- Deadline to Respond -

TUESDAY, SEPTEMBER 22, 2026

PRIOR TO 2:00 P.M. Local Time

State of Delaware

DEPARTMENT OF TRANSPORTATION

INVITATION TO BID

HIGH DENSITY POLYETHYLENE PIPE

Contract Number:

DOT2617-HDPYE_PIPE

State of Delaware

DEPARTMENT OF TRANSPORTATION

Administration Building Contract Administration

800 Bay Road, Dover, DE 19901

QUESTIONS are to be submitted via e-mail to DOT-ask@delaware.gov Responses to Questions will be posted to this project at Bids - Delaware Bids and Contracts, and Bonfire Portal.

mailto:www.DOT-ask@delaware.gov https://mmp.delaware.gov/Bids/ https://deldot.bonfirehub.com/portal/

ATTENTION ALL BIDDERS:

The enclosed packet contains an "Invitation To Bid" for;

HIGH DENSITY POLYETHYLENE PIPE

The invitation consists of the following:

SECTION A – GENERAL PROVISIONS

SECTION B – TECHNICAL SPECIFICATIONS

SECTION C – AWARD AND EXECUTION

SECTION D – GENERAL AUTHORITY

SECTION E – DEFINITIONS

SECTION F – BID REQUIREMENTS

SECTION G – BID SUBMITTAL

ATTACHMENTS

A. Attachment A - Non-Collusion Statement/Affirmation;

B. Attachment B - Subcontractor Information Form C. Attachment C - Business References Form;

D. Attachment D - Exception Form E. Attachment E - Confidentiality Form;

Appendix 1 - Bid Price Form

All above documents are made part of this solicitation and are contained within this file, or available for download at the following site:

Bonfire Procurement Portal

Please review and follow the information and instructions contained in all section of this Invitation to Bid.

Should you have questions, please email; DOT-ask@delaware.gov.

mailto:DOT-ask@delaware.gov

DESCRIPTION:

This Invitation to Bid (ITB) is issued to cover requirements for the Department of Transportation for the purpose of obtaining High Density Polyethylene Pipes. The vendor is advised that this contract is considered a supply contract. The quantities in the proposal are based on estimated needs for the required activities within the district(s) shown.

1. KEY DATES/MILESTONES

The following dates and milestones apply to this Invitation To Bid (ITB) and subsequent contract award. Vendors are advised that these dates and milestones are not absolute and may change due to Addendums to this ITB or unplanned events during the bid proposal and award process.

Activity Due Date Written Questions Due No Later Than: Ten (10) business days prior to Bid Due Date Written Answers Last Posted No Later Than: Five (5) business days prior to Bid Due Date Bid Due Date: Shown on Page 1 (May be Superseded by Addendums) Public Bid Opening 2:00 P.M. Local Time on Bid Due Date

The Department may extend the time and place for opening of bids from that described on not less than 2 business days’ notice, by posting such notice on this project’s Webpage at http://bids.delaware.gov/, and Bonfire Procurement Portal.

2. PUBLIC BID OPENING

Bidders or their authorized representatives are invited, but not required, to be present at the bid opening held at the Delaware Department of Transportation’s Administration Building, 800 Bay Road, Dover, DE.

NEW

Attendance is not required. DelDOT offers a call-in number to hear the Bid Opening telephonically.

The telephone number to call is (302) 504-8986.

When prompted, enter Meeting number (access code): 651 529 280# It is anticipated the telephone access information will remain the same for all Bid Openings.

The public bid opening ensures the citizens of Delaware that contracts are being bid fairly on a competitive basis and comply with Delaware procurement laws. The bids will be publicly opened on the date and at the time specified above unless changed via posted Addendum and shall be awarded within thirty (30) days thereafter, unless extended by mutual agreement. The main purpose of the bid opening is to reveal the names of the bidders, not to serve as a forum for determining the apparent low bidders. The disclosure of additional information, including prices, shall be at the Department’s discretion until such time that the responsiveness of each bid has been determined. After receipt of a fully executed contract(s), the successful vendor(s) and pricing will be posted at http://contracts.delaware.gov/.

3. INQUIRIES & QUESTIONS > DOT-ask@delaware.gov

We welcome your interest in working with us, and we will be pleased to answer any questions you may have in formulating your response to this ITB.

Questions must be submitted before the date identified above in order to receive a response. All inquiries must be submitted via E-mail to: DOT-ask@delaware.gov.

The Department’s response to questions will be posted according to the procurement schedule to the State of Delaware Bid Solicitation Directory Website: http://www.bids.delaware.gov/.

SECTION A – GENERAL PROVISIONS

http://bids.delaware.gov/ https://deldot.bonfirehub.com/portal/ http://contracts.delaware.gov/ mailto:DOT-ask@delaware.gov mailto:DOT-ask@Delaware.gov http://www.bids.delaware.gov/

Direct contact with State of Delaware employees other than DelDOT’s Contract Administration staff regarding this ITB is expressly prohibited without prior consent. Vendors directly contacting State of Delaware employees risk elimination of their proposal from further consideration. Exceptions exist only for organizations currently doing business in the State who require other contact in the normal course of doing that business.

