RFQ_25-XX_-_Solicitation_-_Mattress_Recycling_-_09252024.docx

CHARLES COUNTY GOVERNMENT (CCG) – PURCHASING DIVISION

REQUEST FOR QUOTES (RFQ) SUMMARY SHEET

Charles County Government, Purchasing Division Attn: Yaffa Seiden, Assistant Chief of Purchasing 200 Baltimore Street, Room #B130 La Plata, MD 20646

Name & Title: Yaffa Seiden, Assistant Chief of Purchasing Email: SeidenY@CharlesCountyMD.gov

Solicitation Events

Refer to Part A, Section 1.3.1

|X| Optional

|_| Mandatory

Refer to Part A, Section 1.3.2

Quote Submission Package

|X| Experience Forms - 5 |X| Addendum Certification Form |X| Non-Collusion Affidavit |X| Proposed Sub-Contractors Form |X| MBE Utilization Affidavit Form |X| Intended MBE Subcontractors Form |X| SLBE Certification Form (if applicable) |X|Official Letter of SLBE Intent (if applicable) |X| Copies of all Federal & State required training & certifications, Provision Requirements

A base period commencing on July 1, 2022, or the date specified in a written Notice of Intent to Award issued by the County (whichever is later) and after expiration of the award protest period, unless notified otherwise by the County in writing, and ending on June 30, 2023, with four (4) optional 1-year renewals at the sole option of the County. Each 1-year renewal shall commence on July 1 and end on June 30 of the following calendar year.

NOTE: Times and dates are subject to change due to extenuating circumstances, including inclement weather. Quoters may obtain County operating status by calling 301-645-0600 (meeting times cannot be verified at this number) or by referring to County operations status updates on the Charles County Government website at http://www.CharlesCountyMD.gov.

Table of Contents

PART A – INSTRUCTIONS, PROVISIONS, AND NOTICES

PART B – SPECIAL PROVISIONS

PART C – INSURANCE

PART A – INSTRUCTIONS, PROVISIONS, AND NOTICES

QUOTE INSTRUCTIONS

QUOTE SUBMISSION CONDITIONS

Refer to the Summary Sheet for the quote submission location, due date, and time. Late submission, modification, or withdrawal of quotes after the due date/time will NOT be considered. Quoters are solely responsible for timely delivery of their quote submission.

Quotes shall be valid and irrevocable for a minimum of one hundred-twenty (120) days from the due date. A Quoter may submit only (1) quote in response to this RFQ.

If the County is closed for business when quotes are due, for whatever reasons, sealed quotes will be accepted on the next business day the County is open, at the originally scheduled due date and time. Quoters shall monitor the Bid Board for schedule changes issued via addendum.

NOTE: Due to Charles County mail processing, additional time may be necessary for mail delivery. It is the Quoter’s sole responsibility to ensure that quotes are submitted timely and to the appropriate location. Acceptable delivery methods are by courier, in-person hand delivered, United States Postal Service, United Parcel Service or Federal Express. Other methods of delivery shall not be accepted.

QUOTE SUBMISSION PACKAGE CONTENT (AS NOTED ON SUMMARY SHEET)

Any information identified as “Confidential” shall be noted by reference and appended to the Quote Submission. Each item identified as “Confidential” shall be accompanied by an explanation. Refer to Part A, Section 2.13.

Forms listed on the Summary Sheet are published separately in an electronically fillable format, which are available with the other solicitation documents on the Charles County Bid Board.

0. RFQ 24-XX- – Forms –.docx

Forms are available for download from the Charles County Bid Board via the County’s website by following these steps:

1. Go to http://www.CharlesCountyMD.gov/.

2. Click on “Business”.

3. Click on “Online Bid Board”.

A complete quote package shall include all forms identified on the Summary Sheet, including but not limited to:

Quotation Form Quote pricing shall be submitted on the County provided Quotation Form. All blank spaces of the form shall be fully completed in legible ink or typewritten. All pricing shall be rounded to the nearest whole cent (e.g. $.01). There shall be no hidden costs. A Quoter may only submit one (1) Quotation Form in response to this solicitation. Each item on the form shall contain only one value. “Or Equal” items, if applicable, shall be noted on the Quotation Form.

Experience Form Quoter shall be required to complete and submit the County provided Experience Form. A qualified Quoter must have requisite experience for the work as described in Part B - Special Provisions and must be actively engaged as a legal entity in this field for a period of no less than three (3) years at the time of quoting. Quoters shall demonstrate their experience on the Experience Form. Quoters shall provide no less than five (5) projects completed within the past five (5) years of equal or greater magnitude, as deemed acceptable by the County at its sole discretion, and as specified below. All blank spaces of the form shall be fully completed in legible ink or typewritten.

