NURSERY LABOR IFB.pdf

Commonwealth of Virginia

Department of Forestry

INVITATION FOR BIDS

(IFB)

Issue Date: 7/1/2024 IFB# DOF25:70961

Title: Department of Forestry Tree Nursery General Labor Commodity Code: 96103

Issuing Agency: Commonwealth of Virginia

Department of Forestry 900 Natural Resources Drive, Suite 800 Charlottesville, VA 22903

Location Where Work Will Be Performed: Sussex Nursery 19127 Sandy Hill Rd Courtland, VA 23837

Augusta Nursery 90 Forestry Center Ln Crimora, VA 24431

Period of Contract: From October 1, 2024 through September 30, 2025 with four optional one-year renewals.

Sealed Bids Will Be Received until September 2nd, 2024, 2PM local time for furnishing the services described herein and then opened in public. No late bids will be accepted. Bids may be submitted electronically on eVA, hand delivered or mailed to the Virginia Department of Forestry Attn: Thomas Baumann 900 Natural Resources Drive, Suite 800 Charlottesville, VA 22903 If mailing your bid, mark the envelope as directed in section V., F., pg. 13. Allow time for delivery. Late bids will not be accepted.

PREBID CONFERENCE: A mandatory pre-bid conference will be held at each location. See Page 6, Section III for more information.

All Inquiries for Information Should Be Directed To Thomas Baumann, Procurement Officer at:

Thomas.Baumann@dof.virginia.gov

ALL QUESTIONS MUST BE IN WRITING AND WILL BE ANSWERED IN WRITING.

In compliance with this Invitation For Bids (IFB) and all conditions imposed in this IFB, the undersigned firm hereby offers and agrees to furnish all goods and services required by this IFB at the prices indicated in the pricing schedule, and the undersigned firm hereby certifies that all information provided below and in any schedule attached hereto is true, correct, and complete.

DSBSD-certified Small Business No. ________________

Name and Address of Firm: Date: ________________________________________ _____________________________________________ By: ________________________________________ _____________________________________________ (Signature In Ink) __________________________Zip Code:___________ Name: ________________________________________ eVA Vendor ID:_______________________________ (Please Print) Title: _________________________________________ E-mail Address: _______________________________ Telephone Number: (___)_________________________ mailto:Thomas.Baumann@dof.virginia.gov

Note: This public body does not discriminate against faith-based organizations in accordance with the Code of Virginia, § 2.2-4343.1 or against a bidder or offeror because of race, religion, color, sex, national origin, age, disability, sexual orientation, gender identity, political affiliation, or veteran status or any other basis prohibited by state law relating to discrimination in employment. Faith-based organizations may request that the issuing agency not include subparagraph 1.e in General Terms and Condition C. Such a request shall be in writing and explain why an exception should be made in that invitation to bid or request for proposal.

TABLE OF CONTENTS FOR IFB # DOF25:70961

PAGE

I. PURPOSE……………………………………………………………………………………………………….3

II. SCOPE OF WORK/DESCRIPTION OF ITEMS (SPECIFICATIONS)……………………………………….3-6

III. PREBID CONFERENCE……………………………………………………………………………………….6

IV. GENERAL TERMS AND CONDITIONS……………………………………………………………………...6-12

V. SPECIAL TERMS AND CONDITIONS……………………………………………………………………….12-14

VIII. ATTACHMENTS………………………………………………………………………………………………..14-24

I. PURPOSE: The purpose of this IFB is to establish a term contract to provide all labor and supervision required for lifting season at the Virginia Department of Forestry’s Sussex and Augusta nurseries.

II. SCOPE OF WORK: The contractor shall furnish all labor and supervision at the Sussex and Augusta Nurseries as described herein.

A. Sussex Nursery 19127 Sandy Hill Rd., Courtland, VA 23837

1. Package approximately 1000 boxes longleaf containerized seedlings and 1200 loblolly containerized seedlings from plastic trays with 334 seedlings per box. Seedling will be removed from trays in field (requires two men) unplugged and packaged in boxes. Requires 7- 10 workers.

