Invitation for Bids IFB # VIT

Transcription

1 VIRGINIA INTERNATIONAL TERMINALS, LLC Invitation for Bids IFB # VIT NORFOLK INTERNATIONAL TERMINALS Straddle Carrier Platform Improvements

2 INVITATION FOR BID (IFB) TITLE INVITATION FOR BID (IFB) NO: GENERAL INFORMATION NIT Straddle Carrier Platform Improvements VIT ISSUE DATE: 29 October, 2017 GENERAL DESCRIPTION: DIRECT INQUIRIES FOR INFORMATION TO: BIDS DUE DATE: Norfolk International Terminals (NIT) utilizes straddle carriers and require straddle carrier platforms to allow drivers in and out the carrier s cabin. There are issues regarding proper access to the cabin for washing and cleaning windows. NIT is preparing to construct alterations to the existing structure to include an additional platform per each straddle carrier dock. The purpose of this IFB is to solicit bids to construct the additional washing platforms to the existing straddle carrier platforms. Neal Dewing at proposals@vit.org *Deadline for questions: November 16, p.m. to proposals@vit.org 27 November, 2:00 p.m. to proposals@vit.org Substantially complete within 120 days of Notice to Proceed EXPECTED SCHEDULE: Final completion within 150 days of Notice to Proceed Attachment A Bid Form Attachment B Proof of Authority to Transact Business in Virginia ITEMS TO BE RETURNED (as your Attachment C Basis of Bid response to this solicitation): Attachment D Standard Bid Bond Any other necessary literature/brochures DELIVER RESPONSE & REFER ALL QUESTIONS TO THE FOLLOWING ISSUING OFFICE: VIRGINIA INTERNATIONAL TERMINALS Attention: Neal Dewing, Procurement Analyst *Bids and all other correspondence, including questions, shall be sent electronically to proposals@vit.org. All communication shall contain IFB VIT in the subject line followed by the Bidder s name. *Bids must be returned via directly to: proposals@vit.org no later than, November 27, 2017 at 2:00 p.m., local prevailing time. *Virginia International Terminals, LLC will not be responsible for delays in the delivery of bids. VIT s mail exchange server has a limit of 50 MB for incoming bids. Bidders need to be aware that their internet service provider (ISP) may have a maximum server limit less than 50 MB, which could hinder bids from being delivered to VIT. VIT will not be responsible for bids not received due to these limitations and no special consideration shall be given to such bids. It is the sole responsibility of the Bidder to ensure that its bid response reaches proposals@vit.org by the designated date and hour. *The Signed Response, Attachment A, Attachment B, Attachment C, Attachment D and any other literature/ documentation necessary for VIT to evaluate your response shall be returned.

3 ATTACHMENT A SPECIFICATIONS & BID FORM/PRICING SCHEDULE All pages of Attachment A and Attachment B shall be returned in order to be considered responsive. PROJECT: IFB BID #: TO: Perform construction services in accordance with the solicitation: Refer to Attachment C for further details VIT (Bids Due: 2:00 p.m.) Neal Dewing Procurement Analyst proposals@vit.org The undersigned bidder proposes to furnish the following in accordance with the contract documents, including any Addenda issued, for the prices quoted below. Company Name: DESCRIPTION (Furnish & Deliver) TOTAL PRICE 1. Provide all equipment, materials, services, transportation, fixtures and labor necessary to construct and complete the project as shown on the attached drawings. Final structure to be tested and approved to the satisfaction of the architects/owner before substantial completion. $ This Bid is subject to the provisions of the Virginia International Terminal, LLC Procurement and Surplus Property Manual and the General and the Special Terms and Conditions herein. In compliance with this Invitation for Bid and to all the conditions imposed herein, the undersigned bidder offers and agrees to furnish the goods/services at the price(s) indicated on the Bid Form. Your signature on this bid certifies your compliance to the Virginia International Terminal, LLC Procurement and Surplus Property Manual, the General Terms and Conditions, and the Special Terms and Conditions that are attached. I certify that the firm name given above is the true and complete name of the bidder and that the bidder is legally qualified to perform all work and provide the goods included in the scope of the Contract. Signature Legal Representative of Firm Printed Name Date