4. DESIGNATED CONTACT > DOT-ask@delaware.gov > (302) 760-2031

All requests, questions, or other communications about this RFP shall be made via E-Mail to the Delaware Department of Transportation. Address all communications to the email address listed above; communications made to other State of Delaware personnel may disqualify the vendor. Attempting to ask questions by phone or in person will not be recognized as valid and Vendors should rely only on written statements issued by the ITB designated contact. All contact with State of Delaware employees, contractors or agents of the State of Delaware concerning this ITB shall be conducted in strict accordance with the manner, forum and conditions set forth in this ITB. Other issues call (302) 760-2031.

5. CONTRACT PERIOD AND EXTENSIONS

Each awarded vendor’s contract and prices shall be valid for an initial Term of one (1) year from contract execution.

The contract may be renewed for four (4) additional, one-year extension periods through negotiation between the Vendor and the Department. Negotiation should be initiated no later than ninety (90) days prior to contract termination.

The State reserves the right to extend this contract on a month-to-month basis for a period of up to three months.

6. PRICE ADJUSTMENT

Upon expiration of the initial Contract term, each one-year Contract extension may adjust pricing by mutual written agreement. The pricing must cover the full term of the Contract extension period. If the price difference for any extension period exceeds the previous one-year period, approval of the price adjustment shall be at the discretion of the Department. The Department retains the right to reject a request for future year extensions at any time.

The Vendor is not prohibited from offering a price reduction on its services or materiel offered under the contract. The State is not prohibited from requesting a price reduction on those services or materiel during the initial term or any subsequent options that the State may agree to exercise.

7. ADDENDA TO THE INVITATION TO BID

If it becomes necessary to revise any part of this ITB, revisions will be posted at http://bids.delaware.gov/. By submitting an offer to the State, vendors have acknowledged receipt, understanding and commitment to comply with all materials, revisions, and addenda related to the Invitation to Bid.

8. SHIPPING TERMS

F.O.B. DESTINATION; Freight Pre-paid and Allowed: Vendor owns all goods in transit and is liable for delivery to the point of destination. Vendor is responsible for filing any claims with the delivering carrier for breakage or other loss and for any damage resulting from transportation. The vendor shall include the cost of freight in the unit price bid.

9.

10. SAMPLES OR BROCHURES

Samples or brochures may be required.

11. BID BOND REQUIREMENT

The requirement for a Bid Bond has been waived.

12. PERFORMANCE BOND REQUIREMENT

There is no Performance Bond required.

http://bids.delaware.gov/

12. STATE OF DELAWARE BUSINESS LICENSE

If required, prior to receiving an award the successful vendor shall either furnish proof of State of Delaware Business Licensure or initiate the process of application where required. An application may be requested in writing to: Division of Revenue, Carvel State Building, P.O. Box 8750, 820 N. French Street, Wilmington, DE 19899-8750 or by telephone to one of the following numbers: (302) 577-8201 - Public Service, (302) 577-8205 - Licensing Department.

Information regarding the award of this contract will be given to the Division of Revenue. Failure to comply with the State of Delaware licensing requirements may subject your organization to applicable fines and/or interest penalties.

13. EXAMINATION OF SPECIFICATIONS AND PROVISIONS

The bidder shall examine carefully this proposal, forms, attachments, and appendices of this ITB. The bidder shall investigate and satisfy itself as to the conditions to be encountered, specifications, quality and quantities of the material to be furnished, and the full requirements of this ITB. The submission of a proposal shall be conclusive evidence that the bidder has made examination of all requirements of this ITB. Bidders are required to fully acquaint themselves as to State procurement laws, regulations and this Invitation to Bid prior to submitting a bid.

The Department requires the use of various electronic applications for various documentation processes.

These processes will be identified, and the Contractor's required use will be detailed during the Preconstruction Meeting. No additional payments will be made to the contractor to use or interface with the applications.

14. QUANTITIES

The attention of bidders is called to the fact that, unless stated otherwise, the quantities given in the proposal are best estimates and are given as a basis for the comparison of bids. Quantities ordered may be increased or decreased by any eligible agency as deemed necessary during the period of the contract. Bidders shall recognize there are no guaranteed minimum contract quantities or values associated with this solicitation.

15. MANDATORY INSURANCE REQUIREMENTS

As a part of the contract requirements, the awarded firm must obtain at its own cost and expense and keep in force and effect during the term of this contract, including all extensions, the minimum coverage limits specified below with a surety satisfactory to the State. Awarded firms must carry the following coverage and provide a certificate of insurance after award:

a. Worker’s Compensation and Employer’s Liability Insurance in accordance with applicable law.

b. Commercial General Liability - $1,000,000 per occurrence/$3,000,000 per aggregate.

c. Product Liability - $1,000,000 per occurrence/$3,000,000 aggregate.

d. Automotive Liability Insurance covering all automotive units used in the work (including all units leased from and/or provided by the State to Vendor pursuant to this Agreement as well as all units used by Vendor, regardless of the identity of the registered owner, used by Vendor for completing the Work required by this Agreement to include but not limited to transporting Delaware clients or staff), providing coverage on a primary non-contributory basis with limits of not less than:

1. $1,000,000 combined single limit each accident, for bodily injury;

2. $250,000 for property damage to others;

3. $25,000 per person per accident Uninsured/Underinsured Motorists coverage;

4. $25,000 per person, $300,000 per accident PIP benefits if carrying any of our clients or employees; and

5. Comprehensive coverage for all vehicles leased from the State of Delaware Fleet Services which shall cover the replacement cost of the vehicle in the event of collision, damage, or other loss.

