RFQ - Window Washing - Springfield.pdf

FMDC26-0020 Page 1

State of Missouri

OFFICE OF ADMINISTRATION – DIVISION OF FACILITIES

MANAGEMENT, DESIGN AND CONSTRUCTION (FMDC)

Request for Quotation (RFQ) for Window Washing Services – Springfield

SOLICITATION NO.: FMDC26-0020

DEPARTMENT NAME: OFFICE OF ADMNISTRATION

ISSUE DATE: MARCH 11, 2026

CONTRACT PERIOD: Effective Date of Award through One Year

TARGET DATE AND TIME: MARCH 25, 2026 AT 2:00 PM CENTRAL TIME

Response should be submitted electronically through MissouriBUYS at https://missouribuys.mo.gov

RFQ CONTACT INFORMATION:

PROCUREMENT SUPERVISOR: JAMIE FERGISON

PHONE NO.: (816)807-9258

EMAIL: Jamie.Fergison@oa.mo.gov

See “RFQ Questions” in Section 1 for appropriate communications during the procurement process.

DELIVER SUPPLIES/SERVICES FREE ON BOARD (FOB) DESTINATION TO

THE FOLLOWING ADDRESS:

Landers State Office Building

149 Park Central Square Springfield, MO 65806

Penney State Office Building

101 Park Central Square Springfield, MO 65806

Labor and Industrial Relations Building

(DOLIR)

505 East Walnut Street Springfield, MO 65805 https://missouribuys.mo.gov/

FMDC26-0020 Page 2

ATTENTION:

1. After reviewing the Request for Quotation (RFQ), the vendor must complete and return Exhibit A, Bid Signature Page and all other necessary exhibits.

2. Due to lead times for obtaining the information needed to complete the various Business Compliance Exhibits herein as explained in the RFQ’s Vendor Response Exhibits, vendors are encouraged to IMMEDIATELY begin securing these verifications.

3. The vendor must be registered in MissouriBUYS, powered by MOVERS in a “Prospective” or “Spend Authorized” registration status to submit a response. The vendor must achieve “Approved” registration status in MissouriBUYS (WebProcure/Proactis) and “Spend Authorized” registration status in MissouriBUYS, powered by MOVERS to be considered for a contract award. Reference Section 5.

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RFQ Organization:

R

FQ

S ec tio ns

Section 1 Introduction and Background Information Section Section 2 Scope of Work Section Section 3 Terms and Conditions Section Section 4 General Contractual Requirements Section Section 5 Vendor Submission, Evaluation, and Award Information Section

R

FQ

V en do r R es po ns e

Ex hi bi ts

(R et ur n th es e ex hi bi ts w ith th e bi d)

Exhibit A Bid Signature Page Exhibit B Bid Submittal Checklist Exhibit C Pricing Page Exhibit D Current/Prior Experience Verification Exhibit E Participation Commitment Exhibit F Documentation of Intent to Participate Exhibit G Missouri Service-Disabled Veteran Business Enterprise Preference

BUSINESS COMPLIANCE EXHIBITS

Exhibit H State of Missouri Tax Compliance Exhibit I Registration of Business Name with the Missouri Secretary of State Exhibit J Business Entity Certification, Enrollment Documentation, and Affidavit of Work

Authorization Exhibit K Services Outside the United States Exhibit L Employee/Conflict of Interest

R

FQ

A tta ch m en ts Attachments (Do not return these documents with response)

Attachment 1 Authorization for Release of Information

FMDC26-0020 Page 4

1. INTRODUCTION AND BACKGROUND INFORMATION SECTION

1.1 Introduction:

1.1.1 Purpose: This document constitutes a request for quotation for the provision of window washing services as set forth herein for the Office of Administration, Division of Facilities Management, Design and Construction (hereinafter referred to as “department”).

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

1.2 Background and Historical Usage Information:

1.2.1 The Office of Administration, Division of Facilities Management, Design and Construction oversees the maintenance and upkeep of multiple state-owned buildings located throughout the State of Missouri. On an as needed basis, window washing is required at each of the building locations in order to maintain professional and well-kept facilities. In total, three (3) buildings will require window washing services on an as needed basis. In addition to window washing services, the following other required services include, but are not limited to: caulk application around windows, cleaning of building overhangs, the removal of foreign debris from windows.

