VMI Cadet Dress Caps and Shakos RFP V211-24-081.pdf

REQUEST FOR PROPOSALS

RFP# V211-24-081

VMI CADET DRESS CAPS and SHAKOS

1 March 2024

Virginia Military Institute Lexington, Virginia 24450-0304

REQUEST FOR PROPOSALS

RFP # V211-24-081

Issue Date: 1 March 2024

Title: VMI Cadet Dress Caps and Shakos

Due Date: 2 April 2024 at 2:00 PM EST

Commodity Code: 20010 / 20120 / 20137 / 20147

Issuing Agency: Virginia Military Institute

Period of Contract: One year following Date of Award with four (4) optional one-year renewals.

Proposals should be submitted electronically through the eVA procurement portal.

All Inquiries for Information Should Be Directed To: Shana O’Quinn, VMI Procurement Services at procurement@vmi.edu. Use of the Understanding of Requirements Form, Attachment D, must be used. No phone calls will be accepted; no emails will be answered. Answers will be posted in the form of an addendum.

In Compliance With This Request For Proposals And To All The Conditions Imposed Therein And Hereby Incorporated By Reference, The Undersigned Offers And Agrees To Furnish The Goods/Services In Accordance With The Attached Signed Proposal Or As Mutually Agreed Upon By Subsequent Negotiation.

Name And Address Of Firm:

Date:

Zip Code:

By:

(Signature In Ink)

Name:

(Please Print)

Title:

EVA Vendor ID or DUNS number Phone: ( )

E-mail: Fax: ( )

Minority Vendor: Woman owned: Small Business CERTIFICATION #.:

*NOTE: If you are an individual with a disability and need reasonable accommodations, please contact LTC Lynn Carmack (540) 464-7223, no later than 4:00 PM EST, 4 March 2024.

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

mailto:procurement@vmi.edu.

REQUEST FOR PROPOSAL (RFP)

RFP # V211-24-081

TABLE OF CONTENTS

I. Purpose ..............................................................................................Page 4

II. Small, Woman-Owned and Minority (SWaM) Participation ...............Page 4

III. VASCUPP Expanded Cooperative Language…………………………Page 4

IV. Background…. ....................................................................................Page 4

V. Statement of Needs………..………………………………………..…….Page 5

VI. Specifications………………………………………………………………Page 5

VII. Evaluation and Award..…………………………………………..……...Page 8

VII. Proposal Preparation and Submission………………………….……..Page 9

VIII. Mandatory General Terms and Conditions ......................................Page 11

IX. Special Terms and Conditions………………………………………….Page 20

Attachments

Attachment A: OFFEROR DATA SHEET Attachment B: CONFLICT OF INTEREST STATEMENT Attachment C: SAMPLE CONTRACT Attachment D: UNDERSTANDING OF REQUIREMENTS Attachment E: SMALL BUSINESS SUBCONTRACTING PLAN Attachment F: DRESS CAP PHOTOGRAPHS Attachment G: SHAKO PHOTOGRAPHS Attachment H: PRICE PROPOSAL

I. PURPOSE:

The purpose of this Request for Proposals (RFP) is to establish a term contract with one or more vendor(s) to provide Cadet gray wool dress caps and shakos to Virginia Military Institute, hereinafter referred to as VMI, an agency of the Commonwealth of Virginia. The successful offeror(s) will be responsible for providing items for both male and female cadets.

Initial contract shall be for one (1) year with an option to renew annually for four (4) additional one-year periods.

II. SMALL, WOMAN-OWNED AND MINORITY (SWaM) PARTICIPATION

It is the policy of the Commonwealth of Virginia and Virginia Military Institute to contribute to the establishment, preservation, and strengthening of small businesses and businesses owned by women and minorities and to encourage their participation in State procurement activities. To that end, VMI is fully committed to achieving the standards set forth in the Governor’s Executive Order and expects its partners to support a goal of no less than 42% spend with SWaM certified vendors.

Preference will be given during evaluation to those business entities that are current SWaM certified. Information regarding certification can be obtained at www.SBSD.virginia.gov.

III. VASCUPP EXPANDED COOPERATIVE LANGUAGE:

CONTRACT PARTICIPATION: Under the authority of the Code of Virginia 2.2-4304.