4 ATTACHMENT B PROOF OF AUTHORITY TO TRANSACT BUSINESS IN VIRGINIA (Submit with RFP/IFB) THIS FORM MUST BE SUBMITTED WITH YOUR PROPOSAL/BID, FAILURE TO INCLUDE THIS FORM MAY RESULT IN REJECTION OF YOUR PROPOSAL/BID Pursuant to Virginia Code an Offeror/Bidder organized or authorized to transact business in the Commonwealth pursuant to Title 13.1 or Title 50 of the Code of Virginia shall include in its proposal/bid the identification number issued to it by the State Corporation Commission ( SCC ). Any Offeror/Bidder that is not required to be authorized to transact business in the Commonwealth as a foreign business entity under Title 13.1 or Title 50 of the Code of Virginia or as otherwise required by law shall include in its proposal/bid a statement describing why the Offeror/Bidder is not required to be so authorized. If this bid for goods or services is accepted by VIT the undersigned agrees that the requirements of the Code of Virginia Section have been met. Please complete the following by checking the appropriate line that applies and providing the requested information. A. Offeror/Bidder is a Virginia business entity organized and authorized to transact business in Virginia by the SCC and such vendor s Identification Number issued to it by the SCC is. B. Offeror/Bidder is an out-of-state (foreign) business entity that is authorized to transact business in Virginia by the SCC and such vendor s identification Number issued to it by the SCC is. C. Offeror/Bidder does not have an Identification Number issued to it by the SCC such vendor is not required to be authorized to transact business in Virginia by the SCC for the following reason(s): Please attach additional sheets if you need to explain why such Offeror/Bidder is not required to be authorized to transact business in Virginia. Legal Name of Company (as listed on W-9) Legal Name of Offeror/Bidder Date Authorized Signature Print or Type Name and Title RETURN THIS PAGE WITH COPIES OF DOCUMENTATION

5 ATTACHMENT C Basis of Bid/ Additional Instructions/ Drawings Basis of Bid: Contractors shall provide a fixed price cost bid for this scope of work with a detailed breakdown of labor and materials. As part of the bid, Contractor shall demonstrate structural steel construction experience as well as experience in working in the Port while maintaining the Port s operations. Additionally, the Contractor shall submit the following, demonstrating how they intend to carry out the project: 1. Means and methods. 2. Names and credentials of key personnel. 3. Names and credentials of sub-contractor s key personnel 4. Proposed schedule and work plan. 5. Detailed description of procedures for particularly sensitive parts of the project. 6. Other information important to understanding the project and completing it successfully. Award will be based on an evaluation of low price, completeness of the package submitted, qualifications and ability to perform the work scoped and ability to complete the project under the time constraints defined herein. Additional Instructions: Items considered incidental work shall not be measured for payment or paid for as such unless specified as unit price by items on the bid form. Incidental items include but are not limited to the following: Bond and Insurance, daily cleanup, environmental protection, location of existing utilities, transporting and handling of materials/equipment, and storage of materials. The Contractor shall fully comply with all applicable security, safety, health and environmental requirements now in force and as amended from time to time while upon any restricted area and/or operational area owned by the Port of Virginia. Failure to comply may result in termination of the contract and removal of the Contractor. The projects will be located inside the restricted and secured perimeter of the terminal. All workers must enter through the designated security gate prior to beginning work each day, including water borne equipment personnel, and must also enter and exit site through location shown on the Drawings. Access to dock, container stack, and terminal is restricted. Contractor shall remain within designated access roadways, work area, and lay down areas. The Contractor shall notify Port Police not less than 24 hours prior to delivery of material and equipment. Any work being performed within the secured perimeter of the terminal shall require the Contractor s onsite employees and its onsite subcontractors and suppliers to be credentialed as follows: Federal government s Transportation Worker Identification Credential (TWIC) program; Port of Virginia s credentialing program; gate passes for all material and equipment entering and exiting site. The cost for obtaining credentials is the responsibility of the Contractor.

6 The required work will take place in and around ongoing operations. As such, the Contractor is required to coordinate ongoing construction activities with the Port. Weekly project status meetings will be held at VPA's main office. The Contractor will be required to provide a two-week look ahead at each meeting that will be used to coordinate with Operations. Site Visit: Each prospective Contractor will be allowed one site-visit prior to the due date. Site visits must be scheduled at least 24 hours prior to the visit. Contractor is responsible for setting up site visit. Contact: John Brady Zac Canody Port of Virginia Port of Virginia

7 VIRGINIA PORT AUTHORITY 512 Botetourt Street Norfolk, Virginia NIT STRADDLE CARRIER PLATFORM IMPROVEMENTS DRAWING CONTENTS MICHAEL J SCHNEKSER Lic No T1 A0.1 A1.1 A1.2 TITLE SHEET ARCHITECTURAL SPECIFICATIONS FLOOR PLANS AND SECTIONS SECTIONS AND DETAILS S0.0 S1.0 GENERAL NOTES FRAMING PLAN & SECTIONS CODE REFERENCES Construction Documents 18 October 2017 VICINITY MAP TYMOFF +MOSS ARCHITECTS ARCHITECTURE INTERIORS URBAN DESIGN 512 BOTETOURT STREET NORFOLK, VIRGINIA BRITT PETERS AND ASSOCIATES, INC. STRUCTURAL ENGINEERING 999 WATERSIDE DRIVE, SUITE 2202, NORFOLK, VA T1.0 Title Sheet VIRGINIA PORT AUTHORITY NIT Straddle Carrier Platform Improvements

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9 512 Botetourt Street Norfolk, Virginia MICHAEL J SCHNEKSER Lic No Construction Documents 18 October 2017 A1.1 Floor Plans and Sections VIRGINIA PORT AUTHORITY NIT Straddle Carrier Platform Improvements