1.3 Current and/or Previous Contract Information:

1.3.1 A current contract(s) does not exist for the products and/or services being obtained via this RFQ.

1.4 RFQ Questions:

1.4.1 Procurement Supervisor is Single Point of Contact for Solicitation: Vendors and their agents (including subcontractors, employees, consultants, or anyone else acting on their behalf) must direct all of their questions or comments regarding the RFQ, the evaluation, etc., to the procurement supervisor indicated on the first page of this RFQ. It is preferred that questions be emailed to the procurement supervisor.

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

1.4.2 Vendor is Responsible for Asking Questions About the RFQ: It is the vendor’s responsibility to ask questions, request changes or clarifications, or otherwise advise the department if the vendor believes that any language, specifications, or requirements are: (1) ambiguous, (2) contradictory or arbitrary, (3) violate any state or federal law or regulation, (4) restrict or limit the requirements to a single source, or (5) restrict or limit the vendor’s ability to submit a response.

1.4.3 Vendor Question Deadline: Every attempt shall be made to ensure that the vendor receives an adequate and prompt response. However, in order to maintain a fair and equitable procurement process, all vendors will be advised, via the issuance of an amendment to the RFQ, of any relevant or pertinent information related to the procurement. All questions and issues should be submitted no later than five (5) calendar days prior to the bid end date and time of the bids. If not received prior to five (5) calendar days before the http://www.sos.mo.gov/adrules/csr/csr.asp

FMDC26-0020 Page 5 bid end date and time, the department may not be able to fully research and consider the respective questions or issues.

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

1.4.5 RFQ is State’s Only Official Position: The only official position of the State of Missouri shall be that which is contained in the RFQ and any amendments thereto.

1.5 Amendments:

1.5.1 If the Department determines that changes to the RFQ are necessary, the resulting changes will be included in a subsequently issued RFQ amendment(s) prior to the bid end date and time.

1.6 Facility/Building Tour:

1.6.1 Any vendor interested in touring the buildings prior to submitting a proposal should contact Roger Barnett

(417)522-9196 to schedule an appointment.

1.6.2 The purpose of the tour is to provide the vendors the opportunity to inspect, examine, and assess the buildings and windows to determine any exiting conditions and factors that may affect the performance of the services required herein.

1.6.3 All questions regarding the Request for Quote (RFQ) and/or the competitive procurement process must be directed to the contract person specified on the cover page of this RFQ.

1.7 Glossary of Terms and Acronyms:

1.7.1 Whenever the following terms and acronyms appear in the RFQ document or any amendment thereto, the definitions or meanings described below shall apply.

1.7.2 General Glossary, Acronyms, and Abbreviations:

a. Agency and/or State Agency/Department means the statutory unit of state government in the State of Missouri for which the equipment, supplies, and/or services are being purchased. The department is also responsible for payment, unless otherwise specified herein. Note: The terms “department”, “state agency”, “state”, and “State of Missouri” are used interchangeably throughout the document and have the same meaning.

b. Amendment means a written, official modification to a solicitation or contract.

c. Attachment applies to all documents which are included with an RFQ to incorporate any informational data or requirements related to the performance requirements and/or specifications.

d. Procurement Supervisor means the procurement staff member of the department.

e. Code of State Regulation (CSR) contains the current administrative rules of executive agencies of

Missouri government. The regulations are arranged by department rather than by subject.

f. Contract means a legal and binding agreement between two or more competent parties, for a consideration for the procurement of equipment, supplies, and/or services.

g. Contractor means a supplier, bidder, person, or organization who is a successful vendor as a result of an RFQ and who enters into a contract.

h. Exhibit applies to forms which are included with an RFQ for the vendor to complete and submit with their response prior to the specified end date and time.

i. May means that a certain feature, component, or action is permissible, but not required.