2. Lift approximately 325,000 Linear Bed Feet of Loblolly, Shortleaf and Virginia pine. Note: 1 - 5 million of the lifted seedlings may be transported from the Sussex Nursery to the Augusta Nursery for processing. This process will require a nearly full time lifting crew of at least seven workers with two of the people following the lifter and picking up any uplifted trees.

3. Cull, process and package (by weight) 24-26 million loblolly pine seedlings.

4. Count, process, and package approximately 1 million loblolly and shortleaf pine.

Weather permitting, work will begin on or around the first week of January.

*All amounts are estimates based on past production levels.

B. The Augusta Nursery 90 Forestry Lane, Crimora, VA 24431

1. Count, process, and package approximately 2-5 million conifer seedlings.

2. Count, process, and package approximately 2 -4 million various hardwoods.

3. Lift approximately 100,000-125,000 linear bed feet of various hardwoods.

4. Lift approximately 40,000 – 50,000 linear bed feet of conifer seedlings.

Weather permitting, work will begin at AFC on or around beginning of November and start again around the beginning of January.

* All amounts are estimates based on past production levels.

C. Contractor Requirements:

1. The Department of Forestry will be accepting bids and awarding this contract only to qualified contractors who have performed these types of services in the past for our agency or other state agencies. Please refer to the following Scope of Work and Specifications outlined below to determine if you are a qualified contractor and have the experience to perform and complete these services for our agency.

2. The Contractor shall furnish labor and supervision required to perform items listed above according to standards outlined in Attachments E and F and elsewhere in this document. The Contractor shall provide such labor and supervision for the length of the contract period or until the Purchasing Agency, at its discretion, decides that adequate numbers of seedlings have been processed.

3. The Contractor, if utilizing a subcontractor, may not change to a different subcontractor without approval from the Contract Administrator and a Contract Modification, indicating the change, signed by both parties.

This requirement is put in place because of the need to train the laborers in the use of specialized equipment.

4. The Contractor shall be responsible for furnishing his/her employees with gloves, rain suits and other personal protective equipment necessary to complete the work. They must meet OSHA requirements and worker protection standards. In addition, the contractor MUST PROVIDE AT LEAST ONE

SUPERVISOR FOR THE PACKING OPERATION AND ONE SUPERVISOR FOR THE LIFTING

OPERATION THAT SPEAK ENGLISH FLUENTLY OR PROVIDE A TRANSLATOR.

5. The Contractor will be responsible for ensuring compliance with OSHA standards.

6. The Contractor shall clean the seedling packing room restrooms and lunchroom daily. It will be necessary to provide some cleaning throughout the day as well as a thorough cleaning at the end of the day to avoid having excess soil and clay buildup around work areas to maintain efficient activity and for the workers’ safety.

7. The Contractor and/or his/her employees will be permitted use only of those areas (packing building, roads, parking area, rest rooms, lunchroom etc.) of the nursery complex necessary for completion of this contract.

The Purchasing Agency must approve any exceptions. If an employee is terminated for whatever reason, accommodations must be made for that employee to leave the premises. They will not be allowed to stay on the property after their employment has ended in relation to the contract.

8. The normal workweek for the contract period will be Monday through Friday with hours of operation being from 7:45 a.m. to 4:30 p.m. with a 45-minute lunch taken from 12:00 p.m. to 12:45 p.m. When the work is behind schedule due to adverse weather or other reasons or when additional production is needed, the Purchasing Agency will require the Contractor to work evenings or weekends. The Contractor may request to work evenings or weekends but approval will be at the discretion of the Purchasing Agency. Demand for seedlings, availability of Department of Forestry personnel, cold storage space and other factors will have to be considered prior to approving the contractor’s request for overtime work. The failure of the Contractor to supply adequate labor to do the job will not be an acceptable reason for the Contractor to request additional evening or weekend hours.

If extended hours are required, the Contractor will be given at least 4 hours’ notice. If weekend work is necessary, notice will be given by 2:00 pm on Friday. If seedlings are not available due to adverse lifting conditions, ie rain, inclement weather, or other factors, the Contractor will be notified at least 10 hours in advance that the Contractor will not work on that day. If no agreements are discussed with the contractor prior to the end of the workday the contract crew is to be expected at 7:45 am.

9. In order for the Contractor to finish packaging, the seedlings within the period allowed, it will be necessary for the Contractor to provide adequate labor to package a minimum of 500,000 Loblolly Pine seedlings (500 bundles) per day. It would be in the Contractors best interest to exceed these averages. If the Contractor exceeds these averages it will be at the discretion of the Purchasing Agency whether to allow the Contractor to package additional seedlings above the minimum contracted amount.

10. The Purchasing Agency’s Contract Administrator or his agent will notify the contractor prior to each days’ work of the location and type of seedlings to be lifted for that day.

11. The Purchasing Agency’s Contract Administrator or his agent will provide training to the Contractor, Business Owner or his/her representative on all work expected by the Contractor on the first day of the contract period. Agent will be reasonably available after that date to answer questions that the Contractor has until the Contractor is thoroughly familiar with the work expected. Such training will encompass all aspects of the seedling lifting, processing, and packaging operations. The contractor will be expected to train their employees on all aspects of the work.

12. All of the seedlings that the contractor will be lifting or processing will have been treated with Permethrin insecticide by the VA Department of Forestry. The VA Department of Forestry will not require handling of seedlings until the chemical is dry on the seedlings. Contractor shall determine if personal protective equipment is necessary for their employees and provide the personal protective equipment.

13. Should it become necessary for the owner to purchase seedlings from outside sources to meet the minimum quantities agreed to between the owner and the contractor, due to the failure of the contractor to provide sufficient labor and supervision to complete the minimums by the due date, the contractor shall be liable for any and all costs related to the purchase of the seedlings from any source necessary to meet the standards of quality and the minimum quantities specified in this contract. In addition, the owner may also pursue any and all other rights and remedies available to the Commonwealth.

D. Agency Responsibilities:

1. Department of Forestry will furnish the following equipment, supplies and materials for operation:

a. Processing and packing plant to include employee workstations, seedling-processing conveyors, packing circle, strapping machines, lunchroom and restrooms.

b. Rubber bands and banding cones for applying rubber bands to bundles of approximately 50 seedlings

c. Clay slurry that is mixed by Department of Forestry employees and piped to the packing station.

d. Wrapping paper, absorbent paper, markers, strapping tools and strapping for packaging seedlings.

e. Wooden seedling boxes and metal racks for the Contractor to place packaged seedlings in.

f. Maintenance and repairs in timely fashion should breakdowns occur.

2. Department of Forestry will furnish the following equipment, operators, and supplies for lifting seedlings from the seedbeds.

a. J.E. Love lifting machines, or a SMZ lifting machine with operator for lifting loblolly pine seedlings.

b. Canvas wrappers for placing lifted seedlings or bulk totes for seedlings

c. Tractors, wagons, boxes, and operators for transporting filled boxes to packing buildings.

d. One person to monitor lifting operation and check for quality control of lifting process.

3. The Contract Administrator will provide advance notice of the number of crew members needed for any given day.

E. Farm Labor Contractor Requirements:

The contractor shall be responsible for compliance with all federal, state, local laws and regulations regarding their labor. In the event the contractor recruits, solicits, fires, employs, furnishes and/or transports any migrant or seasonal agricultural worker, the contractor shall provide the Department of Forestry a current Certificate of Registration specifically authorizing the contractor to perform the services outlined in this IFB.

Furthermore, it is agreed the contractor shall provide all of the following:

a. The contractor shall dictate to his employees how, where, and when the job must be done and provide all necessary supervision of his employees.

b. The contractor shall determine the pay rate and method of payment to his/her employees.

c. The contractor shall be completely responsible for hiring, firing, and modifying the employment conditions of his/her employees.

d. The contractor shall prepare their payroll, pay the wages, and maintain their payroll records.

e. The contractor shall be responsible for following all applicable Federal labor laws regarding migrant workers and have this information available upon request. Specific records are mentioned below:

§500.80 Payroll records required.

(a) Each farm labor contractor, agricultural employer and agricultural association which employs any migrant or seasonal agricultural worker shall make and keep the following records with respect to each worker including the name, permanent address, and Social Security number:

i. The basis on which wages, are paid;

ii. The number of piecework units earned, if paid on a piecework basis;

iii. The number of hours worked;

iv. The total pay period earnings;

v. The specific sums withheld and the purpose of each sum withheld; and

vi. The net pay (b)When a farm labor contractor furnishes any migrant or seasonal agricultural worker, and the farm labor contractor is the employer, the farm labor contractor must furnish the agricultural employer, agricultural association or other farm labor contractor to whom the workers are furnished, a copy of all payroll records required under paragraph (a) of this section which the farm labor contractor has made regarding such worker for that place of employment. The person receiving such records shall maintain them for a period of three years.

f. The contractor shall provide all personal protective equipment for their employees.

F. Method of Measurement:

All linear bed footages lifted will be measured by using standard wheel type measuring devices, tape lines, or by counting the number of 20' irrigation pipes. Any disagreement between the Purchasing Agency and the Contractor will be settled by jointly using a wheel type measuring device to obtain the correct distance lifted.

The number of seedling packages processed each day will be counted in the following way: The Contract Administrator or his representative will notify the Contractor each time that the forklift operator is to remove boxes or racks of packaged seedlings from the packing room to be placed in cold storage. The Contract Administrator and the Contractor will jointly maintain a running total of packaged seedlings that the Contractor's crew has processed and packaged that day.

G. Method of Measuring Performance:

Due to the fact that it is extremely important to the Virginia Department of Forestry and its customers that the Contractor provides properly packaged bundles of seedlings, with numbers of seedlings within the allowable limits per package, the Virginia Department of Forestry reserves the right to pull and inspect whole packages, groups of 500 or other size samples from the conveyor belt or the packing circle. In the event that the Contract Administrator or his representative determine, through this inspection process or from customer complaints that the Contractor is not meeting the conditions outlined in this contract, the Contractor will be given a verbal warning that he or she is not meeting the conditions of the contract. If the Contractor is not responsive to the first warning and a second verbal warning must be issued, it will be accompanied by a procurement complaint form and a notice to cure letter. Work will be stopped until the issue is resolved. If the issue is not resolved within the number of days specified in the notice to cure letter, the Virginia Department of Forestry will terminate the contract for default and will hold the Contractor liable for any excess cost.

See Default, Section IV., O., pg. 11.

If it is determined that the Contractor has not met contract requirements in the counting, dipping or strapping of packages, the Contractor may be required to reprocess the affected seedlings at no additional cost.

The Contractor will be free to perform his own inspection on any products that the Virginia Department of Forestry deems unacceptable and is encouraged to routinely perform his/her own inspections throughout the process to ensure compliance with the Contract.

III. PREBID CONFERENCE: A MANDATORY pre-bid conference will be held at each job site on the following days.

Interested bidders MUST attend BOTH conferences for bids to be considered. Dates and time are listed below. Please RSVP to Thomas Baumann, Procurement Officer at Thomas.Baumann@dof.virginia.gov by 5:00pm on July 22nd.

Augusta Nursery July 29, 2024 at 11am Sussex Nursery July 30, 2024 at 11am

Attendees are encouraged to bring a copy of the solicitation to the pre-bid conference. Please plan to arrive early. Late arrivals will not be admitted.

IV. GENERAL TERMS AND CONDITIONS:

A. VENDORS MANUAL: This solicitation is subject to the provisions of the Commonwealth of Virginia Vendors Manual and any changes or revisions thereto, which are hereby incorporated into this contract in their entirety.

The process for filing a complaint about this solicitation is in section 7.13 of the Vendors Manual. (Note section

7.13 does not apply to protests of awards or formal contractual claims.) The procedure for filing contractual claims is in section 7.19 of the Vendors Manual. A copy of the manual is normally available for review at the purchasing office and is accessible on the Internet at www.eva.virginia.gov under “I Sell To Virginia”.

B. APPLICABLE LAWS AND COURTS: This solicitation and any resulting contract shall be governed in all respects by the laws of the Commonwealth of Virginia, 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.

C. ANTI-DISCRIMINATION: By submitting their (bids/proposals), (bidders/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:

http://www.eva.virginia.gov/

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.

D. ETHICS IN PUBLIC CONTRACTING: By submitting their (bids/proposals), (bidders/offerors) certify that their (bids/proposals) are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other (bidder/offeror), supplier, manufacturer or subcontractor in connection with their (bid/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.

E. IMMIGRATION REFORM AND CONTROL ACT OF 1986: Applicable for all contracts over $10,000: By entering into a written contract with the Commonwealth of Virginia, 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.

F. DEBARMENT STATUS: By participating in this procurement, the vendor certifies that they are not currently debarred by the Commonwealth of Virginia 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.

G. ANTITRUST: By entering into a contract, the contractor conveys, sells, assigns, and transfers to the Commonwealth of Virginia 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 Commonwealth of Virginia under said contract.

H. MANDATORY USE OF STATE FORM AND TERMS AND CONDITIONS FOR IFBs AND RFPs: Failure to submit a bid on the official state form provided for that purpose shall be a cause for rejection of the bid.

Modification of or additions to any portion of the Invitation for Bids may be cause for rejection of the bid;

however, the Commonwealth reserves the right to decide, on a case by case basis, in its sole discretion, whether to reject such a bid as nonresponsive. As a precondition to its acceptance, the Commonwealth may, in its sole discretion, request that the bidder withdraw or modify nonresponsive portions of a bid which do not affect quality, quantity, price, or delivery. No modification of or addition to the provisions of the contract shall be effective unless reduced to writing and signed by the parties.

I. CLARIFICATION OF TERMS: If any prospective (bidder/offeror) has questions about the specifications or other solicitation documents, the prospective (bidder/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.

J. 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 Commonwealth 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 Commonwealth, a contractor awarded contract under this solicitation is hereby obligated:

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

(ii) 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 Commonwealth, 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 Commonwealth.

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 Commonwealth of Virginia encourages contractors and subcontractors to accept electronic and credit card payments.

K. 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.

L. QUALIFICATIONS OF (BIDDERS/OFFERORS): The Commonwealth may make such reasonable investigations as deemed proper and necessary to determine the ability of the (bidder/offeror) to perform the services/furnish the goods and the (bidder/offeror) shall furnish to the Commonwealth all such information and data for this purpose as may be requested. The Commonwealth reserves the right to inspect (bidder’s/offeror’s) physical facilities prior to award to satisfy questions regarding the (bidder’s/offeror’s) capabilities. The Commonwealth further reserves the right to reject any (bid/proposal) if the evidence submitted by, or investigations of, such (bidder/offeror) fails to satisfy the Commonwealth that such (bidder/offeror) is properly qualified to carry out the obligations of the contract and to provide the services and/or furnish the goods contemplated therein.

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

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

O. 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 Commonwealth of Virginia 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.

P. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the Commonwealth, after due oral or written notice, may procure them 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 Commonwealth may have.

Q. INSURANCE: By signing and submitting a bid or proposal under this solicitation, the bidder or offeror certifies that if awarded the contract, it will have the following insurance coverage at the time the contract is awarded. For construction contracts, if any subcontractors are involved, the subcontractor will have workers’ compensation insurance in accordance with §§ 2.2-4332 and 65.2-800 et seq. of the Code of Virginia. The bidder or offeror further certifies that the contractor and any subcontractors will maintain these insurance coverage during the entire term of the contract and that all insurance coverage will be provided by insurance companies authorized to sell insurance in Virginia by the Virginia State Corporation Commission.

MINIMUM INSURANCE COVERAGES AND LIMITS:

1. Workers’ Compensation - Statutory requirements and benefits. Coverage is compulsory for employers of three or more employees, to include the employer. Contractors who fail to notify the Commonwealth of increases in the number of employees that change their workers’ compensation requirements under the Code of Virginia during the course of the contract shall be in noncompliance with the contract.

2. Employer’s Liability - $100,000.

3. Commercial General Liability - $1,000,000 per occurrence and $2,000,000 in the aggregate. Commercial

General Liability is to include bodily injury and property damage, personal injury and advertising injury, products and completed operations coverage. The Commonwealth of Virginia shall be added as an additional insured to the policy by an endorsement.

4. Automobile Liability - $1,000,000 combined single limit. (Required only if a motor vehicle not owned by the Commonwealth is to be used in the contract. Contractor must assure that the required coverage is maintained by the Contractor (or third party owner of such motor vehicle.)

Profession/Service Limits Accounting $1,000,000 per occurrence, $3,000,000 aggregate Architecture $2,000,000 per occurrence, $6,000,000 aggregate

Asbestos Design, Inspection or Abatement Contractors $1,000,000 per occurrence, $3,000,000 aggregate Health Care Practitioner (to include Dentists, Licensed Dental Hygienists, Optometrists, Registered or Licensed Practical Nurses, Pharmacists, Physicians, Podiatrists, Chiropractors, Physical Therapists, Physical Therapist Assistants, Clinical Psychologists, Clinical Social Workers, Professional Counselors, Hospitals, or Health Maintenance Organizations.) Code of Virginia § 8.01-581.15 https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/

Insurance/Risk Management $1,000,000 per occurrence, $3,000,000 aggregate Landscape/Architecture $1,000,000 per occurrence, $1,000,000 aggregate Legal $1,000,000 per occurrence, $5,000,000 aggregate Professional Engineer $2,000,000 per occurrence, $6,000,000 aggregate Surveying $1,000,000 per occurrence, $1,000,000 aggregate

R. ANNOUNCEMENT OF AWARD: Upon the award or the announcement of the decision to award a contract as a result of this solicitation, the purchasing agency will publicly post such notice on the DGS/DPS eVA VBO (www.eva.virginia.gov) for a minimum of 10 days.

S. DRUG-FREE WORKPLACE: Applicable for all contracts over $10,000:

During the performance of this contract, the contractor agrees to (i) provide a drug-free workplace for the contractor's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of the contractor that the contractor maintains a drug-free workplace; and

(iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to a contractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

T. NONDISCRIMINATION OF CONTRACTORS: A bidder, offeror, or contractor shall not be discriminated against in the solicitation or award of this contract because of race, religion, color, sex, sexual orientation, gender identity, national origin, age, disability, faith-based organizational status, any other basis prohibited by state law relating to discrimination in employment or because the bidder or offeror employs ex-offenders unless the state agency, department or institution has made a written determination that employing ex-offenders on the specific contract is not in its best interest. If the award of this contract is made to a faith-based organization and an individual, who applies for or receives goods, services, or disbursements provided pursuant to this contract objects to the religious character of the faith-based organization from which the individual receives or would receive the goods, services, or disbursements, the public body shall offer the individual, within a reasonable period of time after the date of his objection, access to equivalent goods, services, or disbursements from an alternative provider.

U. eVA BUSINESS-TO-GOVERNMENT VENDOR REGISTRATION, CONTRACTS, AND ORDERS: The eVA Internet electronic procurement solution, web site portal www.eVA.virginia.gov, streamlines and automates government purchasing activities in the Commonwealth. The eVA portal is the gateway for vendors to conduct business with state agencies and public bodies. All vendors desiring to provide goods and/or services to the Commonwealth shall participate in the eVA Internet e-procurement solution by completing the free eVA Vendor Registration. All bidders or offerors must register in eVA and pay the Vendor Transaction Fees specified below;

failure to register will result in the bid/proposal being rejected.

Vendor transaction fees are determined by the date the original purchase order is issued and the current fees are are as follows:

a. For orders issued July 1, 2014, and after the Vendor Transaction Fee is:

https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/ http://www.eva.state.va.us/ http://www.eva.virginia.gov/

(i) DSBSD-certified Small Businesses: 1%, capped at $500 per order

(ii) Businesses that are not DSBSD-certified Small Business: 1% capped at $1,500 per order.

b. Refer to Special Term and Condition “eVA Orders and Contracts” to identify the number of purchase orders that will be issued as a result of this solicitation/contract with the eVA transaction fee specified above assessed for each order.

For orders issued prior to July 1, 2014, the vendor transaction fees can be found at www.eVA.virginia.gov.

The specified vendor transaction fee will be invoiced, by the Commonwealth of Virginia Department of General Services, typically within 60 days of the order issue date. Any adjustments (increases/decreases) will be handled through purchase order changes.

V. AVAILABILITY OF FUNDS: It is understood and agreed between the parties herein that the agency shall be bound hereunder only to the extent that the legislature has appropriated funds that are legally available or may hereafter become legally available for the purpose of this agreement.

