IFB 24024HM - HVAC Maintenance & Repair Term Contract vFINAL.pdf

Version: 2023.07.30.2 - RFP

INVITATION FOR BID (IFB)

ISSUE DATE: APRIL 2, 2024 IFB No. 24024HM

TITLE: HVAC Maintenance and Repair Term Contract

COMMODITY CODE: 03113; 03128; 91036; 93667; DUE DATE/TIME: 04/22/2024 @ 2:00 PM

OPTIONAL PRE-PROPOSAL CONFERENCE ON: April 10, 2024 AT 9:00 AM held via Zoom Meetings

ISSUED BY:

NORFOLK PUBLIC SCHOOLS

DEPARTMENT OF PURCHASING & SUPPLY

800 E. City Hall Avenue, Room 1205 Norfolk, Virginia 23510-2723

Period of Contract: The resulting contract shall be from the date of execution through April 30, 2025 with five (5) one (1) year renewal options.

Sealed proposals subject to terms and conditions of this request will be accepted by Norfolk Public Schools Purchasing Agent until the due date and time specified. Responses must be submitted electronically via the Bonfire Procurement Platform at https://norfolkps.bonfirehub.com. Additional proposal submission instructions can be found under Submission Instructions, within the Scope of Work/Specifications section in this document, Bonfire Submission Instructions in Exhibit A and in the NPS Vendors Manual.

Note: Norfolk Public Schools does not discriminate against faith-based organizations in accordance with the Code of Virginia, § 2.2-4343.1 or against a proposer because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment in the performance of its procurement activity.

ADDENDA ACKNOWLEDGED: NUMBER: DATED: NUMBER: DATED: NUMBER: DATED:

THIS SECTION IS TO BE COMPLETED BY PROPOSAL’S OR OFFEROR’S AUTHORIZED REPRESENTATIVE.

Name and Address of Firm:

_____________________________________________________ Date: _________________________________________________

_____________________________________________________ By: ___________________________________________________ (Signature In Ink)

_____________________________________________________ Name: ________________________________________________ (Please Print)

_________________________________ Zip Code: _________ Title: _________________________________________________

VA State Corporation Commission (SCC) No.: ______________________ DUNS # ____________________

Virginia Contractor’s License No: _________________________________ CLASS: ____________________

Email: __________________________________________ Website:___________________________________________

FEI/FINT NO: ________________________________________ Phone: _____________________ Fax: _____________________

In compliance with this Invitation for Proposals and to all the conditions imposed therein, the undersigned offers and agrees to furnish the Goods/Services at the price(s) indicated in the Section: Pricing Schedule.

https://norfolkps.bonfirehub.com/ http://www.npsk12.com/cms/lib011/VA02208074/Centricity/Domain/753/Vendor-Manual-11-2015.pdf

A. NORFOLK PUBLIC SCHOOLS PROFILE

B. SCOPE OF WORK/SPECIFICATIONS

C. EVALUATION AND AWARD CRITERIA

D. GENERAL TERMS & CONDITIONS (REQUIRED/MANDATORY)

E. SPECIAL TERMS & CONDITIONS

F. METHOD OF PAYMENT

G. PRICING SCHEDULE

H. ATTACHMENTS

ATT 1: State Corporation Commission Form

ATT 2: Anti-Collusion Statement

ATT 3: Debarment Statement

ATT 4: Contractor Background Certification

A. NORFOLK PUBLIC SCHOOLS PROFILE

Norfolk Public Schools (NPS) is a large urban school division in the Norfolk Public School district. The division enrolls a racially and economically diverse population of approximately 30,000 total students supported by a staff of more than 4,600 employees in 52 facilities. The educational philosophy of the division is based on the belief that all children can achieve at high levels and that it is the responsibility of the staff and community to ensure that each child reaches his or her highest potential.

B. SCOPE OF WORK/SPECIFICATIONS

1. PURPOSE

The purpose of this Invitation for Bid (IFB) is to solicit sealed bids from qualified sources to partner with NPS to provide materials and related services needed for emergency repairs and routine service work in the area of heating, refrigeration and air conditioning maintenance, repairs and installation. Work is to be performed in accordance with the Scope of Work/Specifications stated in this solicitation. Work will include emergency service calls, routine maintenance activities, and installation work including ductwork and HVAC distribution systems located at various sites within the district. Bidders responding to this solicitation must be responsible, regularly and practically engaged in providing the goods and services requested in this IFB. Bidders must also possess ample resources for fulfilling the requirements as detailed in this IFB. A term contract will be established after the evaluation and award process is completed by NPS. NPS reserves the right to award to multiple bidders, if it is deemed in the district’s best interests.

2. SCOPE OF WORK/SPECIFICATIONS

HVAC/Refrigeration Units 15-ton capacity or less

Work will be directed on a case-by-case work request basis at any one of the facilities under the jurisdiction of Norfolk Public Schools. School Plant Facilities will issue work requests as written or verbal directions followed by written order or purchase order as appropriate. All invoices submitted for payment must reference a specific work request or purchase order by number.

WORKING HOURS/RESPONSE TIME:

a) Typical working hours are from 8:00 a.m. to 4:30 p.m. Monday through Friday, except on holidays observed by Norfolk Public Schools. School hours vary by location.

b) As needed, any emergency work authorized by Norfolk Public Schools after normal working hours shall be billed at the overtime-hourly rate. Work that has been started during normal working hours, but not completed the same day, shall not be completed after normal working hours unless authorized by Norfolk Public Schools.

c) Holiday rates shall apply only for work pre-authorized by Norfolk Public Schools and only for holidays observed by both Norfolk Public Schools and the contractor. Norfolk Public Schools observes the following holidays: New Year’s Day, Martin Luther King Day, President’s Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, and Christmas Day (If Norfolk Public Schools is closed on normal work days due to inclement weather, some holidays may be used as makeup days). The contractor shall be paid normal rates for any holiday it does not observe for its employees or that are not observed by Norfolk Public Schools.

d) Contractor shall respond to requests for routine services within 5 working days after the request is made.

e) The contractor shall respond to emergency calls, including nights, Holidays, and weekends, within two (2) hours after receipt of the request.

f) Access to the schools will need to be coordinated with school activities.

g) All NPS facilities will be subject to a summer work schedule starting June of each year and ending in August of that year. For summer hours, the normal operating days will be Monday – Thursday.

h) The Academic Year Calendar is listed on the NPS website (https://www.npsk12.com).

WORK ESTIMATES:

Under this time and material contract, the contractor shall furnish Norfolk Public Schools with a binding written estimate of the total costs to complete the work required. The estimate must include the specific labor categories, the contractor’s hourly rates specified in the contract, and the total material cost. Material costs shall be billed at contractor’s actual invoice costs including any shipping charges paid by the contractor (the contractor shall furnish copies of all invoices for materials invoiced). NOTE:

This does not include shop supplies, truck items, rags, or other general parts/supplies that are not specific to the actual repair. The Senior Director of School Plant Facilities, or designee, must approve changes in the binding cost estimate prior to the work being done. No increases in the binding estimate will be approved after the work is completed. If Norfolk Public Schools determines that the estimated price is not fair and reasonable, Norfolk Public Schools has the right to ask the contractor to reevaluate the estimate. If the revised estimate is determined to be not fair and reasonable, Norfolk Public Schools reserves the right to obtain additional quotes from other contractors. A work order will be issued to the contractor, as the authority to proceed with the work, which will incorporate the contractor’s estimate and the terms and conditions of the contract. The contractor and his/her personnel shall log in with the designated contract administrator each day before and after work to confirm labor hours.

ITEMS SUPPLIED:

The contractor shall furnish all labor, materials, equipment, tools and supervision necessary to provide refrigeration and air conditioning maintenance, repair or installation services on an “as needed” basis.

a) Equipment up to and including those items listed below are considered overhead items covered under the labor rate bid. Specialty trade items for which additional charges are appropriate must be approved on a case-by-case basis with the person issuing the work request. Subcontracted services must likewise be approved on a case-by-case basis and will be billed at the contractor’s cost.

b) Overhead Equipment Covered Under Labor Rate

I. All light trucks, personnel, and tool transport equipment;

II. All hand tools (including power tools) associated with the air conditioning and refrigeration trade. These include tools for evacuating and properly charging systems;

III. Ladders and scaffolding to permit work up to 20 feet above grade to enable work on any air conditioning system (including distribution system) in the Norfolk Public School system (NOTE:

Contractors are not permitted to use NPS ladders, man lifts, or other equipment);

IV. Duct work and air-conditioning distribution system forming, insulating, and installation equipment.

c) Tools and Equipment (Specialty Trade Items) for which Additional Costs may be billed at cost

1. Scaffolding or lift above 20-foot height above the adjacent floor or grade for indoor work when a bucket truck cannot be used.

2. Crane Rental for moving large equipment necessary to complete the job. Rentals should be ordered at the lowest reasonable rate and for the most effective time period.

In accordance with all applicable Federal, State, and local governing codes, only skilled workers shall perform work under the contract. The contractor shall be responsible at all times for the work and actions of its employees. If during the course of work the contractor experiences a conflict with the plans/scope of work and the NEC (National Electrical Code) and/or other regulations/standards, the contractor shall notify the Senior Director of School Plant Facilities or his representative before proceeding with said work.

d) The contractor will be required to submit a written cost estimate of man-hours and materials necessary to perform the work in accordance with the contract rates. Norfolk Public Schools reserves the right to obtain services from another source if the estimate provided appears to be unreasonable.

e) All materials required to perform a specified task shall be provided at the contractor’s actual invoice cost, including shipping charges, if applicable. No additional markup of any kind will be allowed.

Asbestos Training - In order to qualify to do services and repair work for Norfolk Public Schools under this contract, at least one principal of the firm, who will be involved in all jobs assigned under this contract, must have completed training as follows:

Training which has been judged and approved by the Commonwealth of Virginia to comply with the asbestos related training as required under Title 54, Chapter 5, Section 54.1-500 of the Code of Virginia.

Such training must be maintained current (yearly update) and cover both worker and supervisor level instruction. The contractor shall furnish proof that this required employee(s) training has been completed prior to the beginning of any work under this contract and whenever any new workers begin work.

Code/Permit Responsibility – It will be the contractor’s responsibility to obtain all permit and inspections that may be required on assigned work. All work must meet all applicable national, state, and local quality and safety codes (e.g., NFPA, NEC, National Plumbing Codes, International Codes, etc.)

whether or not permits are required. All work not meeting code must be immediately reinstalled/reworked by the contractor at no cost to Norfolk Public Schools.

INSTALLATION WARRANTY: Each installation shall be warranted by the installing Contractor for a minimum of ninety (90) days after the date of acceptance. The installation shall warranty against defective materials, workmanship and performance. The Contractor hereby agrees to furnish, without cost to NPS, all labor, materials and transportation for replacement of all materials which are found to be defective and to affect the adjustment/repair of the claim during the warranty period. Unless an Emergency, warranty repairs shall be completed within thirty (30) days after notification.

CHARGES AND INVOICING:

a) The contractor shall bill for labor at the contract labor rate for “actual hours worked”.

1) Travel time shall not be included in billing. Actual hours worked shall be defined as “from the time the employee(s) reports on the job site, until the employee(s) leaves the job site”. Time spent for employee breaks for meals, picking up parts and materials, etcetera, shall not be included in invoiced hours. Unless waived by the Senior Director of School Plant Facilities or his designee, the contractor’s foreman shall check in/out with the designated representative of the Senior Director of School Plant Facilities at the beginning/end of each day’s work on the job site.

2) Labor rates shall include the use of all tools, equipment, vehicles, and consumable supplies normally required for this type of work and all other incidental costs of doing business.

3) The only charges Norfolk Public Schools will approve for payment will be:

(i) Charges for labor based upon the rates quoted in the bid for actual hours worked;

(ii) Charges for approved materials used in the work.

b) The contractor shall submit shop drawings of all additions and modifications as requested by the Senior Director of School Plant Facilities or his representative. Said drawings are to be of good and lasting quality. A fee for said drawings may be charged at the prevailing contract rate of the individual preparing the drawings (i.e., master mechanic, licensed journeyman mechanic, apprentice/helper).

c) The contractor may submit single or combined invoices for multiple work orders at the same job site. Such combined invoices shall clearly show the labor hours and materials for each work order. In no case may multiple work orders for different job sites be listed on one invoice.

d) Invoices must show the contract number and/or purchase order number; location work covered, and work order number of the job being billed. Date, name and job title of employee(s), labor rate of employee(s) for each segment of work being invoiced. Invoices may cover multiple employees and multiple days worked on the same work order.

e) Charges for materials shall be billed at ACTUAL INVOICE COST, including all applied discounts.

Copies of all invoices for materials shall be provided with the contractor’s invoice for labor.

Invoices for materials received without documentation substantiating the actual costs paid by the contractor will not be paid until this documentation is furnished. Norfolk Public Schools reserves the right to furnish materials for installation by the contractor. Norfolk Public Schools must approve any charges in addition to the labor rates in advance, in writing. Invoices must show the following information concerning materials:

1) Date materials purchased

2) Description of materials

3) Where materials were purchased

4) Actual cost of materials(no markup will be allowed)

5) Bills or pickup tickets to verify above must be attached or kept on file available for review.

6) Each invoice must indicate whether it is a partial or total invoice for the specific job, and whether or not the invoice is a final invoice.

7) Subcontracted services will be invoiced the same as materials

f) If, in verifying the contractor’s invoices, it is found that Norfolk Public Schools is being overcharged, Norfolk Public Schools will notify the contractor of the error and, unless the contractor disputes the rejection of the overcharge for payment, the contractor shall issue Norfolk Public Schools a corrected invoice.

g) If, in auditing the contractor’s paid invoices, it is found that the contractor has overcharged Norfolk Public Schools, Norfolk Public Schools shall promptly notify the contractor of the overcharge. The contractor shall pay Norfolk Public Schools the amount of the overcharge or credit Norfolk Public Schools next invoice for the overcharge, reflecting the credit on the invoice and referencing the original work order and invoice. If a credit balance remains after the expiration or termination of the contract, the contractor shall pay the amount of the credit balance within 30 days following the end of the contract.

h) The contractor shall invoice Norfolk Public Schools within 30 days after completion of the work and its acceptance by Norfolk Public Schools.

i) Invoices shall be mailed to the following address:

School Plant Facilities/Accounts Payable Norfolk Public Schools 966 Bellmore Avenue Norfolk, VA 23504-4103

(757) 628-3385

USE OF PERSONNEL

Knowledge Requirements – Except when specifically authorized by the person issuing the work request, no work will be accomplished without a journeyman level HVAC technician physically present at the job site. In no case will an initial job visit be made by less than a craftsman level mechanic.

1) In order to qualify as a journeyman level HVAC technician for the purpose of this contract, a person must be an experienced licensed HVAC technician with at least two years of experience as an HVAC crew leader.

2) A standard crew shall be considered one journeyman and one or multiple helpers or apprentices. Multiple crews on one job are acceptable, if warranted by the job size at the discretion of Norfolk Public Schools. Crews shall not consist of journeymen in lieu of helpers/apprentices without specific prior written approval of Norfolk Public Schools employee issuing the request.

3) Contractor shall employ a full time supervisor or foreman who will be available on a 24-hour basis for emergency callout. Names and contact numbers shall be provided below:

Full Time Supervisor’s or Foreman’s Name _________________________________

Business Telephone _______________ Pager/Cellular Number _________________

Home or Emergency Number Telephone __________________________________

During the contract term and any and all renewal options, the contractor shall provide the goods/services described in the contract. The contractor understands and agrees that this is a requirements contract and that NPS shall have no obligation to the contractor if no goods/services are required. Any quantities that are included in the scope of work reflect the current expectations of NPS. The quantities indicated are an estimate only and NPS is under no obligation to the contractor to buy any amount of the goods/services as a result of having provided this estimate or of having any typical or measurable requirement in the past. The contractor understands and agrees that NPS may require goods/services in an amount less than or in excess of the estimated quantities and that the quantity actually used, whether in excess of the estimate or less than the estimate, shall not give rise to any claim for compensation other than the total of the unit prices in the contract actually required by NPS.

NPS will evaluate all RFP responses to determine capabilities and capacity to select one or more firms to provide the materials and services for each Category. NPS reserves the right to award one or more Offerors for both categories, or to not award for any or all.

BID PREPARATION

Questions and Addenda: Bidders shall carefully examine this IFB and any addenda. NPS shall not be responsible for oral clarifications and interpretations. Bidders are responsible for seeking clarifications, in writing, of any ambiguity, conflict, omission, or other errors in the IFB. All questions must be submitted in writing, via email to: hmedina2@nps.k12.va.us. If the answer materially affects the IFB, the information will be incorporated into an addendum and posted on www.eva.virginia.gov. This IFB and any Addenda shall be incorporated, by reference, into any resulting contract. Bidder is responsible for checking the eVA web site or contacting the Issuing Office within 48 hours prior to the bid closing to secure any Addenda issues as part of this IFB.

A. The deadline for submitting questions under this IFB is 10:00 AM EST, April 16, 2024.

Oral comments and/or instructions do not form a part of this IFB. All questions MUST be in the form of an email to Buyer listed on the Cover Page. Bids submitted via fax or email will not be accepted.

Documents to Submit with Bid:

A. Cover Letter with Executive Summary

i. History and structure of firm

ii. Experience and Past Performance B. Qualifications of Firm: Provide number of qualified, certified technicians and skilled trades workers.

a. All service personnel must provide proof of industrial and / or commercial experience for at least five (5) years and references must be submitted with bid. In lieu of five (5) years’ experience providing this service, verifiable proof of qualifications and references must be submitted.

b. All bid responses must be able to offer Proof of industrial and / or commercial experience for at least five (5) years. In lieu of five (5) years’ experience providing these items, verifiable proof of qualifications and references must be submitted.

c. Please provide proof of applicable Hazardous Materials / Asbestos training.

C. Certificate(s) of Insurance: Provided by insurance companies authorized to sell insurance in Virginia by the Virginia State Corporation Commission, Bureau of Insurance and in other states by appropriate regulatory authorities. Upon the award of the contract, School Board of the City of Norfolk (Norfolk Public Schools) must be named as an additional insured. Such coverage shall be kept in force the entire term of the contract and all renewals. A certificate of insurance meeting these same requirements shall be provided for any sub-contractor proposed or scheduled to be used by the contractor who does not have a contract with Norfolk Public Schools to provide HVAC Maintenance Services. Reference all insurance requirements detailed in Section:

General Terms & Conditions.

D. Pricing: Must complete Section G: Pricing Schedule and include in bid packet.

mailto:hmedina2@nps.k12.va.us http://www.eva.virginia.gov/

E. Company References: List a minimum of five (5) references preferably from a school district that include similar services. Please include: Name, Address, Phone Number and description of the services provided and the time period services were performed.

Failure to provide references may be cause of rejections of the bidder’s submittal.

Norfolk Public Schools reserves the right to check with all references and consider their response when making the determination for award.

CLIENT/

COMPANY

NAME

MAILING ADDRESS

CONTACT NAME

TELEPHONE

NUMBER

EMAIL

ADDRESS

(Must be included)

SERVICES PROVIDED

AND PERIOD OF

PERFORMANCE

SUBMISSION INSTRUCTIONS

ALL BIDS ARE DUE: Monday, April 22, 2024 2:00 PM EST/Norfolk Local Time

And must be submitted On Time via the Bonfire Procurement Platform https://norfolkps.bonfirehub.com.

a. IFB Response: In order to be considered for selection, bidders must submit an electronic response to this IFB via the Bonfire Procurement Platform through https//norfolkps.bonfirehub.com. Electronic bids shall be submitted in accordance with the instructions indicated in Exhibit A. Bidders should submit two (2) electronic versions of the bid with original signatures, – one (1) electronic version of the entire bid (REQUIRED) and one (1) electronic redacted version of the entire bid with all proprietary and trade secret material removed (OPTIONAL), if any, (both in Microsoft-compatible searchable PDF format) must be submitted to the issuing agency. Bidders shall NOT submit/mail hardcopy bids or email/fax bids to the Norfolk Public Schools Purchasing office.

b. NOTE: LATE BIDS WILL NOT BE ACCEPTED. Bids shall be signed by an authorized representative of the company and submitted to Norfolk Public Schools via the Bonfire Procurement Platform up to but no later than the date and time due. When submitting bids via Bonfire, please allow additional time to register (for free) and learn the submission process with the tool. The registration and submission instructions are included in Exhibit B. For any and all technical questions, please contact Bonfire Customer Service at Support@GoBonfire.com or call 1-800- 354-8010 Monday-Friday 8am – 8pm EST.

c. All information requested should be submitted. Failure to submit all information requested may https://norfolkps.bonfirehub.com/ mailto:Support@GoBonfire.com result in the Norfolk Public Schools requiring prompt submission of missing information.

Norfolk Public Schools may reject bids, which are substantially incomplete or lack key/required information. Mandatory requirements are those required by law or regulation or are such that they cannot be waived and are not subject to negotiation.

Following are some notes to assist you with returning an acceptable Bid Package (This list may not be all-inclusive and is only offered as a reminder. The Bidder is responsible for submitting all required documents.):

• Complete and sign the NPS Cover Sheet (Page 1 of solicitation).

• Make sure all Addenda are acknowledged.

• Enter contact information

• Enter SCC Number

• If applicable, Enter Virginia Contractor’s license and Class

• Enter DUNS Number

• Sign and Date

• References must be submitted and with all requested information

• Attachments, 1, 2, 3, and 4 MUST be completed, signed and have the originals submitted. These are the SCC Form, Anti-Collusion, Debarment, and Contractor Background Certification forms.

• Complete the Pricing Schedule (Section G – PRICING SCHEDULE) and return as part of the bid response.

• Submit the original signed and sealed copy for your Bid Bond.

• Handwritten changes must be lined through, initialed and dated.

• DELIVER YOUR BID ON TIME! To be considered, bids must be submitted on time and electronically via the Bonfire Procurement Platform. Hand delivered bids as well as faxed or emailed bids will not be accepted. Public opening shall take place via ZOOM video conference immediately following the bid closing. The official time will be determined by the clock as designated by NPS.

NOTE: Bidders only need to return forms where data has been entered or signed.

TENTATIVE SCHEDULE OF EVENTS

Event Date IFB Issued March 29, 2024 Question Deadline April 16, 2024 at 10:00 AM Due Date/Bid Closing (bids due electronically in Bonfire) April 22, 2024 at 2:00 PM Award Notice April 25, 2024

BID OPENING:

The bid opening for this solicitation will continue to be public via electronic conferencing. All potential bidders are welcome to participate in the conference call to occur immediately following the bid closing (for example: 1:10PM). Below is the conference information.

Topic: IFB 24024HM - Bid Opening for HVAC Maintenance & Repair Services Time: April 22, 2024 at 2:15 PM Eastern Time (US and Canada)

Join Zoom Meeting https://norfolkpublicschools.zoom.us/j/96306909851?pwd=ODZseTNVa0ZqUzc1ODhTYVMxZnFMQT09

Password: 638107 https://norfolkpublicschools.zoom.us/j/96306909851?pwd=ODZseTNVa0ZqUzc1ODhTYVMxZnFMQT09

One tap mobile

+13052241968,,96306909851# US; +13092053325,,96306909851# US

Dial by your location +1 305 224 1968 US; +1 309 205 3325 US; +1 312 626 6799 US (Chicago); +1 646 931 3860 US +1 929 205 6099 US (New York); +1 301 715 8592 US (Washington DC); +1 346 248 7799 US (Houston) +1 360 209 5623 US; +1 386 347 5053 US; +1 507 473 4847 US; +1 564 217 2000 US; +1 669 444 9171 US +1 669 900 6833 US (San Jose); +1 689 278 1000 US; +1 719 359 4580 US; +1 253 205 0468 US +1 253 215 8782 US (Tacoma)

Meeting ID: 963 0690 9851 Find your local number: https://norfolkpublicschools.zoom.us/u/adL4hhXGps

C. CONTRACT TYPE AND ADMINISTRATION

1. This will be a Term contract. Invoices should be submitted to the Accounts Payable Department, referencing both the Contract and Purchase Order number.

a) Administrator: David Gaskins, or designee, will administer the contract.

b) Contract Term: The contract period will be for one (1) year from date of award, with the ability to renew for five (5) additional one-year periods.

c) Contract Waiver: Any waiver of any provision of this contract shall be in writing and shall be signed by the duly authorized agent of the Contractor or Norfolk Public Schools Senior Director of Purchases and Supply. The waiver by either party of any term or condition of this contract shall not be deemed to constitute a continuing waiver thereof nor a waiver of any further or additional right that such party may hold under this contract.

d) Requirements Contract:

During the contract term and any and all renewal options, the contractor shall provide the goods/services described in the contract. The contractor understands and agrees that this is a requirements contract and that NPS shall have no obligation to the contractor if no goods/services are required. Any quantities that are included in the scope of work reflect the current expectations of NPS. The quantities indicated are an estimate only and NPS is under no obligation to the contractor to buy any amount of the goods/services as a result of having provided this estimate or of having any typical or measurable requirement in the past. The contractor understands and agrees that NPS may require goods/services in an amount less than or in excess of the estimated quantities and that the quantity actually used, whether in excess of the estimate or less than the estimate, shall not give rise to any claim for compensation other than the total of the unit prices in the contract actually required by NPS.

D. GENERAL TERMS & CONDITIONS (REQUIRED/MANDATORY)

1. VENDORS MANUAL: This solicitation is subject to the provisions of the Norfolk Public Schools Vendors Manual and any changes or revisions thereto, which are hereby incorporated into this contract in their entirety. A copy of the manual is normally available for review at the purchasing office and is accessible on the NPS Purchases and Supply Website on the Internet at https://www.npsk12.com/cms/lib/VA02208074/Centricity/Domain/753/Vendor%20Manual%202017.pdf https://norfolkpublicschools.zoom.us/u/adL4hhXGps https://www.npsk12.com/cms/lib/VA02208074/Centricity/Domain/753/Vendor%20Manual%202017.pdf

2. APPLICABLE LAWS AND COURTS: This solicitation and any resulting contract shall be governed in all respects by the laws of the Norfolk Public School district, without regard to its choice of law provisions, and any litigation with respect thereto shall be brought in the circuit courts of the Commonwealth. The agency and the contractor are encouraged to resolve any issues in controversy arising from the award of the contract or any contractual dispute using Alternative Dispute Resolution (ADR) procedures (Code of Virginia, § 2.2- 4366). ADR procedures are described in Chapter 9 of the Vendors Manual. The contractor shall comply with all applicable federal, state and local laws, rules and regulations.

3. ANTI-DISCRIMINATION: By submitting their proposals, offerors certify to the Commonwealth that they will conform to the provisions of the Federal Civil Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended, where applicable, the Virginians With Disabilities Act, the Americans With Disabilities Act and § 2.2-4311 of the Virginia Public Procurement Act (VPPA). If the award is made to a faith-based organization, the organization shall not discriminate against any recipient of goods, services, or disbursements made pursuant to the contract on the basis of the recipient's religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender sexual orientation, gender identity, or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith-based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E).

In every contract over $10,000 the provisions in 1. and 2. below apply:

1. During the performance of this contract, the contractor agrees as follows:

a. The contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, sexual orientation, gender identity, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the contractor. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

b. The contractor, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such contractor is an equal opportunity employer.

c. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.

d. If the contractor employs more than five employees, the contractor shall (i) provide annual training on the contractor's sexual harassment policy to all supervisors and employees providing services in the Commonwealth, except such supervisors or employees that are required to complete sexual harassment training provided by the Department of Human Resource Management, and (ii) post the contractor's sexual harassment policy in (a) a conspicuous public place in each building located in the Commonwealth that the contractor owns or leases for business purposes and (b) the contractor's employee handbook.

e. The requirements of these provisions 1. and 2. are a material part of the contract. If the Contractor violates one of these provisions, the Commonwealth may terminate the affected part of this contract for breach, or at its option, the whole contract. Violation of one of these provisions may also result in debarment from State contracting regardless of whether the specific contract is terminated.

f. In accordance with Executive Order 61 (2017), a prohibition on discrimination by the contractor, in its employment practices, subcontracting practices, and delivery of goods or services, on the basis of race, sex, color, national origin, religion, sexual orientation, gender identity, age, political affiliation, disability, or veteran status, is hereby incorporated in this contract.

2. The contractor will include the provisions of 1. above in every subcontract or purchase order over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

4. ETHICS IN PUBLIC CONTRACTING: By submitting their proposals, offerors certify that their proposals are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other offeror, supplier, manufacturer or subcontractor in connection with their proposal, and that they have not conferred on any public employee having official responsibility for this procurement transaction any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged.

5. IMMIGRATION REFORM AND CONTROL ACT OF 1986: Applicable for all contracts over $10,000:

By entering into a written contract with the Norfolk Public School district, the Contractor certifies that the Contractor does not, and shall not during the performance of the contract for goods and services in the Commonwealth, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986.

6. DEBARMENT STATUS: By participating in this procurement, the vendor certifies that they are not currently debarred by the Norfolk Public School district from submitting a response for the type of goods and/or services covered by this solicitation. Vendor further certifies that they are not debarred from filling any order or accepting any resulting order, or that they are an agent of any person or entity that is currently debarred by the Commonwealth of Virginia.

If a vendor is created or used for the purpose of circumventing a debarment decision against another vendor, the non-debarred vendor will be debarred for the same time period as the debarred vendor.

7. ANTITRUST: By entering into a contract, the contractor conveys, sells, assigns, and transfers to the Norfolk Public School district all rights, title and interest in and to all causes of action it may now have or hereafter acquire under the antitrust laws of the United States and the Commonwealth of Virginia, relating to the particular goods or services purchased or acquired by the Norfolk Public School district under said contract.

8. MANDATORY USE OF FORM AND TERMS AND CONDITIONS FOR RFPs (Insert wording below appropriate to the solicitation type as indicated):

Failure to submit a proposal on the official state form provided for that purpose may be a cause for rejection of the proposal. Modification of or additions to the General Terms and Conditions of the solicitation may be cause for rejection of the proposal; however, the District reserves the right to decide, on a case by case basis, in its sole discretion, whether to reject such a proposal.

9. CLARIFICATION OF TERMS: If any prospective offeror has questions about the specifications or other solicitation documents, the prospective offeror should contact the buyer whose name appears on the face of the solicitation no later than five working days before the due date. Any revisions to the solicitation will be made only by addendum issued by the buyer.

10. PAYMENT:

1. To Prime Contractor:

a. Invoices for items ordered, delivered and accepted shall be submitted by the contractor directly to the payment address shown on the purchase order/contract. All invoices shall show the state contract number and/or purchase order number; social security number (for individual contractors) or the federal employer identification number (for proprietorships, partnerships, and corporations).

b. Any payment terms requiring payment in less than 30 days will be regarded as requiring payment 30 days after invoice or delivery, whichever occurs last. This shall not affect offers of discounts for payment in less than 30 days, however.

c. All goods or services provided under this contract or purchase order, that are to be paid for with public funds, shall be billed by the contractor at the contract price, regardless of which public agency is being billed.

d. The following shall be deemed to be the date of payment: the date of postmark in all cases where payment is made by mail, or when offset proceedings have been instituted as authorized under the Virginia Debt Collection Act.

e. Unreasonable Charges. Under certain emergency procurements and for most time and material purchases, final job costs cannot be accurately determined at the time orders are placed.

In such cases, contractors should be put on notice that final payment in full is contingent on a determination of reasonableness with respect to all invoiced charges. Charges which appear to be unreasonable will be resolved in accordance with Code of Virginia, § 2.2-4363 and -4364. Upon determining that invoiced charges are not reasonable, the District shall notify the contractor of defects or improprieties in invoices within fifteen (15) days as required in Code of Virginia, § 2.2- 4351.,. The provisions of this section do not relieve an agency of its prompt payment obligations with respect to those charges which are not in dispute (Code of Virginia, § 2.2-4363).

2. To Subcontractors:

a. Within seven (7) days of the contractor’s receipt of payment from the District, a contractor awarded a contract under this solicitation is hereby obligated:

(1) To pay the subcontractor(s) for the proportionate share of the payment received for work performed by the subcontractor(s) under the contract; or

(2) To notify the agency and the subcontractor(s), in writing, of the contractor’s intention to withhold payment and the reason.

b. The contractor is obligated to pay the subcontractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the contractor that remain unpaid seven (7) days following receipt of payment from the District, except for amounts withheld as stated in (2) above. The date of mailing of any payment by U. S. Mail is deemed to be payment to the addressee. These provisions apply to each sub-tier contractor performing under the primary contract. A contractor’s obligation to pay an interest charge to a subcontractor may not be construed to be an obligation of the District.

3. Each prime contractor who wins an award in which provision of a SWaM procurement plan is a condition to the award, shall deliver to the contracting agency or institution, on or before request for final payment, evidence and certification of compliance (subject only to insubstantial shortfalls and to shortfalls arising from subcontractor default) with the SWaM procurement plan. Final payment under the contract in question may be withheld until such certification is delivered and, if necessary, confirmed by the agency or institution, or other appropriate penalties may be assessed in lieu of withholding such payment.

4. The Norfolk Public School district encourages contractors and subcontractors to accept electronic and credit card payments.

11. PRECEDENCE OF TERMS: The following General Terms and Conditions VENDORS MANUAL, APPLICABLE LAWS AND COURTS, ANTI-DISCRIMINATION, ETHICS IN PUBLIC CONTRACTING, IMMIGRATION REFORM AND CONTROL ACT OF 1986, DEBARMENT STATUS, ANTITRUST, MANDATORY USE OF STATE FORM AND TERMS AND CONDITIONS, CLARIFICATION OF TERMS, PAYMENT shall apply in all instances. In the event there is a conflict between any of the other General Terms and Conditions and any Special Terms and Conditions in this solicitation, the Special Terms and Conditions shall apply.

12. QUALIFICATIONS OF OFFERORS: The District may make such reasonable investigations as deemed proper and necessary to determine the ability of the offeror to perform the services/furnish the goods and the offeror shall furnish to the District all such information and data for this purpose as may be requested.

The District reserves the right to inspect offeror’s physical facilities prior to award to satisfy questions regarding the offeror’s capabilities. The District further reserves the right to reject any proposal if the evidence submitted by, or investigations of, such offeror fails to satisfy the District that such offeror is properly qualified to carry out the obligations of the contract and to provide the services and/or furnish the goods contemplated therein.

13. TESTING AND INSPECTION: The District reserves the right to conduct any test/inspection it may deem advisable to assure goods and services conform to the specifications.

14. ASSIGNMENT OF CONTRACT: A contract shall not be assignable by the contractor in whole or in part without the written consent of the District.

15. CHANGES TO THE CONTRACT: Changes can be made to the contract in any of the following ways:

1. The parties may agree in writing to modify the terms, conditions, or scope of the contract. Any additional goods or services to be provided shall be of a sort that is ancillary to the contract goods or services, or within the same broad product or service categories as were included in the contract award.

Any increase or decrease in the price of the contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the contract.

2. The Purchasing Agency may order changes within the general scope of the contract at any time by written notice to the contractor. Changes within the scope of the contract include, but are not limited to, things such as services to be performed, the method of packing or shipment, and the place of delivery or installation. The contractor shall comply with the notice upon receipt, unless the contractor intends to claim an adjustment to compensation, schedule, or other contractual impact that would be caused by complying with such notice, in which case the contractor shall, in writing, promptly notify the Purchasing Agency of the adjustment to be sought, and before proceeding to comply with the notice, shall await the Purchasing Agency's written decision affirming, modifying, or revoking the prior written notice. If the Purchasing Agency decides to issue a notice that requires an adjustment to compensation, the contractor shall be compensated for any additional costs incurred as the result of such order and shall give the Purchasing Agency a credit for any savings. Said compensation shall be determined by one of the following methods:

a. By mutual agreement between the parties in writing; or

b. By agreeing upon a unit price or using a unit price set forth in the contract, if the work to be done can be expressed in units, and the contractor accounts for the number of units of work performed, subject to the Purchasing Agency’s right to audit the contractor’s records and/or to determine the correct number of units independently; or

c. By ordering the contractor to proceed with the work and keep a record of all costs incurred and savings realized. A markup for overhead and profit may be allowed if provided by the contract.

The same markup shall be used for determining a decrease in price as the result of savings realized.

The contractor shall present the Purchasing Agency with all vouchers and records of expenses incurred and savings realized. The Purchasing Agency shall have the right to audit the records of the contractor as it deems necessary to determine costs or savings. Any claim for an adjustment in price under this provision must be asserted by written notice to the Purchasing Agency within thirty

(30) days from the date of receipt of the written order from the Purchasing Agency. If the parties fail to agree on an amount of adjustment, the question of an increase or decrease in the contract price or time for performance shall be resolved in accordance with the procedures for resolving disputes provided by the Disputes Clause of this contract or, if there is none, in accordance with the disputes provisions of the Norfolk Public School district Vendors Manual. Neither the existence of a claim nor a dispute resolution process, litigation or any other provision of this contract shall excuse the contractor from promptly complying with the changes ordered by the Purchasing Agency or with the performance of the contract generally.

16. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the District, after due oral or written notice, may terminate this contract and procure all goods and/or services contracted for, from other sources and hold the contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the District may have.

17. TAXES: Sales to the Norfolk Public School district are normally exempt from State sales tax. State sales and use tax certificates of exemption, Form ST-12, will be issued upon request. Deliveries against this contract shall usually be free of Federal excise and transportation taxes. The District’s excise tax exemption registration number is 54-6001460.

If sales or deliveries against the contract are not exempt, the contractor shall be responsible for the payment of such taxes unless the tax law specifically imposes the tax upon the buying entity and prohibits the contractor from offering a tax-included price.

18. USE OF BRAND NAMES: Unless otherwise provided in this solicitation, the name of a certain brand, make or manufacturer does not restrict (offerors) to the specific brand, make or manufacturer named, but conveys the general style, type, character, and quality of the article desired. Any article which the public body, in its sole discretion, determines to be the equivalent of that specified, considering quality, workmanship, economy of operation, and suitability for the purpose intended, shall be accepted. The offeror is responsible to clearly and specifically identify the product being offered and to provide sufficient descriptive literature, catalog cuts and technical detail to enable the District to determine if the product offered meets the requirements of the solicitation. This is required even if offering the exact brand, make or manufacturer specified. Normally in competitive sealed proposals only the information furnished with the proposal will be considered in the evaluation. Failure to furnish adequate data for evaluation purposes may result in declaring a proposal nonresponsive.