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j. Must means that a certain feature, component, or action is a mandatory condition.

k. Party refers to either the State of Missouri or the contractor as an entity that may enter into a contract pursuant to the terms herein.

l. Pricing Page(s) applies to the form(s) on which the vendor must state the price(s) applicable for the equipment, supplies, and/or services required in the RFQ. The pricing pages must be completed and submitted by the vendor with the response prior to the specified response end date and time.

m. Bid Target Date and Time and similar expressions mean the deadline required by the RFQ for the receipt of bids.

n. Purchase Order means the authorized document issued by the department to the contractor indicating descriptions, quantities, and agreed prices for products and/or services.

o. Reasonable, Necessary or Proper as used herein shall be interpreted solely by the State of Missouri.

p. Request For Quotation (RFQ) means the solicitation document issued by the department to potential vendors for the purchase of equipment, supplies, and/or services as described in the document. The definition includes the following sections: Introduction and Background Information; Scope of Work;

Terms and Conditions (“terms and conditions” and “Terms and Conditions” are used interchangeably throughout the RFQ); General Contractual Requirements; and Vendor Submission, Evaluation, and Award Information Section; and the RFQ Vendor Response Exhibits, Attachments, and Amendments of the RFQ.

q. RSMo (Revised Statutes of Missouri) refers to the body of laws enacted by the Legislature which govern the operations of all agencies of the State of Missouri. Chapter 34 of the statutes is the primary chapter governing the operations of the department.

r. Shall has the same meaning as the word must.

s. Should means that a certain feature, component and/or action is desirable but not mandatory.

t. State collectively referring to the state government and/or the agencies thereof.

u. Supplier has the same meaning as the word, vendor.

v. Vendor means the supplier, bidder, person, or organization that responds to an RFQ by submitting a bid with prices to provide the equipment, supplies, and/or services as required in the RFQ document.

1.8 Accuracy of Background Information:

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

****END OF INTRODUCTION AND BACKGROUND INFORMATION SECTION****

FMDC26-0020 Page 7

2. SCOPE OF WORK SECTION

2.1 General Requirements:

2.1.1 The contractor shall provide window washing services for the Office of Administration, Division of

Facilities Management, Design & Construction in accordance with the provisions and requirements stated herein and to the sole satisfaction of the department.

2.1.2 The contractor shall provide the exterior and interior window washing services on an as needed, if needed, basis, only upon the request of the state agency. The state agency does not guarantee any usage of the contract whatsoever; however, it is estimated that approximately one (1) window washing per building, per year may be required, as determined by availability of funds.

2.1.3 The contractor shall understand and agree that the State of Missouri may delete any or all of the windows from receiving the contractor’s services.

2.1.4 The contractor shall understand and agree that because the contractor was familiar with the buildings and the conditions that existed prior to the award the contract, the contractor shall not be relieved of the performance of the previsions and requirements specified herein.

2.1.5 The contractor shall not use window washing compounds, materials, or supplies which could be damaging to any and all surfaces to which the compounds, materials, or supplies may contact. The contractor must receive prior approval from the state agency for any window washing compounds, materials, or supplies that may be damaging to any or all surfaces to which the compounds, materials, or supplies may contact.

2.1.6 The contractor shall either provide the services directly or shall provide a person/personnel who must comply with the requirements stated herein. Therefore, references to “the contractor” throughout this document shall also be deemed to include the person/personnel provided by the contractor.

2.1.7 Unless otherwise specified herein, the contract shall furnish all materials, labor, facilities, equipment, and supplies necessary to perform the services required herein.

2.2 Minimum Experience Requirements:

2.2.1 The contractor must meet or exceed the following minimum experience requirements at the time of bid submission and for the duration of the contract:

a. The contractor must have at least three (3) years of experience providing window washing services on multiple story buildings.

2.3 Specific Window Washing Requirements:

2.3.1 The contract shall provide the following window services at the locations listed below:

a) Landers State Office Building – 149 Park Central Square Springfield, MO: Ten (10) story building.

The Department estimates that there are approximately Four hundred fifty-six (456) exterior windows.

The contractor shall wash the interior and exterior sides of all windows. The exterior of the building is not equipped with window washer hooks.

b) Penney State Office Building Springfield 101 Park Central Square Springfield, MO: Three (3) story building. The Department estimates that there are approximately sixty-four (64) exterior windows.

The contractor shall wash the interior and exterior sides of all windows. The exterior of the building is not equipped with window washer hooks.