A. Relevant Firm Experience:

A minimum of three (3) completed representative projects that demonstrate the Quoter’s experience in all of the following areas:

1. Mattress and bed base/box spring collection

1. Mattress and bed base/box spring Hauling

1. Mattress and bed base/box spring processing and recycling Minority Business Enterprise (MBE) Program – MBE Utilization Affidavit Form This form shall be completed in legible ink or typewritten. “NA” shall be noted on the form if it is Not Applicable.

Charles County Government has established an MBE Program which applies to all formal solicitations. There is an aspirational goal of 25% MBE participation for each project. Certified MBEs are encouraged to respond.

The County recognizes, as Minorities, the following groups: African Americans; American Indians/Native Americans; Asians; Hispanics; Women; Physically or Mentally Disabled persons and Disabled American Veterans. The County will automatically recognize MBE status for any firm certified by the Maryland Department of Transportation (MDOT), Federal 8-A registration or Charles County Government.

The awarded Quoter shall be required to report MBE Utilization to the County post award on the County’s “MBE Utilization – Post Award” form, if they have proposed any MBE usage.

Small Local Business Enterprise (SLBE) Program – SLBE Certification Form and SLBE Letter of Intent This form shall be completed in legible ink or typewritten. “NA” shall be noted on the form if it is Not Applicable.

Charles County Government has established a Small Local Business Enterprise (SLBE) Program, which registered Charles County SLBE firms responding to this solicitation may receive a preference in accordance with the provisions of the Program that may apply to a formal solicitation resulting in an award of less than $500,000.00 if they:

· Are registered in the Charles County SLBE Program and eligible in all other respects, at the time the firm’s quote is submitted.

· Complete the attached SLBE forms and indicate their SLBE status.

· Are susceptible for award for a contract valued less than $500,000.00.

Registered Charles County SLBEs must meet all the same requirements of non-SLBE quoters. Firms must have completed the registration process and have achieved full SLBE status by the due date for quotes, in order to receive consideration as a SLBE during the evaluation of quotes.

Addendum Certification Form Quoters shall be required to complete and submit the Addendum Certification Form. “NA” shall be noted on the form if it is Not Applicable.

Proposed Sub-Contractors Form Quoters shall be required to complete and submit the Proposed Subcontractors Form. “NA” shall be noted on the form if it is Not Applicable.

SOLICITATION EVENTS (AS NOTED APPLICABLE)

Last Day for Questions The County will not provide responses to questions after the deadline to submit questions specified on the Summary Sheet.

Quotes Due to County and Quote Opening Quotes shall be submitted to the County and opened virtually as stated on the Summary Sheet.

Registration is required to attend the quote opening. Quoters interested in participating in the quote opening must provide their company name and participant(s) name(s), email address(es), and telephone number(s) as stated in the Summary Sheet to the Purchasing Representative specified in the Summary Sheet.

QUOTER CERTIFICATION OF ACCEPTANCE

By submitting a quote in response to this RFQ, the Quoter certifies their acceptance of all terms and conditions set forth within this document, which will be made a part of the final contract documentation. All work, if any, shown on the contract drawings, specifications, and reports referenced in the RFQ or any Appendices is made part of this solicitation package.

INCURRING COSTS

The County is not liable for any costs incurred by the Quoter prior to full execution of the contract.

ADDITIONS/MODIFICATIONS TO SOLICITATION FORMS

Modifications of or additions to the Quotation Form or any other County form may be cause for rejection of the quote, however, the County reserves the right to decide on a case-by-case basis, in its sole discretion, whether or not to reject such a quote as nonresponsive. As a precondition to quote acceptance, the County may, in its sole discretion, request that the Quoter withdraw or modify any such modifications or additions which do not affect quality, quantity, price, or delivery.

ALTERNATE OFFERS

Quoters must quote only one (1) product and one (1) price per quote item even though they feel they can offer more than one item that will meet the specifications. Quoters must determine for themselves which to offer. If a quoter submits more than one (1) product and/or more than one (1) price for a given quote item or items, it may be cause for the quote items or items being quote upon to be considered non-responsive and rejected.

“OR EQUAL” INTERPRETATIONS

Identification of an item by manufacturer’s name, trade name, catalog number, or reference is intended to be description but not restrictive in that it is used for the purpose of describing they type, style, quality, performance and minimum specifications of the product desired, and shall not be interpreted to mean the only acceptable product. Quotes on other makes and/or models will be considered provided in the Quotation Form what is being proposed and forwards with the quote complete descriptive literature indicating the character of the article being offered and addressing all specifications of this solicitation.

The County reserves the right to accept or reject, in its sole discretion, items offered as an “equal”.

QUOTER INVESTIGATIONS

Prior to submitting a quote, each Quoter shall make all investigations and examinations necessary to ascertain all conditions and requirements affecting the full performance of the contract and to verify any representations made by the County that the Quoter will rely upon. No pleas of ignorance of such conditions and requirements resulting from failure to make such investigations and examinations will relieve the successful Quoter from its obligation to comply in every detail with all provisions and requirements of the contract documents or will be accepted as a basis for any claim whatsoever for any monetary consideration on the part of the successful Quoter.