Cooperative Procurement, it is the intent of this solicitation and resulting contract(s) to allow for cooperative procurement. Accordingly, any public body, public or private health or educational institutions or lead-issuing institution’s affiliated corporations may access any resulting contract if authorized by the contractor.

Participation in this cooperative procurement is strictly voluntary. If authorized by the Contractor(s), the resultant contract(s) will be extended to the public bodies indicated above to purchase at contract prices in accordance with contract terms. The Contractor shall notify the lead-issuing institution in writing of any such institutions accessing the contract. No modification of this contract or execution of a separate contract is required to participate. The Contractor will provide semi-annual usage reports for all entities accessing the Contract. Participating entities shall place their own orders directly with the Contractor(s) and shall fully and independently administer their use of the contract(s) to include contractual disputes, invoicing and payments without direct administration from the lead-issuing institution. The lead-issuing institution shall not be held liable for any costs or damages incurred by any other participating public body as a result of any authorization by the Contractor to extend the contract. It is understood and agreed that the lead-issuing institution is not responsible for the acts or omissions of any entity and will not be considered in default of the contract no matter the circumstances.

Use of this contract(s) does not preclude any participating entity from using other contracts or competitive processes as the need may be.

IV. BACKGROUND:

Founded in 1839, Virginia Military Institute is a four-year undergraduate college awarding B.A.

and B.S. degrees. VMI is the nation’s first state-supported military college and from the http://www.sbsd.virginia.gov./ beginning, the VMI experience has instilled the character traits of service to community and to others in its cadets. Cadets live within a military framework; they wear the cadet uniform at the Institute; live in a barracks; and regularly take part in parades and drills. It is, therefore, imperative that the continuing supply of articles of uniform, including dress caps and shakos, be equal or superior in quality to those used heretofore at VMI. Current enrollment is approximately 1700 cadets from 45 states and 7 countries.

V. STATEMENT OF NEEDS: The Contractor(s) shall have the capability of providing the VMI Cadet wool dress cap, the shako, and the shaker pom pon. Order quantities and sizes will vary and will not be limited to a minimum requirement.

VI. SPECIFICATIONS

SPECIFICATIONS FOR VMI CADET GRAY WOOL DRESS CAP

CLOTH: Hamburger Woolen Co Inc, 18-1/2 to 19-1/2-ounce 100% Cadet Gray Melton Wool OR APPROVED EQUAL.

BAND: Cadet Gray Wool Cloth (noted above) covered with 1-¾” Black Cotton

Braid.

STYLE: Round Pershing Style with crown welt and stationary top, 5/16” white cell boning wire inserted in tip of cap; linen label. There will also be a second removable #2 wire placed on the inside crown for additional support.

CROWN WELT: Black 100% broadcloth wool covering a #2 galvanized wire.

CAP COVERING: Will include top, 4-piece projection, black crown welt w/wire, side band

(1-¾” black cotton braid on Cadet Gray Wool), crown lining, sweat shield, and a pocket for individual name card. Seams will be lockstitched - 10 to 12 stitches to the inch.

LINING: Black Acetate.

SWEATSHIELD: 08-gauge plastic.

VISOR: #2011-700, Top – Black Patent Polyvinyl Chloride. Bottom – Wood pulp fiber. Visor to be a sharp droop and measure 1 ¾” at center.

FRONT SUPPORT: 050 black polyplastic heat seal stay with a 1” twin wire.

FRAME: 2-1/4” texon board frame with pre-punched holes to accommodate buttons which hold front strap, reinforced with ½” black single edge wire, and covered with black lining.

SWEATBAND: 1-1/2” reeded perforated cowhide leather.

FRONT STRAP & BUTTONS: ½” Black Double Slick Porvair Leather front strap held at each end with regulation gilt VMI screw-type buttons (Waterbury Inc).

EYELETS: Each cap provided with a front badge eyelet and two (2) ventilating black brass eyelets on each side.

PACKAGING: Caps individually packaged in plastic bags. Label end carton as to quantity.

SPECIFICATIONS FOR VMI CADET SHAKO

A. Uniformity of Production: The materials, the component items, and the finished hat shall meet or exceed the minimum requirements for the item specified in the purchase description.

B. Pre-production Sample: Two pre-production samples shall be provided prior to production of the full order. Samples shall be a size Large.

C. Classification: The hat sizes are to follow this schedule of the molded body sizes to assure uniform fit. The mold number and the manufacturer’s name must be permanently molded in the top of the hat to provide for control of product and identification.