FMDC26-0020 Page 8

c) Department of Labor and Industrial Relations (DOLIR) Building – 505 East Walnut Street Springfield, MO: One (1) story building. The Department estimates that there are approximately sixty (60) exterior windows and a 12’ X 108’panel of skylights. The contractor shall wash the interior and exterior sides of all the windows. The exterior of the building is not equipped with window washer hooks.

2.3.2 The contractor must coordinate the scheduling of services with the state agency.

a. The contractor shall receive notification to proceed from the Department for scheduling the window washing services.

b. The contractor shall provide to the Department a schedule of preferred dates based on the contractor’s availability.

c. The contractor and the Department shall confirm the service dates for the contractor to perform the window washing services and the priority list for the sequence of the buildings.

2.3.3 Prior to providing the services, the contractor must allow the Department at least one week to notify the building’s occupants to prepare for the window washing.

2.3.4 Unless prevented by weather conditions or other natural phenomena beyond the contractor’s control, the contractor should complete all window washing services within three (3) weeks after the scheduled service date.

2.3.5 The contractor shall document any occasions when the contractor is unable or is not allowed to gain entrance into a specific area to provide window washing services.

2.3.6 The contractor shall wash both sides of the windows, including glass, mullions, frames, and fills, and remove water marks, cobwebs, and foreign matter.

a. The contractor must wipe clean all spills and drips for all surfaces which may streak or stain.

b. The contractor shall not be responsible for cleaning glass entry doors or side panel glasses in entrance foyers of any buildings.

2.3.7 The contractor must caulk all windows as identified and requested by the state agency.

a. The caulking applicator and caulking material will be provided by the state agency.

b. The contractor’s caulking must be accomplished during the regular window washing service.

2.3.8 Upon request of the state agency, the contractor shall clean the overhangs of the buildings.

2.4 Additional Requirements:

2.4.1 The contractor shall employ, control, and manage the conduct of the contractor’s personnel, and be liable for any injury of such personnel sustained during the course of their employment, or to others through the acts of neglect of the contractor’s personnel.

a. The contractor and the contractor’s personnel must comply with all applicable health and safety standards.

b. The contractor and the contractor’s personnel must wear identifying uniforms or badges while performing window washing services.

c. The contractor and the contractor’s personnel shall utilize shoes with non-marking soles.

2.4.2 The contractor shall provide a method of contact (i.e., cell phone number) to the state agency while performing window washing services.

FMDC26-0020 Page 9

2.4.3 The contractor must identify completed work on a checklist provided by the state agency and submit the completed checklist to the state agency on a “same day basis” to allow for an inspection of completed work by the state agency.

2.4.4 Within two (2) business days after completion of the requested window washing service, the contractor shall provide the state agency with an itemized report of the window washing services performed. The state agency shall sign and return the copy of the report to the contractor within one (1) week after the receipt of the report.

2.5 Security Requirements:

2.5.1 The contractor shall prevent all unauthorized persons from entering the building and shall keep the building locked when the contractor and the contractor’s personnel are on the premises.

2.5.2 The contractor and/or the contractor’s personnel shall only access an office suite at the time services are to be performed in that particular office suite.

a. The contractor and/or the contractor’s personnel shall lock the door to the office suite upon exiting the office suite.

b. The contractor and/or the contractor’s personnel shall be escorted by the state agency when access to an office suite is deemed necessary.

2.5.3 When the contractor and/or the contractor’s personnel leave the building, the contractor shall lock all doors and turn off all lights. In addition, if the building contains security systems, the contractor shall activate the systems according to the state agency instructions in order to protect the security of the building.

2.5.4 The contractor shall be issued keys to all areas in which window washing services shall be provided. The contractor must take care of and not lose any keys. In addition, the contractor shall not duplicate any of the keys issued to the contractor. If evidence of duplication is ascertained beyond reasonable doubt, the State of Missouri shall have the right to immediately replace the locks and all keys and charge the contractor for such replacement.

a. In the event the contractor or a person assigned by the contractor to perform services loses a key(s), the contractor must notify the state agency within one (1) working day from the date the loss is discovered. The contractor shall pay the state agency for the actual costs incurred for the replacement of all locks and keys, including keys held by the building tenants.

b. In the event the contractor or each of the contractor’s personnel assigned to perform services requires a replacement of an access card due to loss or damage, the contractor must notify the state agency within one (1) working day from the date the need is discovered. The contractor shall pay the state agency approximately $3.50 for each replacement access card beyond the first initial issued access card.

c. At the expiration/termination/cancellation of the contract, any payments due the contractor shall be withheld until the contractor has surrendered all keys issued. In the event that all keys are not returned, the contractor shall pay the state agency for the actual costs incurred for the replacement of all locks and keys, including keys held by the building tenants.

