INVITATION FOR BIDS # 2289

Health Campus Fence Installation

The County is soliciting bids for the installation of a fence located at

6059 N Hanley Rd, St. Louis, MO 63134

SCHEDULE

EXPECTED NUMBER OF CONTRACTS 1

PRE-BID MEETING DATE AND TIME 08/06/2026 at 1:00 p.m. Prevailing Central Time

IS PRE-BID MEETING MANDATORY? No, but highly recommended

PRE-BID MEETING LINK/LOCATION

STLC Medical Examiner’s Office

6059 N Hanley Rd, St. Louis, MO 63134

DEADLINE FOR QUESTIONS & COMMENTS 08/18/2026 at 2:00 p.m. Prevailing Central Time

BID DUE DATE AND TIME 08/25/2026 at 2:00 p.m. Prevailing Central Time

CONTRACT

EXPECTED PERFORMANCE PERIOD 60 Days from “Notice to Proceed”

REQUIRED BONDS

Performance and Payment Bonds, each for 100% of bid amount.

TYPE OF PRICING Firm Fixed Price

DESIGNATED POINT OF CONTACT

LINDA PORTELL lportell@stlouiscountymo.gov

Direct all communication from a bidder or a bidder’s representative relating to this solicitation to the designated Point of Contact above. Submit bids via the County’s online portal. Paper, faxed, emailed, or hand-written bids will not be considered. Bidders can register at the Vendor Self Service website, at https://stlouiscountymovendors.munisselfservice.com.

Plans may be found in the County’s Plan Room https://www.stlouiscoplans.com/ at Cross Rhodes.com.

Bid openings are virtual and can be seen here:

Click here to Join Meeting ID: 237 992 395 167 Passcode: 3jg3eK3x

Dial in by phone +1 872-256-4170 Click here to find a local number Phone conference ID: 636 115 662# https://stlouiscountymovendors.munisselfservice.com/ https://www.stlouiscoplans.com/ https://teams.microsoft.com/l/meetup-join/19%3ameeting_N2Y4OGNjNWItYWFiMi00ZDhlLTg1ODQtZTRiMDgzMjYyZTU1%40thread.v2/0?context=%7b%22Tid%22%3a%225102876d-b686-4f35-9dca-09ae7168aa1a%22%2c%22Oid%22%3a%22d0c220d2-0c9f-44e3-bcfe-f28a362e83db%22%7d https://dialin.teams.microsoft.com/3a0fad64-9d76-4fc0-b9b2-18c256342097?id=636115662

TABLE OF CONTENTS

SECTION 1 - INSTRUCTIONS TO BIDDERS

1.1 Time

1.2 Questions and Comments

1.3 Request for Substitutions of Equipment, Materials, Articles, or Processes

1.4 Revisions to the Solicitation

1.5 Communication

1.6 Pre-Bid Conference and Site Visits

1.7 Prohibited Prior Work

1.8 Submission and Opening of Bids

1.9 No Commitment

1.10 Sales Taxes

1.11 Bid Pricing

1.12 Allowances

1.13 Amendments

1.14 Modification or Withdrawal of Bids

1.15 Mistakes in Bids

1.16 Electronic Signature

1.17 Apprenticeship Programs

1.18 Missouri Prevailing Wage Law

1.19 Bid Validity Period

1.20 Acceptance and Award

1.21 Determination of Responsiveness

1.22 Determination of Responsibility

1.23 Forms Required

1.24 Post Award Requirements

SECTION 2 - PROTESTS

2.1 Protest Eligibility

2.2 Protest Deadlines

2.3 Protest Contents

SECTION 3 - BIDDERS REPRESENTATIONS AND CERTIFICATIONS

SECTION 4 - GENERAL TERMS AND CONDITIONS

4.1 Conflicts of Interest

4.2 Estimated Quantities

4.3 Contingent Fee

4.4 Non-Discrimination in Employment

4.5 No Agency

4.6 No Assignment

4.7 Independent Contractor

4.8 Subcontracts

4.9 Licenses

4.10 Compliance with False Claims Act

4.11 Notices

4.12 Ownership of Deliverables

4.13 Insurance Requirements

4.14 Indemnification

4.15 Records and Audits

4.16 ADA Requirements

4.17 Data Privacy and Security Requirements

4.18 Deliveries

4.19 Warranty

4.20 Acceptance and Approval

4.21 Release Void

4.22 Bonds

4.23 Invoices; Reporting and Documentation

4.24 Payment

4.25 Termination

4.26 Liquidated Damages

4.27 Change Orders

4.28 Disentanglement

4.29 Applicable Laws

4.30 No Waiver

4.31 Force Majeure

4.32 Order of Precedence:

4.33 Governing Law

SECTION 5 - SCOPE OF WORK

5.1 Overview

5.2 Tasks and responsibilities of contractor

5.3 Commencement of Work

5.4 Performance of Work

5.5 Safety and Cleanliness

SECTION 6 - MINIMUM QUALIFICATIONS

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SECTION 1 - INSTRUCTIONS TO BIDDERS

1.1 Time

Time, when stated in days, includes Saturdays, Sundays, and holidays unless otherwise specified. All times referenced are Prevailing Central Time unless otherwise noted.