Schedule of Sizes

Head Measurement Shell Size 20-1/2 inches 6-1/2 20-7/8 inches 6-5/8 Small 21-1/4 inches 6-3/4 21-5/8 inches 6-7/8 22 inches 7 Medium 22-3/8 inches 7-1/8 22-3/4 inches 7-1/4 23-1/8 inches 7-3/8 Large 23-1/2 inches 7-1/2 23-7/8 inches 7-5/8 24-1/4 inches 7-3/4 XLarge 24-5/8 inches 7-7/8 25 inches 8 25-3/8 inches 8-1/8 XXLarge 25-3/4 inches 8-1/4

D. Materials:

1. Shako Covering: The material for the side shall be broadcloth, dyed black, 75% wool, 25% nylon, 16 oz per yard.

2. Top Crown and Bands: The material for both the top crown and the bands shall be polished vinyl film with a thickness of 0.010 inch. The color shall be black and to be the same as furnished on the visor.

3. Body: The material for the plastic frame of the body should be rigid plastic HYPACC 654 with a thickness of 0.160 mil prior to forming. During fabrication the shell should be molded into size and shape as a single piece with a finished height of 5-½ inches. The color of the material should be gray matte finish.

4. Top: The material for the top crown under the polished finish should be flexible urethane foam with a thickness of 0.085 – 0.010 inch.

5. Visor: The visor shall be high density polyethylene with a thickness of 0.050 inch, black with a black polished vinyl film with a thickness of 0.010 inch to perfectly match the crown of the shako and both bands.

6. Visor Binding: The edge of the visor should be bound with a gold mylar sewed to the outer edge and folded under on itself.

7. Chinstrap: The chin strap shall be ¾” wide Company Grade with Double Straps and Keepers (one rivet head shall show). Each strap should be 10” in length. The straps shall be smooth with no tooling lines or grooves. The material shall be 100% genuine leather with a dull black finish.

8. Sweatband: The sweatband shall be made of antimigratory, non toxic expanded soft cloth-backed vinyl, turned and stitched and cushioned for maximum comfort. Material should be black in color and perforated with vent holes. Each scallop in the sweatband should be fitted with a brass grommet for added strength to accept lace.

9. Sweatband lace: The lace for the sweatband shall be black and about 25” long. The lace should be tipped at each end in plastic to prevent fraying.

10. Shako Chain: The chain shall be brass plated anodized aluminum 12” long and attached to the buttons with brass chain hooks. The chain is to be placed over the visor.

11. Buttons: VMI is to supply the screw back buttons.

12. Eyelets: Two brass grommets will be installed in the front of the shako equally spaced to accept the VMI emblem.

13. Vents: The vent on each side of the shako shall be brass enameled in black.

14. Pom Pon Attachment: The attachment for the pom pon shall be molded plastic, black in color, and attached with a brass grommet.

15. Back Hook: The hook on the back of the shako shall be brass to match the color of the chain and buttons.

E. Stitching: The stitches on the shako should be 10-12 per inch. Stitching on the visor should be 2-7 stitches per inch.

F. Carrying Case: The individual hat box should be black clam shell design with the handle molded into the box.

G. Packaging: Shakos are individually packed with the size marked on the outside of each box. They will be shipped 14 shakos to the master carton.

H. Marking: Shipping containers shall be marked with the size and quantity contained therein. These shall be boxed 14 shakos to the master carton.

I. Inspection: The supplier is responsible for the performance of all inspection requirements as specified herein. Every 10th shako shall be visually examined to assure the hats contain no defects that will affect serviceability or appearance.

VII. EVALUATION AND AWARD:

Each proposal will be evaluated for full compliance with the RFP requirements and the mandatory terms and conditions set forth within this RFP document. The objective of the Evaluation Committee will be to select the contractor that is most responsive to the herein described needs of Virginia Military Institute.

EVALUATION CRITERIA AND SCORING:

POSSIBLE POINTS

Qualifications and Experience / References 20 Approach and Methodology 20 Capabilities, Skills, Quality – based on submitted samples 20 Small, Woman, and Minority (SWaM) Utilization 20 Price 20

TOTAL 100

VIII. PROPOSAL PREPARATION AND SUBMISSION INSTRUCTIONS

A. GENERAL INSTRUCTIONS:

To ensure timely and adequate consideration of your proposal, offerors are to limit all contact, whether verbal or written, pertaining to this RFP to the Virginia Military Institute Procurement Services and the Buyer of Record for the duration of this Proposal process.