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13 DGS CO-10.2 (Rev 12/07) Page 1 of 2 COMMONWEALTH OF VIRGINIA STANDARD BID BOND KNOW ALL MEN BY THESE PRESENTS: That, the Contractor ( Principal ) whose principal place of business is located at and ( Surety ) whose address for delivery of Notices is located at are held and firmly bound unto the Commonwealth of Virginia,, the Owner ( Obligee ) in the amount of five percent (5%) of the Amount (Total Base Bid plus all Additive Bid Items) Bid by Principal, for the payment whereof, Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has submitted a bid for NOW, THEREFORE, the conditions of this obligation are as follows. This Bid Bond shall guarantee that the Principal will not withdraw his bid during the period of thirty (30) days following the opening of bids; that if his bid is accepted, Principal will enter into a formal contract with the Owner in accordance with the Contract Between Owner and Contractor, Form CO-9, included as a part of the Invitation for Bids (IFB Documents); that Principal will submit a properly executed and authorized Standard Performance Bond and Standard Labor and Material Payment Bond on the forms included in the IFB documents; and that in the event of the withdrawal of said bid within said period, or failure to enter into said contract and give said bonds within ten (10) days after Principal has received notice of acceptance of his bid, Principal and Surety shall be jointly and severally liable to the Owner for the difference between the amount specified in said bid and such larger amount for which the Owner may contract with another party to perform the work covered by said bid, up to the amount of the bid guarantee. This amount represents the damage to the Owner of account of the default of the bidder in any particular thereof. The Surety represents to the Principal and to the Obligee that it is legally authorized to do business in the Commonwealth of Virginia.

14 DGS CO-10.2 (Rev 12/07) Page 2 of 2 Signed and sealed this day of Contractor / Principal (SEAL) Witness By: Typed Name: Title: Surety (SEAL) By: Attorney-in-Fact Typed Name: AFFIDAVIT AND ACKNOWLEDGEMENT OF ATTORNEY-IN-FACT COMMONWEALTH OF VIRGINIA (or alternatively, Commonwealth or State of ) CITY of I, the undersigned notary public, do certify that, whose name is signed to the foregoing bid bond in the amount of five percent (5%) of the Total Bid Amount and which names the Commonwealth of Virginia,, as Obligee, personally appeared before me today in the above jurisdiction and made oath that he/she is the attorney-infact of, a corporation which is the Surety in the foregoing bond, that he/she is duly authorized to execute on the above Surety s behalf the foregoing bond pursuant to the Power of Attorney noted above and attached hereto, and on behalf of the surety, he/she acknowledged the foregoing bond before me as the above Surety s act and deed. She/he has further certified that her/his Power of Attorney has not been revoked. [Complete if Power is recorded: Clerk s Office: ; Deed Book/Page No. or Instrument No.:.] Given under my hand this day of. My name (printed) is: My registration number is: My commission expires: Notary Public (SEAL)

15 DGS CO-10 (Rev 09/07) Page 1 of 5 COMMONWEALTH OF VIRGINIA STANDARD PERFORMANCE BOND KNOW ALL MEN BY THESE PRESENTS: That, the Contractor ( Principal ) whose principal place of business is located at and ( Surety ) whose address for delivery of Notices is located at are held and firmly bound unto the Commonwealth of Virginia,, the Owner ( Obligee ) in the amount of Dollars ($ ) for the payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Principal has by written agreement dated entered into a contract with Obligee for which contract (the "Contract") is by reference expressly made a part hereof; NOW THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if the Principal shall promptly and faithfully perform said Contract in strict conformity with the plans, specifications and conditions of the Contract, then this obligation shall be null and void; otherwise it shall remain in full force and effect. Provided, that any alterations which may be made in the terms of the Contract, or in the Work to be done under it, or the giving by the Obligee of any extension of time for the performance of the Contract, or any other alterations, extensions or forbearance on the part of either or both of the Obligee or the Principal to the other shall not in any way release the Principal and the Surety, or either of them, their heirs, executors, administrators, successors or assigns from their liability hereunder, notice to the Surety of any such alterations, extension, or forbearance being hereby waived. No action shall be brought on this bond unless brought within one year after: (a) completion of the Contract and all Work thereunder, including expiration of all warranties and guarantees, or (b) discovery of the defect or breach of warranty or guarantee if the action be for such. The Surety represents to the Principal and to the Obligee that it is legally authorized to do business in the Commonwealth of Virginia.