1.2 Questions and Comments

1.2.1 Submit all questions, comments, exceptions, and suggestions to the Designated Point of Contact by the Deadline for Questions and Comments. Questions and comments received after the deadline may not be acknowledged.

1.2.2 If taking exceptions to any portion of this solicitation, submit the exceptions in writing to the Designated Point of Contact by the Deadline for Questions and Comments. Identify specific sections and paragraph numbers to which exceptions are taken. If requesting changes to language, identify specific words or phrases to be changed and provide new requested language. If the County agrees to the changes, the solicitation will be revised and an amendment will be posted.

1.2.3 Failure to take exceptions prior to the deadline stated or as directed will be deemed a waiver of any objection. Bids that are conditional or include exceptions may be considered non-responsive and will be rejected.

1.2.4 Requests for complete replacement of the County’s Standard Agreement terms will not be granted.

1.3 Request for Substitutions of Equipment, Materials, Articles, or Processes

1.3.1 Unless otherwise specifically provided in the solicitation, reference to any equipment, material, article or processes, by trade name, make or catalog number, is to be regarded as establishing a standard of quality and not construed as limiting competition.

1.3.2 Requests for substitutions of specified items must be received by the County, in writing, by the Deadline for Questions or Comments. With the request, include, at no cost to the County, all necessary and related information, samples, and data required for the County, in its sole judgement, to make a determination as to the comparative quality and suitability of any alternatives. If a substitution is allowed, the County will issue an amendment to the solicitation. The County’s decision will be final.

1.4 Revisions to the Solicitation

The County may cancel, revise, or reissue this solicitation, in whole or in part, for any reason. Revisions will be posted as an amendment on the Vendor Self Service (VSS) site.

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No other revision of this solicitation will be valid. Bidders are responsible for ensuring that they have received all amendments prior to submitting bids.

1.5 Communication

1.5.1 County solicitations, once published, are under a "Cone of Silence”. Violation by a bidder or bidder’s representative may result in rejection of the bid and may result in a bidder being found non-responsible, barred from participating in this or future procurements, and becoming subject to other legal penalties.

1.5.2 Other than the Designated Point of Contact, no bidder or person acting on behalf of a prospective bidder may communicate with or discuss any matter relating to the solicitation with any officer, agent, or employee of the County except the specific types of communication defined in Section 107.401 SLCRO.

1.6 Pre-Bid Conference and Site Visits

1.6.1 If a pre-bid conference is scheduled and accommodations under the Americans Disabilities Act (ADA) are required, prospective bidders must submit a request for such accommodations to the Designated Point of Contact in advance.

1.6.2 Answers to questions raised prior to and at the pre-bid conference will be posted as an amendment on the Vendor Self Service site.

1.6.3 If the pre-bid meeting is mandatory, bidders who did not attend the pre-bid meeting will be disqualified.

1.6.4 If a site visit is possible, visit the work site to review existing conditions, and in the bid include the cost of all items to be included in the contract. No plea of ignorance concerning observable existing conditions or difficulties will be accepted as an excuse for any failure to fulfill the requirements of the contract, nor accepted as a basis for any claims for extra compensation. The County assumes no responsibility for any conclusions or interpretations made by bidders on the basis of the information made available by the County or observable conditions. This will not prevent adjustments for unforeseen circumstances not within the contemplation of the County and the bidder at the time of contract execution.

1.7 Prohibited Prior Work

1.7.1 No person or entity may submit a bid in response to this solicitation if that person or entity has:

A. Assisted the County in drafting specifications or requirements for this procurement, or

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B. Had access and exposure to information pertinent to this procurement that is unavailable to other bidders.

1.7.2 Bidders that received assistance from any such person or entity or who will use the person or entity in performing the requested services will be disqualified.

1.7.3 The prohibition does not apply to general, non-specific advice or information offered to or requested by the County to aid in developing the solicitation, or to comments made subsequent to publication of the solicitation.

1.8 Submission and Opening of Bids

1.8.1 Allow time for all documents to be uploaded. Failure to complete and upload may result in rejection of a bid.

1.8.2 The Director of Procurement may accept or reject any bids and may waive any irregularities in the bids if the waiver does not substantially change the offer or provide a competitive advantage to any bidder.

1.8.3 Bids must be submitted electronically through the County’s designated online bidding system. Bids submitted by email, paper, fax, or hand delivery will not be accepted except in the limited circumstance of an emergency exception due to a verified system outage of the County’s online bidding system. The Director of Procurement in such cases may authorize an alternative submission method for that specific event.

1.8.4 Bids must be signed by a legally authorized representative of the submitting firm.

1.8.5 All bids and materials submitted with bids become the property of the County.

The County is subject to the Missouri Sunshine Law (RSMO Chapter 610). Bid contents, with select exceptions, become public records open to inspection by interested parties after a contract is executed or all bids are rejected.

1.8.6 Failure to comply with the requirements of this IFB or evidence of unfair bid practices is cause for rejection of the bid.