SOLE POINT OF CONTACT

The Purchasing Representative identified on the Summary Sheet is the SOLE POINT OF CONTACT at Charles County Government for this procurement. All communication between quoters and Charles County Government shall be with the Purchasing Representative until a fully executed contract is delivered to the Contractor. Quoters or any of their authorized representatives may not initiate contact with Charles County Government or County Consultants other than the Contact identified on the Summary Sheet, for any reason during the quoting process or prior to full contact execution. Any communication outside this process may result in disqualification.

QUESTIONS

All inquiries concerning technical or quoting information shall be directed in writing (via email) with the solicitation number and name in the subject line to the Purchasing Representative identified on the Summary Sheet, prior to the due date and time specified. The County will not provide responses to questions after the due date and time specified on the Summary Sheet. The person submitting the request will be responsible for its prompt delivery.

ADDENDA AND SUPPLEMENTS

In the event that it becomes necessary to revise any part of this solicitation, or if additional information is necessary to enable the Quoter to make an adequate interpretation of the provisions of this solicitation, a supplement to the solicitation will be issued. The Quoter shall acknowledge in their quote, the receipt of all addenda, supplements, amendments, or changes to the solicitation that were issued by the County. Oral statements made by County personnel shall not bind the County in any manner whatsoever and cannot be used to protest or otherwise challenge any aspect of this solicitation or subsequent agreement.

Any interpretation, correction, changes to the solicitation will be made only by addendum duly issued and will be posted on the County Bid Board found at www.CharlesCountyMD.gov. Click on “Business” and then “Online Bid Board”. Any and all addenda issued prior to the quote due date/time shall become a part of the contract documents and shall be covered in the Quoter’s quote prices, unless an alternate quote schedule is presented by addendum. It is the responsibility of the Quoter to check the County Bid Board as frequently as necessary to obtain all updates and addenda to the solicitation.

ABILITY TO PERFORM

Quoters shall have the capability to perform classes of work contemplated, having sufficient capital to execute the work properly within the specified time.

The County reserves the right to request any additional information, utilize references not provided by a Quoter, and validate any information provided by a Quoter by any means deemed necessary by the County for the purpose of determining the Quoter’s ability to perform the services described herein.

ERRORS

Any errors in computations may be corrected during the County’s review of the quotes. The County shall not be responsible for Quoter computation errors contained on the Quotation Form. All values contained on the Quotation Form remain the responsibility of the Quoter. Where the unit price and the extension price are at variance, the unit price will prevail. In the event that the unit price is not provided, the unit price shall be the extended price divided by the quantity. Errors on any forms submitted remain the sole responsibility of the Quoter.

REJECTION OF QUOTES/BIDS/PROPOSALS

Although not intended to be an exhaustive list of causes for disqualification, any one or more of the following causes, among others, may be sufficient for the disqualification of a Quoter and the rejection of its quote:

1. Evidence of collusion among quoters.

2. Lack of competency revealed by financial statements, experience, equipment statements, or other factors.

3. Lack of responsibility as shown by past work, judged from the standpoint of workmanship as submitted or from previous experience with the quoter.

4. Default on a previous similar contract for failure to perform.

5. Being delinquent in payments due to Charles County Government.

6. Exceptions or exclusions to the requirements of the solicitation.

7. Failure to be in “Good Standing” with the State of Maryland.

8. Previous substandard performance on a County contract.

9. Failure to perform properly or to complete, in a timely manner, contracts of a similar nature, or if investigation shows the offeror unable or unlikely to perform the requirements.

10. Failure to furnish information requested by the County.

The County reserves the right to reject any/all quotes, to waive irregularities and/or informalities in any quote, and to make award in any manner, consistent with law, deemed in the best interest of the County.

GOOD STANDING REQUIREMENTS

In order to be eligible for award, Quoters shall meet the following conditions prior to contract award:

1. Their firm is not debarred, suspended, or otherwise ineligible for participation in government procurement by the federal government, the State of Maryland, or any other state, county, or municipal government.

1. All payments to Charles County Government have been paid and are not delinquent.

1. Their firm is in “good standing” with the State of Maryland Department of Assessments and Taxation.

RESTRICTIONS: NOT APPLICABLE

An individual or a person that employs an individual who the County utilized in the drafting of specifications, a request for quotes, invitation for bids, or a request for proposals for a procurement may not submit a quote, bid, or proposal for that procurement, or assist or represent another person, directly or indirectly, who is submitting a quote, bid, or proposal for the procurement. Quote from such an individual or entity will be rejected.

The following is a list of consultant(s) and/or sub-consultant(s) that have received monetary compensation under a contract with the County as the prime consultant to develop the Request for Quotes, Invitation to Bid, or Request for Proposals and have been retained by the County to perform construction phase services on the behalf of the County for this procurement.

· N/A

In addition, the County Ethics Committee administers the provisions of the County Ethics Code, including §170 of the Charles County Code that contains various restrictions on participating in County procurements.