Should any of the above described policies be cancelled before expiration date thereof, notice must be delivered in accordance with the policy provisions.

Before any work is done pursuant to this Agreement, the Certificate of Insurance and/or copies of the insurance policies, referencing the contract number stated herein, shall be filed with the State. The certificate holder is as follows:

Delaware Department of Transportation, P.O. Box 800, Dover, DE 19903 – Contract No: DOT2617

In no event shall the State or Department be named as an additional insured on any policy required under this agreement.

Nothing contained herein shall restrict or limit the Vendor’s right to procure insurance coverage in amounts higher than those required by this Agreement. To the extent that the Vendor procures insurance coverage in amounts higher than the amounts required by this Agreement, all said additionally procured coverages will be applicable to any loss or claim and shall replace the insurance obligations contained herein.

To the extent that Vendor has complied with the terms of this Agreement and has procured insurance coverage for all vehicles Leased and/or operated by Vendor as part of this Agreement, the State of Delaware’s self-insured insurance program shall not provide any coverage whether coverage is sought as primary, co-primary, excess or umbrella insurer or coverage for any loss of any nature.

16. ORDERING PROCEDURE

Successful vendors are required to have either a local telephone number within the (302) area code, a toll free (800) number, or agree to accept collect calls. Orders may be accomplished by written purchase order, telephone, email, fax or computer on-line systems. The vendor must accept full payment by procurement (credit) card and/or conventional check and/or other electronic means at the State’s option, without imposing any additional fees, costs or conditions.

17. PERSONNEL, EQUIPMENT AND SERVICES

a. The Vendor represents that it has, or will secure at its own expense, all personnel required to perform the services required under this contract.

b. All of the equipment and services required hereunder shall be provided by or performed by the Vendor or under its direct supervision, and all personnel, including subcontractors, engaged in the work shall be fully qualified and shall be authorized under State and local law to perform such services.

c. None of the equipment and/or services covered by this contract shall be subcontracted without the prior written approval of the Department.

18. SUBCONTRACTS

Subcontracting is permitted under this ITB and contract. However, every subcontractor shall be identified in the Proposal (Attachment B) and agreed to in writing by the Department or as are specifically authorized in writing by the Agency during the performance of the contract. Any substitutions in or additions to such subcontractors, associates, or consultants will be subject to the prior written approval of the State.

The Vendor(s) shall be responsible for compliance by the subcontractor with all terms, conditions and requirements of the ITB and with all local, State and Federal Laws. The Vendor shall be liable for any noncompliance by any subcontractor.

Further, nothing contained herein or in any subcontractor agreement shall be construed as creating any contractual relationship between the subcontractor and the State.

If a company elects to be a subcontractor for another vendor, the subcontractor may not independently bid on this solicitation.

19. ITB ORDER OF PRECEDENCE

In the event there is any discrepancy between the provisions of the ITB documents, the following order of precedence of the Sections govern so that the former prevails over the latter: G-Bid Submittal; A-General Provisions; C-Award and Execution; F-Bid Requirements; D-General Authority; Appendixes (if any); then B-Technical Specifications.

20. MINIMUM WAGE RATES:

Work performed under this solicitation may fall under the State of Delaware Minimum Wage Rates or the Delaware Prevailing Wage rates.

21. APPENDIXES:

If included with this ITB, Appendices are made a part of this solicitation and are available for download at the following site: http://bids.delaware.gov/.

22. SIGNAGE LANGUAGE: NEW

In order to maintain effective communication with the traveling public, only place signs, banners, flags, or other displays within the projects limits that meet the requirements of the latest version of the Delaware Manual on Uniform Traffic Control Devices. Any signs or other materials which deviate from the MUTCD, must be preapproved by the Engineer. The only signage and materials which may be displayed upon vehicles and equipment within the Project area are signs denoting the name of the Contractor and any subcontractors and other signs and/or materials required and approved pursuant to the MUTCD and the Engineer. Contractor shall immediately remove any signs or materials within the Project that does not meet these requirements immediately upon notification by the Engineer. Failure to remove signs or other materials following notification from the Engineer will result in Liquidated Damages being assessed in the manner and amount specified in the Standard Specifications section 108.9.A.

23. BIDDERS MUST BE REGISTERED with DelDOT in order to submit a bid. Registrations are now completed online through SimpliGov. When completing your registration, be sure to select Non-Professional Services: Materials and Non-Licensed Services as your business type. To complete registration or for more information, click here.

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1. SILENCE OF SPECIFICATIONS

The apparent silence of the specifications as to any detail, or the apparent omission from it of detailed description concerning any point, shall be regarded as meaning that only the best commercial practice is to prevail and only material and workmanship of the first quality are to be used. Proof of specification compliance is the responsibility of the vendor.

