IFB-2025-036-AT Aerial Herbicide Application Schofield Barracks HI.pdf

IFB-2025-036-AT Aerial Herbicide Application Schofield Barracks HI

Invitation for Bid

IFB-2025-036-AT

AERIAL HERBICIDE APPLICATION SCHOFIELD BARRACKS HI

THIS IS NOT AN ORDER

PROCUREMENT CONTACT:

AMY TAFOYA

amy.tafoya@colostate.edu

(970) 491-8939

DUE DATE AND TIME:

Monday, June 30, 2025

3:00 P.M. Mountain Time

NO. QUANTITY UNIT DESCRIPTION UNIT PRICE EXTENSION

Per solicitation instructions

By signing below, the Offeror affirms acceptance of all terms listed in this IFB. The Offeror shall identify clearly and thoroughly any exceptions to this IFB in section VI.E.

Offeror’s Legal Name:

Printed Name of Authorized Representative:

Signature of Authorized Representative:

Title:

Telephone:

Email:

Date of Signature:

Section I. Summary The Center for Environmental Management of Military Lands (CEMML), a center of excellence within the Warner College of Natural Resources at Colorado State University, is a leading global provider of research and sustainable management of natural and cultural resources on federal lands. CEMML is seeking a qualified contractor to provide aerial application of herbicides at Schofield Barracks, Hawaii. Your response must include how you will handle the scope of work and provide evidence of similar, former aerial spraying applications.

Section II. Specifications/Requirements

A. Brand Specific OR Brand Specific or Equals Schofield Barracks is authorized to use Roundup Promax, due to its short cure time, and will complete required compliance U.S. Army paperwork. Application will be three (3) quarts of Roundup Promax per acre. A water conditioner must be utilized due to hard water.

B. Specifications/Requirements/Performance Requirements

I. Background The Center for Environmental Management of Military Lands (CEMML) is a leading global provider of research and sustainable management of natural and cultural resources on federal lands. As a center of excellence within the Warner College of Natural Resources at Colorado State University, CEMML can access campus resources to deliver cutting-edge solutions to environmental challenges. Our on-campus staff includes a full range of environmental and compliance professionals, and we have technical staff embedded at military installations across the United States, including Hawaii and Alaska, and Germany.

II. Scope of Work/Requirements The Center for Environmental Management of Military Lands (CEMML) Schofield Barracks Vegetation Management Program requires contracting for the aerial application of herbicides at Schofield Barracks, Hawaii.

Control of encroaching vegetation on the impact area is required by the U.S. Army, Schofield Barracks, HI. The project area contains up to 1,500 acres and is primarily comprised of guinea grass, an invasive species. Because the treatment area is a dudded impact area, aerial herbicide application is required. An impact area is used to contain sensitive high explosive ammunition and explosives and the resulting fragments, debris, and components. Access is limited and strictly controlled due to the extreme hazard of dud ordnance. Due to the nature of the treatment area, helicopter application and not fixed wing has been specified by the Department of the Army civilians requiring the project.

Aircraft will be of the type approved by all Federal and state agencies. All pilots shall be qualified to perform the application and possess all licenses, permits and medical certification required by all federal and state agencies. As this is an active U.S. Army installation, access is limited and operations tightly controlled. Ground crews will access Schofield Barracks through the Visitor Center and present proper identification to obtain the proper permit for entry. Helicopter pilots shall coordinate with Wheeler Army Airfield (WAAF) while operating at Schofield Barracks and must obtain a civilian aircraft landing permit (CALP) to utilize MAF Landing Zone during treatment operations. Forms DD2400 (Civil Aircraft Certificate of Insurance), DD2401 (Landing Permit) and DD2402 (Civilian Aircraft Hold Harmless Agreement) have been attached for CALP application.

Herbicide application contractor and/or their employees shall have the required licenses, experience, and knowledge to properly apply the chemicals on designated lands.

Contractor shall supply CEMML Point of Contact (POC) with a copy of their Hawaii Commercial Applicators license. The contractor or their employee with a Hawaii Commercial Applicator License shall be on-site during operations. Contractor shall have a pre-entry meeting with the CEMML POC, ITAM Coordinator, and Range Operations Officer to review procedures. The chemical prescription must be approved by the Army Environmental Command (AEC) and the Schofield Barracks ITAM Coordinator prior to application. Contractor shall utilize a Global Positioning System (GPS) for tract navigation, sprayed acreage determinations and swath alignment. Contractor shall provide electronic (compatible with ESRI ArcGIS) and hardcopy GPS data and maps of tract boundaries and swath patterns to assess coverage. Contractor will provide a log that contains the amount of product mixed and applied to each target area.