NOTIFICATIONS

Legal notice given by the County to the Quoter shall be sent to the address provided on the Quoter’s Quotation Form. Notice given by the County by any of the following:

1. A communication delivered by shall be deemed as having been received by the addressee three (3) business days after the date of mailing.

a. UPS or FedEx or other delivery service; or

b. USPS first class postage mail; or

c. USPS certified, or

d. USPS registered mail.

2. A communication delivered by email shall be deemed as having been received by the addressee the same day the email was sent.

NEGOTIATIONS

The County may negotiate contract terms, price, statement of work, or other conditions that results in the most advantageous outcome for the County. In the event an agreement satisfactory to the County cannot be negotiated, the County may terminate negotiation and move to another Quoter.

AWARD AND CONTRACT FORMATION

The County reserves the right to award a contract by individual items, in the aggregate, or in any combination thereof, or to reject any or all quotes and to waive any informality in quotes received whenever such rejection or waiver is in the best interest of the County.

BASIS OF AWARD

The County intends to make award to the lowest responsive, responsible quoter(s) based on Total Quote Price (Item #A3) on the Quotation Form, provided it is in County’s best interest to do so. The contract entered into with the successful quoter(s) shall meet all standard provisions required by the County.

TERM OF CONTRACT

The Contractor(s) selected shall provide the services and all requirements contained herein for a base period commencing on July 1, 2022, or the date specified in a written Notice of Intent to Award issued by the County (whichever is later) and after expiration of the award protest period, unless notified otherwise by the County in writing, and ending on June 30, 2023, with four (4) optional 1-year renewals at the sole option of the County. Each 1-year renewal shall commence on July 1 and end on June 30 of the following calendar year.

PRICING ADJUSTMENT FOR EXTENSION YEARS

When applicable, as indicated on the Summary Sheet, unit prices under the resulting Contract shall remain firm through the base term. Thereafter, pricing shall be adjusted at the beginning of each succeeding year and/or Contract renewal period at the written request of the Contractor to the Chief of Purchasing. Pricing shall be adjusted by the percentage change in the Consumer Price Index (CPI) from the previous year. For purposes of this agreement, the CPI is defined as the Consumer Price Index for All Urban Consumers, All Items, as published by the United States Department of Labor, Bureau of Labor Statistics. For purposes of adjustment, the CPI used for each subsequent year of the Contract shall be the last published percentage change in the CPI (for the previous 12 months) either on, or prior to, the anniversary date of the Contract. Price adjustments shall take effect upon written approval by the County.

QUANTITY OF CONTRACTS AWARDED

The County may make award to more than one firm. The County may award to one or multiple quoter(s). The contract(s) entered into with the successful quoter(s) shall meet all standard provisions required by the County.

The County intends to contract with a single firm and not with multiple firms doing business as a joint venture. Where two or more Quoters desire to submit a single quote in response to this RFQ, they should do so on a prime-subcontractor basis rather than as a joint venture.

CONTRACT EXECUTION

The successful Quoter to whom the Contract shall have been awarded shall receive a Notice of Intent to Award letter from the Chief of Purchasing notifying them that their quote has been accepted. The contract documents will consist of the Notice of Intent to Award letter, the Solicitation, the Quoter’s Quotation Package, and any addenda or other modifications to the solicitation. The Quoter shall furnish the County with all documentation requirements within fourteen (14) calendar days from the date stated on the Notice of Intent to Award letter, which may include, but is not limited to performance bonds and/or payment bonds, insurance certificates, equipment inspections, licenses, etc., as specified herein.

CONTRACT DOCUMENTS

All work under this project shall be in accordance with the contract documents. The Contract documents for this project includes, but is not necessarily limited to, this solicitation package, project plans and specifications as shown in RFQ and other referenced ordinances, manuals, and specifications.

Contract Documents shall also include:

a. All written modifications, amendments and change orders to this Agreement issued in accordance with the General Provisions.

b. Contractor’s quote and accompanying exhibits submitted in response to the County’s Project Criteria and Solicitation; and any solicited and/or unsolicited Alternates to the Solicitation accepted by the County in writing.

The Contract Documents are intended to permit the parties to complete the work and all obligations required by the Contract Documents within the specified time(s) for the quote price. The Contract Documents are intended to be complementary and interpreted in harmony so as to avoid conflict, with words and phrases interpreted in a manner consistent with construction and design industry standards. In the event of any inconsistency, conflict, or ambiguity between or among the Contract Documents, the County will make a determination on which item of discrepancy shall take precedence. Within listed documents or group of documents, the later dated shall have precedence over the earlier requirements, and specific requirements shall have precedence over the general requirements.

