REQUEST FOR PROPOSALS (RFP)

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Request for Proposals (RFP) Computerized Maintenance Management System

Solicitation No. 14-013

REQUEST FOR PROPOSALS (RFP) Computerized Maintenance Management System Camden Yards Sports Complex MARYLAND STADIUM AUTHORITY REQUEST FOR PROPOSAL NO. 14-013 ISSUE DATE: July 1, 2013 NOTICE

All prospective Offerors, the Maryland Stadium Authority (MSA) participates in the New e-Maryland Marketplace electronic commerce system administered by the Maryland Department of General Services (DGS). All information regarding this solicitation including amendments, pre-proposal minutes, and changes to proposals due dates shall be posted on New e-Maryland Marketplace. Because of instant access afforded by e-Maryland Marketplace, it is recommended that all vendors interested in doing business with MSA and other State Agencies register on New e-Maryland marketplace. Information about registering, free of charge, on e-Maryland Marketplace can be obtained at the NewMaryland Marketplace website at: https://emaryland.buyspeed.com/bso/.

Vendors must be registered on New e-Maryland Marketplace to receive contract award. Minority Business Enterprise Firms are Encouraged to Respond to this Solicitation

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Solicitation No. 14-013

NOTICE TO OFFEROR/CONTRACTOR In order to help us improve the quality of MSA proposals solicitations, and to make our procurement process more responsive and business friendly, we ask that you take a few minutes and provide comments and suggestions regarding the enclosed solicitation. Please return your comments with your proposals. If you have chosen not to submit a proposal on this contract, please email [email protected] or fax (410-333-1560) this completed form to the attention of John F. Samoryk, Procurement Officer. Title: Computerized Maintenance Management System Solicitation No: 14-013 1.

If you have responded with a "no bid", please indicate the reason(s) below: ( ) Other commitments preclude our participation at this time. ( ) The subject of the contract is not in our business line. ( ) We lack experience in the work/commodities required. ( ) The scope of work is beyond our current capacity. ( ) We cannot be competitive. (Please explain below.) ( ) The specifications are either unclear or too restrictive. (Please explain below.) ( ) Bid/proposal requirements, other than specifications, are unreasonable or too risky. (Please explain below.) ( ) Time for completion is insufficient. ( ) Bonding/insurance requirements are prohibitive. (Please explain below.) ( ) Doing business with government is simply too complicated. ( ) Prior experience with State of Maryland contracts was unprofitable or otherwise unsatisfactory. (Please explain below.) ( ) Other: __________________________________________________________

2.

If you have submitted a bid or proposal, but wish to offer suggestions or express concerns, please use the Remarks section below. (Use the reverse side or attach additional pages as needed.)

REMARKS: ________________________________________________________________ __________________________________________________________________________ Offeror Name: __________________________________ Date ____________________ Contact Person: ______________________________Phone (_____) _____ - __________ Address: ______________________________EMail________________________________

THANK YOU!

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Request for Proposals (RFP) Computerized Maintenance Management System

Solicitation No. 14-013

KEY INFORMATION SUMMARY SHEET MARYLAND STADIUM AUTHORITY Request for Proposals Solicitation No. 14-013

RFP Issue Date:

July 1, 2013

RFP Issuing Office:

Maryland Stadium Authority

Procurement Officer:

John F. Samoryk Phone: (410) 333-1560 Fax: (410) 333-1888 Email: [email protected]

Proposals are to be delivered to:

Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, MD 21201 Attention: Procurement Officer

Pre-Proposal Conference:

None

Closing Date and Time:

August 15, 2013@2:00 PM (Local Time)

NOTE:

All prospective Offerors, the Maryland Stadium Authority (MSA) participates in the e-Maryland Marketplace electronic commerce system administered by the Maryland Department of General Services (DGS). All information regarding this solicitation including amendments, pre-proposal minutes, and changes to proposals due dates shall be posted on New e-Maryland Marketplace. Because of instant access afforded by new e-Maryland Marketplace, it is recommended that all vendors interested in doing business with MSA and other State Agencies register on e-Maryland marketplace.

Minority Business Enterprises are encouraged to respond to this solicitation.