16 DGS CO-10 (Rev 09/07) Page 2 of 5 Signed and sealed this day of Contractor / Principal (SEAL) Witness By: Typed Name: Title: Surety (SEAL) By: Attorney-in-Fact Typed Name: AFFIDAVIT AND ACKNOWLEDGEMENT OF ATTORNEY-IN-FACT COMMONWEALTH OF VIRGINIA (or alternatively, Commonwealth or State of ) CITY of I, the undersigned notary public, do certify that, whose name is signed to the foregoing performance bond in the sum of and dated and which names the Commonwealth of Virginia,, as Obligee, personally appeared before me today in the above jurisdiction and made oath that he/she is the attorney-in-fact of, a corporation which is the Surety in the foregoing bond, that he/she is duly authorized to execute on the above Surety s behalf the foregoing bond pursuant to the Power of Attorney noted above and attached hereto, and on behalf of the surety, he/she acknowledged the foregoing bond before me as the above Surety s act and deed. She/he has further certified that her/his Power of Attorney has not been revoked. [Complete if Power is recorded: Clerk s Office: ; Deed Book/Page No. or Instrument No.:.] Given under my hand this day of. My name (printed) is: My registration number is: My commission expires: APPROVED: Attorney General/Designee Date Notary Public (SEAL)

17 DGS CO-10 (Rev 09/07) Page 3 of 5 Terms and Conditions of the Performance Bond 1 The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the prompt and faithful performance of the Construction Contract, which is incorporated herein by reference. 2 If the Contractor promptly and faithfully performs the Construction Contract in strict conformity with the plans, specifications and conditions of the Construction Contract, the Surety and the Contractor shall have no obligations under this Bond. 3 In the event of the Contractor's Default, and subsequent notification to the Surety pursuant to Section 41 of the General Conditions of the Construction Contract, the Surety shall, within fourteen (14) days of receipt of such notice, contact the Owner in writing, and arrange a meeting with the Owner to discuss methods of completing the Construction Contract. See paragraph 4, below, for the options to be discussed. If the Surety fails to arrange a meeting or fails to attend such meeting, the Surety shall be deemed to be in default on this Bond and the Owner may, at its sole discretion, take what measures it deems necessary to protect the Owner's interests, without further notice to the Surety, and the Owner shall be entitled to enforce any remedy available to the Owner under the Construction Contract or under Virginia law. 4 Within thirty (30) days after such meeting, during which time the Surety may investigate and otherwise analyze the project, and which period shall not toll any Construction Contract time periods nor operate as a waiver of any of the Owner's rights, the Surety shall, at its own expense, notify the Owner in writing that it is taking one of the following actions, which shall be acceptable to the Owner, at the Owner's sole discretion: 4.1 By written takeover agreement with the Owner, the Surety itself shall undertake to perform and complete the Construction Contract, which it may do through its licensed agents or through licensed independent contractors. If the Owner, at its sole discretion, consents, the Contractor may serve as the Surety's independent contractor (however, due to conflicts with the Virginia Public Procurement Act, the Owner may not directly contract with an otherwise qualified independent contractor produced by the Surety); or 4.2 The Surety may, if acceptable to the Owner and at the Owner's sole discretion, waive its right to perform and complete the Construction Contract, and with reasonable promptness under the circumstances: Pay to the Owner all amounts for which it may be liable to the Owner as surety on this Performance Bond, including the damages described in paragraph 6 below; or Deny liability, in whole or in part, and provide written notice thereof to the Owner, citing reasons therefor.

18 DGS CO-10 (Rev 09/07) Page 4 of 5 5 If, after the meeting described in paragraph 4, above, the Surety does not proceed with reasonable promptness with one of the options provided in subparagraphs 4.1 or 4.2 (including its subparts), above, the Owner may send additional written notice to the Surety demanding that the Surety perform its obligations under the Bond. If the Surety does not proceed to perform its obligations under the Bond within fifteen (15) days after receipt of said notice, the Surety shall be deemed to be in default on this Bond. Thereafter, the Owner shall be entitled to enforce any remedy available to the Owner under the Bond, the Construction Contract or Virginia law. If the Surety proceeds as provided in Subparagraph 4.2, and the Surety and the Owner are unable to agree as to the amount for which the Surety may be liable to the Owner, or if the Surety has denied liability, in whole or in part, the Owner, without further notice, shall be entitled to enforce any remedy available to the Owner under the Bond, the Construction Contract or Virginia law. In such event, the Owner may immediately proceed to complete the work in any manner authorized by law. 6 After the Owner has terminated the Contractor s right to complete the Construction Contract, and if the Surety elects to act under Subparagraph 4.1 or 4.2.1, above, then the responsibilities of the Surety to the Owner shall not be greater or less than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than or less than those of the Owner under the Construction Contract. To the limit of the amount of this Bond, plus the increased cost of any change orders under the Construction Contract, provided the Owner commits the balance of the Construction Contract Price to the prompt and faithful completion of the Construction Contract, the Surety is obligated without duplication for: 6.1 The responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; 6.2 Additional legal, design professional and delay costs resulting from the Contractor s Default, and resulting from the actions or failure to act of the Surety under Paragraph 4; and 6.3 Liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. The Owner, at its sole discretion, may waive its claim to delay costs and/or liquidated damages. 7 The Surety shall not be liable to the Owner for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner, its officers, agencies, administrators, successors or assigns. 8 The Surety hereby waives notice of any changes, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. The Surety understands and agrees that the penal amount of the bond shall be increased or decreased by any changes to time and amount incorporated into any Change Orders.

