SAMPLE OF CONTRACT MDoA 24-06 Financial Consultant.pdf

SAMPLE SMALL PROCUREMENT CONTRACT

THIS CONTRACT (“Contract”) is made between the Maryland Department of Aging

("Department"), Suite 1007, State Office Building, 301 W. Preston Street, Baltimore, Maryland

21201, and ("Contractor"), whose address is

IN CONSIDERATION OF the promises and the covenants herein contained, the parties agree as follows:

I - SCOPE OF SERVICES

Subject to the continuing availability of State and/or federal funds, the Department hereby engages the Contractor, on an as-needed basis, to provide professional consulting services to the Department regarding financial reviews.

These services shall be provided in accordance with the terms and conditions of this

Contract, and the terms of the Solicitation for Proposals (“Solicitation”) and Contractor’s

Quotation(“Quotation”), both of which are incorporated herein by reference. To the extent that a portion of the Contractor’s Quotation does not comply with this Contract or the Solicitation, that portion of the Quotation is superseded.

This agreement shall constitute the scope of services provided under this Contract;

provided, however, that the Department shall retain the unilateral right to require changes in the scope of services provided so long as such changes are within the general scope of work to be performed hereunder.

II - TERM

The term of this Contract shall be for a period from [______] through [______].

III - CONSIDERATION, PAYMENT, AND PERFORMANCE

A. Subject to the continuing availability of State and/or federal funds, the Department shall pay the Contractor fees in accordance with the terms of the Solicitation and Contractor’s

Proposal, e.g.: the quoted hourly rates, which cover all contractor costs, e.g., postage, copying, overhead, routine travel (Contractor will be required to travel throughout the State), etc. Payment shall be pro-rated for services delivered in one-quarter increments of an hour. Each invoice for services rendered must reflect the Contractor's federal tax identification number or Social

Security No., which is . Charges for late payment of invoices other than as prescribed by Title 15, Subtitle 1, of the State Finance and Procurement Article, Annotated Code of Maryland, as from time to time amended, are prohibited.

B. The total cost to the Department for the provision of services under this Contract shall not exceed $[_______]. There is no minimum amount of work guaranteed by the Department.

C. In addition to any other available remedies, if, in the opinion of the Procurement Officer, the Contractor fails to perform in a satisfactory and timely manner, the Procurement Officer may refuse or limit approval of any invoice for payment and may cause payments to the Contractor to be reduced or withheld until such time as the Contractor meets performance standards as established by the Procurement Officer. The final Contract payment will not be made until after certification is received from the Comptroller of the State that all taxes have been paid.

IV - GENERAL PROVISIONS AND CONDITIONS

A. State Laws and Regulations: The terms of this Agreement and its execution, interpretation and enforcement are subject to all applicable Maryland laws and regulations and approval of other agencies of the State of Maryland as required under said laws and regulations.

B. Termination for Non appropriation: If funds are not appropriated or otherwise made available to support continuation in any fiscal year succeeding the first fiscal year, this

Contract shall be terminated automatically as of the beginning of the fiscal year for which funds are not available. The Contractor may not recover anticipatory profits or costs incurred after termination.

C. Termination of Default: If the Contractor does not fulfill its obligations under this Contract or violates any provisions of this Contract, the State may terminate the Contract by giving the Contractor written notice of termination. Termination under this paragraph does not relieve the Contractor of liability for any damages caused to the State. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.11B.

D. Termination for Convenience: The State may terminate this Contract, in whole or in part, without showing cause upon prior written notice to the Contractor specifying the extent and the effective date of the termination. The State shall pay all reasonable costs associated with this Contract that the Contractor has incurred up to the date of termination and all reasonable costs associated with termination of the Contract. However, the Contractor may not be reimbursed for any anticipatory profits which have not been earned as of the date of termination. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.12A(2).

E. Amendments: This Contract may be amended only with the written consent of both parties. Amendments may not significantly change the scope of the Contract (including the Contract price).

F. Nondiscrimination: The Contractor shall comply with the provisions of State

Finance and Procurement Article, Title 19, Annotated Code of Maryland. The Contractor shall comply with applicable nondiscrimination provisions of federal and Maryland laws and regulations.

G. Anti-Bribery: The Contractor certifies that, to the Contractor's best knowledge, neither the Contractor; nor (if the Contractor is a corporation or partnership) any of its officers, directors or partners; nor any employee of the Contractor who is directly involved in obtaining contracts with the State or with any county, city, or other subdivision of the State, has been convicted of bribery, attempted bribery or conspiracy to bribe under the laws of any state or of the

United States.

H. Disputes: Disputes arising under this Contract shall be governed by State

Finance and Procurement Article, Title 15, Subtitle 2, Part III, Annotated Code of Maryland, and by COMAR 21.10, Administrative and Civil Remedies. Pending resolution of a dispute, the

Contractor shall continue to fulfil this Contract, as directed by the Procurement Officer.

I. Non-liability of Department: It is understood and agreed that the Department shall not be liable in any action of tort, contract, or otherwise for any actions of the Contractor arising out of this Contract.

J. Confidential Information: Contractor agrees to keep all confidential information submitted to it in the course of this undertaking confidential, and to refrain from using the confidential information for purposes other than in the performance of this Contract.

Contractors will impose this requirement of confidentiality upon all of its employees and subcontractors. All subcontract agreements to be entered into in connection with this undertaking by Contractor shall contain confidentiality requirements similar to the provisions of this Contract.

K. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary

Exclusion--Lower Tier Covered Transactions:

(1) By signing this Contract, Contractor certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency.

(2) If Contractor is unable to certify to any of the statements in this certification, Contractor shall not sign this Contract.

L. This Contract [X] does / [__] does not contain federal funds. If contained, the source of these federal funds is ARP 6556 2101MDFCC6 COVID-19 National Family

Caregiver Support, Title III - E . The CFDA number is 93.052. The conditions that apply to all federal funds awarded by the Department are contained in the Federal Funds Attachment.

Acceptance of this agreement indicates the Contractor’s intent to comply with all conditions in the Federal Funds Attachment, which are part of this agreement.

V - ADMINISTRATION

The work to be accomplished under this Contract shall be monitored by Michael Zomber

(“Contract Monitor”). Only the Department’s Procurement Officer, Aaron Peterson, can make any binding decisions regarding the administration and performance of this Contract. All matters relating to the administration or performance of this Contract shall be referred to the Procurement

Officer for determination.

VI - REPRESENTATIVES

Each party to this agreement represents and warrants to the other that it has full right, power, and authority to execute this Contract.

CONTRACTOR

By: ____________________________________ (Signature)

(Printed or Typed Name)

(Title)

(Date)

MARYLAND DEPARTMENT OF AGING

By: ____________________________________

Carmel Roques Secretary Maryland Department of Aging

(Date)

Approved for form and legal sufficiency for the State of Maryland this day of , 20__ .

Assistant Attorney General