DEFAULT AND SUSPENSION

If a Quoter who has been selected for award and offered a contract refuses or fails to execute the contract and/or fully comply with all requirements of this solicitation within fourteen (14) consecutive calendar days after receipt of formal notice of award or an alternate date specified by the Chief of Purchasing, the Quoter may be considered to have defaulted with respect to execution of the contract, and to have abandoned all rights and interests in the contract. In such instance the bid security, if any, may be declared forfeited to the County without further notice to the Quoter. In the event of such default, award may then be made to another Quoter determined to be in the best interest of the County, or the solicitation may be cancelled and/or re-advertised for quotes as deemed if deemed in the best interests of the County.

A Contractor, who has executed a contract with the County, may be considered to have defaulted in the performance of the Contract, by failure to comply with the requirements of the contract, sub-standard performance, failing to complete the contract, and/or by other significant errors and omissions as determined by the Project Manager and the Chief of Purchasing. In such instance, the Contractor’s performance and/or payments bonds, if any, may be exercised, and the Contract terminated and awarded to another Quoter if determined to be in the best interest of the County.

A Quoter/Contractor, who has defaulted as discussed above, may be declared by the Chief of Purchasing to be ineligible to quote on future County solicitations for a period of up to two (2) years from the date the County determined the Quoter/Contractor to have defaulted. This determination by the Chief of Purchasing shall be final, and not subject to appeal.

QUOTER/AWARD PROTESTS

a) All protests made pursuant to solicitations must be in writing and delivered to the Chief of Purchasing within the timeframes specified:

i. Protests must be delivered to the Chief of Purchasing no later than ten (10) consecutive calendar days after the basis for the protest (i.e. notification of rejection of quoter’s quote, notification of removal of quoter from consideration, etc.) is known or should have been known, whichever is earlier.

ii. If protesting contract award, the protest must be delivered to the Chief of Purchasing within ten (10) consecutive calendar days after the Purchasing Division has publicly posted the proposed contract award. This provision shall only apply to “aggrieved” quoters.

iii. If quoter seeks as a remedy the cancellation or amendment of the solicitation, the protest must be delivered to the Chief of Purchasing before the submission date for quotes/bids/proposals.

iv. If the County is closed for business at the due date and time, for whatever reasons, protests will be accepted on the next business day of the County prior to 12:00 p.m. (Eastern Time).

Protests shall be considered timely only if received in the Purchasing Division office prior to close of business within the timeframes specified above.

b) All protests made pursuant to solicitations shall be delivered to the Chief of Purchasing:

Charles County Government ATTN: Chief of Purchasing, Purchasing Division (Room B130) 200 Baltimore Street, La Plata, Maryland 20646

c) Each protest must contain a protest filing fee in the amount of $500 (US currency); if the fee is paid by check, then the check must be made out to “Charles County Government”. The Chief of Purchasing, may, at his sole election, return the filing fee to the protesting quoter, if the protest is sustained. Filing fees for unsustained protests shall not be returned. The Chief of Purchasing must dismiss any protest not timely received.

d) Only a quoter that is “aggrieved” is eligible to file a protest. Aggrieved means that the quoter who is filing the protest is susceptible for an award of the contract if the protest is sustained (e.g., a fourth ranked quoter is not aggrieved unless the grounds for a protest, if sustained, would disqualify the top three ranked quoters or would require that the solicitation be reissued). Each protest must contain the following: identification of the solicitation; the name, address and telephone number of the protesting quoter; a statement supporting that the quoter is aggrieved; and specification of all grounds for the protest, including submission of detailed facts and all relevant documents, citation to relevant language in the solicitation, regulations, or law relied upon; and all other matters which the quoter contends supports the protest. The burden of production of all relevant evidence, data and documents, and the burden of persuasive argument to support the protest is on the quoter making the protest.

e) The Chief of Purchasing shall forward to the County Attorney, all protests timely received and appropriate information addressing the circumstances of the protest. The Chief of Purchasing shall also forward for the County Attorney’s information, all protests not timely received and/or otherwise ineligible, that was dismissed by the Chief of Purchasing.

f) The Chief of Purchasing, after consultation with the County Attorney, shall determine whether to sustain or reject the protest, and shall provide written notice of his determination to the quoter making the protest, and to the County Attorney. In the case of a sustained protest, the Chief of Purchasing, after consultation with the County Attorney, shall determine what remedy shall be taken to redress the protest. Decisions shall be final, and not subject to appeal.

PERFORMANCE EVALUATIONS

The County shall perform periodic performance evaluations, at the County’s discretion, on all work performed by the Contractor under this Contract. The Contractor shall have the opportunity to review performance evaluations upon request. Performance evaluations shall be maintained in the County’s contract files.

ASSIGNMENT OF CONTRACT

The Contractor shall not sublet any portion of this contract or assign or transfer any interest in this contract without receiving prior written approval from the County, Chief of Purchasing.

SUBCONTRACTORS

Subcontractors may not be used in the conduct of this contract without express written approval of the County. The County reserves the right to reject any subcontracted relationship if changes or additions of subcontractors are necessary during the life of the contract. Subcontracts for any portion of this contract must be clearly identified in the Quoter’s quote. Subcontracts are subject to Minority Business Enterprise (MBE) and Small Local Business Enterprise (SLBE) requirements detailed herein. Prime contractor shall perform a minimum of fifty percent (50%).

