INVITATION FOR BID (IFB) MDC 0000000226SL

If you have any questions, please contact:

Procurement Entity State of Missouri

Buyer LISA LARIVEE Location

Phone Fax

E-mail Lisa.Larivee@mdc.mo.gov

State of Missouri

Missouri Department of Conservation

RESPONSES ARE DUE NO LATER THAN: JULY 10, 2026, AT 2:00 PM TIME PM CENTRAL TIME

Responses are preferred to be submitted electronically via MissouriBUYS, powered by MOVERS. If bid response preference is by US mail, please contact Buyer of Record.

Original contract period shall be Date of Award through One (1) Year

ATTENTION:

1. After reviewing the solicitation, the supplier must complete and return all necessary exhibits.

2. Due to lead times for obtaining the information needed to complete the various Business Compliance

Exhibits herein as explained in the solicitation's Supplier Response Exhibits, suppliers are encouraged to IMMEDIATELY begin securing these verifications.

3. The supplier must be registered in MissouriBUYS, powered by MOVERS) to be considered for contract award.

INSTRUCTIONS:

1. From the Table of Contents on the left-hand side of this screen, navigate to the Contract Terms section and click the Download Contract button to review the solicitation terms in its entirety.

2. Navigate to the Lines and Requirements sections to review and download any available attachments.

3. Click Create Response to enter your response.

Table of Contents

1 Overview

1.1 General Information

1.2 Schedule

1.3 Additional Information

1.4 Solicitation Controls

1.5 Terms

2 Requirements

2.1 Section 1. Team Qualifications

2.2 Section 2. Past Performance

2.3 Section 3. Organization for the Blind/Sheltered Workshop and Service-Disabled Veteran Business Enterprise (SDVE) Participation Commitment

2.4 Section 4. State of Missouri Tax Compliance

2.5 Section 5. Secretary of State Registration or Exemption

2.6 Section 6. Business Entity Certification, Enrollment Documentation, and Affidavit of Work Authorization...10

2.7 Section 7. Employee/Conflict of Interest

3 Lines

3.1 Line Information

3.2 Line Details

3.2.1 Line 1

4 Contract Terms

1 Overview

1.1 General Information

Title Soil Fumigation Services

Synopsis Soil fumigation services for the Missouri Department of Conservation's George O.

White State Nursery located in Licking, Missouri.

Buyer LISA LARIVEE Outcome Blanket Purchase Agreement

E-Mail Lisa.Larivee@mdc.mo.gov

1.2 Schedule

Close Date 07/10/2026 2:00 PM Open Date 06/26/2026 4:00 PM Time Zone Central Time

1.3 Additional Information

Pre-Bid/Pre-Proposal Conference Date and Time 00+00:00

Pre-Bid/Pre-Proposal Conference Location Tour Date and Time 00+00:00

Tour Location Tour Contact Name

Tour Contact Phone # Tour Contact Email

1.4 Solicitation Controls

Response Visibility Sealed

Lines Settings Rank Indicator No indicator displayed

Ranking Method Price only

1.5 Terms

Agreement Start Date Agreement End Date Agreement Amount

(USD)

Minimum Release

Amount (USD) Payment Terms Immediate Freight Terms

Shipping Method FOB Solicitation Currency USD (US Dollar)

Price Precision 2

2 Requirements *Response is required

2.1 Section 1. Team Qualifications

*1. The supplier should provide the overall relevant supplier experience, as relates to the requirements of the Scope of Work, including experience working with methyl bromide. The supplier must provide their Missouri Pesticide License with the fumigation category or fumigation license in their state of residence that has a reciprocity agreement with the state of Missouri.

2.2 Section 2. Past Performance

*1. The supplier should provide a list of past projects using the same application method including chemicals applied. The supplier should also provide contact information for the past projects.

Duplicate, complete, and upload the attached exhibit and enter "Complete" in the text box below.

Attachments:

File Name or URL Type Description Case Study.pdf File

Response attachments are required.

2.3 Section 3. Organization for the Blind/Sheltered Workshop and Service-Disabled Veteran Business Enterprise (SDVE) Participation Commitment

*1.

Organization for the Blind/Sheltered Workshop

• The services performed or the products provided by the listed Organization for the Blind/Sheltered Workshop must provide a commercially useful function related to the delivery of the contractually required service/product in a manner that will constitute an added value to the contract and shall be performed/provided exclusive to the performance of the contract.

• The supplier must either be an Organization for the Blind or a Sheltered Workshop or must be proposing to utilize an Organization for the Blind/Sheltered Workshop as a subcontractor and/or supplier in an amount that must equal, at a minimum, the greater of $5,000 or 2% of the total dollar value of the contract for purchases not exceeding $10 million.

• The supplier may propose more than one Organization for the Blind/Sheltered Workshop as part of the supplier's total committed participation. However, the services performed or products provided must still meet the requirements noted herein.

Service-Disabled Veteran Business Enterprise (SDVE)

• The services performed or the products provided by the listed SDVE must provide a commercially useful function related to the delivery of the contractually required service/product in a manner that will constitute an added value to the contract and shall be performed/provided exclusive to the performance of the contract.