2. OR EQUAL (PRODUCTS BY NAME)

Specifications of products by name are intended to be descriptive of quality or workmanship, finish and performance.

Desirable characteristics are not intended to be restrictive. Substitutions of products for those named will be considered provided the vendor certifies that the function, characteristics, performance and endurance qualities of the material offered is equal or superior to that specified.

3. TECHNICAL SPECIFICATIONS:

By reference, the following specifications are incorporated herein:

Standard Specifications of Road and Bridge Construction dated January 2025, as amended.

The attached clauses relate in particular to furnishing of material and represent modifications to and/or clarification of the specifications noted above.

In case of conflict, these Special Provisions shall take precedence and shall govern.

BIDDING PROCEDURES. The Department will accept bids on, encompassing the following Sections:

Section A - North and Canal District Section B - Central District Section C - South District

Bidders may bid on any one or all Sections (Districts). However, bidders must bid on all items in whichever Section they bid.

DESCRIPTION OF PROJECT. The vendor is advised that this contract is considered a supply contract. The quantities in the proposal are based on estimated needs for the required activities within the district(s) shown. Notice is hereby provided that the Department may increase or decrease the quantities purchased as deemed necessary or expedient. An increase or decrease in the quantity will not be regarded as sufficient grounds for an increase or decrease in the unit prices.

DELIVERY PROVISIONS. Delivery is to be made by the vendor within ten (10) working days after receipt of either written or electronic mail notification. Delivery shall be made during normal business hours of the Maintenance Yards (Monday - Friday, 7:00am – 3:00pm). If the material is not delivered in the time allotted, the Engineer reserves the right to purchase the needed material on the open market to meet their needs. Costs of open market purchases in excess of those, which would have resulted from contract purchases, will be back charged to the vendor.

SECTION B – TECHNICAL SPECIFICATIONS

The material shall be delivered to the following locations within each District:

NORTH DISTRICT

North District Yard - 39 East Regal Blvd., Newark, DE 19713

CANAL DISTRICT

Area 22 – 444 Lorewood Grove Rd., Middletown, DE 19709

CENTRAL DISTRICT

Area 6 - Harrington Yard, 129 Jackson Ditch Road, Harrington, DE 19952 Area 7 - Magnolia Yard, 1235 Briarbush Road, Magnolia, DE 19962 Area 8 - Cheswold Yard, 4275 Seven Hickories Road, Cheswold, DE 19936

SOUTH DISTRICT

Area 20 - Gravel Hill Yard, 20106 Gravel Road, Georgetown, DE 19947

QUALITY AND SERVICE: Samples of the materials furnished on this contract shall be tested by the Materials and Research Section and/or certified analysis shall be furnished by the manufacturer.

Upon award of this contract, the vendor shall promptly notify the Engineer of their proposed sources of materials and make any other related product submissions. This information shall be sent electronically to the Materials & Research Section at sourceletters@delaware.gov.

A representative from Materials & Research may take samples from any shipments received for analysis. The results of such tests shall be final and binding upon all parties concerned in these contracts and subject to the conditions contained herein.

If the vendor is required to deliver the cold patch/high performance cold patch, the material shall be delivered to the location(s) designated and unloaded.

PAYMENT- POC: Payment for the material will be made upon presentation of triplicate billing certified to the Engineer and acceptance of the material furnished and mailed as follows:

Department of Transportation Maintenance & Operations, North District 9 East Regal Blvd.

Newark, DE 19713 Attn. Fiscal Advisor V, (302) 894-6317

Department of Transportation Maintenance & Operations, Canal District 250 Bear-Christiana Road Bear, DE 19701 Attn. Fiscal Advisor V, (302) 326-4414 mailto:sourceletters@state.de.us

Department of Transportation Maintenance & Operations, Central District 930 Public Safety Boulevards Dover, DE 19901 Attn. Fiscal Advisor V, (302) 760-2425

Department of Transportation Maintenance & Operations, South District P. O. Box 490 Georgetown, DE 19947 Attn. Fiscal Advisor V, (302) 853-1321

MATERIALS: Pipes, couplings, and fittings shall be made of polyethylene compounds, and shall meet all applicable requirements of AASHTO M294 Type S or Type C (as applicable) for pipe sizes 12” and larger. Polyethylene pipes, couplings and fittings less than 12" in diameter shall meet the requirements of AASHTO M252. The pipes and fittings shall be free of foreign inclusions and visible defects and pipe shall be cut squarely and cleanly so as to not adversely affect joining or connecting. Visible defects such as cracks, creases, unpigmented or non-uniformly pigmented pipe are not permissible in the pipe, couplings, or fittings as furnished.

Joints for all pipe and fittings shall use gasketed watertight bell/spigot or bell/bell couplers. The gaskets shall meet the requirements of ASTM F477 and the joint system shall be certified to meet a 10.8 psi laboratory test per ASTM D3212.

In addition, the joint system shall provide sufficient longitudinal strength to preserve pipe alignment and prevent separation at the joint.