NEWS RELEASE

No news releases pertaining to this quote request or the service, study, or project to which it relates will be made without County approval.

PUBLIC INFORMATION ACT/CONFIDENTIALITY NOTICE

Quoter should give specific attention and identification of those specific portions of their quotes which they deem to contain confidential and/or proprietary information. Such information must be individually noted as being confidential or proprietary, either at that location, or in a separate consolidated listing contained within the bid/proposal/quote and provide justification of why the material should not be subject to disclosure by the County upon request under the Maryland Public Information Act. Quoters may not declare their entire bid/proposal/quote package to be confidential or proprietary. Failure to provide specific identification and justification may result in the County releasing the information if requested to do so.

CAMPAIGN FINANCE REFORM ACT OF 2013

The Maryland Campaign Finance Reform Act of 2013 dictates that vendors with single contracts of $200,000 or more shall file certain campaign finance-related disclosures with the Maryland State Board of Elections. Vendors shall certify that they have filed the requisite disclosure, and if the vendor fails to provide this certification, the County must notify the State. In the event of Contract award, the Contractor shall certify that campaign finance-related disclosures are filed with the Maryland State Board of Elections as applicable.

HOLIDAY SCHEDULE

The following holidays are observed by the County:

*FLOATING HOLIDAYS - COUNTY OFFICES AND OPERATIONS SHALL BE OPEN.

GENERAL PROVISIONS

Any provision specified in this section and addressed elsewhere in the solicitation; Part B shall supersede.

DEFINITIONS

QUOTE: Response submitted to this solicitation, and shall be synonymous with the terms “offer”, “proposal”, “bid”, etc.

BID BOND: The security to be furnished by the quoter as a guaranty of good faith to enter into a contract with the COUNTY for the proposed work if such work is awarded to him.

QUOTER: The person or persons, partnership, firm or corporation submitting a quote/bid/proposal for the work contemplated.

COMMISSIONERS: The County Commissioners of Charles County.

COUNTY: The County Commissioners of Charles County, Maryland.

CONTRACT: The written agreement executed by the County Commissioners of Charles County and the successful quoter, covering the performance of the work and the furnishing of materials required in the construction of the project. The contract shall include instructions to quoter, proposal, general specifications, special provisions, drawings, performance bond, extra work orders and any other written instructions pertaining to the method and manner of performing the work.

CONTINGENT ITEM: Any item listed on the plans or called for in the Special Provisions and included in the Quote merely for the purpose of obtaining a contract price in case it may be needed.

CONTRACTING OFFICER: The Director of the Using Department and includes a duly appointed successor or authorized representative.

CONTRACTING AUTHORITY: The County Commissioners of Charles County.

CONTRACTOR: The person or persons, partnership, firm or corporation who enters into a contract awarded to him by the COUNTY.

DEPARTMENT: The authorized division or agency of Charles County Government responsible for the service or work for which the contract will be written.

DAYS: Calendar Days

DRAWINGS: All drawings or reproductions there of pertaining to the construction of the work which are approved by the CONTRACTING OFFICER.

EXTRA WORK: A written order to the CONTRACTOR and signed by the CONTRACTING OFFICER, ordering a change in or an addition to the work from that originally shown by the drawings and specifications.

GENERAL PROVISIONS: All requirements and provisions contained in this document.

OWNER: The entity holding title or having vested interest in the property and rights associated with the property.

PAYMENT BOND: The approved form of security executed by the CONTRACTOR and his surety, guaranteeing payment of all labor, materials, supplies and rental of equipment reasonably required and used or consumed in the performance of the contract.

PERFORMANCE BOND: The approved form of security executed by the CONTRACTOR and his surety, guaranteeing complete execution of the contract.

PROPOSAL: The written offer submitted by the quoter in the required manner to perform the work contemplated.

SPECIAL PROVISIONS: Statements modifying or changing the requirements or provisions of the General Specifications or adding new requirements or provisions thereto.

SPECIFICATIONS: The General Provisions, Special Provisions, and all written or printed agreements and instructions pertaining to the performance of the work and to the quantity and quality of the materials to be furnished under the contract.

INDEMNIFICATION CLAUSE

The Contractor shall protect, hold free and harmless, defend and indemnify Charles County, including its officers, agents, and employees from all liability, penalties, costs, losses, damages, expenses, causes of action, claims or judgments, including attorney’s fees, resulting from injury to, or death of, any person or damage to property of any kind, which injury, death or damage arises out of, or is any way connected with the performance of the work under this contract. This agreement shall apply to any acts or omissions, negligent conduct, whether active or passive, including acts or omissions of contractor’s agents or employees; except that this agreement shall not be applicable to injury, death or damage to the property arising from the sole negligence of Charles County, it’s officers, agents and employees.