19 DGS CO-10 (Rev 09/07) Page 5 of 5 9 Any proceeding by the Owner, legal or equitable, under this Bond may be instituted in any Virginia state court of competent jurisdiction, as permitted under Section 8 of the General Conditions of the Construction Contract and Virginia Code and , or by the Contractor or Surety, as permitted under the Construction Contract or under Virginia law. 10 Notice to the Surety shall be mailed or delivered to the address shown on the Standard Performance Bond in the space for Surety address for delivery of Notices 11 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. The intent is that this Bond shall be construed as a statutory bond and not as a common law bond when furnished to comply with statutory requirements. 12 DEFINITIONS 12.1 Balance of the Construction Contract Price: The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract Construction Contract: The agreement between the Owner and the Contractor identified on first page of the Standard Performance Bond, DGS , CO-10, including all Construction Contract Documents and duly executed modifications and change orders thereto Contractor Default: Failure of the Contractor, as defined under Section 41 of the General Conditions to the Construction Contract, which has neither been remedied, as permitted under Section 41 at the Owner's sole discretion, nor expressly waived by the Owner, to perform or otherwise to comply with the terms of the Construction Contract. 13 Nothing in these General Conditions shall prevent a surety from becoming involved in the Construction Contract prior to termination, upon notice from the Owner of the Contractor's failure to promptly and faithfully perform the Construction Contract in strict conformity with the plans, specifications and conditions of the Construction Contract.

20 DGS CO-10.1 (Rev 09/07) Page 1 of 3 COMMONWEALTH OF VIRGINIA STANDARD LABOR AND MATERIAL PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: That, the Contractor ( Principal ) whose principal place of business is located and ( Surety ) whose address for delivery of Notices is located at are held and firmly bound unto the Commonwealth of Virginia,, the Owner ( Obligee ) in the amount of Dollars ($ ) for the payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Principal has by written agreement dated entered into a contract with Obligee for which contract (the "Contract") is by reference expressly made a part hereof; NOW THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if the Principal shall promptly make payment to all claimants as hereinafter defined, for labor performed and material furnished in the prosecution of the Work provided for in the Contract, then this obligation shall be void; otherwise it shall remain in full force and effect, subject, however, to the following conditions. The Principal and Surety, jointly and severally, hereby agree with Obligee as follows: 1. A claimant is defined as one having a direct contract with the Principal or with a subcontractor of the Principal for labor, material, or both for use in the performance of the Contract. A ''subcontractor'' of the Principal, for the purposes of this bond only, includes not only those subcontractors having a direct contractual relationship with the Principal, but also any other contractor who undertakes to participate in the Work which the Principal is to perform under the aforesaid Contract, whether there are one or more intervening subcontractors contractually positioned between it and the Principal (for example, a subcontractor). ''Labor'' and ''material'' shall include, but not be limited to, public utility services and reasonable rentals of equipment, but only for periods when the equipment rented is actually used at the work site. 2. Subject to the provisions of paragraph 3, any claimant who has performed labor or furnished material in accordance with the Contract documents in the prosecution of the Work provided in the Contract, who has not been paid in full therefor before the expiration of ninety (90) days after the day on which such claimant performed the last of such labor or furnished the last of such materials for which he claims payment, may bring an action on this bond to recover any amount due him for such labor or material, and may prosecute such action to final judgment and have execution on the judgment. The Obligee need not be a party to such action and shall not be liable for the payment of any costs, fees or expenses of any such suit. 3. Any claimant who has a direct contractual relationship with any subcontractor of the Principal from whom the Principal has not required a subcontractor payment bond, but who has no contractual relationship, express or implied, with the Principal, may bring an action on this bond only if he has given written notice to the Principal within one hundred eighty (180) days from the day on which the claimant performed the last of the labor or furnished the last of the materials for which he claims payment, stating with substantial accuracy the amount claimed and the name of the person for whom the Work was performed or to whom the material was furnished. Notice to the Principal shall be served by registered or certified mail, postage prepaid, in an envelope addressed to the Principal at any place where his office is regularly maintained for

21 DGS CO-10.1 (Rev 09/07) Page 2 of 3 the transaction of business. Claims for sums withheld as retainages with respect to labor performed or materials furnished shall not be subject to the time limitations stated in this paragraph No suit or action shall be commenced hereunder by any claimant. a. Unless brought within one year after the day on which the person bringing such action last performed labor or last furnished or supplied materials, it being understood, however, that if any limitation embodied in this bond is prohibited by any law controlling the construction hereof, the limitation embodied within this bond shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by such law. b. Other than in a Virginia court of competent jurisdiction, with venue as provided by statute, or in the United States District Court for the district in which the project, or any part thereof is situated. 5. The amount of this bond shall be reduced by and to the extent of any payment or payments made in good faith hereunder.