Contractor shall apply chemical in coordination with Range Operations during one week in February, 2026 subject to favorable weather and environmental conditions and U. S. Army training requirements. Should unfavorable weather or training conflicts occur, a backup of one week in March, 2026, will be available. The specified dates are when Range Operations has scheduled the area for maintenance. Application shall cease immediately when wind or atmospheric conditions may result in drift, or if requested by Range Operations due to training or safety concerns. Contractor is responsible for any and all over-sprays or drift off target areas. Application shall cease when rain is imminent within one (1) hour of application. Contractor must immediately correct any problems so that specifications are met.

Schofield Barracks is authorized to use Roundup Promax, due to its short cure time, and will complete required compliance U.S. Army paperwork. Application will be three (3) quarts of Roundup Promax per acre. A water conditioner must be utilized due to hard water.

Contractor shall furnish all equipment to perform the application in a safe and efficient manner. This includes, but is not limited to, vehicles for aircraft maintenance, vehicles for unloading bulk chemicals, and vehicles to transport bulk chemicals. Secondary containment is required for fuel and chemical vehicles while parked on Schofield Barracks.

Applicator is responsible for:

• Procuring their own fresh water for mixing chemicals and cleaning empty containers.

• A water hydrant is available and located at MAF LZ. CEMML has a backflow preventer for

Contractor use. Backflow preventer must be used.

• Transportation of all chemical containers and/or chemicals to application sites and handling and mixing all chemicals.

• Properly disposing of all containers off the installation within 30 days of being emptied.

Disposal method must meet all Federal, State and local laws.

• Properly maintaining equipment and promptly repairing all leaks on aircraft, ground and support equipment.

• Using positive shutoff and minimal drift spray valves and maintaining proper calibration on all spray and mixing equipment.

• Immediately reporting any chemical spills to CEMML POC and/or the Environmental Compliance Officer and complying with State and Federal reporting requirements.

• Not applying chemical to streams, riparian zones, buffer strips and other areas designated by CEMML POC.

• Guaranty 80% coverage and shall assist in submitting any performance claims to product manufacturers.

C. Warranty Information N/A

D. Historical Data

THE ESTIMATES OF PURCHASE AND USAGE INCLUDED IN THIS IFB ARE ESTIMATES

ONLY. PURCHASES UNDER ANY AGREEMENT RESULTING FROM THIS RFP MAY BE MORE

OR LESS THAN THE ESTIMATES PROVIDED IN THIS IFB. COLORADO STATE UNIVERSITY

DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT THE UNIVERSITY WILL

PROCURE ANY PARTICULAR DOLLAR VALUE OR ANY PARTICULAR QUANTITY UNDER

ANY AGREEMENT RESULTING FROM THIS IFB,

E. Timeline.

The period of performance will commence with a fully executed contract with the awarded vendor and ends on April 30, 2026, unless extended by written mutual agreement.

F. Delivery All shipments must be quoted as DAP=Destination/CSU, with freight costs included or clearly specified as a separate cost and divulged at the time of solicitation response. CSU reserves the right to schedule separate a Freight Carrier if the cost is advantageous to the University.

G. Pricing Pricing is to be FIRM for first initial one-year period; Subsequent year (s) price increases will be subject to documented indices such as CPI or PPI. After the initial first year, CSU understands and will consider reasonable price changes based on uncontrollable external factors such as governmental tariffs. Any such price changes must be confirmed with CSU Procurement Services before orders may be placed against this Invitation for Bid.

See Appendix A Cost Spreadsheet.

H. Tax Exempt Colorado State University is a Colorado sales tax exempt entity. A sales tax exemption certificate will be provided to the successful vendor on demand. If your state does not recognize our tax exemption status, then your price will be deemed to already include any and all sales or use taxes imposed.

I. Term of Award The initial term of the contract will be for one year from date of award with the option to renew upon mutual agreement and funding for up to four additional years in one-year increments for a total term of five years.

Section III. Evaluation and Award A. Factors for Consideration Award determination will be to the low, responsive, responsible Bidder who meets or exceeds the qualifications & specifications, as determined solely by Colorado State University.

B. Award Notification Results of this Information for Bid will be posted on Rocky Mountain E-Purchasing System/BidNet. Results will not be given over the phone.

Section IV. Schedule of Activities

Schedule of Activities Timeline All times are Mountain Time

IFB Published Monday, June 9, 2025 Question Submission Deadline Monday, June 23, 2025 Submission Deadline Monday, June 30, 2025, 3:00 PM Award Notification (estimate) Monday, July 21, 2025

A. Inquiries Inquiries must be submitted in writing and directed to amy.tafoya@colostate.edu.

The subject line of all inquiries should read IFB-2025-036-AT Aerial Herbicide Application Schofield Barracks HI.

Vendors who phone in questions will be asked to submit their inquiry in writing.

The Procurement Official listed herein is to be the SOLE point of contact concerning this IFB. Offerors shall not directly contact other personnel regarding matters concerning this IFB or to arrange meetings related to such.

B. Addendum or Supplement In the event it becomes necessary to revise any part of this Information for Bid, an Addendum to this IFB will be published on Rocky Mountain E-Purchasing System. It is the responsibility of Offerors to review all Addendums. Offerors shall not rely on any other https://www.bidnetdirect.com/colorado/colorado-state-university https://www.bidnetdirect.com/colorado/colorado-state-university interpretations, changes, or corrections.

Section V. Administrative Information

A. General Conditions for Invitation for Bid / Information for Bid This solicitation is subject to the Colorado State University General Conditions for Invitation for Bid/Information for Bid.

B. Purchase Order Terms and Conditions A University Purchase Order will be issued to the successful Offeror. The Colorado State University Purchase Order Terms and Conditions for Goods will govern this procurement.

C. Terms and Conditions Information for Bid / Invitation for Bid Multi-Year

Awards This solicitation is subject to the Colorado State University Terms and Conditions Information for Bid / Invitation for Bid for Multi-Year Awards.

D. Offeror Terms and Conditions Proposals with preprinted Offeror terms will not be accepted. Any terms and conditions submitted after the award will be null and void.

E. Group Purchasing Organization / Consortiums Colorado State University is a member of various group purchasing organizations or consortiums such as E&I, Omnia, Vizient, BuyBoard, and others.

F. Cooperative Purchasing Any price agreement from this solicitation may be extended to other cities, counties, institutions of higher education, and school districts or other political subdivisions, providing they are willing to order against the Agreement in accordance with the prices, services and terms and conditions of the Agreement. Extension is limited to the prices, services and terms contained in the University's Agreement, except where applicable, additional terms and conditions may be negotiated with such other entities as agreed to by those parties.

G. Small Business Program The Small Business Program at Colorado State University supports the University’s goals for promoting responsible purchasing. The University encourages vendors to provide for participation of small businesses through subcontracts or other contractual opportunities in connection with the performance of this solicitation.

H. Confidentiality Any restrictions on the disclosure or use of Confidential Information contained within a bid or proposal must be clearly stated in the bid or proposal itself. The Colorado Open Records Act, C.R.S. sec 24-702-201 et seq., applies to all documents submitted in response to this solicitation. The Open Records Act specifically states that the following are considered confidential: “Trade secrets, privileged information, and confidential commercial, financial, geological, or geophysical data.” The Bidder or Offeror must designate documents as

Confidential Information that fall into these categories by clearly and conspicuously marking the documents. Confidential Information shall not include any subsequent contractual terms or pricing that result from the Bidder or Offeror’s submission.

If Confidential Information is submitted, then it must be submitted as a separate file, with the file name clearly and conspicuously marked with: “Confidential Information IFB- 2025-036-AT Aerial Herbicide Application Schofield Barracks HI.” Failure to comply with this requirement shall render all materials received from Offeror as non-confidential after the award.

I. Method of Payment The University’s standard payment terms are N30.

Payment can be expedited as N5 using the Colorado State University AP System, an electronic payment solution using single-use commercial credit card numbers. This program is being used in conjunction with our commercial card provider, JP Morgan Chase.

Since this program uses the commercial credit card network, suppliers must be prepared to accept credit cards and should understand that processing fees are involved.

J. Federal Uniform Guidance This is a federally funded project and subject to compliance with Federal Uniform Guidance under 2 CFR 200.318-326. Awarded contractor(s) may be required to provide cost breakdown information, including labor (hours and hourly rates), materials, overhead, G&A, and profit AND a comparison of how the charges compare to other customers.

K. Accessibility of Information Communication Technology Colorado State University is committed to making our campus accessible by acquiring Information Communication Technology (ICT) in compliance with all applicable provisions of §§24-85-101, et seq., C.R.S., and the Accessibility Standards for Individuals with a Disability, pursuant to Section §24-85-103 (2.5), C.R.S. Supplier shall also comply with all State of Colorado technology standards related to technology accessibility and with Level AA of the most current version of the Web Content Accessibility Guidelines (WCAG), incorporated in the State of Colorado technology standards.

ICT means any and all technology used for the creation, manipulation, storage, display, receipt, or transmission of electronic data and information. Examples include but are not limited to; computers, information kiosks, transaction machines, telecom equipment, office machines (copiers/scanners), software and applications, websites, videos and electronic documents.

L. Insurance Requirements.

A. Aviation Liability Insurance with limits not less than $2 million and maintaining this coverage throughout the duration of a contract.

B. The Contractor shall obtain, and maintain at all times during the Term of this

Contract and any subsequent Renewal Terms or extensions, insurance in the following kinds and amounts:

i. Workers’ Compensation Insurance as required by state statute, and Employer’s Liability Insurance covering all of Contractor’s employees acting within the course and scope of their employment.

ii. Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or equivalent, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows:

a. $1,000,000 each occurrence;

b. $1,000,000 general aggregate;

c. $1,000,000 products and completed operations aggregate; and

d. $50,000 any one fire.

iii. Automobile Liability Insurance covering any auto (including owned, hired and non-owned autos) with a minimum limit as follows:

$1,000,000 each accident combined single limit.

iv. (Only if checked ) Professional Liability Insurance with minimum limits of liability of not less than $1,000,000.

v. (Only if checked ) Crime / Employee Dishonesty Insurance with minimum limits of liability of not less than $1,000,000.

