Pulaski CSC Janitorial QQ Specs and T&Cs.docx

VIRGINIA DEPARTMENT OF MOTOR VEHICLES

UNSEALED INVITATION FOR BIDS (IFB)

SPECIFICATIONS FOR JANITORIAL SERVICES

IMPORTANT INFORMATION

BIDDERS ARE REQUIRED TO COMPLETE A SITE VISIT PRIOR TO THE CLOSING DATE AND TIME OF THIS SOLICITATION. BIDDERS CERTIFY AND ATTEST BY THEIR ELECTRONIC SUBMISSION OF A RESPONSE TO THIS UNSEALED INVITATION FOR BIDS THAT THEY HAVE COMPLETED SUCH SITE VISIT AND ARE FULLY AWARE OF THE CONDITIONS OF THE BUILDING.

BIDDERS MUST RETURN WITH THEIR BID ATTACHMENTS B, C, E, AND F. FAILURE TO RETURN THESE ATTACHMENTS FULLY COMPLETED MAY RESULT IN THE BID BEING FOUND NONRESPONSIVE PER THE VENDOR’S MANUAL.

THE CSC MANAGER WILL SERVE AS THE CONTRACT ADMINISTRATOR (CA). THE CA WILL PERFORM DUTIES SUCH AS VERIFYING ACCURATE AND TIMELY WORK COMPLETION, MEETING WITH THE CONTRACTOR FOR ON-SITE QUALITY INSPECTIONS, PROVIDING FEEDBACK TO THE CONTRACTOR ABOUT ITS PERFORMANCE, WORKING WITH THE CONTRACTOR TO PRE-SCHEDULE PERIODIC WORK FOR THE FLOORS, CARPETS, WINDOWS, ETC., AND OTHER RELATED TASKS. IF AT ANY TIME THE CA IS UNAVAILABLE, HE OR SHE MAY DESIGNATE ANOTHER DMV EMPLOYEE TO ACT ON HIS/HER BEHALF, AND ANY SUCH DESIGNEE SHALL BE CONSIDERED THE EQUIVALENT OF THE “CONTRACT ADMINISTRATOR”.

LOCATION WHERE THE WORK WILL BE PERFORMED

Pulaski, VA 24301

Saturday: 8:00 a.m. – 12:00 p.m.

Carolyn Perkins

I. SCOPE OF WORK

A. GENERAL

1. The Contractor shall furnish all labor, supervision, equipment, supplies, materials, and incidentals to properly perform the cleaning and custodial (janitorial) requirements contained in this contract, except those materials and supplies furnished by DMV. DMV will furnish all: hand soap, hand towels, toilet seat covers, toilet tissue, feminine protection products, light bulbs, and light tubes. All DMV furnished supplies must remain on-site and not be used for any other purpose.

2. The Contractor shall perform all specified tasks herein. A list of tasks and frequencies is included as Attachment A. The Contractor should not need to be prompted or reminded by the DMV about any of the Janitorial Tasks to be Performed, and must pre-schedule all monthly, and semi-annual services with the Contract Administrator.

3. The Contractor shall provide enough man hours on site, at minimum at each location to ensure all tasks are completed satisfactorily and to the highest level of cleaning available; however, there will be times that more nightly man-hours are required to complete the periodic tasks: weekly, monthly, semi-annual and as needed tasks such as mopping, scrubbing, buffing, stripping, and waxing floors, washing windows inside and out, shampooing carpet, etc. DMV will not pay for overtime: all additional time, materials and labor needed to complete the periodic work shall be included in the fixed price per month.

4. The Contractor must coordinate and pre-schedule the cleaning of any locked, secure areas with the Contract Administrator; this includes routine cleaning in addition to periodic tasks.

5. If the Contractor fails to provide the daily services required under this contract for one or more days, the Contractor’s monthly invoice may be reduced by an amount equal to the value of the days not worked.

6. If the Contractor does not arrive on site to perform services for two (2) consecutive days, DMV may immediately terminate the Contract for default and seek alternative services.

B. SCHEDULE

1. The Contractors shall clean the building nightly as stated below, on days and times approved by the CSC Managers, except on state observed holidays.

a) Pulaski CSC, Monday – Saturday, 6 days per week

2. The Contractor shall contact the Contract Administrator and arrange a schedule of cleaning hours acceptable to the DMV, taking into consideration the CSC’s hours of operation.

3. DMV offices will be closed for observance of the following State Holidays:

The Contract Administrator will provide notification if/when the Governor authorizes additional holiday time or any other changes.