The Contractor shall provide a manufacturer's certificate signed by the manufacturer's representative stating the product was manufactured, tested, and supplied in accordance with all the applicable requirements of AASHTO M-294 (or AASHTO M252 as applicable), ASTM F477 and ASTM D3212. The manufacturer shall verify compliance with AASHTO M294 through the National Transportation Product Evaluation Program.

Supplied 48” and 60” pipe shall be perforated to meet the manufacturer’s specifications. Perforations shall be located on the exterior corrugation of the pipe. There shall be 8 perforations spaced at 45 degrees with a diameter of 3/8 of an inch per corrugation. The interior liner of the pipe shall not be perforated.

PERFORATED, CORRUGATED POLYETHYLENE TUBING (CPT): Perforated CPT shall conform to the requirements of AASHTO M 252, and shall be supplied in individual lengths no shorter than 10’. Coil pipe will only be permitted in 4” diameter, when it is to be machine installed.

METHOD OF MEASUREMENT: The quantity of material to be paid for shall be measured as the actual number of linear feet conforming with all the requirements furnished in accordance with these provisions.

Where applicable, weights will only be accepted as showing the actual amount of material delivered if verified by certified and stamped weight slips signed by a certified weigh master.

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Pipe Quantities

Material/ District

Quantity (LF) Section A Section B Section C Statewide

North Canal Central4 South Totals 12” Type S1 100 100 600 800 15” Type S1 150 500 1,000 1,650 18” Type S1 100 500 1,000 1,600 24” Type S1 100 500 600 1,200 30” Type S1 100 500 600 1,200 36” Type S1 100 500 600 1,200 42” Type S1 100 500 200 800 48” Type S1,2 100 500 600 1,200 60” Type S2 100 400 1,000 1,500

72” HDPE 300 200 500

84” HDPE 200 200 400

15” CPT3 100 100

18” CPT3 100 100

1 Type S shall be smooth interior, round pipe.

2 Type S shall be smooth interior, round pipe with perforated exterior corrugations 3 Corrugated Polyethylene Tubing 4 Delivery Quantity:

Area 6 (Harrington) – A total of 100’ of 12” Type S – 36” Type S shall be delivered here.

Area 7/21 (Magnolia) – All remaining material shall be delivered here.

Area 8 (Cheswold) - A total of 100’ of 12” Type S – 36” Type S shall be delivered here.

Miscellaneous Hardware

Item No. Quant ity

Unit of Measuremen t Description

1 10 Each 12” Elbow – 90 degree 2 10 Each 12” Tee 3 12 Each 15” Elbow – 90 degree 4 12 Each 15” Tee 5 12 Each 18” Elbow – 90 degree 6 12 Each 18” Tee 7 5 Each 24” Tee

1. CONSIDERATION OF BIDS

a. As the Bid Submittals are opened at the Public Meeting, the names of the bidders will be announced. Following the Public Meeting, Bids will be tabulated. Tabulations of the bids will be based on the correct summation of items at the unit price bid.

b. A product acceptability evaluation may be conducted to determine whether a bidder’s product meets the bid specifications. Any bidder’s offer that does not meet the bid specifications shall be rejected as nonresponsive.

c. The right is reserved to waive technicalities, to reject any or all bids, or any portion thereof, to advertise for new proposals, to proceed to do the work otherwise, or to abandon the work, if in the judgment of the Department or its agent, the best interest of the State will be promoted thereby.

2. DISQUALIFICATION OF BIDDERS

Any one or more of the following causes may be considered as sufficient for the disqualification of a bidder and the rejection of its proposal or proposals, in addition to the Standard Specifications:

a. More than one proposal for the same contract from an individual, firm, or corporation under the same or different names.

b. Evidence of collusion among bidders.

c. Unsatisfactory performance record as evidenced by past experience.

d. Any suspension or debarment of the parent company, subsidiary or individual involved with the vendor by federal, any state or any local governments within the last five (5) years.

e. If the unit prices are obviously unbalanced either in excess or below reasonable cost analysis values.

f. If there are any unauthorized additions, interlineations, conditional or alternate bids or irregularities of any kind which may tend to make the proposal incomplete, indefinite, or ambiguous as to its meaning.

g. Non-attendance of mandatory pre-bid meetings may be cause of disqualification.

3. MATERIAL GUARANTY

Before any contract is awarded, the successful bidder may be required to furnish a complete statement of the origin, composition and manufacture of any or all of the material to be used in the contract together with such samples as may be requested for the purpose of testing.

4. BASIS OF AWARD

The Department shall award this contract to the lowest responsible and responsive bidder(s) who best meets the terms and conditions of the bid. The award will be made on basis of price, product evaluation, and prior history of service and capability. In case of error in price extension, the unit price(s) shall prevail. A contract may be awarded to a firm other than the lowest responsible and responsive bidder if, in the opinion of the Department, the interests of the State shall be better served by awarding the contract to other than the lowest bidder.

The Department reserves the right to reject any or all bids in whole or in part, to make multiple awards, partial awards, award by types, item by item, or lump sum total, whichever may be most advantageous to the State of Delaware, pursuant to 29 Del. C. § 6926.

5. BID EVALUATION AND AWARD

The Department will award this contract to the lowest responsible bidder(s) which in their judgment best serves the interest of the State of Delaware in accordance with Delaware Code Title 29, Section 6923(k). Personnel with experience and technical background may be utilized by the Department in making judgment.