W. BID PRICE CURRENCY: Unless stated otherwise in the solicitation, bidders/offerors shall state bid/offer prices in US dollars.

X. AUTHORIZATION TO CONDUCT BUSINESS IN THE COMMONWEALTH: A contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 of the Code of Virginia or as otherwise required by law. Any business entity described above that enters into a contract with a public body pursuant to the Virginia Public Procurement Act shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time during the term of the contract. A public body may void any contract with a business entity if the business entity fails to remain in compliance with the provisions of this section.

Y. CIVILITY IN STATE WORKPLACES: The contractor shall take all reasonable steps to ensure that no individual, while performing work on behalf of the contractor or any subcontractor in connection with this agreement (each, a “Contract Worker”), shall engage in 1) harassment (including sexual harassment), bullying, cyber-bullying, or threatening or violent conduct, or 2) discriminatory behavior on the basis of race, sex, color, national origin, religious belief, sexual orientation, gender identity or expression, age, political affiliation, veteran status, or disability.

The contractor shall provide each Contract Worker with a copy of this Section and will require Contract Workers to participate in agency training on civility in the State workplace if contractor’s (and any subcontractor’s) regular mandatory training programs do not already encompass equivalent or greater expectations. Upon request, the contractor shall provide documentation that each Contract Worker has received such training.

For purposes of this Section, “State workplace” includes any location, permanent or temporary, where a Commonwealth employee performs any work-related duty or is representing his or her agency, as well as surrounding perimeters, parking lots, outside meeting locations, and means of travel to and from these locations.

Communications are deemed to occur in a State workplace if the Contract Worker reasonably should know that the phone number, email, or other method of communication is associated with a State workplace or is associated with a person who is a State employee.

The Commonwealth of Virginia may require, at its sole discretion, the removal and replacement of any Contract Worker who the Commonwealth reasonably believes to have violated this Section.

This Section creates obligations solely on the part of the contractor. Employees or other third parties may benefit incidentally from this Section and from training materials or other communications distributed on this topic , but the Parties to this agreement intend this Section to be enforceable solely by the Commonwealth and not by employees or other third parties.

V. SPECIAL TERMS AND CONDITIONS:

A. AUDIT: The contractor shall retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited by the Commonwealth of Virginia, whichever is sooner. The agency, its authorized agents, and/or state auditors shall have full access to and the right to examine any of said materials during said period.

B. AWARD OF CONTRACT: An award will be made to the lowest responsive and responsible bidder.

Evaluation will be based on net prices. Unit prices, extensions and grand total must be shown. In case of arithmetic errors, the unit price will govern. If cash discount for prompt payment is offered, it must be clearly shown in the space provided. Discounts for prompt payment will not be considered in making awards. The State reserves the right to reject any and all bids in whole or in part, to waive any informality, and to delete items prior to making an award.

C. CANCELLATION OF CONTRACT: The purchasing agency reserves the right to cancel and terminate any resulting contract, in part or in whole, without penalty, upon 60 days written notice to the contractor. In the event the initial contract period is for more than 12 months, the resulting contract may also be terminated by the contractor, without penalty, after the initial 12 months of the contract period upon 60 days written notice to the other party. Any contract cancellation notice shall not relieve the contractor of the obligation to deliver and/or perform on all outstanding orders issued prior to the effective date of cancellation.

D. eVA ORDERS AND CONTRACTS: The solicitation/contract will result in multiple purchase orders with the applicable eVA transaction fee assessed for each order.

Vendors desiring to provide goods and/or services to the Commonwealth shall participate in the eVA Internet e-procurement solution and agree to comply with the following: If this solicitation is for a term contract, failure to provide an electronic catalog (price list) or index page catalog for items awarded will be just cause for the Commonwealth to reject your bid/offer or terminate this contract for default. The format of this electronic catalog shall conform to the eVA Catalog Interchange Format (CIF) Specification that can be accessed and downloaded from www.eVA.virginia.gov. Contractors should email Catalog or Index Page information to eVA-catalog-manager@dgs.virginia.gov.

E. RENEWAL OF CONTRACT: This contract may be renewed by the Commonwealth for up to four (4) successive one year…