GOVERNING LAW

This Contract shall be governed by and construed only in accordance with the laws of the State of Maryland.

PAYMENT OF TAXES

The firm awarded the contract resulting from this solicitation shall be responsible for paying all Maryland sales tax, and any other applicable taxes, on items purchased by the Contractor in the pursuit of this contract. The County tax exempt status cannot be transferred to the Contractor.

SPECIFICATIONS AND DRAWINGS

The CONTRACTOR shall keep on the work site a copy of the drawings and specifications and shall at all times give the CONTRACTING OFFICER access thereto. Anything mentioned in the specifications and not shown on the drawings or shown on the drawings and not mentioned in the specifications, shall be of like effect as if shown or mentioned in both. In case of difference between drawings and specifications, the matter shall be promptly submitted to the CONTRACTING OFFICER, who shall promptly make a determination in writing. Any adjustment by the CONTRACTOR without such a determination shall be at its own risk and expense. The CONTRACTING OFFICER shall furnish from time to time such detailed drawings and other information as he may consider necessary, unless otherwise provided.

CHANGES

A. The CONTRACTING OFFICER may, at any time, without notice to the sureties, by written order designated or indicated to be a change order, make any change in the work within the general scope of the contract, including but not limited to changes:

(1) In the specifications (including drawings and design);

(2) In the method or manner of performance of the work;

(3) In the COUNTY furnished facilities, equipment, materials, services, or site; or

(4) Directing acceleration in the performance of the work.

Any other written order or an oral order (which terms as used in this paragraph (B.) shall include direction, instruction, interpretation, or determination) from the CONTRACTING OFFICER, which causes any such change, shall be treated as a change order under this article, provided that the CONTRACTOR gives the CONTRACTING OFFICER written notice stating the date, circumstances, and source of the order and that the CONTRACTOR regards the order as a change order.

B. Except as herein provided, no order, statement, or conduct of the CONTRACTING OFFICER shall be treated as a change under this article or entitle the CONTRACTOR to an equitable adjustment hereunder.

C. If any change under this article causes an increase or decrease in the CONTRACTOR'S cost of, or the time required for, the performance of any part of the work under this contract, whether or not changed by any order, an equitable adjustment shall be made and the contract modified in writing accordingly; provided, however, that except for claims based on defective specifications, no claim for any change under paragraph (B.) above shall be allowed for any costs incurred more than twenty (20) days before the CONTRACTOR gives written notice as therein required; and provided further, that in the case of defective specifications for which the COUNTY is responsible, the equitable adjustment shall include any increased cost reasonably incurred by the CONTRACTOR in attempting to comply with such defective specifications.

D. If the CONTRACTOR intends to assert a claim for an equitable adjustment under this article, he must, within thirty (30) days after receipt of a written change order under paragraph (A.) above or the furnishing of a written notice under paragraph (B.) above, submit to the CONTRACTING OFFICER a written statement setting forth the general nature and monetary extent of such claim, unless this period is extended by the COUNTY. The statement of claim hereunder may be included in the notice under paragraph (B.) above.

E. No claim by the CONTRACTOR for an equitable adjustment hereunder shall be allowed if asserted after final payment under this contract.

CHANGE ORDERS

A. Additional Costs:

The cost of any change ordered in writing by the CONTRACTING OFFICER which results in an increase in the contract price will be determined by one or the other of the following methods, at the election of the CONTRACTING OFFICER.

(1) On the basis of a stated lump sum price, or other consideration fixed and agreed upon by negotiation between the CONTRACTING OFFICER and the CONTRACTOR in advance, or if this procedure is impractical because of the nature of the work or for any reason,

(2) On the basis of the actual necessary cost as determined by the CONTRACTING OFFICER, plus a fixed fee to cover general supervisory and office expense and profit. The fixed fee shall not exceed fifteen percent (15%) of the actual necessary costs. The actual necessary cost will include all reasonable expenditures for material, labor, and supplies furnished by the CONTRACTOR and a reasonable allowance for the use of his plant and equipment where required, but will in no case include any allowance for general superintendent, office expense, or other general expense not directly attributable to the extra work. In addition to the foregoing, the following will be allowed: the actual payment by the CONTRACTOR for workmen's compensation and public liability insurance; performance and payment bonds (if any); and all unemployment and other social security contributions (if any) made by the CONTRACTOR pursuant to Federal or State statutes; when such additional payments are necessitated by such extra work. An appropriate extension of the working time, if such be necessary, also will be fixed and agreed upon, and stated in the written order.

B. Reduced Costs:

The cost of any change ordered in writing by the CONTRACTING OFFICER which results in a decrease in the contract price will be determined in a manner conformable with paragraph A.2 under Additional Costs.

DIFFERING SITE CONDITIONS

A. The CONTRACTOR shall promptly, and before such conditions are disturbed, notify the CONTRACTING OFFICER in writing of:

(1) Subsurface or latent physical conditions at the site differing materially from those indicated in this contract, or

(2) Unknown physical conditions at the site, of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inhering in work of the character provided for in this contract.

