Bulldozers

Invitation No.: 060-24 Location: Statewide Commodity: Mash Compliant Attenuators Multiple Award Pricing: http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/PurchDocs/060pricing.xlsx INVITATION TO BID (ITB) State of Ohio, Department of Transportation Office of Contract Sales, Purchasing Services Jack Marchbanks, Ph. D., Director Bid Submission Deadline (Bid Opening Date): June 8, 2023 at 1:00 p.m. eastern time Submitted by: Company Name: Federal Tax ID No.: Physical/Mailing Address: Remit to Payment Address: Street Address: P.O. Box: City: St: Zip: Contact Person and Phone Number: (authorized to answer questions about your company’s bid) E-Mail Address (required): (person who filled out bid) E-Mail Address (required): (for notification of future bid opportunities) Telephone Number 800 Number Fax Number Return Properly Marked, Complete Bid

Packages To: contracts.purchasing@dot.ohio.gov - Paper bids will NOT be accepted. VENDORS MUST SUBMIT ANY QUESTIONS, CLARIFICATIONS, OR INQUIRIES REGARDING THIS PROCUREMENT VIA THE FOLLOWING WEBSITE: https://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Pages/PurchasePBQ1.aspx http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/PurchDocs/060pricing.xlsx mailto:contracts.purchasing@dot.ohio.gov https://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Pages/PurchasePBQ1.aspx Attachments to be submitted in the emailed bid response: Completed Front Page (Separate Attachment) Completed Signature Page (Separate Attachment) Completed Affirmation and Disclosure form (Separate Attachment) Completed Excel Pricing Page (Separate Attachment) Anything Else You wish to Submit (Separate Attachments) Send multiple emails, as needed, to complete your submission to contracts.purchasing@dot.ohio.gov - Paper bids will NOT be accepted. Zip files CANNOT be sent. We respond to every submission. If you don’t get a response from us saying, we received your bid within a day, reach out or resubmit. mailto:contracts.purchasing@dot.ohio.gov Invitation No. 060-24 4 MASH Compliant Trailer Mounted Attenuator System (TMS), Truck Mounted Crash Attenuator (TMA) & Repair Parts and Service REQUIREMENTS/SPECIFICATIONS Section 1: Intent The intent of this invitation to bid is to establish term contract pricing for a complete MASH Compliant Trailer-Mounted Attenuator System (TMS), the second intent of this invitation is to establish pricing for a complete MASH Compliant Truck-Mounted Attenuator, the final intent is to establish fixed pricing for OEM Repair Parts and Components for Truck and Trailer Mounted Attenuators. Section 2: Multiple Award ODOT will accept all responsive bids submitted on or before the specified bid opening date and make an award to all responsive bidders pursuant to O.R.C. 5513.02. Section 3: Contract Duration The effective duration of this contract shall be twelve (12) months from the Date of Award. Section 4: (Required) MASH Compliancy Literature When submitting bids, ODOT will determine if a product or system is eligible for use in Ohio based upon two methodologies below: • Method 1: FHWA Eligibility Letter - Eligibility letter issued by FHWA. OR • Method 2: ISO 17025 Testing Facility – Need to provide all the required tests from ISO 17025 Testing Facility. ODOT would evaluate the testing results and reports issued by a testing house. This may include use of a partial test matrix as deemed appropriate by the testing facility. In order for a TMA system to be deemed MASH compliant, an additional test is required. Test 3-54 is required along with Tests 50, 51, 52, and 53. In conjunction with these methodologies ODOT will determine if a product meets the needs of the State of Ohio based on considerations including but not limited to ease/clarity of installation, cost, maintenance requirements or in-service performance (in Ohio or other states). Satisfying one of the methodologies does not guarantee approval if a device or system does not meet the needs of Ohio as determined by ODOT. ODOT reserves the right, as granted by the July 25, 1997 FHWA memorandum, “Action: Identifying Acceptable Highway Safety Features”, to reject a product or place limitations on its use, require additional testing, or require in-service evaluation. If a product is in the process of being tested or waiting for approval from the Federal Highway Administration (FHWA) meeting the minimum specifications below, then the model price will be awarded. A notice will be provided, to not purchase the unit(s) until all documentation is provided and approved by ODOT. Section 5: Free on Board (F.O.B.) Destination Please be advised, the vendor must honor any bid price submitted in this Invitation to Bid for all of ODOT’s twelve (12) Districts and eighty-eight (88) counties in the State of Ohio. All deliveries must Invitation No. 060-24 5 be Free on Board (F.O.B.) to any of ODOT’s twelve (12) Districts and eighty-eight (88) county destination locations in the State of Ohio, as per the enclosed map. Purchase orders when issued, will detail specific destination points. The Department will not accept any charges for these deliveries. The only exception would be for emergency delivery for parts which received written pre-approval from the District. District 1 – Lima District 7- Sidney District 2 - Bowling Green District 8 - Lebanon District 3 - Ashland District 9 - Chillicothe District 4 - Akron District 10 - Marietta District 5 - Jacksontown District 11 - New Philadelphia District 6 - Delaware District 12 - Garfield Heights Central Garage - Columbus (CG) 5.1 Emergency Delivery (Overnight) For emergency needs, the Ohio Department of Transportation will require overnight delivery to any location. If the vendor is using a shipping service outside of the awarded vendor’s company, a copy of the freight invoice must accompany the billing invoice for verification of actual freight charges. Both invoices must be received by the Department within 5 business days of delivery of the order. If the vendor is using an internal driver, the vendor shall state in the provided Microsoft Excel sheet the delivery charge per mile. ODOT will not pay any fees for delivery from the manufacturer to the vendor. The number of miles for delivery round trip will be verified by ODOT using mapquest.com. ODOT will only pay actual cost of freight charges or the quoted charge per mile. Please state in the provided pricing page the delivery charge per mile if a vendor’s internal driver is used for delivery. At the time of delivery, the awarded vendor shall choose a delivery method in accordance with the lowest possible cost or the Department’s discretion. Section 6: Delivery 6.1 Complete Unit Delivery Delivery shall be made within sixty (60) calendar days upon written or verbal notification against a valid State of Ohio purchase order for a complete unit. 6.2 Parts and Service Delivery Delivery shall be made within three (3) business days upon written or verbal notification against a valid State of Ohio purchase order for stock items. Delivery shall be made within five (5) calendar days upon written or verbal notification against a valid State of Ohio purchase order for vendor back order items. Delivery shall be made within fourteen (14) calendar days upon written or verbal notification against a valid State of Ohio purchase order for manufacturer back order items. Repairs shall be completed within fourteen (14) calendar days of the scheduled start date for repairs. Prior to delivery of the equipment, a scheduled start date shall be agreed upon by the Department and the awarded vendor. Failure to agree on a scheduled start date will automatically create the scheduled start date as the date the equipment is delivered to the service location. An extension request for the any of the above delivery requirements must be submitted in writing to the purchaser prior to the expiration of the original completion date. If the purchaser arbitrarily rejects the extension request, the vendor may appeal to the Administrator of the Office of Equipment Management for a review the extension request. The Administrator will decide whether Invitation No. 060-24 6 to accept or reject the extension request. For your convenience, a sample extension request form has been included with this Invitation to Bid. ODOT shall determine if the vendor is to pick up and deliver complete unit. 6.3 Delivery Hours All deliveries shall be made between the hours of 8:00 a.m. and 3:30 p.m., Monday through Friday, excluding State Holidays, unless special permission is granted by the Department to temporarily waive or adjust this requirement. Section 7: Purchase Orders The awarded vendor must be able to accept orders throughout the entire duration of the contract. Section 8: Invoicing In order to streamline the invoice payment process, the Office of Equipment Management requires vendors to email an attached copy of the invoice to the following address: dot.cen.oem@dot.ohio.gov. Invoices are to be sent on the date that the ordered commodity is delivered to the Department. Paper invoice to be mailed to the “Bill To” contact and address located on the purchase order. If the order is processed through a credit card, the vendor will remit the invoice to the Credit Card holder’s name and address. Section 9: Identification Number With invoicing, provide description and serial number/vin for each commodity being built. Section 10: Dealers and Service It will be the responsibility of the awarded vendor/manufacturer to provide a list of authorized on- site service providers or authorized dealers in the State of Ohio to provide warranty and service repair. Section 11: Descriptive Literature Bidders are required to submit with their bids, the latest literature that fully describes the units being bid. The Department may, at its own discretion, find a bid non-responsive for failure to submit this descriptive literature. Bidders shall submit this literature in both a hard copy and electronic format to ensure that this requirement is fully met. By signing and submitting a bid for this solicitation, the bidder is certifying that the make and models of all items bid herein are the latest and most current manufacturers’ models and will include the manufacturer’s latest engineering changes. Section 12: Fluids & Lubricants Vendor must fill out “FLUIDS & LUBRICANTS” tab to the manufacture’s standard recommendation. Must fill out accordingly to the equipment being bid through this contract. The vendor may add more rows & columns if there are more fluids or lubricants not covered in the spreadsheet. Section 13: Options List All bidders are highly recommended to provide a complete manufacturer’s options list for the make and model bid. If ODOT plans to purchase a piece of equipment with an option that you had not bid, it could exclude you from consideration for that specific purchase. mailto:dot.cen.oem@dot.ohio.gov Invitation No. 060-24 7 This shall be included on pricing page excel options sheet. Section 14: Trailer Mounted Attenuator System 14.1 Intent The purpose of this section is to describe a Trailer-Mounted Attenuator System (TMS) for ‘mobile work zone’ shadow vehicles and ‘stationary work zone’ barrier vehicles. The vehicle must be completely assembled and ready for use in accordance with the bid specifications and ODOT’s Standard Terms and Conditions. All parts not specifically mentioned, which are necessary to provide a complete unit, or which are normally furnished as standard equipment, must be furnished. All attenuators must be shipped completely assembled. 14.2 Signature The signing of this bid will be considered a certification that the model herein bid is the latest current model and will include the manufacturer’s latest engineering changes. 14.3 (Required) Literature The bidders are required to submit with their bid the latest literature that fully describes the trailer mounted attenuator. (Blueprints are acceptable) Bidders failing to submit the required literature or blueprints may be considered non-responsive and ineligible for award. 