C. If any aggregate limit is reduced below $1,000,000 because of claims made or paid, the Contractor shall immediately obtain additional insurance to restore the full aggregate limit and furnish to the University a certificate or other document satisfactory to the University showing compliance with this provision. Notwithstanding this subsection, if the Contractor is a “public entity” within the meaning of the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-101, et seq., as amended (“CGIA”), the Contractor shall at all times during the Term of this Contract maintain such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the CGIA. Upon request by the University, the Contractor shall show proof of such insurance satisfactory to the University.

D. The Board of Governors of the Colorado State University System acting by and through Colorado State University, a division of the State of Colorado, shall be named as additional insured on the Commercial General Liability and Automobile Liability Insurance policies (leases and construction contracts will require the additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent). The address for the

University on such additional insureds policy shall be: 555 S. Howes St., Fort Collins, CO 80521. Coverage required under the Contract will be primary over any insurance or self-insurance program carried by the State of Colorado.

E. Contractor shall notify University at least forty-five (45) days prior to cancellation or non-renewal of the required insurance coverage.

F. The Contractor will require all insurance policies in any way related to the Contract and secured and maintained by the Contractor to include clauses stating that each carrier will waive all rights of recovery, under subrogation or otherwise, against the State of Colorado, its agencies, institutions, organizations, officers, agents, employees and volunteers.

G. All policies evidencing the insurance coverage required hereunder shall be issued by insurance companies satisfactory to the University.

H. Upon written request, the Contractor shall, within ten (10) days, provide to the University certificates showing insurance coverage required by this Contract. If requested by University, no later than fifteen (15) days prior to the expiration date of any such coverage, the Contractor shall deliver to the University certificates of insurance evidencing renewals thereof. At any time during the Term of this Contract, the University may request in writing, and the Contractor shall thereupon within ten (10) days supply to the University, evidence satisfactory to the University of compliance with the provisions of this section.

Self-insurance programs do not meet the University’s insurance requirements unless the Contractor provides satisfactory evidence of a loss reserve fund of not less than the minimum coverage amount specified herein, plus excess liability coverage as appropriate to the industry, financial statements of the business, and proof of Department of Labor certification of self-insurance program for worker’s compensation. This paragraph shall not apply to political subdivisions or agencies in the State of Colorado with a self-insurance program.

Section VI. Submission Information A. New CSU Vendors.

If you are a new vendor to CSU, or recently had a name change or Tax ID # change, include your W9 and the CSU Vendor Self-Certification form with your solicitation response for accurate payment if awarded.

B. Warranty Information.

N/A

C. Accessibility of Information Communication Technology.

If you are providing Information Communication Technology, provide certification and attestation documentation related to security and accessibility, including the Higher

Education Vulnerability Assessment Tool (HECVAT Lite), version 3.02 or higher, and a current Voluntary Product Accessibility Template (VPAT), referencing WCAG 2.1 standards or higher.

D. Pricing.

Pricing must be held firm for the initial year of award. Subsequent year (s) price increases will be subject to documented indices such as CPI or PPI.

See Appendix A Cost Spreadsheet attached. Vendors must complete the Appendix A Cost Spreadsheet attached and upload into Bidnet. This is a fixed cost contract.

E. Signature Page.

The Offeror must complete and include the COVER PAGE with their response.

F. Exclusions.

The Offeror must include any exclusions to this IFB in this section.

G. Electronic Submission Your written response with complete pricing information must be submitted to Procurement Services via Rocky Mountain E-Purchasing System (RMEPS)/ BidNet by 3:00 P.M. Mountain Time on Monday, June 30, 2025. The file name(s) must include “IFB- 2025-036-AT Aerial Herbicide Application Schofield Barracks HI.”

UNDER NO CIRCUMSTANCES WILL A TELEPHONE, EMAIL, FAX, OR PAPER RESPONSE BE

ACCEPTED.

H. Rocky Mountain E-Purchasing System/BidNet Vendor Guides You can find user guides on How to Register, How to Place your Bid, etc.

https://procurement.colostate.edu/rocky-mountain-e-purchasing-information/ https://procurement.colostate.edu/rocky-mountain-e-purchasing-information/

SAMPLE INDEPENDENT SERVICES CONTRACT

INDEPENDENT SERVICES CONTRACT

This INDEPENDENT SERVICES CONTRACT (“Contract”) is made between The Board of

Governors of the Colorado State University System, acting by and through Colorado State

University, a body corporate and institution of higher education of the State of Colorado, for the use and benefit of Insert Dept Name (hereinafter called the “University”); and Insert Contractor's

Name (hereinafter called “Contractor”), a [Select One] existing under the laws of the state of

Insert State (singularly “Party” and collectively, the “Parties”).