Only questions submitted on the Understanding of Requirements Form (attachment D ) will be addressed in the form of an addendum.

1. RFP Response

In order to be considered, Offerors must submit a complete response to this RFP. Virginia Military Institute is accepting electronic proposals that should be uploaded through the eVA procurement portal. The eVA solicitation includes a response link that will allow responders to upload their proposals. Any problems with using the eVA system should be addressed to eVA Customer Care using the Supplier Assistance Request Form link found here: https://eva.virginia.gov/get-help-customer-care.html

2. Proposal Preparation

a. Proposals shall be signed by an authorized representative of the Offeror.

All information requested must be submitted. Failure to submit all information requested may result in your proposal being considered non-responsive, and therefore, rejected.

b. Proposals should be prepared simply and economically, providing a straightforward, concise description of capabilities to satisfy the requirements of the RFP. Emphasis shall be placed on completeness and clarity of content.

Failure to submit all information requested may result in the Institute requiring prompt submission of missing information and/or giving a lowered evaluation of the proposal. Proposals that are substantially incomplete or lack key information may be rejected by the Institute. Mandatory requirements are those required by law or regulation or are such that they cannot be waived and are not subject to negotiation.

c. The proposal should be combined into a single document before uploading.

d. As used in this RFP, the terms “must”, “shall”, “should” and “may” identify the criticality of requirements. “Must” and “shall” identify requirements whose absence will have a major negative impact on the suitability of the proposed solution. Items labeled as “should” or “may” are highly desirable, although their absence will not have a large impact and would be useful, but are not necessary. Depending on the overall response to the RFP, some individual “must” and “shall” items may not be fully satisfied, but it is the intent to satisfy most, if not all, “must” and “shall” requirements.

The inability of an offeror to satisfy a “must” or “shall” requirement does not automatically remove that offeror from consideration; however, it may seriously affect the overall rating of the offeror’ proposal.

https://eva.virginia.gov/get-help-customer-care.html

e. All proposals shall be received in eVA before the solicitation closing time, which serves as the official date and time. The eVA system does not allow for uploading late proposals, and they will not be accepted by email.

f. Ownership of all data, materials and documentation originated and prepared for the State pursuant to the RFP shall belong exclusively to the State and be subject to public inspection in accordance with the Virginia Freedom of Information Act. Trade secrets or proprietary information submitted by the offeror shall not be subject to public disclosure under the Virginia Freedom of Information Act; however, the offeror must invoke the protection of Section 2.2-4342F of the Code of Virginia, in writing, either before or at the time the data is submitted. The written notice must specifically identify the data or materials to be protected and state the reasons why protection is necessary.

The proprietary or trade secret materials

g. submitted must be identified by some distinct method such as highlighting or underlining and must indicate only the specific words, figures, or paragraphs that constitute trade secret or proprietary information. The classification of an entire proposal document, line item prices and/or total proposal prices as proprietary or trade secrets is not acceptable and will result in rejection and return of the proposal.

3. Oral Presentation

Offerors who submit a proposal in response to this RFP may be required to give an oral presentation of their proposal to the Institute. This provides an opportunity for the Offeror to clarify or elaborate on the proposal. The Issuing State agency will schedule to time and location of these presentations. Oral presentations are an option of the Institute and may or may not be conducted.

Offerors should ensure that written proposals are complete.

B. SPECIFIC PROPOSAL INSTRUCTIONS:

Proposals should be as through and detailed as possible so that the Institute may properly evaluate your capabilities to provide the required goods/services. Offerors are required to submit the following items as complete proposal:

1. Return RFP cover sheet and all addenda acknowledgments, if any, signed and filled out as required.

2. Plan and methodology for providing the goods/services as described in this Request for Proposal .

3. A written narrative statement to include, but not limited to the expertise, qualifications, and experience of the firm and resumes of specific personnel to be assigned to perform the work.

4. Offeror Data Sheet, included as Attachment A to this RFP.

5. Conflict of Interest Statement, included as Attachment B to this RFP.

6. Small Business Subcontracting Plan, included as Attachment E to this RFP.

7. Price Proposal Attachment H.

FAILURE TO PROVIDE ACCURATE AND COMPLETE INFORMATION MAY BE CAUSE FOR

PROPOSAL REJECTION

AWARD OF CONTRACT. Selection shall be made of one or more offerors deemed to be fully qualified and best suited among those submitting proposals on the basis of the evaluation criteria included in this Request for Proposals, including price, if so stated in the Request for Proposals. Negotiations shall be conducted with the offers so selected. Price shall be considered, but need not be the sole determining factor. After negotiations have been conducted with each offeror so selected, the agency shall select the offeror which, in its opinion, has made the best proposal, and shall award the contract to that offeror. Virginia Military Institute may cancel this Request for Proposals or reject proposals at any time prior to award, and is not required to furnish a statement of the reason why a particular proposal was not deemed to be the most advantageous (Code of Virginia, § 2.2-4359D). Should the Virginia Military Institute determine in writing and in its sole discretion that only one offeror is fully qualified, or that one offeror is clearly more highly qualified than the others under consideration, a contract may be negotiated and awarded to that offeror. The award document will be a contract incorporating by reference all the requirements, terms and conditions of the solicitation and the contractor’s proposal as negotiated.

The award document will be a contract incorporating by reference all of the requirements, terms and conditions of this solicitation and the successful offeror’s proposal as negotiated.

Virginia Military Institute reserves the right to award to more than one vendor as a result of this solicitation.

GENERAL TERMS AND CONDITIONS

A. PURCHASING MANUAL: This solicitation is subject to the provisions of the Commonwealth of Virginia’s Purchasing Manual for Institutions of Higher Education and Their Vendors and any revisions thereto, which are hereby incorporated into this contract in their entirety. A copy of the manual is available for review at the purchasing office. The manual may be accessed electronically at https://vascupp.org/sites/vascupp/files/2020-09/hem.pdf.

B. APPLICABLE LAWS AND COURTS: This solicitation and any resulting contract shall be governed in all respects by the laws of the Commonwealth of Virginia and any litigation with respect thereto shall be brought in the courts of the Commonwealth. VMI and the Contractor are encouraged to resolve any issues in controversy arising from the award of the contract or any contractual dispute using Alternative Dispute Resolution (ADR) procedures (Code of Virginia,§ 2.2-4366). ADR procedures are described in Chapter 9 of the Commonwealth of Virginia Vendor’s Manual. The Contractor shall comply with all applicable federal, state and local laws, rules and regulations.

C. ANTI-DISCRIMINATION: By submitting their proposals, offerors certify to the Commonwealth that they will conform to the provisions of the Federal Civil Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended, where applicable, the Virginians With Disabilities Act, the Americans With Disabilities Act and § 2.2-4311 of the Virginia Public Procurement Act (VPPA). If the award is made to a faith-based organization, the organization shall not discriminate against any recipient of goods, services, or disbursements made https://vascupp.org/sites/vascupp/files/2020-09/hem.pdf pursuant to the contract on the basis of the recipient’s religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith- based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E).

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

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

a. The Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the Contractor. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

b. The Contractor, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, will state that such Contractor is an equal opportunity employer.

c. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting these requirements.

d. If the Contractor employs more than five employees, the Contractor shall (i) provide annual training on the Contractor's sexual harassment policy to all supervisors and employees providing services in the Commonwealth, except such supervisors or employees that are required to complete sexual harassment training provided by the Department of Human Resource Management, and (ii) post the Contractor's sexual harassment policy in (a) a conspicuous public place in each building located in the Commonwealth that the Contractor owns or leases for business purposes and (b) the Contractor's employee handbook.

e. The requirements of these provisions 1. and 2. are a material part of the contract. If the Contractor violates one of these provisions, the Commonwealth may terminate the affected part of this contract for breach, or at its option, the whole contract. Violation of one of these provisions may also result in debarment from State contracting regardless of whether the specific contract is terminated.

f. In accordance with Executive Order 61 (2017), a prohibition on discrimination by the

Contractor, in its employment practices, subcontracting practices, and delivery of goods or services, on the basis of race, sex, color, national origin, religion, sexual orientation, gender identity, age, political affiliation, disability, or veteran status, is hereby incorporated in this contract.

2. The Contractor will include the provisions of 1. above in every subcontract or purchase order over $10,000, so that the provisions will be binding upon each sub-contractor or vendor.

D. ETHICS IN PUBLIC CONTRACTING: By submitting their (bids/proposals), (bidders/offerors) certify that their (bids/proposals) are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other (bidder/offeror), supplier, manufacturer or sub-contractor in connection with their (bid/proposal), and that they have not conferred on any public employee having official responsibility for this procurement transaction any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged.

E. IMMIGRATION REFORM AND CONTROL ACT OF 1986: Applicable for all contracts over $10,000: By entering into a written contract with the Commonwealth of Virginia, the Contractor certifies that the Contractor does not, and shall not during the performance of the contract for goods and services in the Commonwealth, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986.

F. DEBARMENT STATUS: By participating in this procurement, the vendor certifies that they are not currently debarred by the Commonwealth of Virginia from submitting a response for the type of goods and/or services covered by this solicitation. Vendor further certifies that they are not debarred from filling any order or accepting any resulting order, or that they are an agent of any person or entity that is currently debarred by the Commonwealth of Virginia.

If a vendor is created or used for the purpose of circumventing a debarment decision against another vendor, the non-debarred vendor will be debarred for the same time period as the debarred vendor.

G. ANTITRUST: By entering into a contract, the Contractor conveys, sells, assigns, and transfers to the Commonwealth of Virginia all rights, title and interest in and to all causes of action it may now have or hereafter acquire under the antitrust laws of the United States and the Commonwealth of Virginia, relating to the particular goods or services purchased or acquired by the Commonwealth of Virginia under said contract.

H. MANDATORY USE OF STATE FORM AND TERMS AND CONDITIONS FOR IFBs AND

RFPs: Failure to submit a proposal on the official state form provided for that purpose may be a cause for rejection of the proposal. Modification of or additions to the General Terms and Conditions of the solicitation may be cause for rejection of the proposal; however, the Commonwealth reserves the right to decide, on a case by case basis, in its sole discretion, whether to reject such a proposal.

I. CLARIFICATION OF TERMS: If any prospective (bidder/offeror) has questions about the specifications or other solicitation documents, the prospective (bidder/offeror) should contact the buyer whose name appears on the face of the solicitation no later than five working days before the due date. Any revisions to the solicitation will be made only by addendum issued by the buyer.

J. PAYMENT:

1. To Prime Contractor:

a. Invoices for items ordered, delivered and accepted shall be submitted by the Contractor directly to the payment address shown on the purchase order/contract. All invoices shall show the state contract number and/or purchase order number; social security number (for individual Contractors) or the federal employer identification number (for proprietorships, partnerships, and corporations).

b. Any payment terms requiring payment in less than 30 days will be regarded as requiring payment 30 days after invoice or delivery, whichever occurs last. This shall not affect offers of discounts for payment in less than 30 days, however.

c. All goods or services provided under this contract or purchase order, that are to be paid for with public funds, shall be billed by the Contractor at the contract price, regardless of which public agency is being billed.

d. The following shall be deemed to be the date of payment: the date of postmark in all cases where payment is made by mail, or when offset proceedings have been instituted as authorized under the Virginia Debt Collection Act.

e. Unreasonable Charges. Under certain emergency procurements and for most time and material purchases, final job costs cannot be accurately determined at the time orders are placed. In such cases, Contractors should be put on notice that final payment in full is contingent on a determination of reasonableness with respect to all invoiced charges. Charges which appear to be unreasonable will be resolved in accordance with Code of Virginia, § 2.2-4363 and -4364. Upon determining that invoiced charges are not reasonable, the Commonwealth shall notify the Contractor of defects or improprieties in invoices within fifteen (15) days as required in Code of Virginia, § 2.2-4351.,. The provisions of this section do not relieve an agency of its prompt payment obligations with respect to those charges which are not in dispute (Code of Virginia, § 2.2-4363).

2. To Sub-contractors:

a. Within seven (7) days of the Contractor’s receipt of payment from the Commonwealth, a Contractor awarded a contract under this solicitation is hereby obligated:

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

(2) To notify VMI and the sub-contractor(s), in writing, of the Contractor’s intention to withhold payment and the reason.

b. The Contractor is obligated to pay the sub-contractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the Contractor that remain unpaid seven (7) days following receipt of payment from the Commonwealth, except for amounts withheld as stated in (2) above. The date of mailing of any payment by U. S. Mail is deemed to be payment to the addressee. These provisions apply to each sub-tier Contractor performing under the primary contract. A Contractor’s obligation to pay an interest charge to a sub-contractor may not be construed to be an obligation of the Commonwealth.

3. Each prime Contractor who wins an award in which provision of a SWaM procurement plan is a condition to the award, shall deliver to the contracting agency or institution, on or before request for final payment, evidence and certification of compliance (subject only to insubstantial shortfalls and to shortfalls arising from sub-contractor default) with the SWaM procurement plan. Final payment under the contract in question may be withheld until such certification is delivered and, if necessary, confirmed by the agency or institution, or other appropriate penalties may be assessed in lieu of withholding such payment.

4. The Commonwealth of Virginia encourages Contractors and sub-contractors to accept electronic and credit card payments.

K. PRECEDENCE OF TERMS: The following General Terms and Conditions COMMONWEALTH OF VIRGINIA PURCHASING MANUAL for INSTITUTIONS OF HIGHER EDUCATION and THEIR VENDORS, APPLICABLE LAWS AND COURTS, ANTI-

DISCRIMINATION, ETHICS IN PUBLIC CONTRACTING, IMMIGRATION REFORM

AND CONTROL ACT OF 1986, DEBARMENT STATUS, ANTITRUST, MANDATORY

USE OF STATE FORM AND TERMS AND

CONDITIONS, CLARIFICATION OF TERMS, PAYMENT shall apply in all instances. In the event there is a conflict between any of the other General Terms and Conditions and any Special Terms and Conditions in this solicitation, the Special Terms and Conditions shall apply.

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

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

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

O. CHANGES TO THE CONTRACT: Changes can be made to the contract in any of the following ways:

1. The parties may agree in writing to modify the terms, conditions, or scope of the contract.

Any increase or decrease in the price of the contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the contract.

2. VMI may order changes within the general scope of the contract at any time by written notice to the Contractor. Changes within the scope of the contract include, but are not limited to, things such as services to be performed, the method of packing or shipment, and the place of delivery or installation.

3. The Contractor shall comply with the notice upon receipt, unless the Contractor intends to claim an adjustment to compensation, schedule, or other contractual impact that would be caused by complying with such notice, in which case the Contractor shall, in writing, promptly notify VMI of the adjustment to be sought, and before proceeding to comply with the notice, shall await VMI’s written decision affirming, modifying, or revoking the prior written notice. If VMI decides to issue a notice that requires an adjustment to compensation, the Contractor shall be compensated for any additional costs incurred as the result of such order and shall give the Purchasing Agency a credit for any savings. Said compensation shall be determined by one of the following methods:

a. By mutual agreement between the parties in writing; or

b. By agreeing upon a unit price or using a unit price set forth in the contract, if the work to be done can be expressed in units, and the Contractor accounts for the number of units of work performed, subject to VMI’s right to audit the Contractor’s records and/or to determine the correct number of units independently; or

c. By ordering the Contractor to proceed with the work and keep a record of all costs incurred and savings realized. A markup for overhead and profit may be allowed if provided by the contract. The same markup shall be used for determining a decrease in price as the result of savings realized. The Contractor shall present VMI with all vouchers and records of expenses incurred and savings realized. VMI shall have the right to audit the records of the Contractor as it deems necessary to determine costs or savings. Any claim for an adjustment in price under this provision must be asserted by written notice to VMI within thirty (30) days from the date of receipt of the written order from VMI. If the parties fail to agree on an amount of adjustment, the question of an increase or decrease in the contract price or time for performance shall be resolved in accordance with the procedures for resolving disputes provided by the Disputes Clause of this contract or, if there is none, in accordance with the disputes provisions of the Commonwealth of Virginia Vendors Manual. Neither the existence of a claim nor a dispute resolution process, litigation or any other provision of this contract shall excuse the Contractor from promptly complying with the changes ordered by VMI or with the performance of the contract generally.

P. ADDITIONAL GOODS AND SERVICES: VMI may acquire other goods or services that the supplier provides than those specifically solicited. VMI reserves the right, subject to mutual agreement, for the Contractor to provide additional goods and/or services under the same pricing, terms, and conditions and to make modifications or enhancements to the existing goods and services. Such additional goods and services may include other products, components, accessories, subsystems, or related services that are newly introduced during the term of this Agreement. Such additional goods and services will be provided to VMI at favored nations pricing, terms, and conditions.

Q. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the Commonwealth, after due oral or written notice, may procure them from other sources and hold the Contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the Commonwealth may have.

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

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

S. USE OF BRAND NAMES: Unless otherwise provided in this solicitation, the name of a certain brand, make or manufacturer does not restrict (bidders/offerors) to the specific brand, make or manufacturer named, but conveys the general style, type, character, and quality of the article desired. Any article which the public body, in its sole discretion, determines to be the equivalent of that specified, considering quality, workmanship, economy of operation, and suitability for the purpose intended, shall be accepted. The (bidder/offeror) is responsible to clearly and specifically identify the product being offered and to provide sufficient descriptive literature, catalog cuts and technical detail to enable the Commonwealth to determine if the product offered meets the requirements of the solicitation. This is required even if offering the exact brand, make or manufacturer specified. Normally in competitive sealed bidding only the information furnished with the bid will be considered in the evaluation. Failure to furnish adequate data for evaluation purposes may result in declaring a bid nonresponsive. Unless the (bidder/offeror) clearly indicates in its (bid/proposal) that the product offered is an equivalent product, such (bid/proposal) will be considered to offer the brand name product referenced in the solicitation.

T. TRANSPORTATION AND PACKAGING: By submitting their (bids/proposals), all (bidders/offerors) certify and warrant that the price offered for FOB destination includes only the actual freight rate costs at the lowest and best rate and is based upon the actual weight of the goods to be shipped. Except as otherwise specified herein, standard commercial packaging, packing and shipping containers shall be used. All shipping containers shall be legibly marked or labeled on the outside with purchase order number, commodity description, and quantity.

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

MINIMUM INSURANCE COVERAGES AND LIMITS:

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

2. Employer’s Liability - $100,000.

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

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

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

Profession/Service Limits Accounting $1,000,000 per occurrence, $3,000,000 aggregate Architecture $2,000,000 per occurrence, $6,000,000 aggregate Asbestos Design, Inspection or Abatement Contractors $1,000,000 per occurrence, $3,000,000 aggregate Health Care Practitioner (to include Dentists, Licensed Dental Hygienists, Optometrists, Registered or Licensed Practical Nurses, Pharmacists, Physicians, Podiatrists, Chiropractors, Physical Therapists, Physical Therapist Assistants, Clinical Psychologists, Clinical Social Workers, Professional Counselors, Hospitals, or Health Maintenance

Organizations.) Code of Virginia § 8.01-

581.15 https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/ Insurance/Risk Management $1,000,000 per occurrence, $3,000,000 aggregate Landscape/Architecture $1,000,000 per occurrence, $1,000,000 aggregate Legal $1,000,000 per occurrence, $5,000,000 aggregate Professional Engineer $2,000,000 per occurrence, $6,000,000 aggregate Surveying $1,000,000 per occurrence, $1,000,000 aggregate

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

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

During the performance of this contract, the Contractor agrees to (i) provide a drug-free workplace for the Contractor's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the Contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of the Contractor that the Contractor maintains a drug- free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each sub-contractor or vendor.

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

X. NONDISCRIMINATION OF CONTRACTORS: A bidder, offeror, or Contractor shall not be discriminated against in the solicitation or award of this contract because of race, religion, color, sex, sexual orientation, gender identity, national origin, age, disability, faith-based organizational status, any other basis prohibited by state law relating to discrimination in employment or because the bidder or offeror employs ex-offenders unless the state agency, department or institution has made a written determination that employing ex-offenders on the specific contract is not in its best interest. If the award of this contract is made to a faith-based organization and an individual, who applies for or receives goods, services, or disbursements provided pursuant to this contract objects to the religious character of the faith-based https://law.lis.virginia.gov/vacode/title8.01/chapter21.1/section8.01-581.15/ http://www.eva.state.va.us/ organization from which the individual receives or would receive the goods, services, or disbursements, the public body shall offer the individual, within a reasonable period of time after the date of his objection, access to equivalent goods, services, or disbursements from an alternative provider.

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

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

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

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

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

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

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

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

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

AA. SET-ASIDES IN ACCORDANCE WITH THE SMALL BUSINESS ENHANCEMENT

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

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

BB. AUTHORIZATION TO CONDUCT BUSINESS IN THE COMMONWEALTH: A

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