SECTION C – AWARD AND EXECUTION

6. CONTRACT AWARD

Within thirty days from the date of opening proposals, unless extended by mutual agreement, the contract will be awarded, or the proposals rejected

7. BID/CONTRACT EXECUTION

Both the non-collusion statement that is enclosed with this Invitation to Bid and the contract form delivered to the successful bidder for signature shall be executed by a representative who has the legal capacity to enter the organization into a formal contract with the State of Delaware, Department of Transportation.

The State of Delaware requires a new vendor to complete the registration process through the Delaware Supplier Portal at http://esupplier.erp.delaware.gov. Successful completion of this registration enables the creation of a State of Delaware supplier record. The Taxpayer ID (SSN or EIN) and Applicant (supplier) name are submitted to the Internal Revenue Service for “matching”. If the Taxpayer ID and name do not match, the vendor record cannot be approved.

It is the applicant’s responsibility to select the appropriate 1099 Withholding Type and Class. If incorporated, a business is not subject to 1099 reporting unless the business is providing legal or medical services.

Any questions about completing this registration or specific comments about the registration, please contact supplier maintenance by phone at 302-672-5000.

8. EXECUTION OF CONTRACT

The bidder(s) to whom the award is made shall execute a formal contract, and bond if required, within twenty days after date of official notice of the award of the contract. The contract(s) will be executed with the Delaware Department of Transportation.

If the successful bidder fails to execute the required contract, and performance bond if required, as aforesaid, within twenty days after the date of official notice of the award of the contract, its proposal guaranty shall immediately become forfeited as liquidated damages. Award will then be made to the next lowest qualified bidder of the work or re-advertised, as the Department may decide.

9. VENDOR RESPONSIBILITY

The State will enter into a contract with the successful Vendor(s). The successful Vendor(s) shall be responsible for all products and services as required by this ITB whether or not the Vendor or its subcontractor provided final fulfillment of the order.

10. VENDOR EMERGENCY RESPONSE POINT OF CONTACT

The awarded vendor(s) shall provide the name(s), telephone, or cell phone number(s) of those individuals who can be contacted twenty four (24) hours a day, seven (7) days a week where there is a critical need for commodities or services when the Governor of the State of Delaware declares a state of emergency under the Delaware Emergency Operations Plan or in the event of a local emergency or disaster where a state governmental entity requires the services of the vendor. Failure to provide this information could render the proposal as non-responsive.

In the event of a serious emergency, pandemic or disaster outside the control of the State, the State may negotiate, as may be authorized by law, emergency performance from the Vendor to address the immediate needs of the State, even if not contemplated under the original Contract or procurement. Payments are subject to appropriation and other payment terms.

11. WARRANTY

The successful bidder(s) shall be required to extend any policy guarantee usually offered to the general public, FEDERAL, STATE, COUNTY, or MUNICIPAL governments, on material in this contract against defective material, workmanship, and performance.

http://esupplier.erp.delaware.gov/

12. PRODUCT SUBSTITUTION

All items delivered during the life of the contract shall be of the same type and manufacture as specified or accepted as part of the bid proposal unless specific approval is given by the Department to do otherwise. However, awarded vendors are highly encouraged to offer any like substitute product(s); either generic or brand name, at any time during the subsequent contract term, especially if an opportunity for cost savings to the state exists. In such cases, the state may require the submission of written specifications and/or product samples for evaluation prior to any approvals being granted.

13. CHANGES

Both parties may, from time to time, require changes in the services to be provided by the Vendor. Such changes, including any increase or decrease in the amount of the Vendor's compensation, which are mutually agreed upon by and between the Department and the Vendor shall be incorporated in written amendments to the Purchase Order or contract.

14. INDEPENDENT CONTRACTORS

The parties to the contract shall be independent contractors to one another, and nothing herein shall be deemed to cause this agreement to create an agency, partnership, joint venture or employment relationship between parties. Each party shall be responsible for compliance with all applicable workers compensation, unemployment, disability insurance, social security withholding and all other similar matters. Neither party shall be liable for any debts, accounts, obligations or other liability whatsoever of the other party or any other obligation of the other party to pay on the behalf of its employees or to withhold from any compensation paid to such employees any social benefits, workers compensation insurance premiums or any income or other similar taxes.

It may be at the State of Delaware’s discretion as to the location of work for the contractual support personnel during the project period.

15. PAYMENT

The Department will authorize and process for payment each invoice within thirty (30) days after the date of receipt of a correct invoice.

16. SUPPLEMENTAL SOLICITATION

The State reserves the right to advertise a supplemental solicitation during the term of the Agreement if deemed in the best interest of the State.

17. ASSIGNMENT

This contract shall not be assigned except by express prior written consent from the Department.

1. AUTHORITY OF AGENCY

On all questions concerning the interpretation of specifications, the acceptability and quality of material furnished and/or work performed, the classification of material, the execution of the work, and the determination of payment due or to become due, the decision of the Department shall be final and binding.