14.4 Equipment Demonstration The Ohio Department of Transportation reserves the right to inspect and test a prototype of the equipment at the manufacturer’s plant or bidder’s establishment, prior to delivery to the destination. The prototype must be available for review within 30 days, if requested. When inspection has not been made at the manufacturer’s plant or bidder’s establishment, inspection, testing and acceptance will be made upon delivery at the destination location. Provide controller option pricing in ODOT excel pricing page. Controller options: • Wired in-cab controller • Wireless & Portable in-cab controller • Affixed controller to unit 14.5 General Specifications: Item 1 - Trailer Mounted Attenuator System (TMS) These units must meet all applicable O.S.H.A., FMVSS and Most Current MASH (Manual for Assessing Safety Hardware) eligible requirements. This specification describes a trailer-mounted attenuator (TMS) system for ‘mobile work zone’ shadow vehicles and ‘stationary work zone’ barrier vehicles. The vehicle must be completely assembled and ready for use. The system provides impact protection during collisions into the rear of a truck in work zone operations. The system design dissipates the collision energy of standard passenger vehicles traveling at speeds of at least 100 km/h (62.5 mph). The TMS frame shall be capable of collapsing when impacted by an errant vehicle. No portion of the TMS shall protrude forward under the truck damaging its vital elements during an impact. Following a design impact under the Most Current MASH Report Test Level 3 conditions, the TMS shall remain less than 3650mm (12’-0”) wide and retain its structure. This shall permit short distance transport off the road after impacts. The TMS shall be capable of being refurbished using simple hand tools and replacement parts. After design speed impacts, approximately 70% of the components and framework shall be reusable. The TMS shall have a trailer lighting assembly per FMVSS No. 108 “Lamps, Reflective Devices, and Associated Equipment.” All components shall be appropriate for their intended purpose under Invitation No. 060-24 8 any adoptions issued by the NHTSA, SAE and FMVSS. This is standard practice for electrical lighting. The TMS shall include brake lights, taillights, turn signals, reverse lights, and an ICC bar light. A standard, single, 7 pin trailer connector shall make the connection for all lights to the back of the truck (see Attachment A below). Conspicuity tape and reflectors shall be installed following the same established standards as the lighting. 14.6 General Specifications: Item 2: Trailer Mounted Attenuator System (TMS) and 25 Light Panel Arrow Board The Trailer Mounted Attenuator System (TMS) and 25 Light Panel Arrow Board shall meet all required specifications of the most current OMUTCD (The Ohio Manual of Uniform Traffic Control Devices). The Arrow Board shall be a model Wanco Inc. WB8-LSA-03 R/TASSY-P46 or approved equal. The Arrow Board frame shall hold the Arrow Board at a minimum 7' in the deployed position. The Arrow Board frame shall be a dropping and folding system to minimize aerodynamic drag and stress when transporting in the stored position. The Arrow Board shall include a 48 x 96 25 Light Panel, Wide Angle LED (36), 3 Rear LED markers, Photo Cell on board, 15 ft. pigtail on panel, 30 ft. extension cable, Mil-Spec Amphenol Connectors w/weather caps, 25 Light Sequence Controller, LED display or approved equal. 14.7 General Specifications: Item 3: Trailer Mounted Attenuator System (TMS) and 15 Light Panel Arrow Board The Trailer Mounted Attenuator System (TMS) and 15 Light Panel Arrow Board shall meet all required specifications of the most current OMUTCD (The Ohio Manual of Uniform Traffic Control Devices). The Arrow Board shall be a model Wanco Inc. WB8-LSA-03 R/TASSY-P46 or approved equal. The Arrow Board frame shall hold the Arrow Board at a minimum 7' in the deployed position. The Arrow Board frame shall be a dropping and folding system to minimize aerodynamic drag and stress when transporting in the stored position. The Arrow Board shall include a 48 x 96 15 Light Panel, Wide Angle LED (36), 3 Rear LED markers, Photo Cell on board, 15 ft. pigtail on panel, 30 ft. extension cable, Mil-Spec Amphenol Connectors w/weather caps, 15 Light Sequence Controller, LED display or approved equal. Section 15: Truck Mounted Crash Attenuator (TMA) 15.1 Intent The purpose of this section is to describe a Truck-Mounted Attenuator (TMA) for ‘mobile work zone’ shadow vehicles and ‘stationary work zone’ barrier vehicles. The vehicle must be completely assembled and ready for use in accordance with the bid specifications and ODOT’s Standard Terms and Conditions. All parts not specifically mentioned, which are necessary to provide a complete unit, or which are normally furnished as standard equipment, must be furnished. All attenuators must be shipped completely assembled. 15.2 Signature The signing of this bid will be considered a certification that the model herein bid is the latest current model and will include the manufacturer’s latest engineering changes. 15.3 Literature The bidders are required to submit with their bid the latest literature that fully describes the trailer mounted attenuator. (Blueprints are acceptable.) Should the bidder fail to submit literature or blueprints, their bid shall be considered non-responsive. Invitation No. 060-24 9 15.4 Equipment Demonstration The Ohio Department of Transportation reserves the right to inspect and test a prototype of the equipment at the manufacturer’s plant or bidder’s establishment, prior to delivery to the destination. The prototype must be available for review within 30 days, if requested. When inspection has not been made at the manufacturer’s plant or bidder’s establishment, inspection, testing and acceptance will be made upon delivery at the destination location. Provide controller option pricing in ODOT excel pricing page. Controller options: • Wired in-cab controller • Wireless & Portable in-cab controller • Affixed controller to unit 15.5 Specification Section A 15.5.1 Truck mounted folding crash attenuator (TMA), TrafFix Devices Model C TL-3 Scorpion ll or approved equal to meet all requirements of the MASH (Manual for Assessing Safety Hardware) at test level Three. The system will tilt upright to a vertical position when not in use. System shall include LED brake light, turn signals, and taillights. A standard, single, 7 pin trailer connector shall make the connection for all lights to the back of the truck, shall be standard SAE wiring and color coding (see Attachment A below). The system shall include a quick hitch for trucks with a tailgate of 97 inches. 15.5.2 Truck mounted folding crash attenuator (TMA), TrafFix Devices Model C TL-3 Scorpion ll or approved equal to meet all requirements of the MASH (Manual for Assessing Safety Hardware) at test level Three. The system will tilt upright to a vertical position when not in use. System shall include LED brake light, turn signals, and taillights. A standard, single, 7 pin trailer connector shall make the connection for all lights to the back of the truck, shall be standard SAE wiring and color coding (see Attachment A below). The system shall include a quick hitch for trucks with a tailgate of 97 inches. Shall include 25 Light arrow board, model Arrow Board shall be a model Wanco Inc. WB8-LSA-03 R/TASSY-P46 or approved equal. (Must order with tailgate mount) 15.5.3 Truck mounted folding crash attenuator (TMA), TrafFix Devices Model C TL-3 Scorpion ll or approved equal to meet all requirements of the MASH (Manual for Assessing Safety Hardware) at test level Three. The system will tilt upright to a vertical position when not in use. System shall include LED brake light, turn signals, and taillights. A standard, single, 7 pin trailer connector shall make the connection for all lights to the back of the truck, shall be standard SAE wiring and color coding (see Attachment A below). The system shall include a quick hitch for trucks with a tailgate of 97 inches. Shall include 15 Light arrow board, model Arrow Board shall be a model Wanco Inc. WB8-LSA-03 R/TASSY-P46 or approved equal. (Must order with tailgate mount) 15.5.4 Option: Tailgate Hitch for crash attenuator. This is for trucks with tailgate heights to 97 inches 15.5.5 Complete parts list/optional accessories list submitted with this bid which includes replacement cartridges for above referenced attenuators. Section 16: OEM Repair Parts and Service for Attenuator Parts 16.1 Intent The intent of this section is to establish pricing for OEM Repair Parts and Components for Truck Mounted Attenuator (TMA) Parts. Please be advised, the vendor must honor any bid price submitted in this Invitation to Bid for all of ODOT’s twelve (12) Districts, Central Office and 88 Counties in the State of Ohio. Invitation No. 060-24 10 16.2 Parts and Component Pricing All bids for parts are invited based on a percent decrease from the manufacturer’s provided parts list. Each bidder shall specify in the Department’s provided Microsoft Excel file, a percent discount from the price provided by the manufacturer. Bids shall only be submitted for those manufacturers a bidder can supply the parts for. 16.2.1 Itemized Estimates for Labor and Repair Prior to beginning repair, but after any diagnostic and/or tear down work, the awarded vendor must submit an itemized, written, no charge, estimate for labor, repair time, and parts costs for any repairs estimated above five hundred dollars ($500.00). This itemized, written, no charge estimate must include labor, part numbers, repair time, and parts costs, and must specify the repair center name and address to be used if different than the awarded vendor, to the ODOT office placing the purchase for authorization to proceed. This itemized, written, no charge estimate must be submitted to the ODOT office placing the purchase order for authorization to proceed for any repairs estimated above five hundred dollars ($500.00). If in ODOT’s opinion, the quoted price is excessive, ODOT reserves the right to request additional quotes be provided. Failure to provide this itemized, written estimate prior to beginning any repairs over five hundred dollars ($500.00) shall result in a penalty of fifty dollars ($50.00) or twenty percent (20%) of the invoice, whichever is less. 16.3 Packaged Parts All parts shall be suitably packaged as recognized by the Industry. The vendor warrants the parts to be of the highest quality. Defective parts will be returned and replaced at the vendor’s expense. 16.4 F.O.B. Destination Minimum Delivery Order: $250.00 Invoice • Orders meeting or exceeding the minimum shall be shipped FOB destination at the unit price quoted. • Orders amounting to less than the minimum shall be shipped at the unit price quoted, prepaid with freight/shipping charges added to the invoice. Copies of freight/shipping charges are to be included with the invoice. • No minimum shall apply to an order picked up by the Department of Transportation at the vendor location, at the unit price quoted 16.5 Product Specifications This contract is written to provide the Ohio Department of Transportation (ODOT) Districts more purchasing latitude. For any single item or combination of items that cost $500.00 or more, it is mandatory that the Districts purchase their required parts and service from this Contract. For any single item or combination of items that cost less than $500.00, the Districts will have the option of purchasing from a contract vendor or they may purchase from a non-contract vendor. Orders will be submitted as needed. 