1.9 No Commitment

This solicitation does not commit the County to make an award, nor will the County pay any costs incurred by preparing and submitting bids, or in making necessary studies for the preparation of bids. The County may reject all bids and cancel this solicitation.

1.10 Sales Taxes

The County is exempt from Missouri sales and use tax and will provide an exemption certificate to the awarded bidder. Do not include sales tax in bid prices. The tax exemption will apply to a prime contractor, subcontractors, and suppliers for materials

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and supplies incorporated or consumed during a construction project. Compliance with these tax savings procedures is compulsory.

1.11 Bid Pricing

Submit prices for identified items using the Vendor Self Service Portal. A Bid Form is included in this IFB, a copy of the Bid Form may be submitted with bids, but the official bid prices will be those entered in the Vendor Self Service portal.

1.12 Allowances

In the base bid price, include Allowances as listed below. The Bidder must include all required overhead, profit, and fees for Allowances within their Bid. Overhead and profit and fees shall be calculated on top of the stated Allowance Amounts not within the stated Allowances Amounts. Contractor's costs for products, delivery, unloading, handling, installation, labor, insurance, payroll, taxes, bonding, equipment rental, and other expenses must be included in any written request authorizing expenditure of funds from the Allowance. At closeout of Contract, funds remaining in an Allowance will be credited to County by Change Order.

1.12.1 Requirements

A. Allowances may be used only at the discretion of the County.

B. Allowances may not be used to address the effects of weather conditions.

C. Allowances may not be used to address work that becomes necessary only due to the Contractor’s errors or means and methods of carrying out the Work.

D. Allowances are to be used only with prior written County agreement for the Work originally intended. The Contractor cannot use funds from one allowance for another purpose on Project.

1.12.2 Allowance(s) in this Contract

A. 5% Unknown Conditions Allowance i This Allowance is for unknown conditions or unforeseen circumstances

1.13 Amendments

Changes to the specifications or requirements will be posted on the Vendor Self Service site as an amendment. Bidders are responsible for compliance with all changes, modifications, or requirements put out through amendment. The County will not be responsible for failure to check the VSS prior to submission of a bid.

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1.14 Modification or Withdrawal of Bids

1.14.1 Bids may be withdrawn or replaced at any time without penalty and may be resubmitted prior to the Due Date and Time. Revisions and modifications to bids may be made by withdrawing the bid and submitting a new bid. To avoid confusion, notify the Designated Point of Contact of the replacement.

1.14.2 After the Due Date and Time, bids may not be modified unless clarification is requested by the County.

1.15 Mistakes in Bids

1.15.1 If there is an obvious disparity between the unit prices or lump sum of bids, the County may contact the bidders to validate the bid. This does not relieve a bidder from the responsibility for the submission of a correct bid and no change to the price may be made. If the bidder can provide convincing evidence that the bid was a mistake, the Director of Procurement may determine if the bid for that item or items may be withdrawn without penalty.

1.15.2 Bidders have two business days after the unofficial bid tabulation is posted on the County’s website to notify the Director of Procurement, in writing, of any alleged mistakes in bids. The communication must include convincing evidence that supports the existence of the mistake.

1.15.3 If the basis of award is “all or nothing”, then the entire bid may be forfeited. If the basis of award is “line by line”, the bidder’s other line-item prices may be considered. If the basis of award is “by groups” and the mistake is part of any group or line items, the entire group will not be considered for award.

1.16 Electronic Signature

By submitting a bid or quote electronically, the bidder acknowledges and warrants that it has made a legal offer, is bound by all responsibilities of a legal offer, is subject to penalties for failing to be bound by a legal offer exactly as if the bid or quote had been physically signed and that the person whose signature is electronically affixed is authorized to sign and submit the bid or quote.

1.17 Apprenticeship Programs

For construction projects of $75,000 or more the successful Contractor (and its subcontractors performing work on the project) shall participate in, or maintain affiliation with, a United States Department of Labor (USDOL) registered apprenticeship program(s) that complies with all applicable federal regulations including 29 CFR Part 29.

The Contractor shall provide evidence of such participation or affiliation prior to the issuance of a notice to proceed, or as otherwise directed by the County. Failure to demonstrate compliance may result in the Contractor being required to submit a

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corrective action plan acceptable to the County, or may represent a material breach of the contract.

1.18 Missouri Prevailing Wage Law

This section only applies for projects that are $75,000 or greater (aggregate total).

The Contractor and subcontractors on this project are required to pay the appropriate state prevailing hourly wage rate for any craft or type of worker required to perform the work. (107.580 SCLRO)

1.18.1 Wage Rate Compliance

Wage Rate Compliance Checks will be performed on active projects when applicable. Compliance consists of two major items: reviewing certified payroll reports and wage rate interviews. (107.625 SCLRO)

1.18.2 LCPtracker

A. The County’s prevailing wage program utilizes LCPtracker, a paperless, online system for entering Certified Payroll Reports. LCPtracker’s cloud-based system allows the Contractor to submit Certified Payroll Reports and related labor compliance documentation online, allowing them to be completely paper-free. (107.645 SCLRO)

B. LCPtracker allows for contractor errors to be drastically reduced while ensuring that all necessary data is provided. Potential misclassifications or pay violations may be flagged to the contractor preemptively, allowing the contractor the opportunity to review the submittal for proper compliance prior to final submittal. Each Contractor is responsible for the compliance of all its Subcontractors.