2.5.5 Security Clearance: At least forty-five (45) days prior to each individual employee providing services under this contract, the contractor shall require the employee to submit to a fingerprint-based background check/criminal records screening (“background check”) through the Missouri State Highway Patrol.

FMDC26-0020 Page 10

a. Information on how to obtain a background check is available on the Missouri State Highway Patrol’s website at:https://www.mshp.dps.missouri.gov/MSHPWeb/PatrolDivisions/CRID/crimRecChk.html.

b. The contractor should contact the Office of Administration, Division of Facilities Management, Design and Construction at FMDCContractorScreenings@oa.mo.gov for the correct forms and information required for requesting a background check.

2.5.6 The contractor shall be responsible for all cost associated with background checks of its employees.

2.5.7 Prior to proceeding with the background check process, the contractor shall obtain from each employee a signed Authorization for Release of Information Confidentiality Oath, Attachment 1. The contractor shall submit the signed forms to: FMDCContractorScreenings@oa.mo.gov .

a. Any contract award shall be contingent upon the contractor’s submission of the required forms within the above referenced timeframe. Failure to submit these documents on time may result in the withdrawal of the award.

2.5.8 The contractor understands and shall notify its employees that the state agency participates in the Missouri Rap Back and National Rap Back programs pursuant to section 43.540, RSMo; as such, Missouri State Highway Patrol, Central Records Repository, and the Federal Bureau of Investigation will retain the fingerprints submitted by each of the contractor’s employees, and those fingerprints will be searched again against other fingerprints on file, including latent fingerprints. While retained, an employee’s fingerprints may continue to be compared against other fingerprints submitted or retained by the Federal Bureau of Investigation, including latent fingerprints.

2.5.9 The contractor understands and shall notify its employees that the Missouri Highway Patrol will provide the results of the employee’s background check directly to the state agency. The state agency shall not release the results of a background check to the contractor to provide the contractor any information obtained from a background check, either verbally or in writing.

2.5.10 After the results of the fingerprint-based background checks become available, the state agency, shall conduct an individualized assessment of each employee’s results, considering the nature of the position, including the access the employee would have, the seriousness of the offense, and how long ago the offense was committed. Available information about the employee’s behavior, including conduct underlying any arrest or any other behavior that might tend to bring the employee into a public disrepute or ridicule, or which may embarrass, offend, insult, or denigrate individuals or groups, or that may shock, insult, or offend the community, disrupt the workplace, or prejudice the reputation or image of the state, may be considered.

The contractor shall be notified of the security clearance approval or denial.

2.5.11 The contractor shall understand and agree that the security clearance for each employee is valid for the duration of the contract, so long as the personnel are employed by the contractor. In the event the employee leaves the employment of the contractor, then is re-employed by the contractor at a later date, the employee shall submit to a new security clearance. In the event, the contractor hires personnel who had previously been employed by a different company; the employee shall submit to a new security clearance.

2.5.12 The contractor shall require its employees to report all arrest or convictions to the contractor within 5 days of the arrest or conviction and the contractor shall notify the state agency within 5 days of receiving such information.

2.5.13 In addition to the background check requirements set forth above, the contractor must receive approval from the Division of Probation and Parole for each of its employees that perform services in an area occupied by the Division of Probation and Parole.

https://www.mshp.dps.missouri.gov/MSHPWeb/PatrolDivisions/CRID/crimRecChk.html mailto:FMDCContractorScreenings@oa.mo.gov

FMDC26-0020 Page 11

2.5.14 The state agency shall have the right to deny access to the building(s) and/or to request replacement of any of the contractor’s employees for any reason, including criminal and non-criminal conduct as set forth in.