• The supplier must either be an SDVE or must be proposing to utilize an SDVE as a subcontractor and/or supplier that provides at least three percent (3%) of the total contract value.

• The supplier may propose more than one SDVE as part of the supplier's total committed participation. However, the services performed or products provided must still meet the requirements noted herein.

Select all that apply:-

a. Organization for the Blind/Sheltered Workshop

b. Service-Disabled Veteran Business Enterprise (SDVE)

c. None

Respond to the following requirements if you selected option a. for requirement 1.

*1.a.1. Provide the name of the Organization for the Blind or Sheltered Workshop proposed and the description of products/services to be provided.

Complete and upload the attached Documentation of Intent to Participate.

Attachments:

File Name or URL Type Description Documentation of Intent to Par

File

Response attachments are required.

Respond to the following requirements if you selected option b. for requirement 1.

*1.b.1.

If a participating organization is an SDVE, and unless the Service-Disabled Veteran's (SDV) documents were previously submitted within the past three (3) years to the Department or to the Office of Administration, Division of Purchasing, the supplier must provide the following SDV documents:

• A copy of the SDV's Certificate of Release or Discharge from Active Duty [DD Form 214]; and

• A copy of the SDV's disability rating letter issued by the Department of Veterans Affairs establishing a service-connected disability rating, or a Department of Defense determination of service-connected disability.

Complete and upload the attached SDVE Documentation of Intent to Participate.

Attachments:

File Name or URL Type Description

SDVE

Documentation of Intent t

File

Response attachments are required.

2.4 Section 4. State of Missouri Tax Compliance

*1. In accordance with Section 34.040.7, RSMo, the Department is precluded from contracting with a supplier or its affiliate who makes sales at retail of tangible personal property or for the purpose of storage, use, or consumption in this state but fails to collect and properly pay the tax as provided in Chapter 144, RSMo.

In order to verify the supplier's State of Missouri tax compliance with the Missouri Department of Revenue (DOR), the supplier must provide a "Vendor No Tax Due" certificate issued by DOR prior to award. By providing the "Vendor No Tax Due" certificate, the supplier is verifying the supplier is either registered to collect sales and/or use tax in Missouri or is not making retail sales of tangible personal property or providing taxable services in Missouri.

The DOR will issue the "Vendor No Tax Due" certificate if the supplier is properly registered to collect and have properly remitted sales and/or use tax or if the supplier is not making retail sales in Missouri.

How to Obtain a "Vendor No Tax Due" Certificate

• A "Vendor No Tax Due" certificate can be obtained from the Missouri Department of Revenue when a business pays all of its sales/use tax in full, up to date, does not have a sales tax delinquency, or does not sell tangible personal property in Missouri.

• If taxes are due, depending on the payment history of the business, a cashier's check or money order may be required for payment before a "Vendor No Tax Due" certificate can be issued.

• A "Vendor No Tax Due" certificate can be obtained by completing and submitting the Request for Tax

Clearance, Form 943, to the Missouri Department of Revenue, Division of Taxation & Collection. This form is available at http://dor.mo.gov/forms/943.pdf. Make sure to select the appropriate "Reason for Request' on page 2 of the form.

• For assistance, call (573) 751-9268 or email taxclearance@dor.mo.gov. Additional information regarding Section 34.040.7, RSMo, is available on the Department of Revenue's website at http://dor.mo.

gov/business/sales.

NOTE: Make sure to request a "Vendor No Tax Due" certificate as there are other similar tax clearance forms that do not meet this verification requirement. The steps to obtain a "Vendor No Tax Due" certificate is outlined at https://dor.

mo.gov/taxation/business/tax-types/sales-use/hb600.html.

"Vendor No Tax Due" certificate is attached.

Select one of the following:-

a. Yes(Response attachments are required)

b. No

Respond to the following requirements if you selected option b. for requirement 1.

*1.b.1. Enter date Form 943 was submitted to DOR.

2.5 Section 5. Secretary of State Registration or Exemption

*1. In accordance with Section 351.572, RSMo, the supplier must be properly registered with the Missouri Secretary of State or identify how the supplier's business is exempt from registering with the Missouri Secretary of State.

In order to verify the supplier is properly registered with the Missouri Secretary of State, the supplier must either be:

• properly registered with the Missouri Secretary of State at time of bid submission or prior to contract award, or

• must identify how the supplier's business is exempt from registering with the Missouri Secretary of State.

NOTE: For any questions regarding Secretary of State registration, suppliers should go to https://www.sos.mo.

gov/business/startBusiness.asp or call 866-223-6535, Monday through Friday, 8:00 a.m. to 5:00 p.m., Central Time, excluding state holidays.

Complete and upload the attached exhibit and enter "Complete" in the text box below.

Attachments:

File Name or URL Type Description Secretary of State Registratio

File http://dor.mo.gov/forms/943.pdf http://dor.mo.gov/business/sales.

http://dor.mo.gov/business/sales.

https://dor.mo.gov/taxation/business/tax-types/sales-use/hb600.html.

https://dor.mo.gov/taxation/business/tax-types/sales-use/hb600.html.

https://www.sos.mo.gov/business/startBusiness.asp https://www.sos.mo.gov/business/startBusiness.asp

Response attachments are optional.

2.6 Section 6. Business Entity Certification, Enrollment Documentation, and Affidavit of Work Authorization

*1. Pursuant to section 285.530, RSMo, if the supplier meets the section 285.525, RSMo, definition of a "business entity" (the Business Entity Certification, Enrollment Documentation, and Affidavit of Work Authorization. The applicable portions must be submitted prior to an award of a contract.

If completed portions of documentation are available, upload documentation and enter "Completed" in the field below.

If completed portions of documentation are not yet available, enter "Pending" in the field below.

Attachments:

File Name or URL Type Description Business Entity Certification, File

Response attachments are optional.

2.7 Section 7. Employee/Conflict of Interest

*1. Suppliers who are elected or appointed officials or employees of the State of Missouri or any political subdivision thereof, serving in an executive or administrative capacity, must comply with sections 105.450 to 105.458, RSMo, regarding conflict of interest. If the supplier or any owner of the supplier's organization is currently an elected or appointed official or an employee of the State of Missouri or any political subdivision thereof, please provide the following information. The information must be provided prior to the award of a contract.

Select one of the following:-

a. No - Not Applicable

b. Yes

Respond to the following requirements if you selected option b. for requirement 1.

*1.b.1. Name and title of elected or appointed official or employee of the State of Missouri or any political subdivision thereof:

*1.b.2. If employee of the State of Missouri or political subdivision thereof, provide name of state http://revisor.mo.gov/main/OneChapter.aspx?chapter=285 http://revisor.mo.gov/main/OneChapter.aspx?chapter=285 agency or political subdivision where employed:

*1.b.3. Percentage of ownership interest in supplier's organization held by elected or appointed official or employee of the State of Missouri or political subdivision thereof:

3 Lines Instructions The supplier shall provide a price for each of the following for providing the services required in accordance with the provisions and requirements stated herein. The supplier shall provide firm, fixed prices for the original contract period. All costs associated with providing the required services, including all travel expenses, shall be included in the stated price(s).

3.1 Line Information

Line Estimated Quantity

UOM Response Price

Line Amount

Response Minimum

Release Amount

1-Soil Fumigation Services

14 ACR

E

3.2 Line Details

3.2.1 Line 1 Soil Fumigation Services

Category Name 70131506 - SOIL

IMPROVEMENT

Item Revision Allow Alternate Lines No

Target Minimum Release Amount (USD)

Start Price (USD)

4 Contract Terms

Contract Terms and Conditions

Purpose Titles Background and Historical Usage Information State Expenditures IFB Questions Scope of Work General Requirements Familiarity with Conditions Contractor's Obligation Children/Juveniles Use of Subcontractors Hazardous Conditions Assignment of Contract Amendments Applicable Laws Contractor's Qualifications Performance Requirements Estimated Quantities Schedule of Services Quality Control Department's Option to Add/Remove Areas Invoicing and Payment Requirements Terms and Conditions Applicable Laws and Regulations Non-Discrimination and Affirmative Action Americans with Disabilities Act Anti-Discrimination Against Israel Act Contractor Requirements Authorized Personnel/E-Verify Business Registration Elected or Appointed Officials and Employees Hazard Communication Safety Data Sheets and Labeling Requirements Indemnification Legal Proceedings Invoicing and Payment Non-Appropriation of Funds Open Records Protests Records Access State Preferences Taxes General Contractual Requirements Contract Governance Supplier's Response Binding Notice of Award Contract Amendment Contract Period Contract Pricing Termination for Convenience Cancellation for Breach of Contract Incoming and Outgoing Transition

Contract Assignment Contractor Liability Insurance Single Point of Contact and Responsibility Contractor Status Subcontractors Participation by Other Organizations Substitution of Personnel Coordination Force Majeure Actions, Suits, or Proceedings Warranties and Representations Conflict of Interest Remedies and Rights Communications and Notices Survivability of Terms Supplier Submission, Evaluation, and Award Information Bid Submission Overview Preparation of Bid Compliance with Requirements, Terms, and Conditions Foreign Suppliers Solicitation Response Submission Options Hard Copy Submission of Solicitation Response On-Line Submission of Solicitation Response Bid Opening Award Determination Evaluation Process Compliance Review Business Compliance Requirements Clarifications and Corrections The Domestic Products Procurement Act Organization for the Blind and Sheltered Workshop Participation Prerequisites Organization for the Service-Disabled Veteran Business Enterprises (SDVEs) Preference Prerequisites

Purpose

This document constitutes an invitation for competitive bids for the Missouri Department of Conservation (hereinafter referred to as "Department") in accordance with the requirements and provisions stated herein.

Titles

Titles of paragraphs used herein are for the purpose of facilitating reference only and shall not be construed to infer a contractual construction of language.

Background and Historical Usage Information

The Missouri Department of Conservation's mission is to protect and manage the fish, forest, and wildlife resources of the state, to serve the public and facilitate their participation in resource management activities, and to provide opportunities for all citizens to use, enjoy and learn about fish, forest, and wildlife resources.

State Expenditures

1. Accuracy of Background Information

Although an attempt has been made to provide accurate and up-to-date information, the Department does not warrant or represent that the background information provided herein reflects all relationships or existing conditions related to this solicitation.

IFB Questions

1. Buyer is Single Point of Contact for Solicitation

The supplier and the supplier's agents (including subcontractors, employees, consultants, or anyone else acting on their behalf) must direct all questions or comments regarding the IFB, the solicitation process, the evaluation, etc., to the buyer of record indicated on the first page of this IFB. Suppliers and their agents who have questions regarding this matter should contact the buyer. It is preferred that questions be emailed to the buyer.

a. Except as noted herein, suppliers and their agents are instructed not to contact any other state employee regarding any of these matters during the solicitation and evaluation process. Inappropriate contacts are grounds for suspension and/or exclusion from specific procurements. Suppliers can be sanctioned for unauthorized contact with any evaluator under 1 Code of State Regulations (CSR) 40-1.060(8)(G) and (H) available at

2. Supplier is Responsible for Asking Questions Regarding the IFB

It is the supplier's responsibility to ask questions, request changes or clarifications, or otherwise advise the Department if the supplier believes that any language, specifications, or requirements are: (1) ambiguous, (2) contradictory or arbitrary, (3) violate any state or federal law or regulation, (4) restrict or limit the requirements to a single source, or (5) restrict or limit the supplier's ability to submit a bid.

3. Supplier Questions Deadline

All questions and issues should be submitted at least five (5) business days prior to the return date of the bid. If not received prior to five (5) business days before the bid return date, the Department may not be able to fully research and consider the respective questions or issues.

4. Department's Response to Supplier Questions

Upon the Department's consideration of questions and issues and if the Department determines that changes are necessary, the resulting changes will be included in a subsequently issued IFB amendment(s); absence of such response indicates that the questions and issues were considered but deemed unnecessary for IFB amendment. All suppliers will be advised of any change to the IFB's language, specifications, or requirements by a formal amendment to the IFB. There will be no posted written records of the questions/communications (i.e., formal question/answer document).

5. IFB is Department's Only Official Position

The only official position of the Department shall be that which is contained in the IFB and any amendments thereto.

Scope of Work

General Requirements

The contractor shall provide soil fumigation service at the George O. White State Nursery located in Licking, Missouri, in accordance with the provisions and requirements stated herein and to the sole satisfaction of the Department.

Familiarity with Conditions

The contractor shall understand and agree that it is their responsibility to become familiar with the conditions that exist prior to award of the contract. The contractor shall not be relieved of the performance of the provisions and requirements specified herein.

Contractor's Obligation

Unless otherwise specified herein, the contractor shall provide all tools, equipment, materials, labor, supervision, and supplies necessary to perform the services herein.

Children/Juveniles

The contractor will agree that children or juveniles will not be allowed to accompany the contractor or contractor's employees on the job site.

Use of Subcontractors

The contractor shall not engage or use the services of subcontractors in performing the contract unless the contractor obtains prior written approval from the Department. Any subcontractors used in conjunction with this agreement shall be bound to the same requirements placed on the contractor.

Hazardous Conditions

The contractor understands that there may be hazardous conditions, and the contractor hereby voluntarily accepts and assumes all risks from these conditions and agrees to incur these risks as a condition of the contract.

Assignment of Contract

This contract may not be assigned in whole or in part by the contractor without written consent of the Department.

Amendments

The contractor shall agree that this agreement shall not be amended or modified except in writing and signed by all parties of the original agreement.

Applicable Laws

The contractor agrees to comply with all applicable laws of the State of Missouri.

This contract shall be interpreted in accordance with the laws of the State of Missouri. It is mutually agreed that the venue for any cause of action regarding this contract shall be the Circuit Court of Cole County, Jefferson City, Missouri.

Contractor's Qualifications

Contractor must have experience working with methyl bromide application and have a Missouri Pesticide applicators license in the fumigation category. If not a Missouri applicator's license, contractor must have a license from their state that has a reciprocity agreement with the state of Missouri.

Performance Requirements

1. The contractor shall provide soil fumigation services for approximately fourteen (14) acres of soil.

2. The contractor shall agree and understand that under Environmental Protection Agency (EPA) regulations, the Department qualifies for a quarantine and pre-shipment (QPS) exemption.

3. The contractor shall provide soil fumigation services using a chemical fumigant combination of 80% Methyl-Bromide and 20% Chloropicrin.

4. The contractor must inject the 80% Methyl-Bromide and 20% Chloropicrin chemical fumigation combination a minimum of six inches (6") deep into the soil at a rate of approximately three hundred (300) points of material per acre.

5. The contractor must use the soil tarp method of application, except in areas where obstructions (irrigation system) make it unfeasible.

6. The contractor shall keep plastic film sealed and in place for a minimum of twenty-four

(24) hours. In the even the plastic film does not remain sealed in place for a minimum of twenty-four (24) hours, the contractor shall replace the plastic film and shall reapply the chemical fumigant at no additional cost to the Department if it si deemed necessary.

7. The contractor must make every effort to gas all seedbed ground, including the ends of seedbed rows and areas along irrigation lines.

8. The state agency reserves the right to have a Department designated representative accompany the contractor while soil fumigation services are being performed.

9. The contractor shall perform all soil fumigation services in a safe manner and in accordance with the most modern and professional pest control procedures recommended by the National Pest Control Association.

a. The contractor shall take all necessary precautions to prevent human injury, property damage, and environmental damage.

10. The contractor shall comply with all federal, state, and local licensing requirements and the provisions of the Workers Protection Standards Act.

11. The contractor shall furnish the application machinery/equipment, glue, nitrogen, any supplies/materials needed with the exception of the Totally Impermeable Film and Methyl Bromide used for solid tarp soil fumigation applications, and skilled labor necessary to perform the required fumigation services.

1. The contractor shall provide soil fumigation services for approximately fourteen (14) acres of soil.

2. The contractor shall agree and understand that under Environmental Protection Agency (EPA) regulations, the Department qualifies for a quarantine and pre-shipment (QPS) exemption.

3. The contractor shall provide soil fumigation services using a chemical fumigant combination of 80% Methyl-Bromide and 20% Chloropicrin.

4. The contractor must inject the 80% Methyl-Bromide and 20% Chloropicrin chemical fumigation combination a minimum of six inches (6") deep into the soil at a rate of approximately three hundred (300) points of material per acre.

5. The contractor must use the soil tarp method of application, except in areas where obstructions (irrigation system) make it unfeasible.

6. The contractor shall keep plastic film sealed and in place for a minimum of twenty-four

(24) hours. In the even the plastic film does not remain sealed in place for a minimum of twenty-four (24) hours, the contractor shall replace the plastic film and shall reapply the chemical fumigant at no additional cost to the Department if it si deemed necessary.

7. The contractor must make every effort to gas all seedbed ground, including the ends of seedbed rows and areas along irrigation lines.

8. The state agency reserves the right to have a Department designated representative accompany the contractor while soil fumigation services are being performed.

9. The contractor shall perform all soil fumigation services in a safe manner and in accordance with the most modern and professional pest control procedures recommended by the National Pest Control Association.

a. The contractor shall take all necessary precautions to prevent human injury, property damage, and environmental damage.

10. The contractor shall comply with all federal, state, and local licensing requirements and the provisions of the Workers Protection Standards Act.

11. The contractor shall furnish the application machinery/equipment, glue, nitrogen, any supplies/materials needed with the exception of the Totally Impermeable Film and Methyl Bromide used for solid tarp soil fumigation applications, and skilled labor necessary to perform the required fumigation services.

Estimated Quantities

The quantities indicated in this IFB are estimates that pertain to the total aggregate quantities that may be ordered incrementally at multiple times throughout the stated contract period. The estimates do not indicate single order amounts unless otherwise stated. The Department makes no guarantee about single order quantities or total aggregate order quantities.

Schedule of Services

1.

The contractor must provide soil fumigation services between August 20th and September 20th, unless otherwise notified by the state agency.

a. The contractor may delay the start of or halt soil fumigation services in progress upon the determination of the state agency nursery superintendent, if soil or weather conditions are not favorable.

Quality Control

The Department will conduct periodic inspections of the contractor's work to ensure and measure compliance with the specifications. Inspection plots shall be located throughout the service area to obtain a representative sample of the work.

Department's Option to Add/Remove Areas

The Department may add or remove areas or change the priority of work areas during the contract period. If the Department requests addtional services on areas, the days and times of services shall be mutually agreed upon. The prices stated on the Pricing Page shall remain in effect for any additions and/or changes in work areas or priorities throughout the contract period.

Invoicing and Payment Requirements

The contractor shall be paid in accordance with the firm, fixed price stated on the Pricing Page after acceptance of services by the Department.

1. Invoicing

The contractor shall submit to the Department an itemized invoice for services upon completion and acceptance of the Department's scope of work.

a. Invoices shall be mailed to:

Missouri Department of Conservation

Mike Fiaoni

14027 Shafer Road

Licking, MO 65542

Or submitted electronically to: Mike.Fiaoni@mdc.mo.gov

b. The contractor shall use uniquely identifiable invoice numbers to distinguish an invoice from a previously submitted invoice and shall include on the invoice the remittance address listed in the contractor's MissouriBUYS, powered by MOVERS, supplier registration. The invoice number will be listed on the state's EFT addendum record to enable the contractor to properly apply state payments to invoices. The contractor must comply with all other invoicing requirements stated in the solicitation.

c. The statewide financial management system has been designed to capture certain receipt and payment information. For each purchase order received, an invoice must be submitted that references the purchase order number and should be itemized in accordance with items listed on the purchase order. Failure to comply with this requirement may delay processing of invoices for payment.

d. The contractor shall not invoice federal or state taxes unless otherwise required under law or regulation.

2. Payment

a. Payments are due upon receipt of a valid invoice, payable in thirty (30) calendar days.

All invoices for equipment, supplies, and/or services purchased by the Department shall be subject to late payment charges as provided in section 34.055, RSMo.

b. The Department does not pay state or federal taxes unless otherwise required under law or regulation.

c. The Department assumes no obligation for equipment, supplies, and/or services shipped or provided in excess of the quantity ordered. Any unauthorized quantity is subject to the Department's rejection and shall be returned at the contractor's expense.

d. The Department will not pay for a software component until the initiation of the implementation of that software component.

e. The contractor may obtain detailed information for payments issued for the past 24 months from the State of Missouri's central accounting system (SAM II) on the Vendor Services Portal at: .

Terms and Conditions

Applicable Laws and Regulations

The contract shall be construed according to the laws of the State of Missouri. The contractor and the Department must follow all applicable federal, state, and local laws and regulations that apply to the performance of the contract. To the extent that a provision of the contract is contrary to the Constitution or laws of the State of Missouri or of the United States, the provisions shall be void and unenforceable. However, the balance of the contract shall remain in force between the parties unless terminated by consent of both the contractor and department.

Non-Discrimination and Affirmative Action

Contractors with fifty (50) or more employees must comply with and have an affirmative action plan in accordance with Executive Order 94-03, Article XIII.

Americans with Disabilities Act

In connection with the furnishing of equipment, supplies, and/or services under the contract, the contractor and all subcontractors shall comply with all applicable requirements and provisions of the Americans with Disabilities Act (ADA), ADA is 42 U.S.C. section 1201, et seq.

Anti-Discrimination Against Israel Act Contractor Requirements

a. If the contractor meets the definition of a company as defined in section 34.600, RSMo, and has ten (10) or more employees, the contractor shall not engage in a boycott of goods or services from the State of Israel; from companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or from persons or entities doing business in the State of Israel as defined in section 34.600, RSMo.

b. If during the life of the contract, the contractor's business status changes according to section 34.600, RSMo, then the contractor shall comply with, complete, and submit to the Department an updated Anti-Discrimination Against Israel Act Certification.

Authorized Personnel/E-Verify

a. For work performed under the contract, the contractor shall only employ personnel authorized to work in the United States in accordance with applicable federal and state laws, including section 285.530, RSMo and Executive Order 07-13. If the contractor employs personnel not authorized to work in the United States, the Department shall have the right to cancel the contract immediately without penalty or recourse, and to pursue any other remedies permitted by the contract or by applicable state or federal law.

b. Prior to the performance of any services, a contractor meeting the definition of a business entity in section 285.525, RSMo, shall maintain enrollment and participation in the E-Verify Federal work authorization program with respect to the employees hired after enrollment in the program for work in connection with the contracted services included herein. If the contractor's business status changes during the life of the contract to become a business entity as defined in section 285.525, RSMo, pertaining to section 285.530, RSMo, then the contractor shall enroll and participate in the E-Verify program.

c. The contractor shall only be required to provide the affidavits required in section 285.530.2, RSMo, to the Department on an annual basis.

d. The contractor shall ensure that its subcontractors comply with section 285.530, RSMo.

Business Registration

The contractor must meet the requirements for conducting business in the State of Missouri, prior to performance of services under the contract, and for the duration of the contract. The contractor must be registered and maintain good standing with the Secretary of State of the State of Missouri and other regulatory agencies, as may be required by law or regulations. Such business requirements for formation and operation include, but are not limited to, those in Chapters 347-359, RSMo.

Elected or Appointed Officials and Employees

Elected or appointed officials or employees of the State of Missouri or any political subdivision thereof, serving in an executive or administrative capacity, must comply with sections 105.452 and 105.454, RSMo, regarding conflict of interest.

Hazard Communication Safety Data Sheets and Labeling Requirements

The Department, in accordance with the revised rules and regulations of the Occupational Safety and Health Administration (OSHA) requires that all hazardous chemicals and commodities purchased by the Department be labeled with warning labels, and either contain a safety data sheet with each shipment, or the contractor otherwise shall make available a safety data sheet specific to the product available for downloading from the internet. The contractor shall ensure that the Department is informed about where to find safety data sheets for products under contract. Safety data sheet information must be compliant with OSHA's Hazard Communication Standard. Therefore, the contractor must comply with this mandatory requirement for all commodities provided under contract that contain hazardous material. The contractor's Safety Data Sheets shall comply with the OSHA uniform formatting requirements that became effective June 1, 2015, and the contractor's Safety Data Sheets shall always comply with any changes to those OSHA requirements. Failure to comply with this requirement may cause cancellation of the contract with goods returned at the contractor's expense as well as suspension from the solicitation list for future requirements.

Indemnification

Unless expressly provided by Missouri law to the contrary, pursuant to the Constitution of the State of Missouri, Article III, section 39, subsections 2 and 5, the state shall not indemnify, hold harmless, or agree in advance to defend, any person or entity.