C. If unfamiliar with LCPtracker, then it is advised that the Contractor begin by taking the appropriate On-Demand video training courses.

1.18.3 Wages to be Posted

A legible list of all prevailing wage rates, and how to report alleged violations, must remain posted in a prominent and easily accessible place at the worksite by the Contractor on the project. The notice is required to be posted the entire time that any worker is employed on the job. (107.645 SCLRO)

1.18.4 Affidavits of Compliance

A. A completed Affidavit of Compliance with 107.130 is required from all bidders at the time of bid submission.

B. At the completion of the project, a completed Affidavit of Compliance with Prevailing Wage (form PW4) stating that the Contractor and each of

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its Subcontractors has fully complied with the provisions and requirements of the Missouri Prevailing Wage Law, is required from all contractors and subcontractors before the County makes final payment.

(107.645 SCLRO).

1.18.5 Applicable for contracts that exceed $250,000.

Each Contractor and Subcontractor will have its name, and acceptable abbreviation or recognizable logo, and the name of the city and state of the Contractor’s or Subcontractor’s principal mailing address on each motor vehicle and motorized self-propelled piece of equipment. (107.615 SCLRO).

1.19 Bid Validity Period

Once bids are open, a bid is considered a valid offer that may not be withdrawn for 120 calendar days. If the bid is accepted within 120 calendar days from the date of bid opening, the bidder agrees to undertake the Work for the prices quoted and within the time specified in the Invitation for Bids or as may otherwise be agreed.

1.20 Acceptance and Award

1.20.1 Award, if made, will be to the responsive, responsible bidder offering the lowest price or prices.

1.20.2 After receipt and review of bids, an unofficial tabulation will be posted on the County website. Posting of the tabulation does not constitute an award. The County will issue a Purchase Order or contract to the successful bidder.

1.21 Determination of Responsiveness

1.21.1 Each bid will be reviewed for compliance with the instructions in this solicitation.

The County may waive minor informalities or irregularities that do not alter the material terms of the bid or prejudice the competitive process.

1.21.2 Failure to conform to any revisions in instructions or specifications may render a bid non-responsive.

1.21.3 If a bid is found non‑responsive, the County will notify the bidder, and the bid will receive no further consideration.

1.22 Determination of Responsibility

Prior to awarding a contract, the County will make a determination of a bidder's responsibility based on information submitted with the bid, information submitted upon County request, information resulting from the County’s inquiry of bidder's references and investigations into the bidder’s background, and the County’s own knowledge of the

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bidder. The County may consider matters such as the bidder’s integrity, compliance with public policy, record of past performance, and financial and technical resources. Bidders determined to be non-responsible and who cannot be made to be responsible within timelines set by the County will not be considered further.

1.23 Forms Required

1.23.1 Forms required at time of bid submittal for all bids:

A. Bid Form (Attached)

B. Any other document required by the IFB to determine the bid price, scope, or its binding offer.

1.23.2 Forms Requested at time of bid submittal

The following documents are requested to be submitted with the bid. However, the County may, at its sole discretion, allow a bidder to submit or correct these documents after bid opening, within a timeframe specified by the County. Failure to submit these items at bid opening will not automatically render the bid non‑responsive unless the bidder fails to cure when requested.

A. Vendor Information Form (Attached)

B. Vendor Background Information and References Form (Attached)

C. Copy of Missouri Secretary of State Registration showing good standing

1.24 Post Award Requirements

1.24.1 Forms

A. Insurance certificates if not already provided

B. Bonds and Bond Letters

Prior to contract execution, letters from a bonding company stating that it will bond the project for the amount of the bid will be required of the Contractor. Bonds will be required after the contract is fully executed. The purchase order may not be released until all applicable bonds are received.

1.24.2 Disclosures

If applicable or if requested by the County prior to commencing work, the selected bidder must:

A. Disclose all pending litigation and tax liens.

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B. Disclose all criminal charges where the company and/or officers, and/or owners of over 10% of the company are defendants regarding the charges.

C. Provide financial statements for the past three fiscal years, if requested by the County.

D. Provide samples, drawings, illustrations, and related items.

1.24.3 E-Verify

Bidders who receive awards for services in excess of $5,000.00 must comply with §285.530(2) R.S.Mo. Information on the E-Verify program can be found at www.e-verify.gov Acceptable documents to show enrollment and participation consist of the following two pages of the E-Verify Memorandum of Understanding (MOU):

• Valid, completed copy of the first page identifying the employer

• Valid, completed copy of the signature page signed by the employer and the Department of Homeland Security – Verification Division

1.24.4 Verification of compliance with the Construction Safety Training Act, Section

292.675 RSMo.

SECTION 2 - PROTESTS

Protests that do not comply with the protest procedures outlined below will be rejected.

2.1 Protest Eligibility

2.1.1 Protests or objections may be filed regarding the procurement process, solicitation or amendment content, or intent to award.