2.5.15 If the state agency determines, in its discretion, that any contractor’s employee should be denied access immediately, the state shall so notify the contractor, and the contractor shall immediately take all appropriate steps to stop the employee from accessing the building. On the next business day following such a notification, the contractor will begin the search for a substitute employee and be allowed no longer that fourteen (14) working days after notification to replace the contractor’s employee.

2.5.16 Identification Badges: The contractor and each of the contractor’s personnel shall obtain a Contractor Identification Badge from the appropriate state agency regional office. The contractor’s personnel shall wear the Contractor Identification Badge at all times while working at each building.

a. Upon notification of an approved security clearance, the contractor must submit a photo of the approved personnel to FMDCContractorScreenings@oa.mo.gov . A photo captured with an iPhone is preferred; however, as a last resort, a clear copy of a driver’s license or other form of photo identification is acceptable.

b. The contractor will be notified by email when the identification badge is ready.

c. In the event the contractor or each of the contractor’s personnel assigned to perform services; requires a replacement of a state agency issued Contractor Identification Badge due to loss, damage, or personnel name change, the contractor must notify the state agency within one (1) working day from the date the need is discovered. The contractor shall pay the state agency approximately $.50 for each replacement badge beyond the first initial issued badge.

2.6 Electronic Funds Transfer, Invoicing, and Payment Requirements:

2.6.1 Electronic Funds Transfer (EFT): The State of Missouri will submit contract payments to the contractor at the remittance address listed in the contractor’s MissouriBUYS (WebProcure/Proactis) vendor registration.

However, the contractor understands and agrees the state reserves the right to make contract payments to the contractor through electronic funds transfer (EFT). Therefore, prior to any payments becoming due under the contract, the contractor must verify and update, if applicable, their vendor registration with their current remittance address and ACH-EFT payment information at https://MissouriBUYS.mo.gov.

2.6.2 Invoicing: The contractor shall submit invoices monthly. Invoices shall be due by the last day of the month following the month in which the contractor provided services under the contract. The contractor shall perform the services prior to invoicing the department.

a. The contractor shall invoice the department on the contractor’s original descriptive business invoice form and submit the invoice to the address on the front page of this document / the following address:

Office of Administration Division of Facilities Management, Design and Construction

Attn: Accounting 301 West High Street, Suite 780

PO Box 809 Jefferson City, MO 65102

b. The contractor shall use uniquely identifiable invoice numbers to distinguish an invoice from a previously submitted invoice and shall include on the invoice the remittance address listed in the contractor’s MissouriBUYS (WebProcure/Proactis) vendor registration.

https://missouribuys.mo.gov/

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c. Each contractor invoice must be on the contractor’s original descriptive business invoice form and must contain a unique invoice number, and the remittance address included in the contractor’s MissouriBUYS (WebProcure/Proactis) vendor registration. The invoice number will be listed on the state’s EFT addendum record to enable the contractor to properly apply state payments to invoices.

The contractor must comply with all other invoicing requirements stated in the RFQ.

d. The statewide financial management system has been designed to capture certain receipt and payment information. For each purchase order received, an invoice must be submitted that references the purchase order number and should be itemized in accordance with items listed on the purchase order.

Failure to comply with this requirement may delay processing of invoices for payment.

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

2.6.3 Payment:

a. Payments are due upon receipt of a valid invoice, payable in 30 calendar days. All invoices for equipment, supplies, and/or services purchased by the State of Missouri shall be subject to late payment charges as provided in section 34.055, RSMo.

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

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

2.6.4 Inspection and Acceptance Specifications: For purposes of acceptance, no equipment, supplies, and/or services received by the state pursuant to a contract shall be deemed accepted until the state has had reasonable opportunity to inspect said equipment, supplies, and/or services.

a. All equipment, supplies, and/or services which do not comply with the specifications and/or requirements, or which are otherwise unacceptable or defective may be rejected by the state. In addition, all equipment, supplies, and/or services which are discovered to be defective, or which do not conform to any warranty of the contractor upon inspection (or at any later time if the defects contained were not reasonably ascertainable upon the initial inspection) may be rejected.

b. The State of Missouri reserves the right to return any such rejected shipment at the contractor's expense for full credit or replacement and to specify a reasonable date by which replacements must be received.

c. The State of Missouri's right to reject any unacceptable equipment, supplies, and/or services shall not exclude any other legal, equitable or contractual remedies the state may have.