RECITALS

WHEREAS, authority to enter into this Contract arises from C.R.S. §§ 23-30-102, 23-30-120, and 23-31-101, et seq. with funds budgeted, appropriated or otherwise made available, and a sufficient unencumbered balance thereof remains available for payment of this Contract in

University’s fund number _________;

WHEREAS, the University selected Contractor pursuant to [Select One] number [n/a]; and

NOW THEREFORE, in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the Parties agree to all recitals, terms, conditions and provisions contained herein.

AGREEMENT

I. TERM

1) Effective Date. This Contract shall commence on the Effective Date, which shall be the later of the date that it is signed by the University Controller or authorized delegate or Insert Date or N/A. This Contract shall not be effective or enforceable and the University shall not be liable to pay the Contractor for performance hereunder until it is approved and signed by the University Controller or authorized delegate. The Contractor shall not begin work before receiving a fully executed Contract and instructions to proceed.

2) Term. The Term of this Contract shall commence on the Effective Date and shall terminate on Insert

Date or Applicable Timeframe, unless sooner terminated or extended as specified herein.

3) Option to Extend.

By Mutual Agreement: The Parties may, upon mutual written agreement, extend this Contract for an additional term of Insert number of years or months (the “Renewal

Term”).

Automatic Renewal: Upon expiration of the Term this Contract shall automatically renew for Insert number and length of renewal terms.

4) The total duration of this Contract, including any Renewal Term(s), shall not exceed Insert time period--max. 5 years.

II. PURPOSE / SCOPE OF WORK

1) Purpose. The purpose of this Contract is for briefly describe the Contract's purpose.

2) Scope of Work. Contractor shall complete its obligations as described in the Scope of Work attached hereto as Exhibit A on or before the end of the Term or such other date(s) for completion of the Scope of Work or portions of the Scope of Work as may be specified in Exhibit A. Contractor shall procure goods and services necessary to complete the Scope of Work. Such procurement shall be accomplished using the contract funds paid hereunder and shall not increase the maximum amount payable by the University unless specifically authorized herein.

III. PAYMENT TERMS

1) This is a fixed price Contract. Payment for all services performed by Contractor under this

Contract shall be in the fixed sum of $[enter dollar amount] payable upon invoice after satisfactory completion of the work, unless otherwise stated as set forth in Exhibit B, attached hereto.

2) This is not a fixed price Contract. The price is to be determined according to time and materials or other method of calculation as more fully described in Exhibit B, which is attached hereto. The total amount to be paid to Contractor shall not exceed $[enter dollar amount] and the basis for all charges shall be clearly identified on Contractor’s invoice(s). No payment shall be made for services or deliverables except as specified in this Contract unless further agreed and approved in writing.

3) Advance Payments: (Only applicable if checked.) Any advance payments required under this

Contract shall only be allowed if specially authorized by the University Controller or delegate in compliance with the Colorado State University System Fiscal Rules. The duly authorized undersigned represents and approves the advance payment to Contractor as required under this Contract, in the amount of $[enter dollar amount] and that an adequate basis for approval exists pursuant to Colorado State University System Fiscal Rule 2.1, and, if applicable, the delegate’s specific written delegation conditions.

By:

Name:

Date:

IV. REPRESENTATIVES AND NOTICES

1) The individuals identified below are the designated representatives of the Parties. All notices required to be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such Party’s designated representative at the address set forth below. In addition to, but not in lieu of, a hard-copy notice, notice also may be sent to the email addresses set forth below. Either Party may from time-to-time designate or substitute addresses or persons to whom such notices shall be sent. Unless otherwise provided herein, all notices shall be effective upon receipt.

UNIVERSITY:

Name of Contract Monitor

Campus Mail Address

Colorado State University

Fort Collins, CO 80523-

Email: Email

Telephone: Telephone #

With a copy to:

Office of the General Counsel / Contracting Services

06 Campus Delivery

Colorado State University

Fort Collins, CO 80523-0006

Email: contracts@colostate.edu

Telephone: 970-491-6270

CONTRACTOR:

Name and Title

Address 1

Address 2

City, State Zip

Email: Email

Telephone: Telephone#

2) This is an International Contract: (Only applicable if checked.) An international agreement with a non-U.S. contractor requires approval by the University Export Control Administrator or the Office of the General Counsel.

By:

*Signature

Name:

Title: ______________________________

V. EXHIBITS

1) If checked, the following exhibits are attached and hereby made a part of this Contract:

Exhibit A: Scope of Work

Exhibit B: Price, Cost and Payment Provisions

Exhibit C: Federal Funds Addendum

Exhibit D: ___________________ (please specify)

Exhibit E: ___________________ (please specify)

2) The following exhibits below are hereby incorporated by reference and made a part of this Contract:

Exhibit F: ___________________ (please specify)

Exhibit G: ___________________ (please specify)

3) In the event of conflicting terms or conditions between this Contract and any exhibits identified in this section V(1)-(2), the terms and conditions of this Contract shall control.

mailto:contracts@colostate.edu

VI. GENERAL TERMS AND CONDITIONS

1) Independent Contractor. Contractor, and all persons employed or engaged by Contractor to perform under the attached Scope of Work, shall perform as an independent contractor and not an employee or agent of the University. The means and methods of performance are to be determined by the Contractor in order to achieve the results required under the Scope of Work. Contractor shall perform its obligations hereunder in accordance with the highest standards of care, skill and diligence in Contractor’s industry, trade, or profession and in the sequence and manner set forth in this Contract. Contractor and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the University and the University shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. Unemployment insurance benefits shall be available to Contractor and its employees and agents only if such coverage is made available by Contractor or a third party. Contractor shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Contract. Contractor shall not have authorization, express or implied, to bind the University to any contract, liability or understanding, except as expressly set forth herein. Contractor shall (a) provide and keep in force workers’ compensation and unemployment compensation insurance in the amounts required by law, (b) provide proof thereof when requested by the University, and (c) be solely responsible for its acts and those of its employees and agents.

2) Inspection/Monitoring. The University reserves the right to inspect Contractor’s performance at all reasonable times and places during the Term of this Contract, including any extensions or renewals.

If Contractor’s performance fails to conform to the requirements of this Contract, the University may require Contractor promptly to come into conformance at Contractor’s sole expense. If Contractor’s performance cannot be brought into conformance by such corrective measures, the University may exercise any or all of the remedies available under this Contract, at law or in equity.

Contractor shall permit the University, the federal government, and governmental agencies having jurisdiction, in their sole discretion, to monitor all activities conducted by Contractor pursuant to the terms of this Contract using any reasonable procedure.

3) Late Payments/Interest. Per C.R.S. § 24-30-202(24), the University shall pay each invoice within thirty (30) days of receipt thereof, for the work performed by Contractor and accepted by the University. If the University contests any amount invoiced, it shall pay the uncontested amount and provide a written statement of the reason(s) for withholding the remaining amount together with such partial payment. Uncontested amounts not paid by the University within forty-five (45) days after due date shall bear interest on the unpaid balance beginning on the forty-sixth (46th) day at a rate not to exceed one percent (1.0%) per month until paid in full; provided, however, that interest shall not accrue on unpaid amounts that are subject to a good faith dispute. Contractor shall invoice the University separately for accrued interest on delinquent amounts. The billing shall reference the delinquent payment, the number of days’ interest to be paid, and the interest rate.

4) Fund Availability. Financial obligations of the University payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. If federal funds are used to fund this Contract, in whole or in part, the University’s performance hereunder is contingent upon the continuing availability of such federal funds and Exhibit C attached hereto is incorporated herein by this reference. If such funds are not appropriated, or otherwise become unavailable, the University may terminate this Contract immediately, in whole or in part, without further liability in accordance with the provisions hereof and shall remit payment to the Contractor for its performance prior to termination. If the amount due cannot readily be determined from this Contract, then the amount shall be calculated on a pro rata basis according to the percentage of the entire Scope of the Work that was completed and accepted by University.

5) Contractor Records. Contractor shall make, keep and maintain a complete file of all records, communications and documents pertaining in any manner to its performance hereunder. Contractor shall maintain such records for a period of at least three (3) years until the last to occur of: (i) the date this Contract expires or is sooner terminated, (ii) final payment is made hereunder, (iii) the resolution of any pending Contract matters, or (iv) if an audit is occurring, or Contractor has received notice that an audit is pending, until such audit has been completed and its findings have been resolved (collectively, the “Record Retention Period”). Contractor shall permit the University and, if federal funds are used in the payment of this Contract, the federal government, and any duly authorized agent of either, to audit and inspect Contractor’s records during the Record Retention Period to assure compliance with the terms hereof or to evaluate performance hereunder.

6) Confidential Information. Confidential Information as used in this Contract, shall include any and all documents, materials, data or information disclosed by one Party (the “Disclosing Party”) to the other Party (the “Recipient”) that (i) is clearly identified as Confidential Information at the time of disclosure, or (ii) the Recipient knows to be Confidential Information of the Disclosing Party.

Confidential Information shall not include any information which at the time of disclosure is in the public domain, or which after disclosure is published or otherwise becomes part of the public domain in any manner other than by violation of this Contract; or was in the possession of the Recipient at the time of disclosure. Confidential Information shall not include information required to be disclosed pursuant to the Colorado Open Records Act, C.R.S. §§ 24-72-200.1, et seq. (“CORA”).

The Parties shall keep all Confidential Information secret at all times and comply with all laws and regulations concerning confidentiality of such information. Any request or demand by a third party for Confidential Information shall be immediately forwarded to the Disclosing Party’s designated representative. If disclosure of the Confidential Information is required pursuant to CORA or to any lawful subpoena, court order, or other legal process, it shall be the sole responsibility of the Disclosing Party to initiate and prosecute a legal action to prevent, limit or prohibit the disclosure, at its own expense. The Recipient shall reasonably cooperate with the Disclosing Party with respect to any such legal action but shall always have the right to proceed as it believes, in its sole discretion and judgment, to be required in accordance with the law.

7) Licenses, Permits and Other Authorizations. Contractor represents and warrants that, as of the

Effective Date, the Contractor shall, and that at all times during the Term and any Renewal Terms or extensions hereof, maintain at its sole expense, all licenses, certifications, approvals, insurance, permits, and other authorizations required by law to perform its obligations hereunder. Contractor, if a foreign corporation or other foreign entity transacting business in the State of Colorado, further warrants that it currently has obtained and shall maintain a business registration with the Colorado Secretary of State and designated a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non-renewal of licenses, certifications, approvals, insurance, permits or any such similar requirements necessary for Contractor to properly perform the terms of this Contract is a material breach by Contractor and constitutes grounds for termination of this Contract.

8) Compliance with Law.

A. Contractor and its subcontractors shall abide by the requirements of 41 CFR 60-741.5(a), which prohibits discrimination against qualified individuals on the basis of disability, and requires affirmative action by covered contractors and subcontractors to employ and advance in employment qualified individuals with disabilities. Contractor and its subcontractors shall also abide by 41 CFR 60-300.5(a), which prohibits discrimination against qualified protected veterans, and requires affirmative action by covered contractors and subcontractors to employ and advance in employment qualified protected veterans. Contractor shall strictly comply with all other applicable federal and State laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices, and other privacy laws which may include the Health Insurance Portability and Accountability Act of 1996 (HIPAA), 42 U.S.C. Sec. 1320d, and the Family Educational Rights and Privacy Act (FERPA) (20 USC 1232g).

B. If applicable, Contractor agrees to comply with laws that relate to the export of technical data or equipment, such as International Traffic in Arms Regulations (“ITAR”) and/or Export Administration Act/Regulations (“EAR”) and all such regulations and orders as currently in effect or hereafter amended. Contractor shall not disclose any export-controlled information or provide any export-controlled equipment or materials to University without prior written notice. In the event that University agrees to receive such export-controlled information, equipment or materials, Contractor shall (i) include the Export Control Classification Number (ECCN) or ITAR notice on the packing documentation, and (ii) send an electronic copy of the ECCN number or ITAR notice documentation to vpr_export_control@Mail.Colostate.edu and contracts@colostate.edu.

9) Insurance.

I. The Contractor shall obtain, and maintain at all times during the Term of this Contract and any subsequent Renewal Terms or extensions, insurance in the following kinds and amounts:

i. Aviation Liability Insurance with limits not less than $2 million and maintaining this coverage throughout the duration of a contract

ii. Workers’ Compensation Insurance as required by state statute, and Employer’s

Liability Insurance covering all of Contractor’s employees acting within the course and scope of their employment.

iii. Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or equivalent, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows:

e. $1,000,000 each occurrence;

f. $1,000,000 general aggregate;

g. $1,000,000 products and completed operations aggregate; and

h. $50,000 any one fire.

iv. Automobile Liability Insurance covering any auto (including owned, hired and non-owned autos) with a minimum limit as follows: $1,000,000 each accident combined single limit.

mailto:vpr_export_control@Mail.Colostate.edu mailto:contracts@colostate.edu

v. (Only if checked ) Professional Liability Insurance with minimum limits of liability of not less than $1,000,000.

vi. (Only if checked ) Crime / Employee Dishonesty Insurance with minimum limits of liability of not less than $1,000,000.

J. If any aggregate limit is reduced below $1,000,000 because of claims made or paid, the

Contractor shall immediately obtain additional insurance to restore the full aggregate limit and furnish to the University a certificate or other document satisfactory to the University showing compliance with this provision. Notwithstanding this subsection, if the Contractor is a “public entity” within the meaning of the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-101, et seq., as amended (“CGIA”), the Contractor shall at all times during the Term of this Contract maintain such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the CGIA.

Upon request by the University, the Contractor shall show proof of such insurance satisfactory to the University.

K. The Board of Governors of the Colorado State University System acting by and through Colorado State University, a division of the State of Colorado, shall be named as additional insured on the Commercial General Liability and Automobile Liability Insurance policies (leases and construction contracts will require the additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent). The address for the University on such additional insureds policy shall be:

555 S. Howes St., Fort Collins, CO 80521. Coverage required under the Contract will be primary over any insurance or self-insurance program carried by the State of Colorado.

L. Contractor shall notify University at least forty-five (45) days prior to cancellation or non-renewal of the required insurance coverage.

M. The Contractor will require all insurance policies in any way related to the Contract and secured and maintained by the Contractor to include clauses stating that each carrier will waive all rights of recovery, under subrogation or otherwise, against the State of Colorado, its agencies, institutions, organizations, officers, agents, employees and volunteers.

N. All policies evidencing the insurance coverage required hereunder shall be issued by insurance companies satisfactory to the University.

O. Upon written request, the Contractor shall, within ten (10) days, provide to the

University certificates showing insurance coverage required by this Contract. If requested by University, no later than fifteen (15) days prior to the expiration date of any such coverage, the Contractor shall deliver to the University certificates of insurance evidencing renewals thereof. At any time during the Term of this Contract, the University may request in writing, and the Contractor shall thereupon within ten (10) days supply to the University, evidence satisfactory to the University of compliance with the provisions of this section.

P. Self-insurance programs do not meet the University’s insurance requirements unless the

Contractor provides satisfactory evidence of a loss reserve fund of not less than the minimum coverage amount specified herein, plus excess liability coverage as appropriate to the industry, financial statements of the business, and proof of Department of Labor certification of self-insurance program for worker’s compensation.

This paragraph shall not apply to political subdivisions or agencies in the State of Colorado with a self-insurance program.

10) Default. The failure of either Party to perform any of its material obligations hereunder in whole or in part or in a timely or satisfactory manner constitutes an event of default. The institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Contractor, or the appointment of a receiver or similar officer for Contractor or any of its property, which is not vacated or fully stayed within twenty (20) days after the institution or occurrence thereof, shall also constitute an event of default. In the event of a default, notice shall be given in writing by the non-defaulting Party to the defaulting Party. If such default is not cured within thirty

(30) days of receipt of written notice, or if a cure cannot reasonably be expected to be completed within thirty (30) days, or if cure has not begun within thirty (30) days and pursued with due diligence, then the defaulting Party shall be in breach of this Contract, and the non-defaulting Party may terminate the Contract pursuant to any of the remedies contained herein. Notwithstanding anything to the contrary herein, the University, in its sole discretion, need not provide advance notice or a cure period and may immediately terminate this Contract in whole or in part if reasonably necessary to preserve public safety or to prevent immediate and/or irreparable harm.

11) Remedies for Default – Termination.

A. In the event of default, either Party may terminate this Contract in its entirety upon written notice. The University may terminate this Contract in whole or in part. Exercise by the University of this right shall not be a breach of its obligations hereunder. Contractor shall continue performance of this Contract to the extent not terminated, if any and may incur obligations as are necessary to do so within this Contract’s terms. To the extent specified in any termination notice, Contractor shall not incur further obligations or render further performance hereunder past the effective date of such notice and shall terminate outstanding orders and subcontracts with third parties. Upon termination, Contractor shall take timely, reasonable and necessary action to protect and preserve property in the possession of Contractor in which the University has an interest. All materials owned by the University in the possession of Contractor shall be immediately returned to the University.

Any completed deliverables, at the option of the University, shall be delivered by Contractor to the University and shall become the University’s property. The University shall remunerate Contractor only for accepted performance up to the date of termination.

B. Notwithstanding any other remedial action by the University, Contractor shall remain liable to the University for any damages sustained by the University by virtue of any default under this Contract by Contractor and the University may withhold any payment to Contractor for the purpose of mitigating the University’s damages, until such time as the exact amount of damages due to the University from Contractor is determined. Contractor shall be liable for excess costs incurred by the University in procuring from third parties replacement goods and services as cover.

12) Remedies for Default – Not Involving Termination. The University, in its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to it:

A. Suspend Contractor’s performance with respect to all or any portion of this Contract pending necessary corrective action as specified by the University without entitling Contractor to an adjustment in price/cost or performance schedule. Contractor shall promptly cease performance and incurring costs in accordance with the University’s directive and the University shall not be liable for costs incurred by Contractor after the suspension of performance under this provision.

B. Withhold payment to Contractor until corrections in Contractor’s performance are satisfactorily made and completed.

C. Deny payment for those obligations not performed that, due to Contractor’s actions or inactions, cannot be performed or, if performed, would be of no value to the University; provided, that any denial of payment shall be reasonably related to the value to the University of the obligations not performed.

D. Notwithstanding any other provision herein, the University may demand immediate removal of any of Contractor’s employees, agents, or subcontractors whom the University deems incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued relation to this Contract is deemed to be contrary to the public interest or the University’s best interest.

13) Remedies Under Colorado’s False Claims Act. The University may seek all rights and remedies available to the University for Contractor’s infringement upon the Colorado False Claim Act, C.R.S. § 24-31-1201, et. seq.

14) Intellectual Property Infringement. If Contractor infringes on a patent, copyright, trademark, trade secret or other intellectual property right while performing its obligations under this Contract, Contractor shall, at the University’s option (i) obtain for the University or Contractor the right to use such products and services; (ii) replace any goods, services, or other product involved with non-infringing products or modify them so that they become non-infringing; or (iii) if neither of the foregoing alternatives are reasonably available, remove any infringing goods, services, or products and refund the price paid thereof to the University.

15) Termination for Convenience. The University enters into this Contract for the purpose of carrying out the public policy of the State, as determined by its…