Legal Proceedings

a. For any legal action or other proceedings, per section 27.050 and section 27.060, RSMo, the Missouri Attorney General is given the authority to represent the State of Missouri's interests. The venue for any legal proceeding relating to or arising out of the solicitation or resulting contract shall be in circuit court for Cole County, Missouri or the United States District Court for the Western District of Missouri, Central Division.

b. The contractor and the Department agree that if a dispute concerning the contract arises that the parties shall make an attempt to resolve the dispute through informal methods before initiating litigation.

c. The Department does not agree to any arbitration. The Department does not voluntarily agree to the payment of attorneys' fees. The Department may, but is not required to, mediate any dispute arising under the contract, and any vendor provisions requiring mediation or dispute resolution processes shall not be binding upon the Department.

Invoicing and Payment

Invoicing and payments must follow section 33.120, section 34.055, and section 8.960, RSMo. All payments shall be made in arrears, unless the requirements of 1 CSR 10-3.010 allow for advance payment of goods or services.

Non-Appropriation of Funds

The contractor understands and agrees that funds required to fund the contract must be appropriated by the General Assembly of the State of Missouri for each fiscal year included within the contract period. The contract shall not be binding upon the Department for any period in which funds have not been appropriated, have been withheld, or have been restricted, and the Department shall not be liable for any costs associated with termination caused by lack of appropriations or authority to spend. This includes, but is not limited to, the provisions of the Mo.

Const. Article IV, sections 23, 27, 28 and in sections 33.030 and 33.065, RSMo and 1 CSR 10-

3.010 (1)(B).

Open Records

Pursuant to section 610.021, RSMo, the contract and related documents are available for public review.

Protests

Any bid award protest must be received within ten (10) state business days after the date of award in accordance with the requirements of 1 CSR 40-1.050.

Records Access

The contractor shall grant the State Auditor access to records/items as stated in section 29.235, RSMo.

State Preferences

If the contractor's awarded bid included state preferences, the contractor must comply with the rules applicable to those preferences including:

a. Section 34.070 and section 34.073 RSMo for Missouri business preferences;

b. Section 34.074 RSMo and 1 CSR 40-1.050 for Service Disabled Veteran Enterprises;

c. Section 34.165 RSMo and 1 CSR 40-1.050 for Organizations for the Blind/Sheltered

Workshops;

d. Section 34.350 to 34.359 RSMo for the Missouri Domestic Products Procurement Act.

Taxes

The contractor must timely file and pay all Missouri sales, withholding, corporate and any other required Missouri tax returns and taxes, including interest and additions to tax. No contract shall be awarded to a vendor that does not meet the conditions of section 34.040.7, RSMo.

General Contractual Requirements

Contract

A binding contract shall consist of the following documents:

a. the most current version of the solicitation document (including all Exhibits and Attachments) as amended by: solicitation amendment(s) issued prior to bid closing, and contract amendment(s);

b. the most current version of the contractor's bid, Department-requested clarification responses, and contract amendment responses, and the contractor's documentation;

and

c. the Department's acceptance of the response (bid) by "notice of award".

Governance

a. The contract expresses the complete agreement of the parties and performance shall be governed solely by the specifications and requirements contained therein.

b. The contractor further agrees that the language of the solicitation shall govern in the event of a conflict with the contractor's response.

Supplier's Response Binding

The supplier's response, whether responding to a mandatory requirement or a desired attribute, will be binding upon the contractor in the event the supplier's response is accepted by the Department and a contract is awarded.

Notice of Award

A Notice of Award issued by the Department does not constitute an authorization for shipment of equipment or supplies or a directive to proceed with services. Before providing equipment, supplies, and/or services for the Department, the contractor must receive a properly authorized purchase order or other form of authorization given to the contractor at the discretion of the Department.

Contract Amendment

All changes to the contract must be accomplished by a formal contract amendment executed by both the contractor and the Department prior to the effective date of such change. No other means shall be used or construed as an amendment or modification to the contract.

Contract Period

The original contract period shall be as specified on the cover page and the subsequent Notice of Award.

Contract Pricing

All prices shall be firm, fixed, and as indicated on the Pricing Page. The Department shall not pay nor be liable for any other additional costs, including but not limited to travel expenses, taxes, insurance, attorney fees, etc.

Termination for Convenience

The Department reserves the right to terminate the contract at any time, for the convenience of the Department, without penalty or recourse, by giving written notice to the contractor at least thirty (30) calendar days prior to the effective date of such termination. The contractor shall be entitled to receive compensation for services and supplies delivered to and accepted by the Department pursuant to the contract prior to the effective date of termination. The Department shall determine the value of any work in process, but not completed and accepted by the Department, based on the work products created and agreed to by both parties

Cancellation for Breach of Contract

a. In the event of material breach of the contractual obligations by the contractor, the Department may cancel the contract. At its sole discretion, the Department may give the contractor an opportunity to cure the breach or to explain how the breach will be cured. As specified by the Department, the actual cure must be completed within no more than ten (10) state business days from notification, or at a minimum the contractor must provide the Department within ten (10) state business days from notification a written plan detailing how the contractor intends to cure the breach.

b. If the contractor fails to cure the breach or if circumstances demand immediate action, the Department will issue a notice of cancellation terminating the contract immediately.

If it is determined the Department improperly cancelled the contract, such cancellation shall be deemed a termination for convenience in accordance with the contract.

c. If the Department cancels the contract for breach, the Department reserves the right to obtain the equipment, supplies, and/or services to be provided pursuant to the contract from other sources and upon such terms and in such manner as the Department deems appropriate and charge the contractor for any additional costs incurred thereby.

d. The contractor understands and agrees that funds required to fund the contract must be appropriated by the General Assembly of the State of Missouri for each fiscal year included within the contract period. The contract shall not be binding upon the Department for any period in which funds have not been appropriated or where the funds are withheld by the governor, and the Department shall not be liable for any costs associated with termination caused by lack of appropriations or due to the governor's withholding.

Incoming and Outgoing Transition

1. Incoming Transition

Upon Department authorization to proceed with services, the contractor shall work with the Department and any other organizations designated by the Department to facilitate an orderly transition of services and responsibilities under the contract and to ensure the continuity of those services required by the Department.

2. Outgoing Transition

Six (6) months prior to expiration of the contract, or upon notice of termination or cancellation of the contract, the contractor shall provide to the Department a plan for ensuring an orderly and smooth transfer of responsibility and continuity of those services required under the terms of the contract to an organization designated by the state agency.

Contract Assignment

Any contract assignment, except as noted below, shall require prior written consent by the Department, which shall not be unreasonably withheld. However, the contractor may assign the contract without the Department's prior consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, contingent upon the assignee agreeing to be bound by all of the terms of the contract with the Department and all past due fees are paid in full. The contractor must notify the Department of all contract assignments, which shall be addressed in a contract amendment. Any other means of assignment shall be void and of no effect. Subject to the foregoing, the contract shall bind and inure to the benefit of the parties, their respective successors, and permitted assigns.

Contractor Liability

The contractor shall be responsible for any and all personal injury (including death) or property damage as a result of the contractor's negligence involving any equipment or service provided under the terms and conditions, requirements and specifications of the contract. In addition, the contractor assumes the obligation to save the Department, including its employees and assignees, from every expense, liability, or payment arising out of such negligent act.

a. The contractor also agrees to hold the Department, including its employees and assignees, harmless for any negligent act or omission committed by any subcontractor or other person employed by or under the supervision of the contractor under the terms of the contract.

b. The contractor shall not be responsible for any injury or damage occurring as a result of any negligent act or omission committed by the Department, including its employees and assignees.

c. Under no circumstances shall the contractor be liable for any of the following: (1) third party claims against the Department for losses or damages (other than those listed above); (2) loss of, or damage to, the Department's records or data; or (3) economic consequential damages (including lost profits or savings) or incidental damages, even if the contractor is informed of their possibility.

Insurance

The contractor shall understand and agree that the Department cannot save and hold harmless and/or indemnify the contractor or employees against any liability incurred or arising as a result of any activity of the contractor or any activity of the contractor's employees related to the contractor's performance under the contract. Therefore, the contractor must acquire and maintain adequate liability insurance in the form(s) and amount(s) sufficient to protect the Department, its employees, its clients, and the general public against any such loss, damage and/or expense related to his/her performance under the contract. General and other non-professional liability insurance shall include an endorsement that adds the Department as an additional insured. Self-insurance coverage or another alternative risk financing mechanism may be utilized provided that such coverage is verifiable and irrevocably reliable and the Department is protected as an additional insured. In the event any insurance coverage is cancelled, the Department must be notified at least thirty (30) calendar days prior to such cancellation.

1. Transportation of Department Property

The contractor shall understand and agree that the Department cannot save and hold harmless and/or indemnify the contractor or employees against any liability incurred or arising as a result of any activity of the contractor or any activity of the contractor's employees related to the contractor's performance under the contract. Therefore, the contractor shall maintain adequate liability insurance in the form(s) and amount(s) sufficient to protect the Department, its employees, its clients, and the general public against any loss, damage, and/or expense related to his/her performance under the contract. The insurance coverage shall include, but shall not necessarily be limited to, general liability, professional liability, etc. In addition, automobile liability coverage for the operation of any motor vehicle must be maintained if the terms of the contract require any form of transportation services. The limits of liability for all types of coverage shall not be less than $2,000,000.00 per occurrence. The general and other non-professional liability insurance shall include an endorsement that adds the Department as an additional insured.

Single Point of Contact and Responsibility

The contractor shall be the single point of contact and shall be responsible for the contract regardless of any subcontract arrangements.

Contractor Status

The contractor shall be considered an independent contractor and shall not represent itself, its employees, or its subcontractors to be employees of the Department. The contractor shall assume all legal and financial responsibility for salaries, taxes, FICA, employee fringe benefits, workers compensation, employee insurance, minimum wage requirements, overtime, etc.

Subcontractors

a. The contractor shall assume and be solely responsible for fulfillment of all contractual obligations and all legal and financial…