2.1.2 The County will review only protests submitted by actual or prospective bidders.

Protests by others will be rejected.

2.2 Protest Deadlines

2.2.1 Protests must be filed, with all supporting materials, by 5:00 p.m. on the deadlines below. Failure to meet the deadline constitutes a waiver of the protest.

Supplemental materials submitted after the deadline will not be considered unless the County determines that extenuating circumstances exist.

2.2.2 For protests relating to the content of the solicitation or any amendment, file within five business days after the County releases the solicitation or amendment.

http://www.e-verify.gov/ http://www.e-verify.gov/

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2.2.3 For protests relating to determinations of non‑responsiveness or non‑responsibility, file within five business days after the County issues such notice.

2.2.4 For protests relating to the Notice of Intent to Award, file within five business days after the County issues the Notice of Intent to Award.

2.2.5 The date of filing is the date the County receives the protest, unless received after 5:00 p.m., or on a non-business Day, in which case the date of filing will be the next Business Day.

2.3 Protest Contents

Submit protests in writing to the Director of Procurement. Include all of the following in the letter of protest:

2.3.1 Submit protests in writing to the Director of Procurement, via the Designated Point of Contact.

2.3.2 Detailed grounds for the protest, supported by relevant documents, evidence, or other pertinent information; and

2.3.3 The specific law, rule, regulation, or policy allegedly violated; and

2.3.4 Identification of proprietary and confidential material, indicated by stating on the front page of the protest document that proprietary material is included (if applicable); and identifying the alleged proprietary information wherever it appears within the protest documents.

2.3.5 Public Availability - Protest documents are public records and will be released unless withholding is required by law. A protester may not designate an entire protest, or a majority of it, as proprietary or confidential; any such designation will result in the entire protest being treated as non-confidential.

SECTION 3 - BIDDERS REPRESENTATIONS AND CERTIFICATIONS

By submitting a bid, the bidder certifies that it:

• Has examined and is familiar with all of the provisions of the solicitation and all plans, specifications, and incorporated references, including any amendments; and

• Will perform in conformance with the requirements and conditions of the solicitation, providing all necessary labor, machinery, tools, and equipment to do all the work and furnish all the materials specified, in the manner and times prescribed and according to the requirements set forth in the final contract or any modifications to it;

• Has based bid prices only upon the required services, materials, and systems and prices are not subject to contingence, reservation, or exception;

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• Has arrived at the bid prices independently, and has made no attempt to induce any other person or firm to submit or not to submit or to adjust a bid or proposal for the purpose of restricting competition;

• Has not employed or retained any person other than a full-time bona fide employee working solely for the bidder to solicit or secure this contract.

• Is current with all County taxes, if applicable;

• Has all required licenses and has verified that all subcontractors, regardless of tier, have all licenses that may be required for their portions of the work;

• Possesses the tools and equipment necessary to safely perform the work;

• Has not made a campaign contribution to a candidate for elective office authorized by the St. Louis County Charter (County Executive, County Councilmember, County Prosecutor, or County Assessor) within 90 days of issuance of this solicitation (“prohibited contribution”); and will not make a prohibited contribution within 90 days after award of the contract from this solicitation;

• Is not currently engaged in, and will not, for the duration of the contract with St. Louis County, engage in a “Boycott of the State of Israel” (as defined in Section 34.600 RSMo) in regards to:

• Goods or services from the State of Israel;

• Companies doing business in, or with, the State of Israel;

• Companies authorized by, licensed by, or organized under the laws of the State of Israel; or,

• Persons or entities doing business in the State of Israel;

• Will comply with all applicable laws, ordinances, rules and regulations governing the conduct of business in St. Louis County and the State of Missouri;

• Is not debarred, suspended, or otherwise excluded from, or ineligible for participation in, federal, state, or County programs or activities.

SECTION 4 - GENERAL TERMS AND CONDITIONS

The following terms and conditions will apply to any contract resulting from this solicitation.

4.1 Conflicts of Interest

4.1.1 Contractors and subcontractors are eligible for contracts with the County only if, at the time a solicitation is released, are not, and will not, during the performance of the required services, participate in any other similar work

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involving a third-party with interests in conflict or likely to be in conflict with the County’s interests.

4.1.2 No individual or entity or an agent of an individual or entity currently doing business with or planning to seek contract awards from the County may offer gifts to County officers, employees, or agents. County officers, employees, and their agents may not solicit or accept gifts, gratuities, favors, or anything of monetary value from any individual or entity with a current or potential agreement of any kind with the County, or parties to sub-agreements. This includes all gifts, gratuities, favors, entertainment, loans, and such items as liquor, lodging, travel, food, and tickets to public functions such as sports events, theaters, etc. Any party offering gifts in contravention of these requirements may be found non-responsible and barred from entering new contracts with the County by the Director of Procurement, may have current contracts terminated, and may be subject to further legal action.

4.1.3 Contractors may not employ as a director, officer, employee, agent, or sub-contractor any elected or appointed official of the County or any member of his/her immediate family nor may an offer of future employment be conditioned on the favorable treatment of an offer or the award of a contract or contract change.

4.1.4 Throughout the duration of the contract, the contractor agrees to disclose any pending or active investigations or litigation that may affect the ability of the contractor to carry out the project.

4.2 Estimated Quantities

If the solicitation results in an indefinite quantity or requirements contract, the actual amount of goods and services requested by the County may be less than the maximum value of the contract and there is no guarantee, either expressed or implied, as to the actual quantity of goods and services that will be authorized under the contract.

4.3 Contingent Fee

Contractor warrants that no agreement has been made with any person or agency to solicit or secure this contract upon an understanding for a gratuity, percentage, brokerage or contingent fee in any form to any person excepting bona fide employees of bidder or bona fide established commercial or sales agencies. For breach of this warranty, County may terminate the contract and will be entitled to pursue the same remedies against the contractor as it could pursue in the event of a material breach of this contract. As a penalty in addition to any other damages to which it may be entitled to by law, the County may recover exemplary damages in an amount to be determined by the County. The County’s rights and remedies under this paragraph are not exclusive and are in addition to any other rights or remedies provided by law.

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4.4 Non-Discrimination in Employment

Contractor may not discriminate against any employee or applicant for employment because of actual or perceived race, creed, color, gender, sex, sexual orientation, gender, gender identity, gender expression, political affiliation, religion, national, ethnic, or cultural origin, age, marital status, or disability. The contractor will ensure that applicants and employees are treated during their employment without regard to actual or perceived race, creed, color, gender, sex, sexual orientation, gender, gender identity, gender expression, political affiliation, religion, national, ethnic, or cultural origin, age, marital status, or disability. Such action includes employment upgrading, demotion or transfer, rates of pay or other forms of compensation, and selection for training including apprenticeship. Contractor shall not discriminate against any employee or applicant for employment because of hairstyle, protective hair, or natural or cultural hair texture or style, unless based upon demonstrable workplace safety concerns directly related to duties and responsibilities of the employment position. In the event of noncompliance with the provisions of this paragraph, the contract may be terminated or suspended in whole or in part and the contractor may be declared ineligible for further County contracts for a period to be determined by the Director of Procurement.

4.5 No Agency

Except as the County may specify in writing, the contractor has no authority, express or implied, to act on behalf of the County in any capacity whatsoever, as an agent or otherwise, or to bind the County or its members, agents, or employees to any obligation whatsoever, unless expressly provided in this contract.

4.6 No Assignment

No portion of this contract or any rights or interest in it, nor any claim arising under it, may be assigned by the contractor without the County’s prior written approval. Requests for assignment must be directed to the Director of Procurement. Requests must be in writing and received by the Director at least thirty days prior to the proposed date of assignment. All assignments must require that the assignee will comply with all terms, conditions and provisions of the contract between the contractor and County. Claims for money due to contractor from the County under this contract may be assigned to a bank, trust company, or other financial institution without prior County approval but will not be honored until such assignment or transfer is furnished to the County in writing.

4.7 Independent Contractor

The relationship of the contractor to the County will be that of independent contractor and no principal agent or employer-employee relationship will be created by the contract. Contractor retains full control of all hiring, compensation, and discharge of its employees and is fully responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding tax, and all other laws and regulations governing such matters.

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4.8 Subcontracts

Subcontractors may not perform work under this contract without prior written County approval. Regardless of any such approval, the contractor is responsible for all performance, whether self-performed or performed by a subcontractor, and is fully responsible for the acts, errors, or omissions of a subcontractor and persons employed by a subcontractor. Nothing in this contract or in any subcontract will create any contractual relationship between any subcontractor and the County.

The Contractor shall ensure that every subcontractor, subconsultant, and supplier performing work or providing goods or services under this Contract is bound in writing to comply with all obligations, representations, certifications, standards, and requirements applicable to the Contractor under this Contract, to the extent such obligations relate to the work performed by the subcontractor. These include, but are not limited to:

• data privacy and security requirements;

• ADA and WCAG 2.1 accessibility requirements;

• insurance requirements applicable to subcontractors;

• conflict‑of‑interest, debarment, and suspension requirements;

• confidentiality and non‑disclosure obligations; and

• any federal, state, or local statutory or regulatory requirements incorporated into this Contract.

The Contractor shall be fully responsible for ensuring subcontractor compliance and shall be liable for all acts, omissions, or non‑performance of any subcontractor or supplier as if they were the acts or omissions of the Contractor. Upon request, the Contractor shall provide the County with copies of executed subcontract agreements or relevant flow‑down provisions demonstrating compliance with this Section.

The County reserves the right to require the removal or replacement of any subcontractor or supplier that fails to comply with these flow‑down requirements or that the County determines, in its sole discretion, poses a performance, legal, safety, or security risk.

4.9 Licenses

All required and applicable licenses of contractor must remain current during the term of the contract.

4.10 Compliance with False Claims Act

Contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the contractor’s actions pertaining to this contract.

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4.11 Notices

Notice will be deemed received when sent via email, or if a physical copy, when received by the addressee or in the office of the addressee, when personally delivered, or when the delivery is refused, as shown on the receipt by the party making the delivery. Notices received after 5:00 p.m. will be deemed received on the first business day following delivery.