22 DGS CO-10.1 (Rev 09/07) Page 3 of 3 Signed and sealed this day of Contractor / Principal (SEAL) Witness By: Typed Name: Title: Surety (SEAL) By: Attorney-in-Fact Typed Name: AFFIDAVIT AND ACKNOWLEDGEMENT OF ATTORNEY-IN-FACT COMMONWEALTH OF VIRGINIA (or alternatively, Commonwealth or State of ) CITY of I, the undersigned notary public, do certify that, whose name is signed to the foregoing labor and material payment bond in the sum of and dated and which names the Commonwealth of Virginia,, as Obligee, personally appeared before me today in the above jurisdiction and made oath that he/she is the attorney-infact of, a corporation which is the Surety in the foregoing bond, that he/she is duly authorized to execute on the above Surety s behalf the foregoing bond pursuant to the Power of Attorney noted above and attached hereto, and on behalf of the surety, he/she acknowledged the foregoing bond before me as the above Surety s act and deed She/he has further certified that her/his Power of Attorney has not been revoked. [Complete if Power is recorded: Clerk s Office: ; Deed Book/Page No. or Instrument No.:.] Given under my hand this day of. My name (printed) is: My registration number is: My commission expires: APPROVED: Notary Public (SEAL) Attorney General/Designee Date

23 EXHIBIT A GENERAL TERMS AND CONDITIONS A. B. C. D. E. F. G. H. I. J. K. L. M. N. O. P. Q. R. S. T. U. V. W. X. Y. Z. AA. BB. CC. DD. EE. FF. GG. HH. II. JJ. KK. Advertising Anti-Discrimination Antitrust Applicable Laws and Courts Assignment and Subcontracting Audit Authorization to Conduct Business In The Commonwealth Availability of Funds Bid Acceptance Period Bid Price Currency Changes to the Contract Clarification of Terms Confidential Relationship Debarment Status Default Drug Free Workplace Policy Statement Ethics in Contracting Force Majeure General Relationship Immigration Reform and Control Act of 1986 Indemnification Mandatory Use of Form and Terms and Conditions of IFBs New Features No Oral Modifications To The Contract Operating Authority and Credentials Payment Terms Precedence of Terms Prime Contractor Responsibilities Procurement and Surplus Property Manual Qualifications of Bidders Representations Strict Loyalty Subcontracts Superseding Effect Taxes Termination and Suspension Termination for Convenience

24 GENERAL TERMS AND CONDITIONS A. Advertising: The Contractor shall give no indication of the sale and/or the provision of services to the VIT in product literature or advertising without the advance written consent of the VIT. B. Anti-Discrimination: By entering into a Contract, the Contractor certifies to the Virginia International Terminals that it will, where applicable, conform to the provisions of the Federal Civil Rights Act of 1964, as well as the Virginia Fair Employment Contracting Act of 1975, the Virginians With Disabilities Act, and the Americans With Disabilities Act, all of which as may be amended from time to time. In every contract over $10,000 the following provisions apply: 1. During the course of this Contract, the Contractor agrees that: a. The Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex or national origin, or disabilities, except where religion, sex or national origin is a bona fide occupational qualification reasonably necessary to the normal operation of the Contractor. The Contractor will post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of the nondiscrimination clause. b. The Contractor, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, will state that such Contractor is an equal opportunity employer. c. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting these requirements. 2. The Contractor will include the provisions of 1. Above in every subcontract or purchase order over $10,000, so that the provisions will be binding upon each subcontractor or vendor. C. Antitrust: By entering into a contract, the Contractor conveys, sells, assigns, and transfers to the Virginia International Terminals all rights, title and interest in and to all causes of the action, it may now have or hereafter acquire, under the antitrust laws of the United States and the Commonwealth of Virginia, relating to the particular goods or services purchased or acquired by the Virginia International Terminals under said contract. D. Applicable Laws and Courts: This solicitation and any resulting Contract shall conclusively be deemed to have been prepared, executed and entered into in the Commonwealth of Virginia, and any Contract resulting there from, including its formation, operation, and performance, shall be governed, construed, performed and enforced in accordance with the substantive laws of the Commonwealth of Virginia. Without limiting the generality of the foregoing, the United Nations Convention on Contracts for the International Sales of Goods shall not apply to this solicitation or any resulting Contract or to any of the transactions contemplated under any

25 such Contract. Any litigation with respect to such Contract shall be brought in the courts of the Commonwealth of Virginia. E. Assignment and Subcontracting: Any Contract awarded or any interest thereunder shall not be assigned, subcontracted, or transferred, in whole or in part, by the Contractor without the prior written consent of the VIT. The Contractor shall not assign any monies due or to become due to him, without the prior written consent of the VIT. No assignment shall relieve the Contractor from its obligations under the Contract. F. Audit: The Contractor hereby agrees to keep adequate records of any direct labor costs and all other costs of the performance of this Contract and to retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited by the Commonwealth of Virginia, whichever is sooner. The VIT, its authorized agents, and/or State auditors shall have full access to, and the full right to examine, any of said materials during said period. G. Authorization to Conduct Business In The Commonwealth: A contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 of the Code Virginia or as otherwise required by law. Any business entity described above that enters into a contract with the VIT shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time during the term of the contract. A public body may void any contract with a business entity if the business entity fails to remain in compliance with the provision of this section. H. Availability of Funds: It is understood and agreed between the parties herein that the agency shall be bound hereunder only to the extent of the funds available or which may hereafter become available for the purpose of this agreement. I. Bid Acceptance Period: Any bid resulting from this solicitation shall be valid for ninety (90) days. At the end of the ninety (90) days, the bid may be withdrawn at the written request of the Offeror. If the bid is not withdrawn at that time, it remains in effect until an award is made or the solicitation is canceled. J. Bid Price Currency: Unless stated otherwise in the solicitation, bidders shall state bid prices in US dollars. K. Changes to the Contract: Changes can be made to the Contract in any one of the following ways: 1. The VIT may order changes within the general scope of the Contract at any time by written notice to the Contractor. Changes within the scope of the Contract include, but are not limited to, things such as the method of packing or shipment, the place of delivery or installation, and changes in the specifications, including drawings and