The CONTRACTING OFFICER shall promptly investigate the condition(s), and if he finds that such conditions do materially differ and cause an increase or decrease in the CONTRACTOR'S cost of, or the time required for, performance of any part of the work under this contract, whether or not changed as a result of such conditions, an equitable adjustment shall be made and the contract modified in writing accordingly.

B. No claim of the CONTRACTOR under this article shall be allowed unless the CONTRACTOR has given the notice required in paragraph (A.) above; provided, however, the time prescribed therefore may be extended by the County.

C. No claim by the CONTRACTOR for an equitable adjustment hereunder shall be allowed if asserted after final payment under this contract.

TESTING AND INSPECTIONS

Unless otherwise stated elsewhere the Contractor shall be responsible for securing all required third party testing and inspections as well as all associated cost.

TERMINATION OF CONTRACT FOR CONVENIENCE

A. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract in whole or in part at any time, either for the COUNTY'S convenience or because of the failure of the CONTRACTOR to fulfill his obligations under this contract.

Upon receipt of such notice, the CONTRACTOR shall:

(1) Immediately discontinue any part or all services as directed by the County’s authorized representative, and

(2) Deliver to the COUNTY the originals of all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by the CONTRACTOR in performing under this contract, whether completed or in process.

B. If the termination is for the convenience of the COUNTY, an equitable adjustment in the contract price shall be made but no amount shall be allowed for anticipated profit on unperformed services.

C. If the termination is due to the failure of the CONTRACTOR to fulfill his obligations under this contract, the COUNTY may take over the work and prosecute the same to completion by contract or otherwise. In such case, the CONTRACTOR shall be liable to the COUNTY for any additional cost occasioned to the COUNTY.

D. If, after notice of termination for failure to fulfill obligations, it is determined that the CONTRACTOR had not so failed, the termination shall be deemed to have been put into effect for the convenience of the COUNTY. In such event, adjustment in the contract price shall be made as provided in Paragraph B of this clause.

E. The rights and remedies of the COUNTY provided in this clause are in addition to any other rights and remedies provided by law or under this contract.

TERMINATIONS FOR DEFAULT - DAMAGES FOR DELAY - TIME EXTENSIONS

A. If the CONTRACTOR refuses or fails to prosecute the work, or any separable part thereof, with such diligence as will insure its completion within the time specified in this contract, or any extension thereof, or fails to complete said work within such time, the COUNTY may, by written notice to the CONTRACTOR, terminate his right to proceed with the work or such part of the work as to which there has been delay. In such event, the COUNTY may take over the work and prosecute the same to completion, by contract or otherwise, and may take possession of and utilize in completing the work such materials, appliances, and plant as may be on site of the work and necessary therefore. Whether or not the CONTRACTOR'S right to proceed with the work is terminated, he and his sureties shall be liable for any damage to the COUNTY resulting from this refusal or failure to complete the work within the specified time.

B. If fixed and agreed liquidated damages are provided in the contract and if the COUNTY so terminates the CONTRACTOR'S right to proceed, the resulting damage will consist of such liquidated damages until such reasonable time as may be required for final completion and acceptance of the work together with any increased costs occasioned the COUNTY in completing the work.

C. If fixed and agreed liquidated damages are provided in the contract and if the COUNTY does not so terminate the CONTRACTOR'S right to proceed, the resulting damage will consist of such liquidated damages until the work is completed and accepted.

D. The CONTRACTOR'S right to proceed shall not be so terminated nor the CONTRACTOR charged with resulting damage if:

(1) The delay in the completion of the work arises from unforeseeable causes beyond the control and without the fault or negligence of the CONTRACTOR, including but not restricted to, acts of God, acts of the COUNTY in its contractual capacity, acts of another Contractor in the performance of a contract with the COUNTY, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, unusually severe weather, or delays of subcontractors or supplies arising from unforeseeable causes beyond the control and without the fault or negligence of both the CONTRACTOR and such subcontractors or suppliers; and

(2) The CONTRACTOR, within ten (10) days from the beginning of any such delay (unless the CONTRACTING OFFICER grants a further period of time before the date of final payment under the contract), notifies the CONTRACTING OFFICER in writing of the causes of delay.

The CONTRACTING OFFICER shall ascertain the facts and the extent of the delay and extend the time for completing the work when, in his judgment, the findings of fact justify such an extension, and his findings of fact shall be final and conclusive on the parties, subject only to appeal as provided in the article of these General Provisions entitled Disputes.

E. If, after notice of termination of the CONTRACTOR'S right to proceed under the provisions of this article, it is determined for any reason that the CONTRACTOR was not in default under the provisions of this article, or that the delay was excusable under the provisions of this article, the rights and obligations of the parties shall, if the contract contains an article providing for termination for convenience of the COUNTY, be the same as if the notice of termination had been issued pursuant to…