4. Inclement Weather When DMV offices are closed because of snow, severe weather, or other like conditions, the Contractor shall make every reasonable effort to provide janitorial services. If a weather-related closure occurs on a day or days preceding a scheduled closure, the Contractor shall endeavor to provide service during the scheduled closure, at no additional cost to DMV. In the event the DMV location is closed and janitorial services cannot be provided, a pro-rated amount shall be deducted from the monthly invoice for each day service was not provided.

C. CONTRACTOR’S PLAN OF OPERATION

The Contractor shall submit a complete written Plan of Operation to the Contract Administrator within five (5) business days after award of the contract. This plan must include:

1. A detailed schedule for cleaning functions, including dates for completion of all other-than-daily tasks.

2. Contact information, including name, address, and telephone number, for:

a) All employees permanently assigned to the office, and any alternate(s)

b) Assigned employees’ supervisor, who is responsible for ensuring performance standards are met

c) The individual who will meet with the Contract Administrator monthly (or more frequently if requested) and receive notice of major discrepancies, and is responsible for immediate corrective action.

D. AUTHORIZATION OF CONTRACTOR’S PERSONNEL

Prior to contract performance, the Contractor shall certify, by completing and submitting Attachment B, Personnel Authorization, that all personnel assigned to work at DMV have successfully passed a criminal history background check conducted and paid for by the Contractor and that no incidents of a felony or larceny crime exist. Attachment B also requires certification that the Contractor does not, and shall not, during the performance of the contract, knowingly employ any unauthorized aliens as defined in the federal Immigration Reform and Control Act of 1986.

Attachment B may be submitted with the Contractor’s Plan of Operation.

1. Attachment B, Personnel Authorization, shall be kept up-to-date by the Contractor and promptly re- submitted to the Contract Administrator upon any change in personnel.

2. The Contractor shall not allow access to the DMV facility by any individual who has not passed a background check and who is not previously approved by DMV through the submission of Attachment B, Personnel Authorization; this includes non-custodial staff, family members, and friends. DMV uses a security camera system to verify that unauthorized persons are not entering the building.

E. STAFFING LEVEL AND WAGES

The Contractor shall provide a sufficient number of qualified employees to perform the work described.

1. Employee absences shall not relieve the Contractor from its obligation to meet the contract requirements; should absences occur, the Contractor shall take necessary steps to compensate for the labor shortfall (ex: approved alternate employees, overtime). DMV will not pay for overtime.

2. Contractor shall provide sufficient wages to minimize turnover and attract qualified personnel; wages shall be maintained no lower than minimum wage. If the minimum wage is raised, the Contractor may be permitted a price adjustment to compensate for increased costs as determined through documentation including earning statements of the affected employee(s).

3. The Contractor shall assign custodial workers who are located in relatively close geographic proximity to the contracted facility to effectively service the facility each night.

F. CONDUCT OF CONTRACTOR’S PERSONNEL

The Contractor shall be responsible for employees’ conduct and performance, and for compliance with the following:

1. Anyone appearing to be under the influence of alcohol or drugs shall not be permitted on DMV property.

2. No loud or boisterous conduct will be permitted.

3. Desk drawers or cabinets shall not be opened at any time.

4. Office machines or equipment shall not be used or tampered with at any time.

5. DMV employees' personal property shall not be touched at any time.

DMV reserves the right to request removal of any of the Contractor's employees from the building at any time for reasonable cause. The Contractor or the designated supervisory representative shall have such employee leave the facility premises upon receipt of any such request.

G. PERSONNEL CHANGES

The Contract Administrator shall be immediately notified of any personnel changes, including substitute employees. No more than two (2) instances of personnel change will be allowed per month; additional personnel changes will result in an invoice reduction for the cost of security access changes (e.g. lock and security code changes), not to exceed $100 per change.

H. BUILDING ACCESS AND SECURITY

The Contractor shall comply with all of DMV’s requirements for security and operational constraints. It is essential that the Contractor take all measures necessary to comply with security-related requirements; violation of any security-related requirement(s) will be grounds for immediate termination of the contract for default.

1. The Contractor shall immediately notify the Contract Administrator if a security breach is discovered.

2. DMV offices are secured through a series of locks and alarms.

a) Keys The Contractor will be provided with two sets of keys to the building: one set for the cleaning crew, with the additional set for management/supervisory staff.

(1) The Contractor shall not duplicate the keys under any circumstances.

(2) The Contractor shall immediately notify the Contract Administrator upon discovery that keys to the building have been lost or misplaced.

b) Building Security Access Codes Contractor employees will receive individual, name-based building access codes from the Contract Administrator to access the building.

(1) The Contractor shall immediately notify the Contract Administrator when an employee has been terminated for any reason (voluntary or involuntary) so that DMV can de-activate the building access code(s).

(2) The Contractor shall maintain a list of substitute employees who have passed the background check described above (Section D); upon request of the Contractor, approved substitute employee(s) will receive temporary, name-based building access code(s).

(3) Contractor employees shall not share building access code(s) with anyone for any reason.

(4) Contractor employees shall not practice “piggy-backing”, meaning multiple employees entering the building using one employee’s code.

3. Securing the Building The Contractor shall properly secure the building as outlined below and comply with all security instructions from the Contract Administrator.

a) This includes, but is not limited to, securing all internal and external doors, vestibules, secure work areas, windows, vents or similar areas.

b) All exterior doors must remain locked at all times while the Contractor is on-site. If the Contractor needs to exit the building for any reason, such as to go to the dumpster, the building must be locked upon exit, then unlocked for re-entry, and re-locked after re-entry.

c) The Contractor shall fully train all employees on the proper building entrance and exit procedures, including operation of the security alarm and doors.

4. False Alarms Contractor staff is required to exercise extraordinary diligence when properly deactivating and activating the alarm system to avoid false alarms. The actual cost of false alarm fees in excess of one (1) false alarm per quarter will be deducted from the Contractor’s monthly fee.

I. LIGHTS AND DOORS

Employees shall use only those lights necessary for the performance of the work. All lights shall be turned off and all doors shall be closed upon completion of work in each area, unless otherwise instructed.

J. ON-SITE STORAGE

DMV will supply reasonable and suitable on-site storage space for cleaning equipment and materials the Contractor deems necessary for the performance of this contract if available. Storage space is limited and only those storage areas designated by the Contract Administrator will be used by the Contractor.

Generally, Contractor storage will be limited to janitor closets. Storage areas shall be kept clean and well organized. All chemical containers shall be labeled as to contents and shall remain in authorized containers. Equipment shall be cleaned daily prior to returning to storage to avoid unpleasant odors such as “soured” mops.

K. CONTRACTOR FURNISHED EQUIPMENT AND SUPPLIES

1. The Contractor shall furnish all equipment necessary to perform the work described herein, including appropriately sized ladders and/or step stools to change light bulbs and clean light fixtures, vents and ceiling fans, including exhaust fans. Equipment and materials shall be available to Contractor's employees at all times. All equipment must be maintained in good operating condition and in sufficient quantities to properly perform all services. As applicable, all equipment must be OSHA certified and/or meet all OSHA standards.

2. All supplies furnished by the Contractor shall be made available for inspection and approved for use by the Contract Administrator. Sufficient supplies to prevent out-of-stock shortages shall be maintained at all times and made available to the Contractor's employees for use in performance of required services.

3. With the exception of the supplies provided by DMV (see Section II.A.1), the Contractor shall provide all materials, supplies and incidentals for nightly custodial care including, but not limited to:

a) Vacuum Cleaners

b) Mops and Mop Heads (damp mops and dust mops)

c) Brooms, Dustpans

d) Rags

e) Trashcan Liners (if not provided by DMV)

f) Germicidal Cleaner (green products, if available)

g) Window Cleaner (green products, if available)

h) Floor Care Products (green products, if available) including PermaGrain’s All Purpose Cleaner (or equivalent neutral detergent solution) for floor care

i) All Other Chemicals/Cleaners (green products, if available)

j) All Other Paper Products

4. The Contractor shall provide all equipment, materials, supplies and incidentals for other-than-daily cleaning, including but not limited to the following:

a) Weekly floor buffing, including:

(1) a single disc floor machine (170-250 rpm) equipped with a natural bristle scrub brush or a pad no coarser than a 3M red pad or equivalent OR

(2) An automatic floor machine equipped with equivalent brushes or pads operating at a moderate to light pad pressure

b) Semi Annual cleaning of carpeted areas using shampoo and extraction method

c) Semi Annual floor stripping and waxing

d) Semi Annual window washing

5. The Contractor shall not use any product, material, supplies, or equipment that is injurious or damaging to the surface to which it is applied or exposed. The Contractor shall be responsible for restoring or replacing any equipment, facilities, furniture, floor or floor covering, or any other item or surface so damaged.

L. DAILY LOG OF TASKS PERFORMED

The Contractor shall complete Attachment D, beginning on day one, and every day of contract performance. This log must be continually maintained on-site at the CSC so that the Contract Administrator can view the log at any time to determine which tasks have been completed each day, week, month, quarter, etc., , and be kept in clear view in the janitor’s closet in a binder or on a clipboard. Note: It is not DMV’s responsibility to provide copies of, or maintain this log for the Contractor.

M. CONTRACT MANAGEMENT

1. Throughout the entire duration of the contract, the Contractor’s management and supervisory staff must continually devote a sufficient amount of time and attention to this contract in order to self-manage its contract performance; for the purposes of this contract, “self managed” is defined as the Contractor:

a) Taking initiative and being proactive about managing its own performance and ensuring its own compliance with the contract requirements.

b) Performing all contract requirements, including monthly quality inspections, other-than- daily-tasks, etc, without needing to be prompted or reminded by DMV

c) Taking responsibility for quality control and evaluating the DMV property in a self-policing manner

d) Providing management/supervisor staff and nightly custodial staff who: are completely familiar with the contract tasks (what needs to be done), the contract task frequencies (when it needs to be done), and can properly perform the contract tasks when they are due (how it needs to be done).

2. For the duration of the contract, the Contractor must demonstrate an ongoing commitment to thoroughness and performance excellence in all aspects of its contract performance. To accomplish this, the Contractor’s management and supervisory staff should continuously:

a) implement and execute well-developed, established management controls,

b) implement and execute well-developed, established quality control procedures and techniques,

c) practice effective time management,

d) ensure on-time job/task scheduling and completion,

e) initiate and promote ongoing communication with DMV,

f) pre-schedule meetings/inspections with the Contract Administrator at a mutually convenient time,

g) plan and pre-schedule the periodic work (floors, carpets, windows, etc.) with the Contract Administrator well in advance and perform work according to the agreed upon schedule,

h) prepare and submit comprehensive, correct and complete logs, reports and other required deliverables to DMV on time, AND

i) demonstrate a high level of attention to detail in performance of all contract requirements

N. MONTHLY QUALITY INSPECTION

At least once per month, the Contractor’s Management Staff shall conduct an on-site quality inspection of the entire facility with the Contract Administrator. Note: It is not DMV’s responsibility to schedule the inspection with the Contractor or remind the Contractor that the inspection is due. The monthly quality inspection shall not be performed by the nightly janitor.

1. Contractor shall schedule inspections with the Contract Administrator at least one business day in advance.

2. The on-site quality inspection must include the entire interior of the facility and all exterior windows.

3. During each quality inspection, the Contractor shall complete a Quality Inspection Report as outlined below:

a) The Contractor shall create and develop a written, detailed, organized and legible Quality Inspection Report, to be completed during the inspection. Note: It is not DMV’s responsibility to develop or maintain this report for the Contractor or remind the Contractor that the report is due.

b) The content of the monthly inspection report shall include (at a minimum):

(1) the tasks listed in the Scope of Work and Attachment A

(2) a comment area for each task

(3) date and time of inspection

(4) corrective action for any discrepancies found during inspection

(5) corrective measure(s) put in effect to prevent recurrence of discrepancies AND

(6) signatures of the Contractor’s inspector and the Contract Administrator

c) The Contractor shall provide a paper copy of the monthly inspection report to the Contract Administrator on the same day as the inspection, prior to leaving the facility.

4. The monthly on-site quality inspection ensures the Contractor is continually providing high quality workmanship and is in compliance with the contract. This monthly inspection will provide both the Contract Administrator and the Contractor with the opportunity to establish a mutually beneficial working relationship, provide performance feedback (i.e. discrepancies and complaints), plan for correction of any deficiencies in the work, and/or provide recommendations for potential improvements.

O. CORRECTIVE ACTION

Discrepancies affecting safety shall be corrected by the Contractor within one (1) hour of notification. For all discrepancies NOT affecting safety, the Contractor shall take corrective action within 24 hours of notification. Corrective action shall be at no additional cost to DMV.

P. CONTRACT REVIEW MEETINGS

In DMV’s sole discretion, if quality control or other issues are not being adequately addressed and corrected, the Contract Administrator may require that a principal of the Contractor meet weekly on-site with the Contract Administrator until the issue(s) has been resolved to DMV’s satisfaction.

Q. SPECIAL CLEANINGS

When directed by the Contract Administrator (either verbally or in writing) to clean an area not covered under the contract for a special occasion, construction cleanup, or because of an emergency or mishap or similar condition, the Contractor shall furnish all labor, equipment and material as required to fulfill the order. The Contractor will be paid for these Special Cleanings based on the man-hour rate quoted in the Pricing Schedule. The Contractor shall bill DMV as a separate line item on the regular monthly statement; the line item must list the date additional service was rendered, the number of employees provided, the number of hours each employee worked, and the name of the DMV representative requesting the additional work.

R. HOURLY RATE NEGOTIATION: The DMV reserves the right to negotiate hourly rates submitted when the hourly rates exceed market rates/are unreasonable.

S. INVOICES AND METHOD OF PAYMENT:

Payment will be made in accordance with the Virginia Prompt Payment Act, within 30 days after receipt of a valid invoice and verification of satisfactory goods received and/or completion of work.

The Contractor invoices shall include the contract number, purchase order number, itemized quantities, unit price, and extended price based on the contract pricing schedule. Only one invoice shall be submitted per order. NO PAYMENT WILL BE MADE WITHOUT SUBMISSION OF A PROPER INVOICE.

Payment Options: The Contractor shall accept payment by electronic funds transfer (EFT), by check, or with the Commonwealth’s Small Purchase Charge Card (SPCC).

Note: DMV’s strong preference for this contract is that payment be made with the SPCC. The Commonwealth of Virginia encourages contractors to accept electronic and charge card payments. The Commonwealth of Virginia Small Purchase Charge Card may be used as the method of payment at the discretion of DMV if the Contractor has an established Merchant Account/Agreement. Merchant bank fees shall not be charged back to DMV.

Invoices shall be submitted to the following address:

email to: accountspayable@dmv.virginia.gov or mail to:

Department of Motor Vehicles Financial Management Services Accounts Payable Office P.O. Box 25700 Richmond, Virginia 23260-5700

Inquiries regarding payments should be addressed to: Accounts Payable at accountspayable@dmv.virginia.gov

I. 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 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, bidders 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 or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith-based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E).

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

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

a. The Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, 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. 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.

e. 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, bidders certify that their bids are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other bidder, supplier, manufacturer or subcontractor in connection with their bid, 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: 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: 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 has questions about the specifications or other solicitation documents, the prospective bidder 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 a contract under this solicitation is hereby obligated:

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

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

b. The Contractor is obligated to pay the subcontractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the Contractor that remain unpaid seven (7) days following receipt of payment from the 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: The Commonwealth may make such reasonable investigations as deemed proper and necessary to determine the ability of the bidder to perform the services/furnish the goods and the bidder 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 physical facilities prior to award to satisfy questions regarding the bidder’s capabilities. The Commonwealth further reserves the right to reject any bid if the evidence submitted by, or investigations of, such bidder fails to satisfy the Commonwealth that such bidder 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 may terminate this agreement after verbal or written notice without penalty. Upon termination the Commonwealth may procure the goods or services contracted for from other sources and hold the contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the Commonwealth may have.

Q. TAXES: Sales to the Commonwealth of Virginia are normally exempt from State sales tax. State sales and use tax certificates of exemption, Form ST-12, will be issued upon request. Deliveries against this contract shall usually be free of Federal excise and transportation taxes. The Commonwealth’s excise tax exemption registration number is 54-73-0076K.

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

R. INSURANCE: By signing and submitting a bid under this solicitation, the bidder 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 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 COVERAGE’S AND LIMITS REQUIRED FOR MOST CONTRACTS:

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 must be named as an additional insured and so endorsed on the policy.

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).

S. 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 in eVA (eva.virginia.gov) for a minimum of 10 days.

T. DRUG-FREE WORKPLACE: 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.

U. NONDISCRIMINATION OF CONTRACTORS: A bidder, or Contractor shall not be discriminated against in the solicitation or award of this contract because of race, religion, color, sex, national origin, age, disability, faith- based organizational status, any other basis prohibited by state law relating to discrimination in employment or because the bidder 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.

V. eVA BUSINESS-TO-GOVERNMENT VENDOR REGISTRATION, CONTRACTS, AND ORDERS: The eVA Internet electronic procurement solution, web site portal 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 as follows:

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

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

(ii) Businesses that are not DSBSD-certified Small Businesses: 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 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.

W. 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.

X. SET-ASIDES IN ACCORDANCE WITH THE SMALL BUSINESS ENHANCEMENT AWARD

PRIORITY: This solicitation is set-aside for award priority to DSBSD-certified micro businesses when designated “Micro Business Set-Aside Award Priority” or “Small Business Set-Aside Award Priority” accordingly the solicitation. DSBSD-certified micro business or small businesses that include DSBSD-certified women owned and minority-owned businesses when they have received the DSBSD small business certification. For purposes of award, bidders shall be deemed micro businesses if and only if they are certified as such by DSBSD on the due date for receipt of bids.

AA. BID PRICE CURRENCY: Unless stated otherwise in the solicitation, bidders shall state bid prices in US dollars.

BB. 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.

CC. 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…