26 designs. The Contractor shall comply with the notice upon receipt. The Contractor shall be compensated for any additional costs incurred as the result of such order and shall give the VIT a credit for any savings. Said compensation shall be determined by one of the following methods: a) By mutual agreement between the parties in writing; or b) By agreeing upon a unit price or using a unit price set forth in the Contract, if the work to be done can be expressed in units, and the Contractor accounting for the number of units of work performed, subject to the VIT's right to audit the Contractor's records and/or to determine the correct number of units independently; or c) By ordering the Contractor to proceed with the work and to keep a record of all costs incurred and savings realized. A markup for overhead and profit may be allowed if provided by the Contract. The same markup shall be used for determining a decrease in price as the result of savings realized. The Contractor shall present the VIT with all vouchers and records of expenses incurred and savings realized. The VIT shall have the right to audit the records of the Contractor as it deems necessary to determine costs or savings. Any claim for an adjustment in price under this provision must be asserted by written notice to the VIT within thirty (30) days from the date of receipt of the written order from the VIT. If the parties fail to agree on an amount of adjustment, the question of an increase or decrease in the Contract price or time for performance shall be resolved in accordance with the procedures for resolving disputes provided by the Disputes Clause of this Contract or, if there is none, in accordance with the disputes provisions of the VIT Purchasing and Surplus Property Manual. Neither the existence of a claim or a dispute resolution process, litigation or any other provision of this Contract shall excuse the Contractor from promptly complying with the changes ordered by the VIT or with the performance of the Contract generally. 2. The parties may agree in writing to modify the scope of the Contract. Any increase or decrease in the price of the Contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the Contract. Notwithstanding any other provisions of the Contract or any document referenced therein, the VPA s Sr. Director of Contracts & Real Estate is the only individual authorized to make changes in or redirect the work required by the Contract. If VPA s approval is required under the terms of the Contract, it shall be construed to mean the approval of VPA s Sr. Director of Contracts & Real Estate. In the event the Contractor effects any change at the direction of any other person, the change shall be considered as having been made without authority, and no adjustment shall be made in the Contract price or delivery schedule as a result thereof. L. Clarification of Terms: If any prospective Offeror has questions about the specifications or other solicitation documents, the prospective Offeror should contact the VPA s Sr. Director of Contracts & Real Estate. Any revisions to the solicitation will be made only by addendum issued by the Sr. Director of Contracts & Real Estate.

27 M. Confidential Relationship: The Contractor shall keep in strictest confidence, and treat as proprietary to both VIT and its operating affiliate, Virginia International Terminals, LLC, all information that may be acquired in connection with, or as a result of, this Contract. During the term of the Contract and at all times thereafter, the Contractor shall not, without the prior written consent of VPA, publish, communicate, divulge, or use (except in the performance of the Contract itself) any such information unless it is in the public domain. N. Debarment Status: By submitting their bids/proposals, Offerors certify that they are not currently debarred from submitting bids or proposals on Contracts by any public entity within or without the United States, nor are they an agent of any person or entity that is so debarred. O. Default: In case of failure to deliver goods or services in accordance with the Contract terms and conditions, the VIT, after due oral or written notice, may procure them from other sources and hold the Contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the VPA may have. P. Drug Free Workplace Policy Statement: The Contractor acknowledges and certifies that he understands that the following acts by the Contractor, his employees, and/or agents performing services on state property are prohibited: The unlawful manufacture, distribution, dispensing, possession or use of alcohol or other drugs; and Any impairment or incapacitation from the use of alcohol or other drugs (except the use of drugs for legitimate medical purposes). The Contractor further acknowledges and certifies that he understands that a violation of these prohibitions constitutes breach of contract and may result in default action being taken by the VPA in addition to any criminal penalties that may result from such conduct. Q. Ethics in Contracting: By submitting their bids/proposals, Offerors certify that their proposals are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other Offeror, supplier, manufacturer or subcontractor in connection with their proposal, and that they have not conferred on any employee of VIT, any payment, loan, service, or any other thing of whatever nature, of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged. R. Force Majeure Unexpected or uncontrollable events, including those caused by nature that can impact the contracts price, terms and conditions. These events are not due to contractor negligence and may excuse contractor performance during the events and under certain conditions caused by them. Acts of God or disruptive conditions for which a contractor or carrier will not be held responsible. S. General Relationship:

28 In all matters relating to this Contract, the Contractor shall be acting as an independent contractor. Neither the Contractor nor employees of the Contractor are employees of VIT under the meaning or application of any federal or state unemployment or insurance laws or workers compensation laws, or otherwise. The Contractor shall assume all liabilities or obligations imposed by any one or more of such laws with respect to employees of Contractor in the performance of this Contract. The Contractor shall not have any authority to assume or create any obligation, express or implied, on behalf of VIT, and the Contractor shall have no authority to represent itself as an agent, employee, or in any other capacity of VIT. T. Immigration Reform and Control Act of 1986: By submitting their bid/proposal, Offerors certify that they do not and will not, during the performance of this contract, employ illegal alien workers or otherwise violate the provisions of the Federal Immigration Reform and Control Act of U. Indemnification: The Contractor agrees to indemnify, defend and hold harmless the Commonwealth of Virginia, the Virginia Port Authority, Virginia International Terminals, LLC, and their officers, agents, and employees from any claims, damages and actions on account of bodily injury (including sickness and death) or damage to property, whether at law or in equity, arising from or caused by the use of any materials, goods, equipment, or services of any kind or nature furnished by the Contractor except to the extent that such liability is caused by or is attributable to the sole negligence of the Commonwealth of Virginia, the Virginia Port Authority, or Virginia International Terminals, LLC. V. Mandatory Use of Form and Terms and Conditions of IFBs: Failure to submit a bid on the official Virginia International Terminals form (Transmittal Page) provided for that purpose may be a cause for rejection of the bid. Modification of or additions to the General Terms and Conditions of the solicitation may be cause for rejection of the bid; however, the Virginia International Terminals reserves the right to decide, on a case-by-case basis, in its sole discretion, whether to reject such a bid. W. New Features: In the event Contractor, prior to completion of the work hereunder and whether or not in connection with the performance of such work, develops (1)any improvement in the work called for by the Contract which is not incorporated in the work to be performed, or (2) any alternative or improved method of accomplishing the work under the Contract, which is not employed in the performance thereof, Contractor shall promptly give notice in writing to VIT of any such improvement or method. The notice shall include a general description sufficient to show the relationship of it to the work under the Contract and a statement giving the Contractor s best appraisal as to the prospective effect or influence that such improvement or method would have on the work required under the Contract if such improvement or method were incorporated as a requirement herein. Any savings or additional costs caused by any improvement or alteration requested or ordered by VIT shall be determined in accordance with item L, Changes to the Contract. X. No Oral Modifications To The Contract:

29 No modification of, or addition to, the provisions of the Contract shall be effective unless reduced to writing and signed by the parties to the Contract. Y. Operating Authority And Credentials: Wherever and whenever during the course of performing any work under this Contract, the Contractor will ensure that all vehicles utilized to accomplish the terms of the Contract are properly titled, registered, plated and have the required operating authority and credentials in accord with the Code of Virginia. Z. Payment Terms: Invoices for items ordered, delivered and accepted shall be submitted by the Contractor directly to Virginia International Terminals Attention Accounts Payable, 1431 Terminal Boulevard, Norfolk, VA all invoices shall show the VPA Contract number; social security number (for individual contractors) or the federal employer identification number (for proprietorships, partnerships, and corporations.) Any payment terms requiring payment in less than 30 days will be regarded as requiring payment 30 days after invoice or delivery, whichever occurs last. This shall not affect offers of discounts for payment in less than 30 days, however. AA. Precedence Of Terms: The following descending order of precedence shall govern in the event of a conflict between the documents of the Contract entered into pursuant to this solicitation. (a) (b) (c) (d) Articles of the Contract Exhibit A, General Terms & Conditions Exhibit B, Special Terms & Conditions Exhibit C, Contractor s Bid If any discrepancy, ambiguity, divergence, inconsistency, deficiency, design or construction impracticality, or omission from, in or among any of the above documents is found, notice shall immediately be given by the party finding the same to the other party, specifying the discrepancy, ambiguity, divergence, inconsistency, deficiency, design or construction impracticality or omission, and the VPA shall issue instructions in regard thereto; provided, however, no such matter shall vitiate or impair the obligations of the Contractor under the Contract. No instruction given by the VPA under this clause shall amount to a change to the Contract, and the Contractor shall not be entitled to any extension of time or extra payment in respect thereof; the cost of implementing the instruction shall be deemed to be included in the Contract price. BB. Prime Contractor Responsibilities: The Contractor shall be responsible for completely supervising and directing the work under this Contract and all subcontractors that it may utilize with the prior written consent of VIT, using its best skill and attention. Subcontractors who perform work under this Contract shall be responsible to the prime Contractor. The Contractor agrees that it is as fully responsible for the acts and omissions of its subcontractors as it is for the acts and omissions of its own employees. CC. Procurement and Surplus Property Manual: