DEQ STANDARD CONTRACT
Exhibit
10.2
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I.
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DEFINITIONS
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A.
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DEPARTMENT
shall mean the Department of Environmental Quality of Idaho, any division,
section, office, unit, or other entity of that DEPARTMENT, or any of the
officers or other officials lawfully representing that
DEPARTMENT.
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B.
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CONTRACTOR
shall mean that individual, partnership, corporation, or other entity
performing services under this CONTRACT. It shall include any
subcontractor retained by the prime CONTRACTOR as permitted under the
terms of this CONTRACT. It shall mean acting in an independent capacity,
not as an officer, employee, or agent of the DEPARTMENT. It shall mean one
who can provide the same or similar services to individuals or entities
other than the DEPARTMENT.
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C.
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CONTRACTING
OFFICER shall mean that person appointed by the DEPARTMENT to administer
this CONTRACT on behalf of the DEPARTMENT. The term includes, except as
otherwise provided in this CONTRACT, an authorized representative of the
CONTRACTING OFFICER acting within the scope of his/her
authority.
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D. CONTRACT
shall mean the originally negotiated and executed CONTRACT
(including
Riders
and Appendices), any negotiated and executed AMENDMENT to this contract and/or
any TASK ORDER negotiated, executed and implemented pursuant to provisions of
this contract.
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II.
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RELATION
OF PARTIES
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A.
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The
parties intend to establish an Independent Contractor/Principal
relationship by this contract.
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1.
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CONTRACTOR
certifies that they are an Independent Contractor, and as an Independent
Contractor will file all required forms and make the necessary payments
appropriate to his Independent Contractor tax
status.
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2.
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CONTRACTOR
acknowledges that their status as an Independent Contractor complies with
26CFR31.3121 (c-2) Internal Revenue
Code.
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B.
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The
department is interested only in the quality of services provided and the
final results to be achieved; the conduct and control of the worker will
lie solely with the CONTRACTOR.
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C.
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The
CONTRACTOR is not to be considered an agent or employee of the DEPARTMENT
for any purpose, and neither the CONTRACTOR nor their employees are
entitled to any benefits of employment provided by the DEPARTMENT to its
employees.
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D.
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It
is understood that the DEPARTMENT does not agree to use CONTRACTOR
exclusively, and that CONTRACTOR is free to contract to perform similar
services for other parties while under contract to the Department, so long
as there is no interference with the performance of this
Contract.
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III. TERMINATION
FOR CONVENIENCE
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A.
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The
DEPARTMENT or CONTRACTOR may cancel this Contract at any time with or
without cause upon thirty (30) days' written notice to the other party,
and specifying the date of
termination.
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B.
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Cancellation
of the Contract by either party shall terminate the obligations or
liabilities of the parties, except that the obligations or liabilities
incurred prior to the termination date shall be
honored.
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IV. TERMINATION
FOR DEFAULT
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A.
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CONTRACTOR
default occurs if the CONTRACTOR fails to perform any of the covenants or
conditions of this Contract; and the CONTRACTOR does not cure such defects
in performance within ten (10) days after receipt of any written notice
from the CONTRACTING OFFICER informing the CONTRACTOR of such defects in
performance.
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B.
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Upon
default, the DEPARTMENT may cancel this Contract without any notice and
may pursue any and all legal, equitable, and other remedies available to
the DEPARTMENT.
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C.
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If
termination for default is effected by the DEPARTMENT, an equitable
adjustment in the price provided in this CONTRACT shall be made,
but:
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1.
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The
DEPARTMENT shall withhold any uncommitted funds for work not
performed;
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2.
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No amount shall be
allowed for anticipated profit on unperformed services or other work;
and
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3.
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Any
payment due the CONTRACTOR at the time of termination may be adjusted to
cover any additional costs to the DEPARTMENT because of the CONTRACTOR'S
default.
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D.
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If
termination for default is effected by the CONTRACTOR, or if termination
for convenience is effected by the DEPARTMENT, the equitable adjustment
shall include a reasonable profit for services or other work performed.
The equitable adjustment for any termination shall provide for payment to
the CONTRACTOR for services rendered and expenses incurred prior to the
termination, in addition to termination settlement costs reasonably
incurred by the CONTRACTOR relating to commitments which had become firm
prior to the termination.
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D.
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Upon
receipt of a termination action under paragraphs A. o:r B. above, the
CONTRACTOR shall:
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1. Promptly
discontinue all affected work (unless the notice directs otherwise);
and
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2.
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Deliver
or otherwise make available to the DEPARTMENT all data, drawings,
specification, reports, estimates, summaries and such, other information
and materials as may have been accumulated by the CONTRACTOR in performing
this CONTRACT, whether completed or in
process.
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F.
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Upon
termination under paragraphs A. or B. above, the DEPARTMENT may take over
the work and may award another party a contract to complete the work under
this CONTRACT.
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G.
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If,
after termination for default of the CONTRACTOR to fulfill contractual
obligations, it is determined that the CONTRACTOR had not failed to
fulfill contractual obligations,
the
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termination
shall be deemed to have been for the convenience of the DEPARTMENT. In such
event, adjustment of the CONTRACT compensation shall be made as provided above
in paragraph D.
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H.
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In
the event of legal action, the prevailing party shall be reimbursed for
any and all expenses that are incurred as a result of the default
including, but not limited to, legal fees, and losses incurred due to
default.
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V.
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ADDITIONAL
PROVISIONS
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Additional
provisions, if any, are incorporated by reference on the cover sheet of this
contract.
IV. INDEMNIFICATION
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A.
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The
CONTRACTOR shall indemnify, defend, and save harmless the STATE OF IDAHO,
and the DEPARTMENT, its officers, agents, and employees, from and against
all liability, claims, damages, losses, expenses, actions, and suits
whatsoever, including injury or death of others or any employee of the
CONTRACTOR or subcontractor caused by or arising out of the CONTRACTOR'S
negligent performance, act, or omission of any term of this
Contract.
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B.
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The
DEPARTMENT shall indemnify, defend and save harmless the CONTRACTOR, its
officers, agents, employees and subcontractors from and against all
liability, claims, damages, losses, expenses, actions and suits
whatsoever, including injury or death of others or any employee of the
DEPARTMENT to the extent caused by or arising out of the DEPARTMENT'S
negligent performance, act or omission of any term of this CONTRACT.
Nothing in this provision shall extend the liability of the: DEPARTMENT
beyond that provided in the Idaho Torts Claim Act, Idaho Code 6-901
et.seq.
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C.
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As
an Independent Contractor, CONTRACTOR is responsible for all
employee-related benefits, such as paid leaves and health insurance, and
withholding and payment of
F.I.C.A.,
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F.U.T.A.,
and income taxes for Federal and State purposes. The DEPARTMENT shall not be
responsible for these employee related benefits and tax items, and shall be
indemnified and held harmless from any liability, cost or expenses, including
any interest, penalties and attorney's fees, that may be connected with the
CONTRACTOR'S failure to provide or pays such items.
VII. ASSIGNMENT
AND SUBCONTRACTING
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A.
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This
CONTRACT is to be binding on the heirs, successors and assigns of the
parties hereto and is not to be assigned by either party without first
obtaining the written consent of the other. No assignment of this CONTRACT
shall be effective until the assignee assumes in writing the obligations
of the assigning party, and delivers such written assumption to the other
original party to this CONTRACT. Use of SUBCONTRACTORS by the CONTRACTOR,
or subsidiary or affiliate firms of the CONTRACTOR, for technical or
professional services shall not be considered an assignment of a portion
of this CONTRACT.
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B. The
parties agree that no services required under this CONTRACT may be performed
under SUBCONTRACT
unless both parties agree in writing.
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C.
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Approved
subcontracts will contain all appropriate Federal and State requirements
and such conditions and provisions as the DEPARTMENT may deem
necessary.
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A.
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The
CONTRACTOR understands and agrees to assume sole
responsibility for the satisfactory performance of all subcontractors and
subcontracted services.
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VIII.
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ACCOUNTING,
AUDITING, RECORDS RETENTION AND ACCESS TO
RECORDS
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A.
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The
CONTRACTOR shall maintain books, records, documents and other evidence
directly pertinent to performance of EPA funded work under this CONTRACT
in accordance with generally accepted accounting principles and practices
consistently applied, and in accordance with 40 CFR 31.36(i)(l0) and (1
1), in effect on the date this CONTRACT is signed by both parties. Records
shall be retained for a period of three (3) years after final payment is
made and all other pending matters are closed. If any litigation, claim,
negotiation, audit or other action involving the records has been started
before the expiration of the three-year period, the records must be
retained until completion of the actions and resolution of all issues
which arise from it, or until the end of the regular three-year period,
whichever is later.
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The
CONTRACTOR shall also maintain financial information and data used in the
preparation or support of the cost submission required under 40 CFR 31.22 (for
negotiation of this CONTRACT), or negotiated change order, and a copy of the
cost summary submitted to the DEPARTMENT. The CONTRACTOR will obtain written
approval from the DEPARTMENT prior to disposal of any records. The U.S. EPA, the
Comptroller General of the United States, the U.S. Department of Labor, the
DEPARTMENT, any other agency of the State of Idaho or any of their authorized
representatives, shall have access to all such books, records, documents and
other evidence for purposes of inspection, audit and copying during
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normal
business hours.
The
CONTRACTOR will provide proper facilities for such access and inspection. This
CONTRACT may be terminated upon any refusal of the CONTRACTOR to allow access to
the records as described above.
B. Audits
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1.
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Audits
conducted under this Section shall be in accordance with generally
accepted auditing standards and established procedures and guidelines of
any reviewing or audit agency(s).
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2.
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The
DEPARTMENT'S monitoring and audit efforts shall include activities aimed
at: (1) assessment of agreement operation at a given point in time; (2)
comparison of actual performance versus established performance standards;
(3) identification of agreement accomplishments and/or deficiencies in
operation and administration; and (4) evaluation of agreement results,
benefits and impact upon project objectives. The DEPARTMENT shall have the
right to evaluate both the management and financial systems of the
CONTRACTOR to ascertain that there is compliance with all of the
provisions contained in this contract. In determining the adequacy of
these systems, the DEPARTMENT shall utilize internal staff or arrange for
an independent certified public accounting firm: (a) survey the
CONTRACTOR'S system to obtain information through discussion, inquiry and
observation of what the system is stated to be; (b) appraise the adequacy
of the system in terms of standards prescribed herein; )c) select a number
of transactions and trace them through the records to ascertain whether
the system is actually followed and is effective; and (d) interview
CONTRACTOR'S staff members to determine management and organizational
needs.
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C.
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The
CONTRACTOR agrees to disclose all information and reports resulting from
access to records under paragraph A. and B. of this Section to any of the
agencies referred to in paragraph
A.
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D.
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Access
to records is not limited to the required retention periods. The
authorized agencies designated in paragraph A of this Section shall have
access to records at any reasonable time for as long as the records are
maintained.
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E.
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This
section applies to all records pertaining to this CONTRACT, TASK ORDERS,
CHANGE ORDERS and AMENDMENTS:
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1. To
the extent the records pertain directly to performance of this
CONTRACT;
2. If
there is any indication that fraud, gross abuse or corrupt practices may he
involved; or
3. If
the CONTRACT is terminated for default or for convenience.
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▇.
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The
CONTRACTOR agrees to account for all expenditures under this CONTRACT in
accordance with generally accepted accounting principles, a cash or
accrual method of accounting in accordance with 40 CFR 31.41 and to comply
with the cost principles contained in 40 CFR 31.22 to determine allowable
costs.
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G.
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It
is understood and agreed that in case of the termination of the existence
of the CONTRACTOR by bankruptcy or any other reason, that all records in
the CONTRACTOR'S possession, program and fiscal, relating to this CONTRACT
shall become the property of the
DEPARTMENT.
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H.
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PROPERTY
MANAGEMENT
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The
CONTRACTOR must comply with the property management requirements set forth in 40
CFR 35.6335 through 40 CFR 35.6400, where applicable. The CONTRACTOR will submit
property inventory reports on an annual basis by January 1 of each year, when
the property is no longer needed and within 90 days from the end of the contract
period. The CONTRACTOR must comply with the requirements for inventory reports
set forth in 40 CFR 35.6660, where applicable.
Inventory reports must include the
following:
a. Description of
property;
b. Manufacturer's serial number, model
number or other identification number;
c. Source, including the assistance
identification number;
d. Unit acquisition date and cost;
and
e.
Location, use and condition (by site and activity) and the date this information
was recorded.
IX.
PROJECT ASSESSMENT AND CORRECTIVE ACTION
The
CONTRACTOR will maintain an ongoing analysis of project performance as it
relates to project goals and objectives. Whenever the CONTRACTOR. determines
that goals are not being met as specified in the CONTRACT, the CONTRACTOR will
develop a corrective action plan to meet those goals. On a monthly basis, the
CONTRACTOR will be required to submit a report of the corrective action taken or
planned. Unless otherwise specified in the statement of work in an AMENDMENT or
TASK ORDER, the report will be due no later than the 10th of the following
month.
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X. CONFIDENTIALITY
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A.
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Where
applicable, such as in the event of litigation, the CONTRACTOR shall not
provide, disclose or reveal data, field notes, log books, photographs,
computer stored information, drawings, specifications, reports, estimates,
summaries or any other information or records including originals, copies,
drafts, abstracts or information in any form generated or otherwise
obtained in the performance of its responsibilities under this CONTRACT to
any party other than the DEPARTMENT except upon compulsion by subpoena or
other legal process. The CONTRACTOR shall provide prompt notice of service
to the DEPARTMENT. The CONTRACTOR is not responsible for any of the above
which may previously have been placed in the public domain. The DEPARTMENT
will inform the CONTRACTOR in writing by certified mail when this clause
is being invoked and what specific materials are considered
confidential.
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B.
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All
such materials shall be the property of the DEPARTMENT and shall be
returned to the DEPARTMENT within eighty (80) days of expiration or
termination of the CONTRACT or upon written demand of the
DEPARTMENT.
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C.
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The
CONTRACTOR shall require all SUBCONTRACTORS to comply with Subsection IX.A
of this Contract by explicit reference or provision in each
SUBCONTRACT.
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XI.
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APPROPRIATION
BY LEGISLATURE REQUIRED
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It
is understood and agreed that the DEPARTMENT is a government entity, and this
Contract shall in no way or manner be construed so as to bind or obligate the
State of Idaho beyond the term of any particular appropriation of funds by the
State Legislature as may exist from time to time. In the event the Legislature
of the State of Idaho fails, neglects, or refuses to appropriate such funds as
may be required and designated to continue payment for this Contract, this
Contract shall be at such time automatically terminated and at an end. All
future rights and liabilities of the parties hereto shall thereupon cease within
thirty (30) days afier the notice to the CONTRACTOR.
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XII.
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EFFECT
OF TERMINATION OF FEDERAL FUNDING
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In
the event Federal matching funds are reduced from current prorated levels, or
terminated, the financial participation of the State of Idaho may be reduced
accordingly or terminated.
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XIII.
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BINDING
EFFECT OF FEDERAL PURCHASE OF SERVICE aEGULATIONS AND STATE
PLANS
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This
agreement is subject to the provisions of any relevant Federal regulations and
any relevant provisions of the State Plan in effect at the time this Contract is
executed, or which thereafter became effective. Such Federal regulations and
State plans are on file in the Central Office of the Department Environmental
Quality and are available for inspection by the CONTRACTOR.
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XIV.
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OBLIGATIONS
OF THE CONTRACTOR
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A.
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AUTHORIZATION
TO PROCEED
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The
CONTRACTOR will not begin work on any services until this CONTRACT, any
AMENDMENT(S) or TASK ORDER(S) have been signed by the DEPARTMENT, the effective
date has been filled in and that date has arrived and passed. The CONTRACTOR;
SUBCONTRACTOR or their employees shall not render services to the DEPARTMENT
under the tenns of this CONTRACT until the CONTRACT has been fully signed by
each party and the CONTRACT has become effective. Furthermore, the DEPARTMENT is
in no way responsible for reimbursing the CONTRACTOR for services rendered prior
to the signature of the DEPARTMENT and the arrival of the effective date of this
CONTRACT. No employee or agent of the DEPARTMENT may authorize reimbursable
services to the CONTRACTOR except the Director of the DEPARTMENT in
writing.
For
CONTRACTS utilizing TASK ORDERS, authorization to proceed on work as to scope,
cost and time for completion shall be in the form previously described for TASK
ORDERS. Each TASK ORDER shall have:
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1.
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A
preamble referencing the DEPARTMENT, the CONTRACTOR, PROJECT, TASK, TASK
ORDER NUMBER and this CONTRACT.
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2.
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A
description of the services to be provided, including work products, and
the estimated time schedule for
completion.
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3. Any
special conditions not covered in this CONTRACT.
4. ATTACHMENTS
and SIGNATURES sections
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b.
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The
CONTRACTOR'S obligations under this Section are in addition to the
CONTRACTOR'S other obligations under this
CONTRACT.
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XV.
FEDERAL AND STATE AUDIT EXCEPTIONS
When
Federal or State audits indicate that payments to the CONTRACTOR do not meet the
applicable Federal or State rules and regulations, the CONTRACTOR shall refund
and pay to the DEPARTMENT any payments made arising from the CONTRACTOR'S
ineligible or improper receipt or use of Federal financial participation funds,
and the DEPARTMENT must refund such payments to the applicable Federal funding
agency.
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XVI.
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AFFIRMATIVE
ACTION/EQUAL EMPLOYMENT OPPORTUNITY
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A.
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The
CONTRACTOR hereby agrees to provide all services funded through or
affected by this CONTRACT without discrimination on the basis of race,
color, national origin, age or physical/mental impairment, and to comply
with all relevant sections of:
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1. Title
VI of the Civil Rights Act of 1964, as amended;
2. Section
504 of the Rehabilitation Act of 1973, as amended; and
3. The
Age Discrimination Act of 1975 as amended
4. The
Americans With Disabilities Act of 1990.
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B.
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The
CONTRACTOR agrees to provide equal employment opportunity and take
affirmative action in employment on the basis of race, color, national
origin, religion, sex, age, physical/mental impairment and all relevant
sections of:
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1.
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Executive
Order 11246, as amended by Executive Order
11375;
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2.
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The
applicable provisions of the Department of Labor regulations (48 CFR, Part
22);
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as amended;
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3.
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Section
503 of the Rehabilitation Act of 1973,
and
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4. Sections
402 of the Vietnam Era Veterans Readjustment Assistance Act of
1974.
C. The
CONTRACTOR agrees to comply with the Civil Rights, equal employment
opportunity
Labor Law and other requirements under
40 CFR, Part 7.
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D.
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The
CONTRACTOR agrees to comply with the requirements for small, minority
women's and labor surplus area businesses in 40 CFR 31.36(e) in its award
of any SUBCONTRACT under this
CONTRACT.
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1.
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The
CONTRACTOR agrees to assure that each of these business entities is given
the opportunity to participate in subcontract awards under this contract.
This policy applies to all SUBCONTRACTS for supplies, construction and
services under this CONTRACT.
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2.
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The
CONTRACTOR shall file a quarterly report on a form to be provided by the
DEPARTMENT, listing all small, minority and women's business enterprises
that were subcontracted to during the preceding quarter. A form must be
filed even if a small or disadvantaged business was not
utilized.
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XVII.
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CONFLICT
OF INTEREST
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A.
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Organizational
Conflicts of Interest
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1.
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The
CONTRACTOR warrants that to the best of the CONTRACTOR'S knowledge and
belief, there are no relevant facts or circumstances which could give rise
to actual,
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apparent
or potential organizational conflicts of interest or that the CONTRACTOR has
disclosed all such relevant information.
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2.
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The
DEPARTMENT reserves the right to procure services from contractors other
than the CONTRACTOR in the event the CONTRACTOR has an unresolvable
conflict of interest which cannot be avoided. Such conflicts may include
status as a potentially responsible party; present or proposed contractual
arrangement with a potentially responsible party to be studied; present or
proposed contractual agreements with a firm that manufactures or sells any
substance or item to be studied, or present or proposed contractual
agreements with a firm that manufactures or sells any substance or item in
competition with a substance or item to be studied under this proposed
contract.
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3.
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Upon
receipt of a work assignment, the CONTRACTOR shall identify any potential
conflict of interest in its performance of services contemplated by the
work assignment. If the DEPARTMENT determines that the CONTRACTOR has an
unresolvable conflict which cannot be avoided, Section III and/or IV of
this Contract will apply. The CONTRACTOR shall provide a Project Team
which is qualified and free from potential conflict of interest to perform
the services required by this CONTRACT, AMENDMENT(S) and/or task
orders(s).
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B. Individual
Conflicts of Interest
With
regard to individual employees performing services under this CONTRACT, the
CONTRACTOR shall:
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1.
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Notify
the DEPARTMENT of any actual, apparent or potential conflict of interest
involving any individual employee proposed to perform services under this
CONTRACT, AMENDMENT(S) and/or TASK ORDER(S). In the event of any conflict
of interest, the individual employee may be disqualified by the DEPARTMENT
from taking part in any services creating the conflict of
interest.
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2.
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Require
each individual professional employee proposed to work on any TASK ORDER
to sign a copy of the "Individual Employee
Agreement".
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XVIII.
CONTRACT DATA
The
CONTRACTOR and the DEPARTMENT assure that the cost and pricing data submitted
for evaluation with respect to negotiation of prices for negotiated CONTRACTS,
lower tier SUBCONTRACTS and change orders are based or correct, accurate and
complete data supported by their books and records. If the DEPARTMENT or
appropriate Federal agency determines upon agreement by the CONTRACTOR that any
price (including profit) negotiated in connection with this CONTRACT, lower tier
SUBCONTRACT or AMENDMENT(S) and/or TASK ORDER(S) thereunder was increased by any
significant sum because the data provided are incomplete, inaccurate or not
current at the time of submission, then such price, cost or profit shall be
reduced accordingly and the CONTRACT shall be modified in writing.
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DEQ
Standard Contract
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XIX. EMPLOYMENT
The
CONTRACTOR shall not accept employment from any party other than the DEPARTMENT,
or Federal agencies, for work directly related to the Site (services) covered
under this CONTRACT for a period of three (3) years from termination of the
CONTRACT, or until any litigation related to the Site is completed, whichever is
longer, unless it has received written release of this restriction from the
DEPARTMENT.
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XX.
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SEVERABILITY
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If
any term or provision of this CONTRACT is held by the courts to be illegal or in
conflict with any Idaho law, the validity of the remaining terms and provisions
shall not be affected, and the rights and obligations of the parties shall be
construed and enforced as if the CONTRACT did not contain the particular term or
provision held to be invalid.
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XXI.
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NON-WAIVER
OF BREACH
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Failure
of the CONTRACTOR or the DEPARTMENT to insist upon strict performance of any of
the covenants and conditions of this CONTRACT, or to exercise any option herein
conferred in any one or all instances, shall not be construed to be a waiver or
relinquishment of any such covenant or condition but the same shall be and
remain in full force and effect, unless such waiver is evidenced by the prior
written consent of the CONTRACTOR or the DEPARTMENT.
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XXII.
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LICENSES
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For
the duration of this CONTRACT, the CONTRACTOR will remain in effect and have in
possession all applicable licenses required by federal and state statutes and
county and city ordinances, including an Idaho business license, if so
required.
XXIII.
CLEAN AIR AND CLEAN WATER ACTS
The
CONTRACTOR shall comply with all applicable standards, orders or requirements
issued under Section 306 of the Clean Air Act (42 USC 1857(h)), Section 508 of
the Clean Water Act (33 USC 1368), Executive order 11738 and the Environmental
Protection Agency Regulations (40 CFR, Part 15). All violations are to be
reported to the appropriate federal or state agency.
XXIV.
GOVERNED BY THE LAWS OF THE STATE OF IDAHO
This
CONTRACT shall be governed by the laws of the State of Idaho and performed
therein.
XXV.
NOTICE OF CONTRACT EFFECTIVENESS
It
is understood that this document is not effective until the appropriate
CONTRACTING OFFICER has signed the document, the effective date has been filled
in by the CONTRACTING OFFICER, and that date has arrived or passed. Neither the
CONTRACTOR nor his organization will render services
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DEQ
Standard Contract
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to
the DEPARTMENT under the terms of this document until the document has been
fully signed by each party and the Contract has become effective. Furthermore,
the DEPARTMENT is in no way responsible for reimbursing the CONTRACTOR for
services rendered prior to the appropriate signature by the CONTRACTING OFFICER
of the DEPARTMENT and the arrival of the effective date of this
Contract.
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CONTRACTOR'S
Initials
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TZH
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Date
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6/28/06
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GSS
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6/29/06
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XXVI.
CERTIFICATION REGARDING LOBBYING
The CONTRACTOR certifies
that:
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A.
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None
of the funds provided by this contract have been paid or will be paid by
or on behalf of the CONTRACTOR to any person for influencing or attempting
to influence an officer or employee of any governmental agency, amember,
officer or employee of Congress or the State legislature in connection
with the awarding, continuation, renewal, amendment, or modification of
any contract, grant, loan, or cooperative
agreement.
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B.
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If
any funds, other than funds provided by this contract, have been paid or
will be paid to any person for influencing or attempting to influence an
officer or employee of any governmental agency, a member, officer or
employee of Congress or the State legislature in connection with this
contract, the CONTRACTOR shall complete and submit Standard Form LLL,
"Disclosure Form to Report Lobbying," in accordance with its instructions,
and a copy of Standard Form LLL to the contracting
agency.
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C.
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The
CONTRACTOR shall require that the language of this certification be
included in any subcontract, at all tiers, (including grants, subgrants,
loans, and cooperative agreements) entered into as a result of this
contract, and that all subrecipients shall certify and disclose
accordingly.
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D.
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The
CONTRACTOR understands that a false statement of this certification may be
grounds for rejection or termination of this contract, and that their
signature upon this contract is a material representation of fact upon
which reliance was placed when this contract was made or entered into. In
addition, under Section 1352, Title 31, U.S. Code, a false statement shall
be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such false
statement.
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XXVII.
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY
MATTERS
The CONTRACTOR certifies to the best of
its knowledge and belief that it and its principals:
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A.
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Are
not presently debarred, suspended, proposed for debamlent, declared
ineligible, or voluntarily excluded from covered transactions by any
Federal department or agency;
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B. Have
not within a three year period preceding this proposal been convicted of or had
a civil
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judgment
rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a public
(federal, state or local) transaction or contract under a public transaction;
violation of Federal of State antitrust statutes or commission of embezzlement,
theft, forgery, bribery, falsification or destruction of records, making false
statements, or receiving stolen property;
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C.
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Are
not presently indicted for or otherwise criminally or civilly charged by a
government entity (federal, state, or local) with commission of any of the
offenses enumerated in paragraph B of this certification;
and
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D.
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Have
not within a three-year period preceding this contract had one or more
public transactions (federal, state, or local) terminated for cause or
default.
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The
CONTRACTOR understands that false statement on this certification may be grounds
for termination of the contract. In addition, under 18 0USC Sec. 1001, a false
statement may result in a fine of up to $10,000 or imprisonment for up to five
years, or both.
XXVIII.
COMPLETE STATEMENT OF TERMS
This
Contract, the Request for Proposal, the Request for Proposal Pre-Bid Questions,
DEQ Response and Request for Proposal Addendum, the Contractor's bid proposal
and related attachments constitutes the entire agreement between the parties
hereto and shall supersede all previous proposals, oral or written,
negotiations, representations, commitments, and all other communications between
the parties. It may not be released, discharged, changed or modified or assigned
in whole or in part, and no claim for additional services not specifically
provided herein will be allowed by the DEPARTMENT, except to the extent provided
by an instrument in writing signed by a duly authorized representative of the
CONTRACTOR and the DEPARTMENT.
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Any
Riders, Appendices, Attachments, and all other information attached to
this Contract serve to supplement the terms and conditions of this
Agreement, and do not change or eliminate any provision of this
Agreement.
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IN
WITNESS WHEREOF, the parties have executed this agreement.
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CONTRACTOR:
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STATE OF
IDAHO:
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BY:
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▇▇▇▇
▇▇▇▇▇▇▇
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BY:
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▇▇▇▇
▇▇▇▇▇▇▇▇
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NAME:
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▇▇▇▇
▇. ▇▇▇▇▇▇▇
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NAME:
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▇▇▇▇
▇▇▇▇▇▇▇▇
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TITLE:
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President
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TITLE:
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Director
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▇▇▇▇▇▇▇
Contracting Inc.
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Department
of Environmental Quality
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DATE:
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06/29/06
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DATE:
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06/29/06
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Contractor’s
Mailing Address:
▇▇▇▇▇▇▇
Contracting Inc.
202
S. Division, P.O. Box 1275
Pinehurst,
Idaho 83850
Telephone
# ▇▇▇-▇▇▇-▇▇▇▇
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