4.12 Ownership of Deliverables

Any work product prepared or developed for the County pursuant to this contract, including all calculations, notes, photos, recordings, samples, estimates, and field notes, and all property rights to such work products, including intellectual property rights such as copyrights or patents that arise from creation of deliverables or other work products required by this contract to be developed specifically for the County, will be the property of the County and contractor relinquishes all claims to such property. Alternatively, the County will receive a non-exclusive, permanent, cost-free license to the work products.

4.13 Insurance Requirements

The following insurance coverage must be maintained for the duration of the contract until the completion of such services hereunder. The County must be listed as a certificate holder and named as an additional insured on all policies except for Workers Compensation and Professional Liability (Errors and Omissions) policies. Cancellation provisions within any coverage shall be in accordance with Missouri Cancellation and Nonrenewal provisions. Contractor shall notify the County at least sixty days in advance of any material change, cancellation, or non-renewal. Failure to maintain insurance will be considered a material breach.

4.13.1 Commercial General Liability (CGL) Insurance

Commercial General Liability Insurance (“CGL”) and, if necessary, commercial general umbrella insurance with a limit of no less than $3,000,000 per occurrence.

The contractor shall provide the County with a certificate of insurance and additional insured endorsement on the combination of ISO forms CG 20 10 10 01 and CG 20 37 10 01 (or substitute forms providing equivalent coverage) naming the County as Additional Insured thereunder. The CGL policy must provide primary and non-contributory coverage that is equivalent to the terms of ISO Form CG 20 01 12 19, Primary and Noncontributory. The policy shall provide bodily injury (including death), property damage, premises operations, independent contractors, products and completed operations, personal and advertising injury, and liability as a result of the contractor’s negligence involving any equipment or service provided under the terms and conditions, requirements and specifications under the contract. If any exceptions or exclusions have been made to the standard CGL Policy, the exceptions and exclusions must be specifically listed and identified in the Descriptions of

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Operations section of the Certificate of Insurance and must be submitted to the County for approval.

4.13.2 Business Automobile Liability

Standard ISO version Business Automobile Liability coverage form, or its equivalent, providing coverage for all owned, non-owned, and hired automobiles with a limit of no less than $1,000,000 per accident for bodily injury and property damage claims that may arise as a result of operations under this contract. The County will be listed as a certificate holder.

4.13.3 Workers’ Compensation:

Workers’ Compensation Insurance with statutory limits and Employer Liability Insurance with a limit of no less than $500,000 for the duration of the contract, as required by law. If the contractor is not required to maintain Workers’ Compensation Insurance and elects not to maintain Workers’ Compensation Insurance, the contractor must provide a minimum of $2,000,000 per occurrence limit for Commercial General Liability.

4.13.4 Cancellation

Cancellation provisions within any coverage shall be in accordance with Missouri Cancellation and Nonrenewal provisions. The contractor must notify the County at least sixty days in advance of any material change, cancellation, or non-renewal. Failure to maintain insurance will be considered a material breach.

4.13.5 Certificate of Insurance (COI):

St. Louis County shall be endorsed under the policy as an additional insured.

Nothing in this endorsement shall serve to operate as a waiver of St. Louis County’s Sovereign Immunity or broaden the liability of St. Louis County beyond the provisions of Sections 537.600 to 537.610 of the Revised Statutes of Missouri. To extent court holds otherwise, vendor will indemnify and hold harmless the County its elected and appointed officials, employees, agents, and volunteers from and against all claims, damages, losses, liabilities, and expense, to the fullest extent permitted by law, including attorneys’ fees, for injuries to persons or damage to property occasioned by any acts or omissions of contractor, its subcontractors, agents, independent contractors or employees, and for any breach of the covenants, representations, certifications, and warranties made by contractor in connection with this contract. This section regarding indemnification applies to all liability, regardless of any applicable insurance policies. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the contractor. This section of the contract will survive in perpetuity.

The Certificate Holder address shall read:

St. Louis County

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Attn: Procurement 41 South Central Avenue, 8th Floor Clayton, Missouri 63105

4.14 Indemnification

The Contractor agrees to indemnify, defend, and hold harmless the County, its elected and appointed officials, employees, agents, and volunteers from and against all claims, damages, losses, liabilities, and expense, to the fullest extent permitted by law, including attorneys’ fees, for injuries to persons or damage to property occasioned by any acts or omissions of Contractor, its subcontractors, agents, independent contractors or employees, and for any breach of the covenants, representations, certifications, and warranties made by Contractor in connection with this contract. This section regarding indemnification applies to all liability, regardless of any applicable insurance policies. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. This section of the contract will survive in perpetuity.

4.15 Records and Audits

4.15.1 Contractor will generate and maintain, in accordance with appropriate accounting practices and procedures, book, records, ledgers, receipts, accounts, back-up documents, and all other information related to performance under the contract, including personnel and property records, adequate to identify and account for all costs pertaining to the Contract, and to make all such records available for inspection by the County or any other authorized government entity upon the County’s request.