2. LAWS TO BE OBSERVED

The vendor is presumed to know and shall strictly comply with all National, State, or County laws, and City or Town ordinances and regulations in any manner affecting the conduct of the work. The vendor shall indemnify and save harmless the State of Delaware, the Department, and all Officers, Agency and Servants thereof against any claim or liability arising from or based upon the violation of any such laws, ordinances, regulations, orders, or decrees whether by itself or by its employees.

3. APPLICABLE LAW AND JURISDICTION

This bid, any resulting contract, and any and all litigation or other disputes arising therefrom, in connection with, or related hereto shall be governed by the applicable laws, regulations and rules of evidence of the State of Delaware.

Bidder submits to personal jurisdiction in the State of Delaware. Any and all litigation or other disputes arising out of, in connection with, or relating to this bid, and any resulting contract, shall be brought exclusively in a court in the State of Delaware or the United States District Court of the District of Delaware as applicable.

4. PATENTED DEVICES, MATERIAL AND PROCESSES

a. The vendor shall provide for the use of any patented design, device, material, or process to be used or furnished under this contract by suitable legal agreement with the patentee or owner and shall file a copy of this agreement with the Department.

b. The vendor and the surety shall hold and save harmless the State of Delaware, the Department, the Director, their Officers or Agents from any and all claims because of the use of such patented design, device, material, or process in connection with the work agreed to be performed under this contract.

5. TAX EXEMPTION

a. Material covered by this proposal is exempt from all FEDERAL and STATE TAXES. Such taxes shall not be included in prices quoted.

b. Any material which is to be incorporated in the work or any equipment required for the work contemplated in the proposal may be consigned to the Department. If the shipping papers show clearly that any such material is so consigned, the shipment will be exempt from the tax on the transportation of property under provisions of Section 3475 (b) of the Internal Revenue Code, as amended by Public Law 180 (78th Congress). All transportation charges shall be paid by the contractor. Each bidder shall take its exemption into account in calculating its bid for its work.

6. SEVERABILITY

If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, the same shall not affect the other terms or provisions hereof or the whole of this Agreement, but such term or provision shall be deemed modified to the extent necessary in the court's opinion to render such term or provision enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly, preserving to the fullest permissible extent the intent and agreements of the parties herein set forth.

SECTION D – GENERAL AUTHORITY

7. ASSIGNMENT OF ANTITRUST CLAIMS

As consideration for the award and execution of this contract by the State, the Vendor hereby grants, conveys, sells, assigns, and transfers to the State of Delaware all of its right, title and interest in and to all known or unknown causes of action it presently has or may now or hereafter acquire under the antitrust laws of the United States and the State of Delaware, regarding the specific goods or services purchased or acquired for the State pursuant to this contract. Upon either the State’s or the Vendor notice of the filing of or reasonable likelihood of filing of an action under the antitrust laws of the United States or the State of Delaware, the State and Vendor shall meet and confer about coordination of representation in such action.

8. NOTICE

Any notice to the State of Delaware required under the contract shall be sent by registered mail to:

Delaware Department of Transportation Administration Building 800 Bay Road, Dover, DE 19901 ATTN: Contract Administration RE: Contract No.: DOT2617

9. LOBBYING AND GRATUITIES

Lobbying or providing gratuities shall be strictly prohibited. Vendors found to be lobbying, providing gratuities to, or in any way attempting to influence a State of Delaware employee or agent of the State of Delaware concerning this ITB or the award of a contract resulting from this ITB shall have their proposal immediately rejected and shall be barred from further participation in this ITB.

The selected vendor will warrant that no person or selling agency has been employed or retained to solicit or secure a contract resulting from this ITB upon agreement or understanding for a commission, or a percentage, brokerage or contingent fee. For breach or violation of this warranty, the State of Delaware shall have the right to annul any contract resulting from this ITB without liability or at its discretion deduct from the contract price or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee.

10. SOLICITATION OF STATE EMPLOYEES

Until contract award, vendors shall not, directly or indirectly, solicit any employee of the State of Delaware to leave the State of Delaware’s employ in order to accept employment with the vendor, its affiliates, actual or prospective contractors, or any person acting in concert with vendor, without prior written approval of the State of Delaware’s contracting officer. Solicitation of State of Delaware employees by a vendor may result in rejection of the vendor’s proposal.

This paragraph does not prevent the employment by a vendor of a State of Delaware employee who has initiated contact with the vendor. However, State of Delaware employees may be legally prohibited from accepting employment with the contractor or subcontractor under certain circumstances. Vendors may not knowingly employ a person who cannot legally accept employment under state or federal law. If a vendor discovers that they have done so, they must terminate that employment immediately.

11. AGENCY USE CONTRACT

Pursuant to 29 Del. C. §6904(e) respectively, if no state contract exists for a certain good or service, covered agencies may procure that certain good or service under another agency's contract so long as the arrangement is agreeable to all parties. Agencies, other than covered agencies, may also procure such goods or services under another agency's contract when the arrangement is agreeable to all parties.

12. POTENTIAL CONTRACT OVERLAP

Vendors shall be advised that the State, at its sole discretion, shall retain the right to solicit for goods and/or services as required by its agencies and as it serves the best interest of the State. As needs are identified, there may exist instances where contract deliverables, and/or goods or services to be solicited and subsequently awarded, overlap previous awards. The State reserves the right to reject any or all bids in whole or in part, to make partial awards, to award to multiple vendors during the same period, to award by types, on a zone-by-zone basis or on an item-by-item or lump sum basis item by item, or lump sum total, whichever may be most advantageous to the State of Delaware.

13. INDEMNIFICATION

a. General Indemnification By submitting a proposal, the proposing vendor agrees that in the event it is awarded a contract, it will indemnify and otherwise hold harmless the State of Delaware, its agents and employees from any and all liability, suits, actions, or claims, together with all costs, expenses for attorney’s fees, arising out of the vendor’s its agents and employees’ performance work or services in connection with the contract.

b. Proprietary Rights Indemnification Vendor shall warrant that all elements of its solution, including all equipment, software, documentation, services and deliverables, do not and will not infringe upon or violate any patent, copyright, trade secret or other proprietary rights of any third party. In the event of any claim, suit or action by any third party against the State of Delaware, the State of Delaware shall promptly notify the vendor in writing and vendor shall defend such claim, suit or action at vendor’s expense, and vendor shall indemnify the State of Delaware against any loss, cost, damage, expense or liability arising out of such claim, suit or action (including, without limitation, litigation costs, lost employee time, and counsel fees) whether or not such claim, suit or action is successful.

If any equipment, software, services (including methods) products or other intellectual property used or furnished by the vendor (collectively “”Products”) is or in vendor’s reasonable judgment is likely to be, held to constitute an infringing product, vendor shall at its expense and option either:

1. Procure the right for the State of Delaware to continue using the Product(s);

2. Replace the product with a non-infringing equivalent that satisfies all the requirements of the contract; or

3. Modify the Product(s) to make it or them non-infringing, provided that the modification does not materially alter the functionality or efficacy of the product or cause the Product(s) or any part of the work to fail to conform to the requirements of the Contract, or only alters the Product(s) to a degree that the State of Delaware agrees to and accepts in writing.

14. OWNERSHIP OF INTELLECTUAL PROPERTY

All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or developed in the performance of this contract shall become the sole property of the State of Delaware. On request, the vendor shall promptly provide an acknowledgment or assignment in a tangible form satisfactory to the State to evidence the State’s sole ownership of specifically identified intellectual property created or developed in the performance of the contract.

15. NON-PERFORMANCE

In the event the Vendor does not fulfill its obligations under the terms and conditions of this contract, in addition to proceeding with termination of the contract, the ordering agency may terminate any individual orders in accordance with Item labeled “TERMINATION OF INDIVIDUAL ORDERS OR PURCHASE ORDERS” below and purchase equivalent product on the open market. Regarding any such open market purchase, payment for any difference in cost or expense in excess of the contract prices for reasonably equivalent products or services herein shall be the responsibility of the Vendor and shall be submitted to the State no later than 30 days following the delivery of the State’s invoice detailing the open market purchase. Under no circumstances shall monies be due the Vendor in the event open market products can be obtained below contract cost. Any monies charged to the Vendor may be deducted from an open invoice.

16. TERMINATION OF INDIVIDUAL ORDERS OR PURCHASE ORDERS

The individual orders may be terminated as follows:

a. Termination for Cause If, for any reasons, or through any cause, the Vendor fails to fulfill in timely and proper manner his obligations, or if the Vendor violates any of the covenants, agreements, or stipulations of this contract, the Agency shall have the right to terminate the P.O. by giving written notice to the Vendor of such termination and specifying the effective date thereof, at least five (5) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other material prepared by the Vendor in the performance of the P.O. shall, at the option of the Agency, become its property, and the Vendor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials which is usable to the Agency.

b. Termination for Convenience

The Agency may terminate the P.O. at any time by giving written notice of such termination and specifying the effective date thereof, at least sixty (60) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, supplies, and other materials shall, at the option of the department, become its property and the Vendor shall be entitled to receive compensation for any satisfactory work completed on such documents and other materials which are usable to the Agency.

c. Termination for Non-Appropriations

In the event the General Assembly fails to appropriate the specific funds necessary to enter into or continue the contractual agreement, in whole or part, the agreement shall be terminated as to any obligation of the State requiring the expenditure of money for which no specific appropriation is available at the end of the last fiscal year for which no appropriation is available or upon the exhaustion of funds. This is not a termination for convenience and will not be converted to such.

17. DISPUTE RESOLUTION

At the option of the parties, they shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement promptly by negotiation between executives who have authority to settle the controversy and who are at a higher level of management than the persons with direct responsibility for administration of this Agreement. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, experts and attorneys are confidential, privileged and inadmissible for any purpose, including impeachment, in arbitration or other proceeding involving the parties, provided evidence that is otherwise admissible or discoverable shall not be rendered inadmissible.

The execution and performance of all contracts awarded by the Department shall be under the charge of the Secretary of Transportation, and the Secretary’s decision shall be final in all matters concerning the performance of the work and compliance with the terms of the contract (17 Del. C. § 152).

18. TERMINATION OF CONTRACT

The contract resulting from this ITB may be terminated as follows by the Department.

a. Termination for Cause

If, for…