16.6 Repair Service Specifications • Vendor shall be factory authorized to perform warranty and non-warranty service. • Repairs shall be made by factory trained repair technicians. • Vendor shall have facilities and equipment necessary to complete all repairs. Invitation No. 060-24 11 • Only Original Equipment Manufacturer (OEM) replacement parts shall be used during repair services unless prior written approval has been granted by ODOT to use a non- contract part. • All work performed shall be done to general industry standards for quality and performance. • Repairs that require painting of equipment shall be accomplished using lead free paint. • Repairs shall be completed within fourteen (14) calendar days of the start date, unless prior written approval has been provided by the purchaser. In accordance with the Standard Term and Condition 19, repairs extending past these 14 calendar days without written pre-approval will be charged 1% of the value of the Purchase or $50, whichever is less, for each calendar day beyond the scheduled delivery date. 16.7 Subcontractors Any use of subcontractors will require written pre-approval from the Department. In addition, all subcontractor invoices must be submitted to the Department on the awarded vendor’s invoice. 16.8 Invoices Vendors must provide on each invoice the part number for any part purchased and the flat rate hours based on Chilton’s labor guide for any invoice involving labor. In addition, vendors shall not charge for any items outside of the contract including but not limited to shop supplies, materials and drive time outside of approved delivery times. The Department will not pay any additional charges for such items. For body shop work, a miscellaneous charge of no more than 6% may be added for items such as solvents and painting supplies. All invoices that do not include shipping/freight charges must be received by the Department on or before the date of delivery. Failure to deliver an invoice on or before the date of delivery, when shipping/freight charges are not included, shall result in a penalty of fifty dollars ($50.00) a day or twenty percent (20%) of the invoice, whichever is less. All invoices that include shipping/freight charges must be received by the Department within 5 business days of the delivery of the item. Failure to deliver an invoice within 5 business days of the delivery of the item, when shipping/freight charges are included, shall result in a penalty of fifty dollars ($50.00) a day or twenty percent (20%) of the invoice, whichever is less. 16.9 Purchase order Acknowledgment and Packing List A purchase order acknowledgment shall immediately be sent to the ordering location upon receipt of an order. A packing list shall be submitted to the ordering location at the same time the parts are delivered. The packing list must include the contract price for each item delivered. Section 17: Warranty and Parts Guarantee 17.1 Complete unit Warranty: Vendor must honor a minimum of a 12 warranty or attach a copy of the standard warranty if longer than 12 months. 17.2 Parts and Service Warranty: Vendor must honor a minimum of a 12 month parts guarantee or attach a copy of your standard warranty and/or guarantee if longer than 12 months. In addition, the vendor must honor a minimum of a 90 day labor guarantee or attach a copy of your standard warranty and/or guarantee if longer than 90 days. The warranty period shall begin when equipment is returned to ODOT. Section 18: Right to Audit Invitation No. 060-24 12 The Department reserves the right to audit the vendor’s records and invoices, including but not limited to labor costs. In addition, when discrepancies arise, the vendor will be required to pay the difference of the amount quoted in the contract and the amount charged on the invoice, plus the twenty percent (20%) of the amount invoiced or fifty dollars ($50.00), whichever is less. Section 19: Price Change All bid pricing shall not increase for the first sixty (60) calendar days after the date of the bid opening. Thereafter, a request for a price increase may be submitted in writing to the Department’s Office of Contract Sales along with all documentation that supports the need for the price increase. No price increase will be effective until it is approved by the Department and the Vendor is notified of such approval in writing. The price increase will take effect upon the date the Vendor is notified. In the event that a price increase is accepted by the Department, the Vendor may not seek an additional price increase for at least thirty (30) calendar days. The Department reserves the right to reject any proposed price increase, or to cancel the contract if such action is determined to be in the best interest of the Department. In the event of a general price decrease, the Department shall be guaranteed full benefit of the price reduction for all undelivered purchase orders on the effective date of the decrease and thereafter. The Department will be entitled to a price decrease any time the Vendor sells a product or a service to any similarly situated customer for less than the price agreed to between the Department and the Vendor under this Contract. Any time the Vendor sells a product or provides a service to any customer or dealer for less than it is available to the Department under this Contract, the Vendor must notify the Department of that event within thirty (30) calendar days of its occurrence and immediately reduce the price of the affected goods or services to the Department under this Contract. If the Department believes it is appropriate, it will ask to renegotiate the price under this Contract of the goods and services affected by the general reduction in price. If the Vendor and the Department cannot agree on a renegotiated price, the Department will have the right, upon notice to the Vendor, to immediately remove the affected products and services from this Contract. Section 20: Required Ohio Shared Services Vendor Registration All vendors that are deemed awarded any portion of this invitation to bid are required to be registered through the Ohio Shared Services Office to obtain an OAKS Vendor Identification Number, if they have not already obtained one, in order for an award of this invitation to occur. An award of this invitation cannot be completed until this vendor registration process has taken place and an OAKS Vendor Identification Number has been assigned. It is strongly encouraged that prospective bidders submit their vendor registration paperwork to Ohio Shared Services as soon as possible before the day of the bid opening of this invitation to bid. This will avoid delays in the awarding of this invitation to bid and allow contract purchasing to commence sooner. The required forms to become registered through Ohio Shared Services can be found by following the link below: http://ohiosharedservices.ohio.gov/SupplierOperations/Forms.aspx Completed forms are required to be submitted directly to Ohio Shared Services, per the submission instructions on the forms. Completed forms or questions regarding this vendor registration process should not be directed to ODOT. Any questions regarding this registration process should be directed to Ohio Shared Services Customer Service by calling 1-877-644-6771. PLEASE NOTE: THIS VENDOR REGISTRATION PROCESS DOES NOT APPLY TO VENDORS WHO REGULARLY PARTICIPATE ON ODOT PURCHASING CONTRACTS. IF THE DEPARTMENT HAS ISSUED TO YOUR COMPANY A PURCHASE ORDER IN THE PAST SEVERAL YEARS, AS A DIRECT RESULT OF AN http://ohiosharedservices.ohio.gov/SupplierOperations/Forms.aspx Invitation No. 060-24 13 ATTACHMENT A – Ohio DOT Trailer Lighting & Wiring Standard and Specifications ODOT will only purchase trailers that meet the following lighting and wiring specifications (Reference Drawing): • Trailer shall meet or exceed all current Federal Motor Carrier Safety Regulations 393.9 thru 393.33. • Trailer cord plug shall meet SAE spec. J560 and be wired directly to trailer cord with no adaptors. • Plug to be wired as follows (no other plug wiring will be accepted): • White – Ground return to towing vehicle • Black – Electric break controller – or not utilized if trailer has air, hydraulic or no brakes • Yellow – Left turn signal and on some light duty tow vehicles, stop/hazard lamps • Red – Stop lamps and antilock device • Green – Right turn signal and on some light duty tow vehicles, stop/hazard lamps • Brown – Clearance, marker, license plate and tail lights • Blue – If air Brake – Continuous ABS power – If electric Brake – Ing. Controlled B+ for break-away battery charge maintenance circuit • No adapters will be accepted. • Trailer cord to be wired to a weatherproof, 7-terminal junction block (Waytek part #47290 or approved equal). • All trailer light wiring (including ground wiring) must be routed to junction block. • Wire splices will be done with heat shrink butt connectors or soldered with heat-shrink. • No wire nuts, closed end connectors or self-stripping displacement connectors (i.e. Scotch Loks). All lights to be LED. There shall be individual brake (2 ea.) and turn signal lights (2 ea.) for a total of 4 lights. These lights shall be 4” Round lights in rubber grommets or 3”x7” oval lights in rubber grommets. Clearance and Marker lights shall be 2” round lights in rubber grommets or ODOT approved equal. Invitation No. 060-24 14 State of Ohio, Department of Transportation (ODOT) Office of Contract Sales, Purchasing Services Terms and Conditions for Submitting Excel Pricing File in Bid Package (Last Revised 07/2020) 1. DOWNLOADING THE EXCEL PRICING FILE: Bidders can access and download the most current Excel Pricing File for this procurement by following the hyperlink provided below: http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/PurchDocs/060pricing.xlsx 2. SUBMISSION OF EXCEL PRICING FILE: Bidders should submit the pricing page in the original excel format. 3. UNAPPROVED ALTERATIONS TO EXCEL PRICING FILE: Bidders who materially alter the original content of the Excel pricing file (e.g. specifications, formulas, etc.) issued by the Department may be found non-responsive and ineligible for award of this procurement. 4. CHANGES TO EXCEL PRICING FILE: The Department will only make modifications to the Excel pricing file by written addendum only. Where changes are necessary to the Excel pricing page, the Department will issue a new Excel pricing page indicating the revisions made and a revision date for the changes. It is the sole responsibility of the bidder to check for issued addenda prior to submitting a bid package to ensure the most updated Excel pricing file is being utilized. 5. DESCRIPTIVE LITERATURE: Bidders may electronically provide any descriptive literature (e.g. brochures, spec/cut sheets, drawings, MSDS, etc.) regarding the products and/or services offered by the bidder. As this literature may be publicly posted for viewing by purchasers, bidders must not submit any literature electronically in which they consider to be a trade secret, proprietary, or confidential in any way. (the remainder of this page has been left intentionally blank) http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/PurchDocs/060pricing.xlsx Invitation No. 060-24 15 State of Ohio, Department of Transportation (ODOT) Office of Contract Sales, Purchasing Services INSTRUCTIONS, TERMS AND CONDITIONS FOR BIDDING (Last revised 11/30/2020) 1. BIDDER REGISTRATION: The Department requires awarded bidder(s) to successfully register as a State of Ohio Supplier with the Department of Ohio Shared Services and successfully obtain an OAKS vendor identification number (OAKS ID) within fourteen (14) calendar days from the date of contract award and execution. The Department cannot utilize awarded Contracts to purchase from a bidder who cannot obtain an OAKS ID from Ohio Shared Services. In the event an awarded bidder is unable to obtain an OAKS ID, the Department shall reserve the right to revoke its award to the bidder and immediately cancel any resulting Contract. A Supplier Information Form and W-9 must be completed and sent back directly to Ohio Shared Services in order to register and apply for an OAKS ID. The following website can be accessed by bidders to obtain both the forms and specific instructions for obtaining an OAKS ID: http://ohiosharedservices.ohio.gov/SupplierOperations/Forms.aspx It is strongly recommended that all interested bidders not already registered with Ohio Shared Services submit the above paperwork prior to the bid submission deadline. 2. HOW BIDS MUST BE PACKAGED: All submitted bids in response to this procurement must be emailed to contracts.purchasing@dot.ohio.gov – Paper bids will NOT be accepted. 3. WHAT NEEDS INCLUDED IN BID PACKAGE: Submitted bid packages should include, at a minimum, a completed Signature Page, a completed Excel pricing page, and all necessary supportive documentation, forms, and any other information required herein. The Department may deem a bid non-responsive for failure to submit any of the documents requested above. 4. PREBID QUESTIONS, DISCREPANCIES, AND CLARIFICATIONS: Any discrepancies, omissions, ambiguities, or conflicts in or among the bidding documents or doubts as to the meaning shall be brought to the Department’s attention by the bidder no less than three (3) business days prior to the bid submission deadline. All questions, discrepancies, clarifications, etc. must be submitted electronically (hyperlink below). During the competitive bidding process, bidders (and their agents) are prohibited from contacting any ODOT office, including District offices, other than the Office of Contract Sales, Purchasing Services section to obtain responses to any questions. The Department may find a bidder non-responsive for failing to adhere to any of the above requirements. Pre-bid questions/inquiries must be submitted electronically through the following website: https://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Pages/PurchasePBQ1.aspx Answers to Pre-Bid Questions/Inquiries will be posted on the following document available for download at the following website: http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Purchase/PBQ-Answers.doc It is each bidder’s sole responsibility to check the website for updates to pre-bid questions and answers before submitting its bid package to the Department. 5. MODIFICATIONS TO THE BIDDING DOCUMENTS: When it is deemed necessary to modify these bidding documents, the Department will only do so by written addendum. The issuance of an addendum is dependent upon the information received and the impact on the competitive bid process. All issued addenda will be posted to the Department’s Upcoming ITB’s website and shall be automatically incorporated into the bidding/contract documents: http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Lists/PurchaseUpcomingITBs/UpITBs.aspx In addition to posting on the above website, the Department also may email addenda information out to all known bidders for convenience purposes only. The Department shall not be held responsible for a bidder’s http://ohiosharedservices.ohio.gov/SupplierOperations/Forms.aspx mailto:contracts.purchasing@dot.ohio.gov https://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Pages/PurchasePBQ1.aspx http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Purchase/PBQ-Answers.doc http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Lists/PurchaseUpcomingITBs/UpITBs.aspx Invitation No. 060-24 16 failure to receive the email with the addenda information. It is the sole responsibility of all interested bidders to diligently visit the above-listed website to see if any addenda have been issued prior to submitting their bid to the Department. Those interested in obtaining addenda information via email for a particular procurement must send the Department its request in writing to the following email address: Contracts.Purchasing@dot.ohio.gov 6. PRE-BID CONFERENCES: The Department reserves the right to hold mandatory or optional pre-bid conferences at its discretion. Conferences may be held either in-person or via webinar/phone conference formats. Bidders will be required to sign-in at all pre-bid conferences. The sign-in sheet for all pre-bid conferences is considered a public record, will be kept in the bid file, and will be shared with any requesting party. Additionally, any business cards collected during any pre-bid conference shall be considered public records and may be distributed out to all conference attendees. Any changes to the requirements or specifications of a procurement, as a result of the pre-bid conference content, will be made by written addendum and publicly posted. For mandatory pre-bid conferences, the Department requires that those companies intending on submitting a bid be in attendance for the entire duration of the pre-bid conference. Mandatory pre-bid conferences will officially begin five (5) minutes after the scheduled date and start time at the location specified in the Special Terms and Conditions. Those bidders not in attendance at that time will be considered ineligible to submit a bid. The conference will be considered adjourned and complete when a representative of the Office of Contract Sales, Purchasing Services section indicates so. To be considered in attendance and eligible to bid, a bidder must have at least one representative of the company in attendance. A single representative cannot be present on behalf of two or more companies (bidders). Each company (bidder) must send its own representative on behalf of their organization. It is the sole responsibility of the bidder to ensure that the representative follows the sign-in procedures to properly document the bidder’s attendance. The Department shall not be held responsible for a bidder’s failure to arrive at the meeting on time, properly sign-in, or failure to stay for the entire duration of the meeting. 7. WHERE BIDS MUST BE DELIVERED TO: contracts.purchasing@dot.ohio.gov - Paper bids will NOT be accepted. 8. LATE BIDS: A bid received after 1:00 p.m. eastern time, on the bid submission deadline (bid opening date) established, shall be deemed “Late” and will not be considered for award of this procurement. The late bid package will be marked as late, remain sealed, and will be kept in the Department’s bid file to serve as official record of a late bid having been received. Note: The Office of Contract Sales, Purchasing Services timeclock takes precedence over any other timekeeping device (e.g. cell phones, other ODOT clocks, wrist watches, etc.) and will be utilized by the Department to determine whether or not a bid was received by the 1:00 p.m. deadline. 9. BID OPENING PROCEDURE: Bids will usually be available within a day of the bid opening. Vendors can submit requests for the bid tab to contracts.purchasing@dot.ohio.gov. 10. BIDS FIRM: Once opened, all bids are firm and cannot be altered by the bidder. Once a Contract is awarded and executed, the Vendor shall deliver all products and/or services at the bid prices and terms contained in the Contract. All submitted bids shall remain valid for a period of sixty (60) calendar days after the date of the public bid opening. Beyond sixty (60) calendar days, bidders will have the option to either honor their submitted bid or make a written request to withdraw their bid from consideration. The Ohio Department of Transportation shall receive the benefit of any decrease in price during the sixty (60) day period. 11. WITHDRAWAL OF BIDS: A bidder may, by way of written notice to the Purchasing Services section, request to withdraw their bid response prior to the bid submission deadline. The request must be received by the Purchasing Services Section PRIOR to the start of the public bid opening (beginning at 1:01 p.m.) on the date of the bid submission deadline. Such written notice must set forth the specific reasons for the bid withdrawal. For requests to withdrawal a bid after the bid opening has begun, the bidder may request to withdraw their bid response from consideration if the unit bid price(s) submitted are unreasonably lower than the other bids received, provided the bid was submitted in good faith, and the reason for the unit bid price(s) being substantially lower was due to an unintentional and substantial arithmetical error or unintentional omission mailto:Contracts.Purchasing@dot.ohio.gov mailto:contracts.purchasing@dot.ohio.gov mailto:contracts.purchasing@dot.ohio.gov Invitation No. 060-24 17 of a substantial quantity of material or labor in the compilation of the bid. Written notice of any such request to withdraw after the bid opening must be received by the Purchasing Services section within no later than forty-eight (48) hours of the scheduled bid opening. The decision to allow a bid to be withdrawn is at the sole discretion of the Purchasing Services section. If the bid is to be awarded by category, lot, or group the withdrawal request will apply to all items within the category, lot, or group. All documents and conversations relating to any withdrawal request will become a part of the permanent bid file. 12. MODIFICATION OF SUBMITTED BIDS PRIOR TO BID OPENING: A bidder may request to modify their bid response prior to the scheduled date and time set for the public bid opening (i.e. bid submission deadline). To modify a bid response, the bidder must provide an alternate, complete bid package containing all required forms and necessary documents. The alternate bid package must have in the email subject line “REVISED”. 13. UNIT BID PRICES: The unit bid price(s) submitted shall govern the award of this procurement unless otherwise specified in the bid evaluation criteria. The unit bid price should be entered for each required bid item on the Department’s pricing page. Use of ditto marks, arrows, or other markings in lieu of the actual unit price may result in a non-responsive bid determination. Lot or group prices listed in the unit bid price area shall be considered as the unit price unless clearly identified as the lot price. Unless specifically allowed in the contract’s terms and conditions, requests to change or alter unit bid prices after the public bid opening are prohibited. The following requirements also apply to unit bid prices: a. DECIMAL POINT: Bidders should not insert a unit cost of more than two (2) digits to the right of the decimal point. Digit(s) beyond two (2) will be dropped and not recognized by the Department for the purposes of bid evaluation or contract award. b. CREDIT CARD FEES: Bidders must incorporate into their unit bid price(s) submitted all costs and fees associated with the State’s use of a payment (credit) card. c. DISCOUNTS: While bidders may offer to the Department discounts for prompt payment and other similar incentives, discounts and incentives these will not be used to alter the submitted unit bid price(s) for purposes of bid evaluation and contract award. This section only applies to bids awarded to the lowest responsive and responsible bidder either by individual bid item or group of bid items and does not include bids which are awarded to all responsive and responsible bidders (i.e. Multiple Award Contracts). d. MULTIPLE AWARD CONTRACTS: Pursuant to Ohio Revised Code 5513.02, the Department may award Contracts to all responsive and responsible bidders for articles (i.e. bid items) meeting the general specifications provided. These are referenced by the Department as ‘Multiple Award Contracts’. Unit bid prices submitted for Multiple Award Contracts shall be considered by the Department as an amount-not-to-exceed unit bid price for the entire duration of the Contract. These awarded, amount-not-to-exceed bid prices often do not reflect potential quantity discounts, freight discounts, nor other similar discounts/incentives offered periodically by a distributor, manufacturer, or supplier. Where like or similar bid items are being offered by two or more awarded Vendors (bidders) on the awarded Contract, the Department reserves the right to obtain quotes from all awarded bidders on the Contract in order to achieve the best and most up-to-date pricing available to the Department at the time of ordering. e. UNBALANCED BIDS: The Department will not accept unit bid prices that are deemed to be either materially or mathematically unbalanced. The final determination of an unbalanced unit bid price shall be at the Department’s sole discretion. f. TIE BID PROCESS: If two or more responsive bids offer the same unit bid price, ODOT may break the tie as follows: during the bid evaluation process, the bidders that submitted tie bids will be contacted and given up to three (3) business days to submit a written revised unit price for the affected item or items. Bidders are not required to submit a revised unit price. In the event a tie still exists after the above-prescribed deadline has passed, ODOT will schedule a coin flip to be Invitation No. 060-24 18 conducted in the presence of both bidders. The winner of the coin flip will be deemed awarded the affected bid item(s). 14. PREFERENCE FOR OHIO/BORDER STATE PRODUCTS: The bid award for this procurement may be subject to the domestic preference provisions of the Buy America Act, 41 U.S.C.A., 10a-10d, as amended, and to the preference for Ohio products under O.R.C. Sections 125.09 and 125.11 and Ohio Administrative Code Rule 123:5-1-06. A bidder must complete the enclosed Ohio Bid Preference Certification Statement form to be eligible to receive any applicable bid preferences. 15. RESPONSIVE BIDDER: A bidder is responsive if its bid responds to the bid specifications in all material respects and contains no irregularities or deviations from the specifications that would affect the amount of the bid or otherwise give the bidder an unfair competitive advantage. 16. MINOR INFORMALITIES OR IRREGULARITIES IN BIDS: A minor informality or irregularity is one that is merely a matter of form and not of substance. It also pertains to some immaterial defect in a bid or variation of a bid from the exact requirements of the invitation that can be corrected or waived without being prejudicial to other bidders. The defect or variation is immaterial when the effect on price, quantity, quality, or delivery is negligible when contrasted with the total cost or scope of the supplies or services being acquired. The Department either shall give the bidder an opportunity to cure any deficiency resulting from a minor informality or irregularity in a bid or waive the deficiency, whichever is to the advantage of the Department. 17. BIDDER RESPONSIBILITY: The Department will only award this procurement to what it deems to be a responsible bidder. The Department’s determination of a bidder’s responsibility includes, but is not limited to, the following factors: a) experience of the bidder; b) bidder’s financial condition; c) bidder’s conduct and performance on previous contracts; d) the bidder’s facilities; e) the bidder’s management skills; f) the bidder’s employees; g) past experience and/or quality of bidder’s proposed subcontractors; h) the bidder’s ability to execute the contract; i) review of Federal and Department debarment lists; j) bidder has history of successful performance on contracts of similar size and scope; and k) current or impending legal actions against a bidder. 18. APPARENT CLERICAL MISTAKES: Clerical mistakes apparent on the face of the bid may be corrected, at the Department’s discretion, before contract award. The Department first shall obtain from the bidder a verification of the information intended and will attach written verification of the mistake by the bidder in the contract file and award documents. Example of apparent clerical mistakes are: (1) Obvious misplacement of a decimal point or comma; (2) Obvious incorrect discount factor; or (3) Transcription error in Part Number. 19. ADDITIONAL INFORMATION: The Department reserves the right to request additional information to evaluate a bidder’s responsiveness to the procurement’s requirements and/or to evaluate a bidder’s overall responsibility. These requests may require the bidder’s submission of confidential materials (e.g. financial statements). If a bidder does not provide all of the requested information within the prescribed timeframe, the Department may find the bid non-responsive and ineligible for award. 20. PRODUCT SAMPLES: The Department may require bidders, by procurement or by request during bid evaluation, to provide sample supplies or equipment or examples of work, at the Bidder’s expense. Samples must clearly identify the Bidder, the bid number, and the item the sample represents in the bid. The Department will return samples that are not destroyed by testing, at the Bidder's expense, upon the Bidder’s timely request. The Department may keep the samples of the Bidder awarded the contract until the completion of the contract. Unsolicited samples submitted in response to this procurement will not be evaluated and the Department may dispose of them in any way it chooses. Invitation No. 060-24 19 21. SPECIFICATIONS: The Department is authorized by Sections 5513 and/or 125.02(B) of the Ohio Revised Code to prepare specifications and establish contracts to obtain the supplies, equipment, and/or services referenced within this procurement. The purpose of the provided specifications is to describe the supplies, equipment, and/or services to be purchased and will serve as a fair and equitable basis for comparison of submitted bids. The Department may use any form of specification it determines to be in the best interest of the Department and that best describes the supplies or services to be purchased. Specifications may be in the form of a design specification or a combination thereof. If the department determines that a design, performance or a combination specification is not in the best interest of the Department, it may use brand name or equal specifications. Unless otherwise specified in this procurement, all products, equipment, supplies, etc. offered by bidders must be in a new condition. A ‘new’ product is one that will be first used by the Department after it has been manufactured or produced. Used, reconditioned, or previously titled products, supplies, or equipment will not be considered for award of this procurement. The Department uses qualified products list (QPL) and/or approved products lists (APL) developed by either itself or other qualified institutions to specify acceptable products and supplies that have been through proper application and testing procedures to verify conformance with technical and/or performance specifications. Where the Department requires products and supplies to be included on a specific QPL/APL listing, the Department will not accept bids for products/supplies that are not included on a specified QPL/APL at the time of public bid opening. A bidder may not be compensated for damages arising from inaccurate or incomplete information in the procurement specifications or from inaccurate assumptions based upon the specifications. 22. USE OF BRAND NAMES: Unless otherwise provided in this solicitation, the name of a certain brand, make, or manufacturer does not restrict bidders 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 Department, in its sole discretion, determines to be the equivalent of that specified, considering quality, workmanship, economy of operation, or suitability for the purpose intended, may be accepted. The bidder 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 Department to determine if the product offered meets the requirements of the solicitation. Failure to furnish adequate data for evaluation purposes may result in declaring a bid nonresponsive. Unless the bidder clearly indicates in its bid that the product being offered is an equivalent product, such bid will be considered to offer the exact brand, make, or manufacturer name referenced in the bid solicitation. 23. DEVIATIONS: Statements or modifications made by a bidder in their submitted bid package that deviate from this procurement’s terms, conditions, specifications and requirements may render a bid non- responsive and ineligible for award. Acceptance of any deviations or modifications will be confirmed by the Department in writing, if accepted. If the Department does not specifically approve submitted deviations or modifications in writing, an award of this procurement shall not constitute acceptance of the bidder’s submitted modifications. 24. ESTIMATED QUANTITIES: Any purchase estimates indicated for bid item(s) are to be considered as estimates only. The Department makes no representation or guarantee as to the actual amount of item(s) to be purchased by the Department or Political Subdivisions. 25. OVERLAPPING CONTRACT ITEMS: The products and/or services included in this solicitation may be available from other State of Ohio contracts and/or other contracts made available for the Department’s use. The existence of these contracts containing like or similar products and/or services could be either known or unknown to the Department at the time this procurement has been published. Unless otherwise stated in this contract, the Department may acquire these products and/or services from any available source. The Department will make purchases from sources that are deemed to be in the best interest of the Agency. 26. REJECTION/PARTIAL AWARD OF BIDS: The Department reserves the right to reject any or all bid responses, award partial contracts, or choose to rebid when: Invitation No. 060-24 20 (1) Product, supplies and/or services are not in compliance with the requirements, specifications, and terms and conditions set forth in this procurement; or (2) Pricing offered is determined to be excessive in comparison with existing market conditions, or exceeds the available funds of the Department; or (3) Only one bid is received, and the Department cannot determine the reasonableness of the bid prices submitted; or (4) It is determined that the award of any or all items would not be in the best interest of the Department; or (5) The Department, in its opinion, did not achieve the desired amount of competition amongst qualified bidders for the products, supplies, and/or services being offered in the bid solicitation; or (6) Inadequate or ambiguous specifications were cited in the bidding documents; or (7) The Department determines that specifications and/or requirements were missing from the bidding documents; or (8) A bidder imposes additional terms and conditions against the Department. 27. NOTICE TO BIDDERS OF REJECTED BIDS: When the Department deems it necessary to reject a bid, the Department will notify each affected bidder and the reasons for such actions. 28. BID PROTESTS: Any apparent low bidder either deemed not responsible or whose bid has been deemed non-responsive shall be notified by the Department of that determination and the reasons for it. The notification will be provided by the Department in writing and sent by U.S. mail and at the email address provided on the front cover of the bidder’s bid. The bidder will have five (5) calendar days after receipt (by mail or email confirmation) of this notification to file a written, valid protest of the Department’s determination. A valid written protest must contain substantive information and evidence so as to refute the Department’s asserted claims against either the bid’s responsiveness or bidder’s responsibility, whichever apply. The Department will only review and respond to valid written protests containing substantive information and evidence. After review of the valid written protest, the Department will either affirm or reverse its original determination. If a valid written protest is not received by the Department within five (5) calendar days of receipt, the Director of ODOT will move forward awarding the Contract and the affected bidder will have effectively waived its right to protest the Department’s decision. For the purposes of this paragraph, “receipt” shall be defined as verification (via either certified mail return receipt or electronic read or delivery receipt) that the apparent low bidder has received the Department’s written determination against the affected bidder. Upon the bidder’s receipt, the five (5) calendar day response deadline shall commence. 29. DELAYS IN CONTRACT AWARD: Delays in the award of this procurement beyond the anticipated Contract start date may result in a change in the contract period as indicated in the Special terms and conditions of this bid solicitation. In these instances, ODOT shall reserve the right to award a contract covering a period equal to or less than the initial contract term than originally specified in this bid solicitation. 30. CONTRACT AWARD AND FORMATION: Successful bidder(s) will receive via U.S. regular mail and/or email a Notice of Contract Award letter as well as a photocopy version of the Signature Page executed by both Parties. These documents shall serve to form the Contract between the Parties. The Signature Page must be executed by both the bidder and the Director of ODOT for the Contract to be deemed valid and enforceable. The Department will maintain in the Contract file the Signature Page document containing each parties’ original signature(s). Upon award of a procurement, the bid invitation number (e.g. Invitation No. 999-16) will subsequently become the number assigned to the resulting Contract (e.g. ODOT Contract number 999-16) and will be referenced by the Department in all matters and documents related to said Contract. Invitation No. 060-24 21 Upon award of a procurement, successful bidders will thereafter be referenced as “Vendor” or “Contractor” by the Department in all matters and documents related to the resulting Contract. 31. PUBLIC POSTING OF AWARDED CONTRACTS: All Contracts awarded by the Office of Contract Sales, Purchasing Services section are posted to the Department’s website and open for public review. Successful bidders and awarded Contract pricing can be found by viewing the Contract’s award tab (Excel file). Award tabs can be accessed via the following website: http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Lists/PurchaseCurrentContracts/CurrentKs.aspx 32. PUBLIC RECORD: All opened bids and their contents are subject to the Public Records Law, Section 149.43 of the Ohio Revised Code. Copies of bid responses must be requested and will be provided within a reasonable period of time and at a fee established by the Director of ODOT. To expedite and properly respond to such public records requests, a written request must be submitted to the Department. To prevent delays in evaluating bids and awarding contracts, such requests for recently opened bids, will be honored after a Contract has been executed. Bidders may request that specific information, such as trade secrets or proprietary data, be designated as confidential and not considered as public record. Material so designated shall accompany the bid and be in a sealed container duly marked, and shall be readily separable from the bid in order to facilitate public inspection of non-confidential portion. Prices, makes, models, catalog numbers of items offered, deliveries and terms of payment cannot be considered as confidential. The decision as to whether or not such trade secrets or proprietary data shall be disclosed at the bid opening rests solely with the Department. Requests to view previously submitted bids must be submitted in writing to either of the following addresses: Contracts.Purchasing@dot.ohio.gov Ohio Department of Transportation Office of Contract Sales, Purchasing Services 1980 West Broad St. Mail Stop 4110 Columbus, OH 43223 (the remainder of this page has been left intentionally blank) http://www.dot.state.oh.us/Divisions/ContractAdmin/Contracts/Lists/PurchaseCurrentContracts/CurrentKs.aspx mailto:Contracts.Purchasing@dot.ohio.gov Invitation No. 060-24 22 State of Ohio, Department of Transportation (ODOT) Office of Contract Sales, Purchasing Services GENERAL DEFINITIONS (Last revised 11/30/2020) When used in this procurement or any ensuing contract, the following definitions shall apply. If a conflict exists between these definitions and any definition listed in the bid specifications, the bid specifications shall prevail. 1. AGENCY: Ohio Department of Transportation. 2. AUTHORIZED DISTRIBUTOR: The bidder/vendor who maintains written legal agreements with manufacturers/producers to act as their agent and provide supplies, materials, equipment or services listed in the bid/contract. The authorized distributor must maintain active and sufficient facilities necessary to perform the awarded contract, own title to the goods inventoried within these facilities and maintain a true stock of these goods on a continuing basis and in sufficient quantity to provide uninterrupted service to ordering agencies. 3. BIDDER: The company and/or authorized representative of the company who has signed and is submitting a bid response and who will be responsible to ensure proper performance of the contract awarded pursuant to the bid. The term bidder, proposer, contractor, or vendor may be used interchangeably in this document. 4. DEPARTMENT: Ohio Department of Transportation 5. EQUIPMENT: Items, implements and machinery with a predetermined and considerable usage life. 6. F.O.B. PLACE OF DESTINATION: meaning the Vendor pays, and includes the cost of such in their bid, and bears the risk for the transportation/delivery of goods delivered to the specified locations provided by the Purchaser. 7. PROCUREMENT/CONTRACT: All documents, whether attached or incorporated by reference, utilized for soliciting bids. Upon completion of the evaluation and award of the bidder's response, the procurement then becomes the contract between ODOT and the successful bidder, both governed by the laws of the State of Ohio. 8. INVOICE: An itemized listing showing delivery of the commodity or performance of the service described in the order, and the date of the purchase or rendering of the service, or an itemization of the things done, material supplied, or labor furnished, and the sum due pursuant to the contract or obligation. 9. LOWEST RESPONSIVE\RESPONSIBLE BIDDER: A bidder who offers the lowest cost for the goods or services listed in the bid; and whose proposal responds to bid specifications in all material respects and contains no irregularities or deviations from the specifications which would affect the amount of the bid or otherwise give him a competitive advantage; and whose experience, financial condition, conduct and performance on previous contracts, facilities, management skills evidences their ability to execute the contract properly. 10. MINORITY BUSINESS ENTERPRISE (MBE): means an individual, partnership, corporation or joint venture of any kind that is owned and controlled by U. S. Citizens and residents of Ohio, who are and have held themselves out as members of the following socially and economically disadvantaged groups. Only businesses certified by the State of Ohio Equal Opportunity Division in accordance with Section 123.151 of the Ohio Revised Code shall be recognized as being MBE certified within the purpose of this invitation. 11. MATERIALS: Items or substance of an expendable or non-expendable nature from which something can be made, improved or repaired. Invitation No. 060-24 23 13. PURCHASE: To buy, purchase, installment purchase, rent, lease, lease purchase or otherwise acquire equipment, materials, supplies or services. "Purchase" also includes all functions that pertain to obtaining of equipment, materials, supplies or services, including description of requirements, selection and solicitation of sources, preparation and award of contracts, and all phases of contract administration. 14. SERVICES: The furnishing of labor, time or effort by a person, not involving the delivery of a specific end product other than a report which, if provided, is merely incidental to the required performance. "Services" does not include services furnished pursuant to employment agreements or collective bargaining agreements. 15. SPECIFICATION: Any description of the physical or functional characteristics or of the nature of supplies, equipment, service, or insurance. It may include a description of any requirements for inspecting, testing, or preparing supplies, equipment, services, or insurance. 16. SUPPLIES: Provisions and items normally considered expendable or consumable. 17. UNBALANCED: Any unit price contained in the bid schedule which is obviously unbalanced either above or below reasonable cost analysis and or unreasonably disproportionate to current market prices as determined by the Director of ODOT, or if such unbalanced prices are contrary to the interest of the department. 18. VENDOR: The bidder who, upon awarding of a contract, then becomes a Vendor who is considered to be a primary source for providing the goods and/or services included in the awarded contract and the party to whom payment will be made upon delivery of the goods and/or completion of the contract. 19. SUBVENDOR/SUBCONTRACTOR: An individual, firm or corporation to whom the Vendor sublets part of the contract to be performed. (the remainder of this page has been left intentionally blank) Invitation No. 060-24 24 State of Ohio, Department of Transportation (ODOT) Office of Contract Sales, Purchasing Services STANDARD CONTRACT TERMS AND CONDITIONS (Last Revised 11/30/20) 1. HEADINGS: The headings used in this Contract are for convenience only and shall not be used to affect the interpretation of any of the Contract terms and conditions. 2. ENTIRE CONTRACT: This Contract consists of the complete procurement, including the Instructions, Terms and Conditions for Bidding, these Standard Contract Terms and Conditions, the Special Contract Terms and Conditions, ODOT Cooperative Purchasing Program Requirements, mutually executed Signature Page, Specifications and Requirements, awarded unit bid pricing, and any written addenda to the procurement; the completed competitive sealed bid, including proper modifications, clarifications and samples; and applicable, valid State of Ohio purchase orders or other ordering documents (“Contract”). 3. APPROPRIATION OF FUNDS. Pursuant to the Constitution of the State of Ohio, Article II Section 22, ODOT’s funds are contingent upon the availability of lawful appropriations by the Ohio General Assembly. If the Ohio General Assembly fails at any time to continue funding for the payments or obligations due hereunder, the Work under this Contract that is affected by the lack of funding will terminate and ODOT will have no further obligation to make any payments and will be released from its obligations on the date funding expires. The current Ohio General Assembly cannot commit a future Ohio General Assembly to a future expenditure. If the term of this Contract extends beyond a biennium, the Contract will expire at the end of a current biennium and the State may renew this Contract in the next biennium by issuing written notice to the Vendor no later than July 1 of the new biennium. The operating biennium expires June 30th of each odd-numbered calendar year. 4. OBM CERTIFICATION: None of the rights, duties, or obligations in this Contract will be binding on the Department, and the Vendor will not begin its performance, until all of the following conditions have been met: 1. All statutory provisions under the O.R.C., including Section 126.07, have been met; and 2. All necessary funds are made available by the Ohio Office of Budget and Management; or 3. If ODOT is relying on Federal or third-party funds for this Contract the ODOT gives the Vendor written notice that such funds have been made available. 5. CONTRACT MODIFICATIONS: Amendments or modifications to this Contract must be executed in writing between the parties and signed by the Director of ODOT. Amendments or modifications to this Contract made between the Vendor and other Department personnel shall be void and unenforceable. 6. CONTRACT CONSTRUCTION: Any general rule of construction to the contrary notwithstanding this Contract shall be liberally construed in favor of the effect the purpose of this Contract and the policy and purposes of the Department. If any provisions in this Contract are found to be ambiguous, an interpretation consistent with the purpose of this Contract that would render the provision valid shall be favored over any interpretation that would render it invalid. 7. GOVERNING LAW / SEVERABILITY: This Contract shall be governed by the laws of the State of Ohio, and the venue for any disputes will be exclusively with the appropriate court in Franklin County, Ohio. If any provision of the Contract or the application of any provision is held by that court to be contrary to law, the remaining provisions of the Contract will remain in full force and effect. 8. ASSIGNMENT / DELEGATION: The Vendor will not assign any of its rights nor delegate any of its duties under this Contract without the written consent of the Director of ODOT. Any assignment or delegation not consented to may be deemed void by the Department. 9. PLACEMENT OF ORDERS/METHODS OF PAYMENT: The Department shall use either State of Ohio Purchase Order or State of Ohio Payment Card (i.e. credit card) to authorize performance under this Contract and to issue payments for supplies, products, and/or services acquired. Vendors are required to Invitation No. 060-24 25 accept both forms of payment. For Department purchases over $5,000.00, an official State of Ohio purchase order must be generated and obtain approvals from the Office of Budget and Management, the Department of Administrative Services, and the Director of Transportation prior to its effectiveness. An approved State of Ohio purchase order will be sent to the Vendor and the Vendor will provide the goods and/or services listed on the ordering documents and in accordance with the Contract’s terms and conditions. Any order placed not using an approved ODOT purchase order or against a State payment card, shall not be considered a valid order and may result in denial of payment and/or return of goods at the Vendor's expense. 10. ACCEPTANCE OF ORDERS: The Vendor must accept orders placed by the Department pursuant to this Contract up through the last day of the Contract’s effectiveness, inclusive of any contract extensions exercised or agreed-upon between the Parties. 11. BLANKET PURCHASE ORDERS: The Department utilizes blanket purchase orders to pre-authorize funding for use on Contracts containing bid items that, due to the urgent nature of maintaining the Department’s highways and facilities, are critical to the Department executing its mission and objectives. The generation of blanket purchase orders are not used by the Department to place a specific order, rather as a means to make funding more readily available for use when Contract items are needed. The Vendor shall keep all blanket purchase orders on file and make them readily available for use by Department personnel to place orders against. When placing orders against a blanket purchase order, the Department will telephone or email orders referencing the blanket purchase order and its associated ODOT purchase order number. All of the Contract’s terms and conditions shall apply to the Department’s orders referencing a blanket purchase order. For all blanket purchase orders, quantities and amounts to be purchased from these purchase orders is unknown by the Department and Vendors must not construe these purchase orders as a commitment to purchase a specific amount of goods and/or services. Accordingly, the Department reserves the right to increase or decrease the available funding on these blanket purchase orders at its discretion. 12. DELIVERY INSPECTION AND ACCEPTANCE: Upon pick-up or delivery of any supplies, products, and/or services, ODOT retains the right to inspect the product/service prior to final acceptance and/or payment for the product/service. ODOT shall have sufficient and reasonable time to fully inspect supplies and/or services for compliance. The purpose of the inspection process is to ensure that the product/service is in compliance with the specifications set forth in the awarded contract. In the event that the product/service does not meet the specifications, ODOT shall notify the Vendor for removal/replacement of the product and/or service at the Vendor’s expense. ODOT shall retain all rights and remedies as described herein. Wherein products ordered by ODOT are delivered to a facility, which is not owned by ODOT and where ODOT has contracted with this facility to take delivery of products ordered by ODOT, acceptance will occur when the products have been inspected and accepted by ODOT within a reasonable amount of time after delivery to the facility. ODOT shall not be responsible for any storage costs incurred prior to the inspection and acceptance. 13. RETURN GOODS POLICY: The Department will apply the following Return Goods Policy on all purchases made under the Contract: (A) Return goods, when due to Vendor debar (i.e. over-shipment, defective merchandise, unapproved substitution, etc.) shall be returned to the Vendor, at the Vendor’s expense. The Vendor shall make arrangements to remove the return goods from the Department’s premises within five (5) calendar days after notification. The Vendor shall not apply any restocking or other charges to the Department. At the option of the Department, replacement items may be accepted and will be shipped within five (5) calendar days of notification. Failure of the Vendor to arrange for return of the items within the specified time will result in the items being deemed as abandoned property and the Department will dispose of accordingly. Invitation No. 060-24 26 (B) For orders of custom manufactured items, the Vendor will provide a production sample of the item to the Department for acceptance. The production sample will be identical to the item to be provided. The Department will provide written acceptance of the item prior to the Vendor continuing with production. Once delivery and acceptance has been completed and the Department determines for any reason that any remaining quantities will not be used, the agency may request the return of the custom manufactured items. Acceptance of the return of custom manufactured items will be at the option of the Vendor. If the Vendor agrees to the return of these items, the Department will be responsible for all costs associated with packaging, shipment and transportation, to include the original shipment to the Department and subsequent return of goods to the location designated by the Vendor. The Vendor may assess restocking fees that are equivalent to restocking fees that are normally assessed to other customers or as published by the Vendor. Failure of the Vendor to provide a production sample and obtain written approval from the Department will result in the Vendor bearing all responsibility and costs associated with the return of these goods. (C) Return goods of regular catalog stock merchandise, when due to Department error (i.e. over purchase, discontinued use, inventory reduction, etc.) will be accepted by the Vendor if notice is given by the Department within six (6) months of delivery and acceptance. All items to be returned must be unused and in their original containers and in suitable condition for resale. The Department will be responsible for all transportation costs associated with both the original shipment of items to the agency and the subsequent return of the items to the location designated by the Vendor. The Vendor may assess a restocking fee (not to exceed 10%) associated with the return of the items to the location designated by the Vendor. Return of regular stock catalog merchandise, when delivery and acceptance exceed six (6) months will be at the option of the Vendor. 14. PRODUCT RECALLS: In the event product delivered has been recalled, seized, or embargoed and/or has been determined to be misbranded, adulterated, or found to be unfit for human consumption by the packer, processor, manufacturer or by any Department or Federal regulatory agency, the Vendor shall be responsible to notify the ODOT Office of Contract Sales, Purchasing Services section and all other ordering agencies/entities within two business days after notice has been given. Vendor shall, at the option of the Department, either reimburse the purchase price or provide an equivalent replacement product at no additional cost. Vendor shall be responsible for removal and/or replacement of the affected product within a reasonable time as determined by the ordering agency. At the option of the ordering agency, Vendor may be required to reimburse storage and/or handling fees to be calculated from time of delivery and acceptance to actual removal. Vendor will bear all costs associated with the removal and proper disposal of the affected product. Failure to reimburse the purchase price or provide equivalent replacement product will be considered a default. 15. PRODUCT SUBSTITUTION: In the event a specified product listed in the Contract becomes unavailable or cannot be supplied by the Vendor for any reason (except as provided for in the Force Majeure clause), a product deemed in writing by the Department to be equal to or better than the specified product must be substituted by the Vendor at no additional cost or expense to the Department. Unless otherwise specified, any substitution of product prior to the Department’s written approval may be cause for termination of Contract. The Department reserves the right to deny any substitution request that it is deemed to not be in the best interest of the Department. In these instances, the Department may seek substitute products from another supplier and assess the difference in cost, if any, as damages against the Vendor for their material breach. 16. INVOICE REQUIREMENTS: The Vendor must submit an original, proper invoice to the office designated on the purchase order as the “bill to” address. To be a proper invoice, the invoice must include the following information: 1. The ODOT purchase order number authorizing the delivery of products or services. 2. A description of what the Vendor delivered, including, as applicable, the time period, serial number, unit price, quantity, and total price of the products and services. 3. The Contract number pursuant to the deliverable. Invitation No. 060-24 27 17. DEFECTIVE INVOICES: In the event the Department is in receipt of defective or improper invoices, the Department shall postpone payment pursuant to Section 126.30 of the Ohio Revised Code. Invoices shall be returned to the Vendor noting areas for correction. If such notification of defect is sent, the required payment date shall be thirty (30) calendar days after receipt of the corrected invoice. 18. PAYMENT DUE DATE: Payments under this Contract will be due on the 30th calendar day after the date of actual receipt of a proper invoice in the office designated to receive the invoice, or the date the service is delivered and accepted in accordance with the terms of this Contract. The date of the warrant issued in payment will be considered the date payment is made. Interest on late payments will be paid in accordance with O.R.C. Section 126.30. 19. INSURANCE POLICIES: By way of provision in this Contract to maintain specific minimum levels of insurance coverage(s) (e.g. Commercial General liability, Auto liability, Public liability, Property Damage, etc.), the Vendor shall provide to Department upon request evidence of such insurance required to be carried by these provisions, including any endorsement affecting the additional insured status, is in full force and effect and that premiums therefore have been paid. Such evidence shall be furnished by the Vendor within two (2) business days and on the insurance industry's standard ACORD Form (Certificate of Insurance) or a certified copy of the original policy. The Certificate of Insurance or certified copy of the policy must contain an endorsement naming the State of Ohio, Department of Transportation, its officers, agents, employees, and servants as additionally insured, but only with respect to Work performed for the Department under this Contract, at no cost to Department. Vendor shall notify the Department within ten (10) calendar days of receipt of a notice of cancellation, expiration, or any reduction in coverage, or if the insurer commences proceedings or has proceedings commenced against it, indicating the insurer is insolvent. Vendor shall provide to the Department evidence of a replacement policy at least five (5) calendar days prior to the effective date of such cancellation, expiration, or reduction in coverage. All required insurance policies shall be maintained at Vendor’s sole expense and in full force for the complete term of the Contract, including any warranty periods. Reference 107.12 the Construction & Materials Specification handbook. 20. TAXATION: ODOT is exempt from federal excise taxes and all Department and local taxes, unless otherwise provided herein. ODOT does not agree to pay any taxes on commodities, goods, or services acquired from any Vendor. 21. CONTRACT TERMINATION: If a Vendor fails to perform any one of its obligations under this Contract, it will be in breach of contract and the Department may terminate this Contract in accordance with this section. Notices of contract termination shall be made in writing. The termination will be effective on the date delineated by the Department. a. Termination for Breach. If Vendor’s breach is unable to be cured in a reasonable time, the Department may terminate the Contract by written notice to the Vendor. b. Termination for Un-remedied Breach. If Vendor’s breach may be cured within a reasonable time, the Department will provide written notice to Vendor specifying the breach and the time within which Vendor must correct the breach. If Vendor fails to cure the specified breach within the time required, the Department may terminate the Contract. If the Department does not give timely notice of breach to Vendor, the Department has not waived any of the Department’s rights or remedies concerning the breach. c. Termination for Persistent Breach. The Department may terminate this Contract by written notice to Vendor for defaults that are cured, but persistent. “Persistent” means three or more breaches. After the Department has notified Vendor of its third breach, the Department may terminate this Contract without providing Vendor with an opportunity to cure. The three or more breaches are not required to be related to each other in any way. d. Termination for Endangered Performance. The Department may terminate this Contract by written notice to the Vendor if the Department determines that the performance of the Contract is endangered through no fault of the Department. Invitation No. 060-24 28 e. Termination for Financial Instability. The Department may terminate this Contract by written notice to the Vendor if a petition in bankruptcy or a Federal or State tax lien has been filed by or against the Vendor. f. Termination for Delinquency, Violation of Law. The Department may terminate this Contract by written notice, if it determines that Vendor is delinquent in its payment of federal, Department or local taxes, workers’ compensation, insurance premiums, unemployment compensation contributions, child support, court costs or any other obligation owed to a Department agency or political subdivision. The Department also may cancel this Contract, if it determines that Vendor has violated any law during the performance of this Contract. However, the Department may not terminate this Contract if the Vendor has entered into a repayment agreement with which the Vendor is current. g. Termination for Subcontractor Breach. The Department may terminate this Contract for the breach of the Vendor or any of its subcontractors. The Vendor will be solely responsible for satisfying any claims of its subcontractors for any suspension or termination and will indemnify the Department for any liability to them. Subcontractors will hold the Department harmless for any damage caused to them from a suspension or termination. The subcontractors will look solely to the Vendor for any compensation to which they may be entitled. h. Termination for Vendor’s Failure to Pay Material Suppliers. Pursuant to Section 4113.61 of the Ohio Revised Code, Vendors shall promptly pay material suppliers, within ten (10) calendar days of receipt of payment from the State of Ohio, for materials ordered and delivered as a result of this contract. A Vendor unable to furnish bid items because of non-payment issues related to a material supplier shall constitute grounds for the Director of ODOT to terminate this contract immediately. A Vendor may, at the discretion of the Department, be given an amount of time, amount shall be specified by the Department in writing, to furnish past due payment to the material supplier before termination shall occur. j. Failure to Maintain MBE Certification. Pursuant to O.R.C. Section 125.081, the State may set aside a bid for supplies or services for participation only by minority business enterprises (MBE’s) certified by the State of Ohio, Equal Opportunity Coordinator. After award of the Contract, it is the responsibility of the MBE Vendor to maintain certification as a MBE. If the Vendor fails to renew its certification and/or is decertified by the State of Ohio, Equal Opportunity Coordinator, the State may immediately cancel the Contract. k. Failure to Maintain Licensure. The Vendor’s failure to maintain the proper license(s) to perform the services or provide the goods prescribed by this Contract shall be grounds to terminate this Contract without prior notice. l. Qualified Products Listing and Approved Products Listing. Any products or supplies removed from a specific qualified products listing/approved product listing, by either the Department, government, or governing body throughout the duration of the Contract shall be removed from the Contract effective on the date of removal from the respective listing. 22. NOTICE OF BREACH: Each party of this Contract has an obligation to provide written notice when it is determined by one party that the other party is in default of this Contract. A notice of ODOT’s default of this Contract must be sent to the Procurement Manager of the ODOT Office of Contract Sales. 23. CONTRACT SUSPENSION: A Vendor who fails to perform any one of its obligations under this Contract will be in breach. In these instances, ODOT may choose to suspend the Vendor from the contract rather than terminate the Contract. In the case of a suspension for ODOT’s convenience, the amount of compensation due the Vendor for work performed before the suspension will be determined in the same manner as provided in this section for termination for ODOT’s convenience or the Vendor may be entitled to compensation for work performed before the suspension, less any damage to ODOT resulting from the Vendor’s breach of this Contract or other fault. The notice of suspension, whether with or without cause, will be effective immediately on the Vendor’s receipt of the notice. The Vendor will immediately prepare a report and deliver it to ODOT which will Invitation No. 060-24 29 include a detailed description of work completed, percentage of project completion, estimated time for delivery of all orders received to date, and costs incurred by the Vendor. 24. Termination for Convenience. The Contracting Agency may terminate this Contract, or an Ordering Agency may terminate an order placed under this Contract, for its convenience after issuing written notice to the Contractor. The Contractor will be entitled to the pro-rated price for any Deliverable or portion of a Deliverable that the Contractor has delivered and the Ordering Agency or the State has accepted before the termination. Total payments will not exceed the amount payable to the Contractor as if the Contract or order had been fully performed. This will be the Contractor’s exclusive remedy in the case of termination for convenience and is available to the Contractor only after the Vendor has submitted an invoice that complies with Section 16 of these Standard Contract Terms and Conditions. 25. CONTRACT DAMAGES: The Department may assess, at a minimum but not limited to, the following damages against a Vendor: A. ACTUAL DAMAGES: Vendor is liable to the State of Ohio for all actual and direct damages caused by Vendor’s breach. The Department may substitute supplies or services, from a third party, for those that were to be provided by Vendor. In accordance with Ohio Revised Code §5513.05(c), the Department may recover the costs associated with acquiring substitute supplies or services, less any expenses or costs saved by Vendor’s breach, from Vendor. B. LIQUIDATED DAMAGES: If actual and direct damages are uncertain or difficult to determine, the Department may recover liquidated damages in the amount of 1% of the value of the order, deliverable or milestone that is the subject of the breach for every day that the breach is not cured by the Vendor. If Delay of the cure is caused by ODOT, the delivery date shall be extended accordingly to offset such delays. Approval to extend any scheduled delivery date(s) shall be at the sole discretion of ODOT. C. DEDUCTION OF DAMAGES FROM CONTRACT PRICE: The Department may deduct all or any part of the damages resulting from Vendor’s breach from any part of the price still due on the contract, upon prior written notice issued to the Vendor by the Department. D. INCIDENTAL/CONSEQUENTIAL DAMAGES: Pursuant to Section 5513.05 of the Ohio Revised Code, the Department may recover from a Vendor who fails to promptly provide conforming articles, any incidental or consequential damages as defined in Section 1302.89 of the Ohio Revised Code, incurred by the Department in promptly obtaining the conforming articles. 26. CONTRACT TERM EXTENSIONS: ODOT reserves the right to unilaterally extend this Contract up to one (1) calendar month beyond the original contract expiration date at the original unit bid prices awarded. Contract extensions beyond one (1) calendar month shall be executed by means of written, mutual agreement with the Contract Vendor, but in no instance with the Contract be extended beyond the biennium unless it is procured as a multi-year contract stating an option for biennial extension. 27. FIRM, FIXED PRICE CONTRACT: Unless otherwise specified in the bidding documents, this Contract is a Firm, Fixed-Price Contract. The Vendor will be required to provide to the Department with the materials, supplies, equipment and/or services at the awarded bid price(s) for the entire duration of the contract, and any extensions thereto. 28. FORCE MAJEURE: If the Department or Vendor is unable to perform any part of its obligations under this Contract by reason of force majeure, the party will be excused from its obligations, to the extent that its performance is prevented by force majeure, for the duration of the event. The party must remedy with all reasonable dispatch the cause preventing it from carrying out its obligations under this Contract. The term “force majeure” means without limitation: acts of God; such as epidemics; lightning; earthquakes; fires; storms; hurricanes; tornadoes; floods; washouts; droughts; any other severe weather; explosions; restraint of government and people; war; labor strikes; and other like events. 29. EQUAL EMPLOYMENT OPPORTUNITY: The Vendor will comply with all state and federal laws regarding equal employment opportunity, including O.R.C. Section 125.111 and all related Executive Orders. Invitation No. 060-24 30 30. ANTITRUST ASSIGNMENT TO THE DEPARTMENT: Vendor assigns to the State of Ohio, through the Department of Transportation, all of its rights to any claims and causes of action the Vendor now has or may acquire under Department or federal antitr