2.6.5 If the department denies a request by the contractor for payment or reimbursement, the department will provide the contractor with written notice of the reason(s) for denial.

2.6.6 If the contractor is overpaid by the department the contractor, upon notification by the department, shall provide the department (1) with a check payable as instructed by the department or (2) deduct the overpayment from the invoice(s) as requested by the department.

****END OF SCOPE OF WORK SECTION****

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3. TERMS AND CONDITIONS SECTION

3.1 Applicable Laws and Regulations:

3.1.1 The contract shall be construed according to the laws of the State of Missouri. The contractor and the State of Missouri must follow all applicable federal, state, and local laws and regulations that apply to the performance of the contract. To the extent that a provision of the contract is contrary to the Constitution or laws of the State of Missouri or of the United States, the provisions shall be void and unenforceable.

However, the balance of the contract shall remain in force between the parties unless terminated by consent of both the contractor and the department.

3.2 Non-Discrimination and Affirmative Action:

3.2.1 The contractor must comply with applicable federal and state laws and regulations addressing discrimination in employment.

3.3 Americans with Disabilities Act:

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

3.4 Authorized Personnel/E-Verify:

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

3.4.2 Prior to the performance of any services, a contractor meeting the definition of a business entity in section

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

3.4.3 The contractor shall only be required to provide the affidavits required in section 285.530.2, RSMo, to the state on an annual basis. https://purch.oa.mo.gov/vendor-information/affidavit-work-authorization-annual-renewal

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

3.5 Business Registration:

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

https://purch.oa.mo.gov/vendor-information/affidavit-work-authorization-annual-renewal https://purch.oa.mo.gov/vendor-information/affidavit-work-authorization-annual-renewal

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3.6 Elected or Appointed Officials and Employees:

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

3.7 Hazard Communication Safety Data Sheets and Labeling Requirements:

3.7.1 The State of Missouri’s department in accordance with the revised rules and regulations of the Occupational

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

3.8 Indemnification:

3.8.1 Unless expressly provided by Missouri law to the contrary, pursuant to the Constitution of the State of

Missouri, Article III, section 39, subsections 2 and 5, the state shall not indemnify, hold harmless, or agree in advance to defend, any person or entity.

3.9 Legal Proceedings:

3.9.1 For any legal action or other proceedings, per section 27.050 and section 27.060, RSMo, the Missouri

Attorney General is given the authority to represent the State of Missouri’s interests. The venue for any legal proceeding relating to or arising out of the RFQ or resulting contract shall be in circuit court for Cole County, Missouri or the United States District Court for the Western District of Missouri, Central Division.

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

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

3.10 Invoicing and Payment:

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

3.11 Non-Appropriation of Funds:

3.11.1 The contractor understands and agrees that funds required to fund the contract must be appropriated by the

General Assembly of the State of Missouri for each fiscal year included within the contract period. The contract shall not be binding upon the state for any period in which funds have not been appropriated, have been withheld, or have been restricted, and the state shall not be liable for any costs associated with

FMDC26-0020 Page 15 termination caused by lack of appropriations or authority to spend. This includes, but is not limited to, the provisions of the Mo. Const. Article IV, sections 23, 27, 28 and in sections 33.030 and 33.065, RSMo and

1 CSR 10-3.010 (1)(B).

3.12 Work Outside the United States:

3.12.1 Unless work outside the United States is prohibited by the RFQ, any work performed outside of the United

States for the contract must comply with Executive Order 04-09.

3.13 Open Records:

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

3.14 Protests:

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

3.15 Record Access:

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

3.16 State Preferences:

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

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

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

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

and

3.17 Taxes:

3.17.1 The contractor must timely file and pay all Missouri sales, withholding, corporate and any other required

Missouri tax returns and taxes, including interest and additions to tax. No contract shall be awarded to a vendor that does not meet the conditions of section 34.040.7, RSMo.

*****END OF TERMS AND CONDITIONS SECTION*****

FMDC26-0020 Page 16

4. GENERAL CONTRACTUAL REQUIREMENTS SECTION

4.1 Contract Definition:

4.1.1 A binding contract shall consist of the following documents:

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

b. the most current version of the contractor’s response, state-requested clarification responses, and contract amendment responses; and

c. the Department’s acceptance of the response (bid) by “notice of award”.

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

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

4.1.4 The contractor further agrees that the language of the RFQ shall govern in the event of a conflict with the contractor’s response.

4.1.5 The contractor shall agree to furnish all awarded services specified in the contract, at the prices quoted therein.

4.1.6 A notice of award issued by the State of Missouri does not constitute an authorization for shipment of equipment or supplies or a directive to proceed with services. Before providing services for the State of Missouri, the contractor must receive a properly authorized purchase order or other form of written authorization to proceed from the state, such as an order form, (in addition to the Department’s “notice of award”).

4.2 Contract Amendment:

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

4.3 Contract Period:

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

4.3.2 Renewal Option(s): The department shall have the right, at its sole option, to renew the contract for two

(2) additional one-year period(s), or any portion thereof. In the event the department exercises such right, all terms and conditions, requirements and specifications of the contract shall remain the same and apply during the renewal period, pursuant to applicable option clauses of this document.

4.4 Contract Pricing:

4.4.1 All prices shall be firm, fixed, and as indicated in the Exhibit C, Pricing Pages. The state shall not pay nor be liable for any other additional costs, including but not limited to taxes, shipping charges, insurance, interest, penalties, termination payments, liquidated damages, attorney fees, etc.

FMDC26-0020 Page 17

4.4.2 Renewal Pricing: If the option for renewal is exercised by the department, the contractor shall agree that the prices for the renewal period shall not exceed the prices for the applicable renewal period stated on the Exhibit C, Pricing Pages.

a. If renewal prices are not provided with the accepted response, then prices during the renewal period shall be the same as the original contract period pricing.

b. In addition, the contractor shall understand and agree that any renewal period increases specified in the contract are not automatic. At the time of contract renewal, if the state determines funding does not permit the specified renewal pricing increase or even a portion thereof, the renewal pricing shall remain the same as during the previous contract period. If such action is rejected by the contractor, the contract may be terminated, and a new procurement process may be conducted. The contractor shall also understand and agree the state may determine funding limitations necessitate a decrease in the contractor’s pricing for the renewal period(s). If such action is necessary and the contractor rejects the decrease, the contract may be terminated, and a new procurement process may be conducted.

4.5 Termination for Convenience:

4.5.1 The department reserves the right to terminate the contract at any time, for the convenience of the State of

Missouri, without penalty or recourse, by giving written notice to the contractor at least thirty (30) calendar days prior to the effective date of such termination. The contractor shall be entitled to receive compensation for services and supplies delivered to and accepted by the State of Missouri pursuant to the contract prior to the effective date of termination.

4.6 Cancellation for Breach of Contract:

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

4.6.2 If the contractor fails to cure the breach or if circumstances demand immediate action, the department will issue a notice of cancellation terminating the contract immediately. If it is determined the department improperly cancelled the contract, such cancellation shall be deemed a termination for convenience in accordance with the contract.

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

4.6.4 The contractor understands and agrees that funds required to fund the contract must be appropriated by the

General Assembly of the State of Missouri for each fiscal year included within the contract period. The contract shall not be binding upon the state for any period in which funds have not been appropriated, and the state shall not be liable for any costs associated with termination caused by lack of appropriations.

4.7 Contract Assignment:

4.7.1 Any contract assignment, except as noted below, shall require prior written consent by the state, which shall not be unreasonably withheld. However, the contractor may assign the contract without the state’s prior consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, contingent upon the assignee agreeing to be bound by all of the terms of the contract with the State of Missouri and all past due fees are paid in full. The contractor must notify the department of all

FMDC26-0020 Page 18 contract assignments, which shall be addressed in a contract amendment. Any other means of assignment shall be void and of no effect. Subject to the foregoing, the contract shall bind and inure to the benefit of the parties, their respective successors, and permitted assigns.

4.8 Contractor Liability:

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

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

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

c. Under no circumstances shall the contractor be liable for any of the following: (1) third party claims against the state for…