Payment to Contractor

3.6. Shipping

3.7. Permits and Licenses

3.8. Additional Information and Inquiries

4. SECTION FOUR: TERMS AND CONDITIONS

4.1. Preparation, Submission and Withdrawal of Proposals

4.2. Non-Collusion Oath

4.3. Proposer Representations

4.4. Award of Contract

4.5. Notice of Award of Contract

4.6. Contract Document

4.7. Modification

4.8. Notice to Proceed

4.9. Proposer's Qualifications

4.10. Subcontractors

4.11. Indemnification

4.12. Termination

4.13. State and Local Taxes

4.14. Drug-Free Workplace Act

4.15. Insurance Requirements

4.16. Utilization by Other Public Agencies Clause

4.17. All County Departments Eligible to Purchase

4.18. Confidential Information

4.19. Intellectual Property

5. SECTION FIVE: SAMPLE CONTRACT

5.1. Sample Agreement

6. SECTION SIX: REQUIRED ATTACHMENTS, FORMS, AND INFORMATION

6.1. Vendor Questionnaire

1. SECTION ONE: SCOPE/STATEMENT OF WORK

1.1. Introduction/Purpose

Dorchester County, South Carolina (the “County”) is soliciting proposals from qualified, certified, and licensed laboratories to provide Whole Effluent Toxicity (WET) Testing Services. These services are required to ensure ongoing compliance with the County’s National Pollutant Discharge Elimination System

(NPDES) permit conditions for multiple wastewater treatment facilities.

The selected company must be certified by SCDES to be eligible for final selection.

The selected laboratory will provide testing, data analysis, and reporting for effluent samples collected from

County-operated wastewater facilities located at:

o 125 Heatherwood Drive, St. George, SC 29477 o 2900 Landing Parkway, North Charleston, SC 29420

1.2. Scope of Services

1.2.1. Whole Effluent Toxicity (WET) Testing

• Conduct acute and/or chronic toxicity testing on effluent samples from designated County facilities in accordance with EPA-approved methods and NPDES permit conditions.

• Perform testing using Ceriodaphnia dubia (water flea) and Pimephales promelas (fathead minnow) or other approved species, as applicable.

1.2.2. Sample Collection and Handling

• Provide all necessary sample containers, coolers, labels, and chain-of-custody documentation.

• Coordinate with County staff for timely sample pick-up or receipt.

• Maintain sample integrity from collection through analysis.

1.2.3. Data Analysis and Reporting

• Analyze all test data and provide clear, comprehensive reports that include:

o Raw data and statistical results o Summary interpretation of findings o Identification of each facility of origin

• Submit final reports via email to the County’s designated contact within the required reporting timeframe.

• The contractor shall provide all supporting documentation required for the County’s submission of

Discharge Monitoring Reports (DMRs) for each wastewater treatment facility, including all forms, lab sheets, chain-of-custody documentation, and certifications necessary to complete the DMR package.

1.2.4. Quality Control / Quality Assurance

• Maintain and document an internal QA/QC program to ensure accuracy, reliability, and defensibility of all data.

• Permit County staff to audit laboratory QA/QC documentation upon request.

1.2.5. Consultation and Support

• Provide access to a certified toxicologist or qualified laboratory personnel during regular business hours to discuss methodologies, results, and corrective actions if required.

1.2.6. Safety and Compliance

• Maintain all certifications required by the South Carolina Department of Environmental Services.

• Use only EPA-approved methods for all analyses.

• Ensure proper handling and disposal of all organisms, effluent samples, and residual materials in compliance with state and federal regulations.

• Maintain records (including chain-of-custody forms, raw data, and reports) for a minimum of five (5) years.

2. SECTION TWO: PROPOSAL FORMAT AND EVALUATION CRITERIA

2.1. Proposal Format

Each firm must submit its proposal based on the guidelines below and in the same order as listed. The proposal format requirements were developed to aid Offerors in their proposal development; they also provide a structured format, so reviewers can systematically evaluate several proposals. These directions apply to all proposals submitted.

A. Cover Letter

A. Introduction of the firm and authorized representative contact information.

B. Explanation of interest in providing services.

B. Table of Contents

C. Firm Overview and Certifications

A. Corporate background, years in operation, and laboratory certifications.

D. Experience and Qualifications

A. Description of relevant projects and references.

E. Project Understanding and Approach

A. Narrative describing understanding of the County requirements and proposed approach for sample handling, testing, and reporting.

F. Staffing and Key Personnel

A. Resumes of personnel who will be assigned to the County's account and their roles and responsibilities.

G. Quality Assurance / Quality Control

A. Overview of the firm's QA/QC procedures, chain-of-custody protocols, and audit readiness.

H. Additional Information

A. Any other relevant details that may assist the County in evaluation.

2.2. Evaluation Process and Criteria

A. Selection Committee

The Selection Committee shall be comprised of staff from Dorchester County and Dorchester County

Emergency Management and facilitated by the Purchasing Services Manager. The Committee shall determine the firms which meet the minimum requirements pursuant to the selection criteria of the RFP and procedures. The Committee may negotiate with one or more firms during the same period and may, at its discretion, terminate negotiations with any or all firms. The Committee shall make a recommendation regarding the award to the County Administrator.

B. Proposal Selection Criteria

The Selection Committee shall assign up to the maximum number of points as stated in this section for each evaluation item to each of the proposing firms. All assignments of points shall be at the sole discretion of the Committee. All instructions contained in this RFP shall be met in order to qualify as a responsive and responsible firm and participate in the consideration for award. Offerors who do not meet or comply with the instructions of this RFP may be considered non-conforming and deemed non-responsive and subject to disqualification at the sole discretion of the Committee.

The selection of the firm(s) will be made in accordance with the Dorchester County Procurement

Ordinance. Proposals will not be accepted from any firm, company, individual, person or party, parent, or subsidiary, against which the County has an outstanding claim, or a financial dispute relating to a prior contractual performance with the County. Proposals may be withdrawn by offeror prior to, but not after, the time set for the opening. Upon receipt by the County, the Proposal shall become the property of the County, without compensation to the offeror, for disposition or usage by the County at its discretion. The County shall have the sole discretion in evaluating both the proposal and the qualifications of the offerors. The County reserves the right to reject any and all proposals and is not bound to accept any proposals, if the acceptance is contrary to the best interest of the County. The

County reserves the right to waive or modify any information, irregularity, or inconsistency in proposals received or request modification to proposals from any or all offerors during the review. The Proposal

Review Committee may contact any customer of the vendor, whether or not included in the vendor’s reference list, and use such information in the evaluation process. All proposals shall be evaluated using the same criteria and scoring process.

Each criterion will be rated on a scale of 0-5 according to the table below:

Scale Description

0 Unacceptable. The proposal fails to address the criterion or cannot be assessed as a result of missing or incomplete information.

1 Poor. The criterion is inadequately addressed, or there are serious weaknesses.

2 Fair. The proposal broadly addresses the criterion, but there are significant weaknesses.

3 Good. The proposal addresses the criterion well, but a number of shortcomings are present.

4 Very Good. The proposal addresses the criterion very well, but a small number of shortcomings are present.

5 Excellent. The proposal successfully addresses all relevant aspects of the criterion. Any shortcomings are minor.

The following criteria shall be used by the Committee to evaluate Qualification Statements:

No. Evaluation Criteria Scoring Method Weight (Points)

1. Cost Proposal

Overall cost competitiveness and clarity of pricing structure.

Demonstrated by completed cost table and narrative explaining inclusions/exclusions.

0-5 Points 40

(40% of Total)

2. Experience and Qualifications

Experience performing WET testing for municipal or industrial NPDES permit holders. Demonstrated by a summary of similar projects, client references, and relevant certifications.

0-5 Points 25

(25% of Total)

3. Quality Assurance / Quality

Control Program

Strength and documentation of

QA/QC practices ensuring defensible results. Demonstrated by copy or summary of QA/QC manual, calibration records, and proficiency certifications.

0-5 Points 20

(20% of Total)

4. Staffing and Availability

Availability of qualified personnel and responsiveness to County requests. Demonstrated by organizational chart, key staff resumes, and statement of availability.

0-5 Points 10

(10% of Total)

5. Proximity to County Facilities

Distance and efficiency of logistics for sample pick-up and coordination.

Demonstrated by narrative and mileage estimate from lab location to each facility.

0-5 Points 5

(5% of Total)

2.3. General Award and Criteria Information

A. To be initially selected, the Proposal(s) must be considered responsive by the Purchasing Services

Manager. Failure to submit all required information may be grounds the designation of the proposal as nonresponsive, unless waived by the Purchasing Services Manager.

B. After the conditions outlined above are met, Proposer(s) will be scored based on the quality of the response to this RFP.

C. Vendors are encouraged to review the Evaluation Criteria to see how proposals will be scored and verify that the response has sufficient documentation to support each criterion identified.

D. The County will select the offer that represents the best value to the County based on a comparative analysis and an integrated assessment of proposals against all source selection criteria in the solicitation.

E. Dorchester County reserves full discretion to determine the competence and responsibility, professionally and/or financially, of vendors. Vendors are to provide in a timely manner any and all information that the

County may deem necessary to make a decision.

F. Any and all exceptions taken by the Proposer must be listed and prominently displayed in proposal materials.

G. The County reserves the right to request Proposer(s) to appear for an additional presentation followed by a question-and-answer period, in order to further evaluate qualifications. The additional presentations, if any, will be scored and combined with prior scoring to determine the successful Proposer. The County is not obligated to accept the lowest cost proposal. The County may also award to Consultant other than the highest ranked proposer if the price submitted by that proposer is more than the budget available for the project. If made, the award will go to the Proposer providing the most responsive, responsible proposal that provides the best overall value and service to the County.

H. The Purchasing Services Division may contact any vendor in order to clarify uncertainties or eliminate confusion concerning contents of a proposal.

I. The Evaluation Team may contact any customer of the vendor, whether or not included in the vendor’s reference list, and use such information in the evaluation process.

3. SECTION THREE: SPECIAL INSTRUCTIONS AND SOLICITATION-

SPECIFIC TERMS

3.1. Written Questions Deadline

The last day and time for submittal of written questions shall be no later than Tuesday, December 23, 2025 at 5:00 pm.

3.2. Proposal Submittal Process

Proposals must be submitted electronically through the OpenGov Procurement Portal. County Proposals may be found by visiting the following link:

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

3.3. Proposal Submittal Deadline

Proposals will be received until Tuesday, January 13, 2026 at 2:00 pm, after which time they will be evaluated. Late proposals will not be accepted.

3.4. Term of Agreement

The term of the contract will be one year with up to four additional one-year renewal options.

3.5. Payment to Contractor

Payment shall be due within thirty (30) days of approved invoices.

3.6. Shipping

Shipping terms shall be F.O.B. Destination.

3.7. Permits and Licenses

The successful Respondent shall, without additional expense to the County, be responsible for obtaining and maintaining all necessary licenses and permits required by the State of South Carolina, a municipality or the County or any other authority having jurisdiction.

3.8. Additional Information and Inquiries

Questions or clarifications concerning this invitation should be posted to the solicitation on the OpenGov

Procurement Portal at the link provided above, or only directed by email to the contact listed on the cover page of the solicitation. Contact with other County personnel during the proposal process may result in a determination of non-responsiveness for any proposal submitted by your firm.

4. SECTION FOUR: TERMS AND CONDITIONS

4.1. Preparation, Submission and Withdrawal of Proposals

A. Proposals must be submitted electronically using the County's OpenGov website; however, Dorchester

County is not responsible if proposals are not received due to website or user errors.

B. Proposals submitted after the due date and time are considered late proposals and will not be opened or considered.

C. Proposals may be withdrawn by written request received from the Proposer prior to the time set for opening of proposal, but not thereafter.

D. Proposers shall promptly notify the Dorchester County Purchasing Office, in writing, and no later than the last date and time for the submittal of written questions, of any ambiguity, inconsistency or error which they may discover upon examination of the RFP documents or the project premises and local conditions.

E. Proposers requiring clarification or interpretation of the RFP documents shall make a written request which must be received at the Dorchester County Purchasing Office no later than the last date and time for submittal of written questions.

F. Any interpretation, correction or change of the RFP documents will be made by addendum. It is the proposer’s responsibility to monitor the OpenGov Procurement Portal at https://procurement.opengov.com/portal/dorchestercountysc for any additional information, revisions, or addenda that may be posted.

G. No substitutions will be considered after the Contract award except by amendment or change order.

4.2. Non-Collusion Oath

A. Every proposal must be accompanied by a notarized affidavit of non-collusion, executed by the Proposer or in the case of a corporation, by a duly authorized representative of said corporation. The Non-Collusion

Oath is provided herein.

4.3. Proposer Representations

A. Each Proposer by submitting a proposal represents that:

1. The Proposer has read and understands this RFP (including all specifications and attachments) and that their proposal is made in accordance therewith.

2. The Proposer has reviewed the RFP, has become familiar with the local conditions under which the

Work is to be performed, and has correlated personal observations with the requirements of the proposed Contract Documents.

3. The proposal is based on the terms, services, materials, systems, and equipment required by this RFP, without exception.

4. The Proposer is qualified to provide the services and equipment required under this RFP and, if awarded the Contract, will do so in a professional, timely manner using Proposer's best skill and attention.

4.4. Award of Contract

A. Award of Contract will be made to the responsive and responsible proposer(s) whose proposal, conforming to the RFP, is most advantageous to the County, price and other factors considered. The

County reserves the right to make multiple awards based on the capacity of each Proposer.

B. The County reserves the right to 1) reject any or all proposals and any part of a proposal; 2) waive informalities, technical defects, and minor irregularities in proposals received; and 3) award the proposal(s) received on the basis of individual items or services or groups of items or services or the entire list of items or services.

C. The County shall be the sole judge of the suitability of the items or services to be provided pursuant to this RFP.

D. The County reserves the right to request the contractor/vendor’s latest financial statements and other such additional information as may be reasonably necessary to determine whether the contractor/vendor should be awarded the contract.

E. For debriefings, protests and appeals after the award of a contract, contractors are advised to consult the

Procurement Policy Manual located on the Dorchester County website at:

www.dorchestercountysc.gov/purchasing.

4.5. Notice of Award of Contract

A. The successful Proposer will be notified of acceptance of proposal by a written Letter of Intent to Award the contract. The successful Proposer shall not undertake any work, and the County will not be responsible for payment for any work whatsoever undertaken by successful Proposer prior to execution of the contract by both parties.

B. The successful Proposer shall be required to submit acceptable Insurance Certificate(s) and

Endorsement(s) within Five (5) Business Days after the issuance of the Notice of Award.

4.6. Contract Document

A. The successful Proposer shall be required to execute a formal contract within Ten (10) business days after issuance of a Letter of Intent to Award.

B. Said Contract shall be virtually identical in substance and form to the Sample Contract contained herein.

The only anticipated changes will be to include additional exhibits, to fill in the blanks to identify the successful Proposer, and terms relating to compensation, or to revise the contract to accommodate corrections, changes in the scope of work, or changes pursuant to addenda issued prior to the proposal opening.

C. Because the signed contract will be substantively and substantially derived from the Sample Contract, Proposer is urged to seek independent legal counsel as to any questions about the terms, conditions or https://www.dorchestercountysc.gov/purchasing provisions contained in the Sample Contract, before submitting a proposal. Again, the Sample Contract, contains important legal provisions and is considered part and parcel of this RFP.

D. Proposers should raise any questions regarding the terms of the Contract, or submit requested changes in said terms, in the form of written questions or submittals, subject to the deadline for questions and should include on their Exceptions form.

E. Failure or refusal to sign aforesaid Contract shall be grounds for the County to revoke any Letter of Intent to Award which has been issued, for the proposer to forfeit their proposal security, and for the County to award the Contract to another Proposer.

4.7. Modification

A. The County has defined this section in the Sample Contract.

4.8. Notice to Proceed

A. A Notice to Proceed will be in the form of a purchase order after the successful Proposer has executed the

Contract and has submitted acceptable performance and payment bonds (if applicable) to the County as well as other submittals specified herein as required to be delivered before the Notice to Proceed is issued.

B. The successful Proposer shall not deliver any equipment to the work site or commence work until the successful Proposer has received a written Notice to Proceed from the Purchasing Services Manager or other authorized County representative.

4.9. Proposer's Qualifications

A. Before a proposal is considered for award, the Proposer may be requested by the County to submit a statement providing additional information regarding their previous experience in performing comparable work.

4.10. Subcontractors

A. If any subcontractors will be used for this service, the successful Proposer shall provide to the Purchasing

Services Manager a list of names of any of the intended subcontractors, the subcontractor's applicable license number(s), and a description of the work to be done by each subcontractor on the Subcontractor

Data Report Form included herein.

B. The successful Proposer shall not substitute other subcontractors without the written consent of the

Purchasing Services Manager.

C. The successful Proposer shall be responsible for all services performed by a subcontractor as though they had been performed by the successful Proposer. Responsibilities include, but are not limited to, compliance with any applicable licensing regulations.

D. If at any time the Purchasing Services Manager determines that any subcontractor is incompetent or undesirable, the director shall notify the successful Proposer accordingly, and the successful Proposer shall take immediate steps for cancellation of the subcontract and replacement.

E. Nothing contained in any contract resulting from this RFP shall create any contractual relationship between any subcontractor and the County.

F. It shall be the successful Proposer’s responsibility to ensure that all terms required in the attached Contract are incorporated into all subcontracts.

4.11. Indemnification

A. The County has defined this section in the Sample Contract.

4.12. Termination

A. The County has defined this section in the Sample Contract.

4.13. State and Local Taxes

A. Except as otherwise provided, Contract prices shall include all applicable state and local taxes.

B. The successful Proposer shall calculate that portion of the Contract which is subject to the seven percent

(7%) sales and/or use tax, which amount shall be itemized and shown on all invoices and shall be paid to

South Carolina Department of Revenue (SCDOR) by Contractor. If the successful Proposer is a non-South

Carolina company, the County will withhold said amount from all invoices and remit payment to the

SCDOR, unless the Contractor furnishes County with a valid South Carolina Use Tax Registration

Certificate Number.

C. The successful Proposer shall indemnify and hold harmless the County for any loss, cost, or expense incurred by, levied upon, or billed to the County as a result of the successful Proposer’s failure to pay any tax of any type due by Contractor in connection with this Contract.

D. The successful Proposer shall ensure that the above sections are included in all subcontracts and sub-subcontracts and shall ensure withholding on out of state sub and sub-subcontractors to which withholding is applicable.

4.14. Drug-Free Workplace Act

A. By submitting an offer, Proposer certifies that, if awarded a contract, Proposer will comply with all applicable provisions of the Drug-Free Workplace Act, Section 44-107-10, et seq., South Carolina Code of Laws, 1976, as amended.

4.15. Insurance Requirements

The successful proposer shall procure, maintain, and provide proof of, insurance coverage for injuries to persons and/or property damage as may arise from or in conjunction with, the work performed on behalf of the County by the proposer, his agents, representatives, employees, or subcontractors. Proof of coverage as contained herein shall be submitted prior to the commencement of work and such coverage shall be maintained by the proposer for the duration of the contract period; for occurrence policies.

4.15.1. General Liability

A. Coverage shall be as broad as: Comprehensive General Liability endorsed to include Broad Form, Commercial General Liability form including Products/Completed Operations.

Minimum Limits - General Liability:

$1,000,000 General Aggregate Limit

$1,000,000 Products & Completed Operations

$1,000,000 Personal and Advertising Injury

$1,000,000 Each Occurrence Limit

$50,000 Fire Damage Limit

$5,000 Medical Expense Limit

4.15.2. Automobile Liability

A. Coverage sufficient to cover all vehicles owned, used, or hired by the proposer, his agents, representatives, employees or subcontractors.

Minimum Limits - Automobile Liability:

$1,000,000 Combined Single Limit

$1,000,000 Each Occurrence Limit

$5,000 Medical Expense Limit

4.15.3. Workers' Compensation

A. Limits as required by the Workers' Compensation Act of SC. Employers Liability: $1,000,000.

4.15.4. Owners' & Contractors' Protective Liability

A. Policy will be in name of County. Minimum limits required are $1,000,000. Required if work is defined as a construction project where the proposal total exceeds $1,000,000.

4.15.5. Professional Liability

A. Minimum limits are $1,000,000 per occurrence.

4.15.6. Coverage Provisions

A. All deductibles or self-insured retention shall appear on the certificate(s).

B. The County of Dorchester, its' officers/ officials, employees, agents and volunteers shall be added as

"additional insured" as their interests may appear. This provision does not apply to Professional Liability or Workers' Compensation/Employers' Liability.

C. The offeror's insurance shall be primary over any applicable insurance or self-insurance maintained by the County.

D. Shall provide 30 days written notice to the County before any cancellation, suspension, or void of coverage in whole or part, where such provision is reasonable.

E. All coverage for subcontractors of the proposer shall be subject to all of the requirements stated herein.

F. All deductibles or self-insured retention shall appear on the certificate(s) and shall be subject to approval by the County. At the option of the County, either; the insurer shall reduce or eliminate such deductible or self-insured retention; or the proposer shall be required to procure a bond guaranteeing payment of losses and related claims expenses.

G. Failure to comply with any reporting provisions of the policy(s) shall not affect coverage provided the

County, its officers/officials, agents, employees, and volunteers.

H. The insurer shall agree to waive all rights of subrogation against the County, its' officers/officials, agents, employees or volunteers for any act, omission or condition of premises which the parties may be held liable by reason of negligence.

I. The proposer shall furnish the County certificates of insurance including endorsements affecting coverage. The certificates are to be signed by a person authorized by the insurance company(s) to bind coverage on its' behalf, if executed by a broker, notarized copy of authorization to bind, or certify coverage must be attached.

J. All insurance shall be placed with insurers maintaining an A.M. Best rating of no less than an A:VII. If

A.M. Best rating is less than A:VII, approval must be received from County’s Risk Manager.

4.16. Utilization by Other Public Agencies Clause

A. The use of this solicitation and resulting contract shall be made available to other local governmental agencies and agencies established for the public benefit (“Public Agencies”). The parties agree to allow other governmental agencies to enter into separate agreements with the Contractor under the terms and prices in effect between the County and the Contractor, upon prior approval from Contractor of proposed pricing for other governmental agencies. The parties also agree that any other agency utilizing the terms and prices of this agreement shall not be deemed to be an agent or employee of the County of Dorchester for any purpose whatsoever. The parties further agree that any Public Agency will enter its own separate contract with the Contractor.

B. The County is not otherwise responsible for the Public Agencies’ performance of the Contract between the individual Public Agencies and the Contractor or for any obligation or liability accruing to the Public

Agencies in the performance thereof. The Public Agencies and the Contractor further agree to waive any rights they may have in making the County of Dorchester a party to a dispute between a Public Agency and the Contractor.

C. The County may advertise the resulting contract to other public agencies for their use as described in above on third-party platforms.

4.17. All County Departments Eligible to Purchase

A. This solicitation may be issued by a specific department, but the County shall have the discretion to permit

ALL County departments, divisions, or other business units to purchase the goods or services solicited at the terms, conditions, and pricing as agreed-upon in the contract resulting from the solicitation. Expansion of the contract to include other County departments, divisions, or other business units may be accomplished by purchase order, change order, or amendment, as determined by the Purchasing Services

Manager.

4.18. Confidential Information

A. Proposers must clearly mark as “confidential” each part of their response which they consider to be trade secrets or information of a personal nature that could be exempt from disclosure under the South Carolina

Freedom of Information Act (SCFOIA) as set forth in Chapter 4, Title 30, of the South Carolina Code of

Laws, 1976, as amended. The County reserves the right, in its sole discretion, to determine whether this information should be exempt from disclosure and no legal action may be brought against the County or its agents for its determination in this regard. Upon receipt of a proposal package by the County the submittal shall become the property of the County without compensation to the proposer, for disposition or usage by the County at its discretion. The details of the proposal documents will remain confidential until final award, except for sections that are marked “confidential” as explained above and except as required by law.

4.19. Intellectual Property

A. Any information, data, instruments, documents, studies, reports, or deliverables given to, exposed to, or prepared or assembled by the proposer shall be kept as confidential information of the County and not divulged or made available to any individual or organization except as required by law. Such information, data, instruments, documents, studies, reports, or deliverables will be the sole property of the County and not the proposer.

B. All intellectual property, including, but not limited to, patentable inventions, patentable plans, copyrightable works, mask works, trademarks, service marks, and trade secrets invented, developed, created, or discovered in performance of this contract shall be property of the County.

5. SECTION FIVE: SAMPLE CONTRACT

5.1. Sample Agreement

STATE OF SOUTH CAROLINA

COUNTY OF DORCHESTER

THIS CONTRACT (hereinafter the “Contract”) entered into this day of XXXXX 2025, between the

COUNTY OF DORCHESTER, South Carolina, a public body corporate and politic and political subdivision of the State of South Carolina, (hereinafter the "County") and (NAME OF

COMPANY/INDIVIDUAL), a (State Name) Sole Proprietorship/Partnership/Corporation, Limited

Liability Corporation (choose one), the address of which is Street, City, State, Zip (hereinafter the

"Consultant"), (“Party” as to each; collectively the “Parties”).

W I T N E S S E T H:

WHEREAS, the County wishes to contract for [Description of Services], as described in Solicitation

No. [####] (“Work” and/or “Services”); and

WHEREAS, the Consultant has represented to the County that its staff is qualified to provide the Work and perform this Contract in a professional and timely manner; and

WHEREAS, the County has relied upon the above representations by the Consultant; and

NOW, THEREFORE, for and in consideration of these promises, of the mutual covenants herein set forth, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, and the above-referenced recitals incorporated into this Contract herein by reference, the Parties hereto hereby agree as follows:

SECTION ONE

Contract Documents

The Parties agree that the Contract Documents shall include the following, which are incorporated herein by reference:

Exhibit A: Solicitation No. [###]

Exhibit B: Consultant’s Insurance Certificate(s) and Endorsement(s)

Exhibit C: Consultant's submission dated [dddd]

Exhibit D: Consultant’s Cost Proposal and Preliminary Schedule dated [dddd]

Exhibit E: Required Forms appended to this contract

In the event of any conflict, discrepancy, or inconsistency among any of the documents which make up this Contract, the following shall control:

A. As between the Contract and the Contract Documents or any other documents which make up this

Contract, this Contract shall govern.

B. In the event of any conflict, discrepancy, or inconsistency among any of the other Contract Documents, the Consultant shall diligently review all such documents and notify the County immediately upon discovery of same for resolution by the County.

C. Any documents not included or expressly contemplated in this Contract do not, and shall not, form a part of this Contract. The Contract Documents are intended to be complementary, and a requirement in one document shall be deemed a requirement in all documents.

In order to induce the County to execute this Contract and recognizing that the County is relying thereon, the Consultant, by executing this Contract, makes the following express representations to the

County:

The Consultant is fully qualified to act as the design professional for the work and has, and shall maintain, any and all licenses, permits or other authorizations necessary to act as the design professional for, and to design the work;

The Consultant has become familiar with the work site and the local conditions under which the work is to be constructed and operated. “Work Site” means the site or sites where the Work is performed.

The Consultant has received, reviewed and examined all of the documents which make up this Contract, and has found them to the best of its knowledge, to be complete, accurate, adequate, consistent, coordinated and sufficient.

SECTION TWO

Scope of Work

The Consultant agrees to perform and furnish all labor, supervision, materials, equipment, transportation and supplies necessary for the completion of the Work required under this Contract in a professional manner, in accordance with the customarily accepted professional standard of care and all applicable laws, rules and regulations.

Scope of Work and Specifications:

Contractor will provide task orders as requested by County for specific projects.

SECTION THREE

Contract Price: Payment Terms

The Contract Price shall be based on each individually approved Task Order. The Consultant shall submit the associated Fee with each Task Order’s Scope of Work. The Consultant shall submit monthly invoices for work performed on the Task Order or submit invoices based on agreed Task Order milestones. Monthly submissions shall indicate the estimated work completion on the Task Order. A department director or his designee shall review the Invoice Submission and recommend Payment for the services.

Payment shall be due within thirty (30) days of approved invoices.

SECTION FOUR

Time: Term of Contract

The term of the Contract shall commence upon issuance of a Notice to Proceed by the Purchasing

Services Manager. The contract term shall be one year with the option to renew up to four additional one-year terms.

SECTION FIVE

Surety Bonds

[Intentionally Omitted]

SECTION SIX Insurance Requirements

The Consultant, at its own expense, shall at all times during the term of the Contract, maintain insurance as included in the General Terms and Conditions of RFP No. [ ], which is attached hereto and previously incorporated by reference. The County may contact the Consultant’s insurer(s) or insurer(s)' agent(s) directly at any time regarding the Consultant’s coverages, coverage amounts, or other such relevant and reasonable issues related to this Contract. The Consultant shall also require any subconsultants to carry the same coverages in the same amounts.

The County must be advised immediately of any changes in required coverages.

SECTION SEVEN

Compliance with Legal Requirements

All applicable federal, state and local laws, ordinances, and rules and regulations of any authorities

(including, but not limited to, any laws, ordinances or regulations relating to the S.C. Department of

Revenue) shall be binding upon the Consultant throughout the pendency of this Work. The Consultant shall be responsible for compliance with any such law, ordinance, rule or regulation, and shall hold the

County harmless and indemnify same in the event of non-compliance as set forth in the Contract.

The Consultant certifies that it will comply with the applicable requirements of Title 8, Chapter 14 of

South Carolina Code of Laws, 1976, as amended, and agrees to provide to the State upon request any documentation required to establish either: (a) that Title 8, Chapter 14 is inapplicable to the Consultant and its subConsultants or sub-subConsultants; or (b) that the Consultant and its subConsultants or sub-subConsultants are in compliance with Title 8, Chapter 14.

Pursuant to Section 8-14-60, “A person who knowingly makes or files any false, fictitious, or fraudulent document, statement, or report pursuant to this chapter is guilty of a felony and, upon conviction, must be fined within the discretion of the Court or imprisoned for not more than five years, or both.”

The Consultant agrees to include in any contracts with subConsultants, language requiring subConsultants to (a) comply with applicable requirements of Title 8, Chapter 14, and (b) include in its contracts with the sub-Consultants language requiring the sub-subConsultants to comply with the applicable requirements of Title 8, Chapter 14.

The Consultant agrees to and shall certify agreement to abide by the requirements under Title VI of the

Civil Rights Act of 1964, and other non-discrimination authorities under Federal Executive Order

Number 11246, as amended, and specifically, the provisions of the equal opportunity clause. It is the policy of Dorchester County Government to assure that no person shall, on the grounds of race, color, or national origin, as provided by Title VI of the Civil Rights Act of 1964, be excluded from participation in, be denied the benefits of, or be otherwise discriminated against under any of its federally funded programs and activities. Any person who believes his/her Title VI protection has been violated may file a complaint. For additional information concerning Title VI complaint procedures please contact the

Title VI Coordinator, at 843-563-0242 or pjhart@dorchestercountysc.gov.

The Consultant shall comply with all applicable federal, state and local laws, ordinances, rules and regulations of any authorities throughout the duration of this Contract. The Consultant shall be responsible for compliance with any such law, ordinance, rule or regulation, and shall hold County harmless and indemnify same in the event of non-compliance.

SECTION EIGHT

Drug-free Workplace Act

The Consultant shall comply with the South Carolina Drug-free Workplace Act, Section 44-107-10 et seq., S.C. Code of Laws (1976, as amended).

SECTION NINE

Consultant's Warranties and Representations

The Consultant represents that its staff is knowledgeable about and experienced in performing the Work required in this Contract and warrants use of reasonable skill and attention to provide above-described

Work in a professional manner and in accordance with a mutually agreed-upon schedule.

The Consultant warrants and represents that it shall be responsible for all subconsultants working directly for it, as well as for their Work product, as though the Consultant had performed the Work itself.

mailto:pjhart@dorchestercountysc.gov

The Purchasing Services Manager may, in writing, require the Consultant to remove from the Work Site any employee the Purchasing Services Manager deems incompetent, careless or otherwise objectionable.

SECTION TEN

Retention of Records

The Consultant agrees to maintain for three (3) years from the date of Final Payment, or until the end of any audit or closure of all pending matters under this Contract, whichever is later, all books, documents, papers, and records pertinent to this Contract. The Consultant agrees to provide to the County, any federal grantor agency, the Comptroller General of the United States, any state grantor agency, any assignee, or any of their duly authorized representatives access to such books, documents, papers, and records for the purpose of examining, auditing, and copying them. The Consultant further agrees to include these provisions in any subcontracts issued in connection with this Contract.

SECTION ELEVEN

State and Local Taxes

Except as otherwise provided, Contract prices shall include all applicable state and local taxes.

The Consultant shall calculate that portion of the Contract which is subject to the seven percent (7%)

South Carolina sales and/or use tax, which amount shall be itemized and shown on all invoices and shall be paid to South Carolina Department of Revenue (SCDOR) by the Consultant. If the Consultant is a non-South Carolina company, the County will withhold said amount from all invoices and remit payment to the SCDOR, unless the Consultant furnishes the County with a valid South Carolina Use

Tax Registration Certificate Number.

The Consultant shall indemnify and hold harmless the County for any loss, cost, or expense incurred by, levied upon or billed to the County as a result of the Consultant's failure to pay any tax of any type due in connection with this Contract.

The Consultant shall ensure that the above sections are included in all subcontracts and sub-subcontract, and shall ensure withholding on out of state sub and sub-subconsultants to which withholding is applicable.

SECTION TWELVE Independent Consultant

The Consultant is an independent Consultant and shall not be deemed the agent or employee of the

County for any purpose whatsoever. The Consultant shall not hold himself out as an employee of the

County and shall have no power or authority to bind or obligate the County in any manner, except the

County shall make payment to the Consultant for Work and expenses as herein provided. The

Consultant shall obtain and maintain all licenses and permits required by law for performance of this

Contract by him or his employees, agents, and servants. The Consultant shall be liable for and pay all taxes required by local, state or federal governments, including but not limited to social security, Workers’ Compensation, employment security, and any other taxes and licenses or insurance premiums required by law. No employee benefits of any kind shall be paid by the County to or for the benefit of the Consultant or its employees, agents, or servants by reason of this Contract.

SECTION THIRTEEN

Other Contracts

The County reserves the right to undertake or award other contracts for additional Work, and may elect to complete portions of the Work included in this Contract using its own forces or through other contracts, and the Consultant shall fully cooperate with such other Consultants, County employees and carefully fit its own Work to such Work as may be directed by the County. The Consultant shall not commit or permit any act by its forces or subConsultants which will interfere with the performance of

Work by any other Consultant or by the County and or Department employees.

SECTION FOURTEEN

Permits and Licenses

The Consultant shall, without additional expense to the County, be responsible for obtaining and maintaining all necessary licenses and permits required by the State of South Carolina, a municipality or the County or any other authority having jurisdiction.

SECTION FIFTEEN

Safety, Health, and Security Precautions

The Consultant shall take proper safety, health and security precautions to protect its workers and the

County's property, workers and the public at all times during the term of this Contract.

SECTION SIXTEEN

Inspection and Acceptance

All Work shall be subject to inspection and test by the County at all reasonable times and places. The

Consultant shall, without charge, correct any workmanship found by the County not to conform to the

Contract requirements.

SECTION SEVENTEEN

Conditions Affecting the Work

The Consultant shall be responsible for having taken steps reasonably necessary to ascertain the nature and location of the Work, and the general and local conditions which can affect the Work or the cost thereof. Any failure by the Consultant to do so will not relieve it from responsibility for successfully performing the Work without additional expense to the County. The County assumes no responsibility for any understandings or representations concerning conditions made by any of its officers or agents prior to the execution of this Contract unless such understandings or representations by the County are expressly stated in this Contract.

SECTION EIGHTEEN

Cleanup Work; Repair of Damages

During the performance of the Work, the Consultant shall continuously keep its Work Site in an orderly condition, free and clear from debris and discarded materials.

The Consultant will restore or replace, when and as directed by the County, any public or private property damaged or destroyed by the Consultant's negligence to a condition at least equal to that existing immediately prior to the beginning of the Work.

SECTION NINETEEN

Actual Damages

The Consultant expressly agrees that if the Work, or any part thereof, is not performed or completed in a professional manner in accordance with this Contract or any amendment thereto, the Consultant shall be liable to the County for actual damages which relate to the Consultant’s failure to perform or complete the Work in the manner described above. If actual damages are agreed to by the County and the

Consultant or awarded by the Court, the County shall have the right to deduct from and retain out of monies which may be then due or which may become due and payable to the Consultant, the amount of such actual damages; and if the amount so retained by the County is not sufficient to pay in full such actual damages, the Consultant and/or its sureties shall pay to the County the amount necessary to effect payment in full of such actual damages.

SECTION TWENTY

Liquidated Damages

[Intentionally Omitted]

SECTION TWENTY-ONE

Suspension of Work

The Purchasing Services Manager may order, in writing, the Consultant to suspend, delay, or interrupt all or any part of the Work for such period of time as he may determine to be appropriate for the convenience of the County. The County may suspend performance of its obligations under this Contract in good faith for the convenience of the County or to investigate matters arising in the Work.

The Purchasing Services Manager may order suspension of the Work in whole or in part for such time as he deems necessary because of the failure of the Consultant to comply with any of the requirements of this Contract, and the Contract's completion date shall not be extended on account of any such suspension of Work.

When the Purchasing Services Manager orders any suspension of the Work under the paragraph above, the Consultant shall not be entitled to any payment for Work with respect to the period during which such Work is suspended and shall not be entitled to any costs or damages resulting from such suspension.

The rights and remedies of the County provided in this Section are in addition to any other rights and remedies provided by law or under this Contract.

SECTION TWENTY-TWO

Ownership of Documents

Basic notes, sketches, charts and other data prepared, furnished or obtained under this Agreement will become the property of the County without restriction or limitation on their use. No material produced in whole or in part under this Agreement will be subject to copyright in the United States or in any other country. The County shall have unrestricted authority to publish, disclose, distribute and otherwise use, in whole or in part, any reports, data, or other materials prepared under this Agreement. The County shall retain ownership of all plans, drawings, specifications and related documents.

Any reuse of such documents without the Consultant’s written verification of suitability for the specific purpose intended shall be without liability or legal exposure to the Consultant or to the Consultant’s independent professional associates, subcontractors, or consultants.

SECTION TWENTY-THREE

Modification of Contract

The County’s Purchasing Services Manager has the unilateral right to modify this Contract when the modification is in the best interest of the County, provided however, the Consultant is given written notice of any such modification and the County is responsible for paying the Consultant for any additional expenses incurred by the Consultant which relate to the modification. Subject to the above, the Consultant shall immediately notify the County in writing of any proposed adjustment in its fee. The

Consultant is obligated to perform the revised contract when so directed by the Purchasing Services

Manager and the County is obligated to pay for the work performed pursuant to the modification.