4.15.2 Contractor will maintain all such records on a generally accepted accounting basis for three years after final payment by County has been made and all actions pertaining to the contract have been settled and completed. Contractor will be responsible for all costs incurred by the County or any government agency in obtaining the requested information if records are not kept and available as required.

4.16 ADA Requirements

The County provides access to its digital services and content in compliance with applicable laws and accessibility standards. Accordingly, Contractor shall comply with the requirements outlined herein to meet or exceed the accessibility requirements outlined below.

4.16.1 Accessibility Standards and Legal Requirements – All information and communication technology provided to the County, including but not limited to websites, software, mobile applications, digital documents, and multimedia content, must comply with the Web Content Accessibility Guidelines Version 2.1

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Level A, AA of Title II of the Americans with Disabilities Act (ADA Title II 42 U.S.C.

§ 12134); (“WCAG 2.1”).

4.16.2 Deadline for Accessibility Compliance – August 1, 2026. The Contractor acknowledges that full compliance with WCAG 2.1 by this date is a material requirement of the Contract. Failure to meet this requirement may result in enforcement of the remedies provided in this Exhibit and under the Contract.

4.16.3 Accessibility Documentation Requirements – By submitting a bid or proposal under this solicitation, Contractor certifies that all information and communication technology delivered under the Contract will conform to WCAG

2.1 Levels A and AA by the required compliance date. Upon request by the County, the Contractor shall provide supporting accessibility documentation, such as a Voluntary Product Accessibility Template (VPAT) or other comparable evidence of conformance. The County may request additional documentation as needed to verify compliance.

4.16.4 Testing and Validation - Contractor agrees to perform annual accessibility audits, including automated and manual testing, to ensure continuous compliance with WCAG 2.1, and provide documentation to the County upon request.

4.16.5 Ongoing Compliance and Maintenance – The Contractor agrees to maintain accessibility compliance for the duration of the Contract and any renewals. The Contractor also agrees to respond to reported accessibility issues within ten (10) business days with a proposed timeline for resolution. The Contractor shall provide a point of contact for reporting and resolving accessibility issues.

4.16.6 Non-Compliance Remedies – The Contractor’s failure to meet accessibility obligations by the compliance deadline of April 24, 2026, or failure to maintain ongoing compliance, may result in withholding of payment until deficiencies are corrected, the rejection of deliverables, termination of the Contract for cause, and/or other remedies available to the County under applicable law.

4.17 Data Privacy and Security Requirements.

4.17.1 If contractor or any employees or agents of the contractor have access to proprietary and confidential materials regulated by federal, state, or local laws and regulations, contractor is responsible for safeguarding any such materials from any disclosure by establishing and maintaining data privacy and security measures and requirements for all information, data, documents, and materials that contractor receives, generates, collects, and maintains in performing the services required. The contractor will be fully liable and agrees to indemnify and defend the County against any action resulting from any disclosure of any confidential or personally identifiable information related to any individual, or confidential information related to the County, if such disclosure is caused by contractor’s employees, agents, or subcontractors. The County reserves the right

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to examine all laptops, flash drives, and other media on persons entering or leaving County property.

4.17.2 Depending on the work undertaken, the County may require certain contractor staff to be fingerprinted, pass security requirements, and undergo criminal background checks as specified by the County, and may, at its sole discretion, deny access to any individual. If the work requires access to County facilities, documents, or materials unavailable to the general public, the County may require execution of a non-disclosure or similar agreement prior to providing access to such areas or materials. The contractor will be required to collect, store, and maintain such signed agreements for all staff.

4.17.3 Contractor may not use for financial gain, disclose, or make other improper use of confidential or otherwise privileged information that is acquired in connection with this contract. This includes personally identifiable information, knowledge of selections of contractors or subcontractors in advance of official announcement by the County, and all other information that is not normally made publicly available or that has not yet been made publicly available by the County.

4.18 Deliveries

The contractor is responsible for the delivery and safekeeping of supplies, materials, and equipment to a job site, and they are to be stored only in the areas designated by the County.

4.19 Warranty

4.19.1 Unless otherwise agreed to in writing by the parties, Contractor warrants that items ordered to specifications will conform to the specifications and to any drawings, sample or other description furnished or adopted by County or, if not ordered to specifications will be fit and sufficient for the purpose intended.

Contractor further warrants that all items will be new, merchantable, of good material and workmanship and free from defect.

4.19.2 Such warranties, together with Contractor’s service warranties and guarantee, if any, shall survive inspection, test, acceptance of and payment for the items and shall run to the County, its successors, assigns and citizens.

4.19.3 Except for latent defects, notice of any defect or nonconformity must be given by the County to the Contractor one year after acceptance. County may, at its option, return for credit or require prompt correction of replacement of the defective or nonconforming items or have the defective items corrected or replaced at the Contractor’s expense. Return to Contractor of any defective or nonconforming articles and delivery to County of any corrected or replaced items shall be at Contractor’s expense.

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4.19.4 Defective or nonconforming items must be corrected or replaced unless otherwise specified on County’s written order. Items required or replaced are subject to the County acceptance and approval in the same manner and to the same extent as items originally delivered under this contract.

4.20 Acceptance and Approval

4.20.1 All…