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Table of Contents SECTION 1 GENERAL INFORMATION ......................................................................... 6 1.1 SUMMARY STATEMENT ......................................................................................... 6 1.2 ABBREVIATIONS AND DEFINITIONS .................................................................. 6 1.3 CONTRACT TYPE ...................................................................................................... 7 1.4 CONTRACT COMMENCEMENT AND DURATION ........................................... 7 1.5 PROCUREMENT OFFICER ...................................................................................... 8 1.6 CONTRACT MONITOR AND CONTRACT ADMINISTRATOR ....................... 8 1.7 PRE-PROPOSAL CONFERENCE- ........................................................................... 9 1.8 QUESTIONS ................................................................................................................. 9 1.9 ELECTRONIC PROCUREMENTS AUTHORIZED .............................................. 9 1.10 PROPOSALS DUE (CLOSING) DATE ................................................................... 11 1.11 DURATION OF OFFER ............................................................................................ 11 1.12 REVISIONS TO THE RFP........................................................................................ 11 1.13 CANCELLATIONS; DISCUSSIONS....................................................................... 12 1.14 ORAL PRESENTATION .......................................................................................... 12 1.15 INCURRED EXPENSES ........................................................................................... 12 1.16 ECONOMY OF PREPARATION ............................................................................ 12 1.17 PROTESTS.................................................................................................................. 12 1.18 MULTIPLE OR ALTERNATE PROPOSALS ....................................................... 12 1.19 MINORITY BUSINESS ENTERPRISES ................................................................ 13 1.20 PUBLIC INFORMATION ACT NOTICE .............................................................. 13 1.21 OFFEROR RESPONSIBILITIES ............................................................................ 13 1.22 MANDATORY CONTRACTUAL TERMS ............................................................ 13 1.23 BID/PROPOSAL AFFIDAVIT ................................................................................. 14 1.24 CONTRACT AFFIDAVIT ........................................................................................ 14 1.25 COMPLIANCE WITH LAWS / ARREARAGES................................................... 14 1.26 PROCUREMENT METHOD ................................................................................... 14 1.27 VERIFICATION OF REGISTRATION AND TAX PAYMENT.......................... 14 1.28 FALSE STATEMENTS ............................................................................................. 14 1.29 PROMPT PAYMENT TO SUBCONTRACTORS ................................................. 15 1.30 ELECTRONIC FUNDS TRANSFER ....................................................................... 15 1.31 EMARYLAND MARKETPLACE (EMM) .............................................................. 15 1.32 INTENTIONALLY OMITTED ................................................................................ 16 SECTION 2 MIMINUM QUALIFICATIONS ................................................................. 17 2.1 MINIMUM QUALIFICATIONS .............................................................................. 17 SECTION 3 SCOPE OF WORK ....................................................................................... 18 3.1 INTRODUCTION....................................................................................................... 18 3.2 SCOPE OF SERVICES .............................................................................................. 18 3.3 SUPERVISOR/WORK FORCE................................................................................ 19 3.4 COORDINATION ...................................................................................................... 19 3.5 SECURITY PROCEDURES ..................................................................................... 19 Page 4 of 68

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3.6 DAMAGE/LOSS OF PROPERTY ........................................................................... 19 3.7 TRAVEL TIME .......................................................................................................... 20 3.8 INVOICES ................................................................................................................... 20 3.9 LIABILITY INSURANCE REQUIREMENTS ....................................................... 21 SECTION 4 - PROPOSAL FORMAT ................................................................................. 24 4.1 TWO PART SUBMISSION ....................................................................................... 24 4.2 PROPOSALS............................................................................................................... 24 4.3 INTENTIONALLY OMITTED ................................................................................ 24 4.4 VOLUME I – TECHNICAL PROPOSAL ............................................................... 24 4.5 VOLUME II – FINANCIAL PROPOSAL ............................................................... 31 SECTION 5 - EVALUATION CRITERIA & SELECTION PROCEDURE................... 34 5.1 EVALUATION CRITERIA ...................................................................................... 34 5.2 TECHNICAL CRITERIA ......................................................................................... 34 5.3 FINANCIAL CRITERIA ........................................................................................... 34 5.4 RECIPROCAL PREFERENCE................................................................................ 34 5.5 SELECTION PROCEDURES – GENERAL SELECTION PROCESS ............... 34 5.6 SELECTION PROCEDURES ................................................................................... 35 5.7 SELECTION PROCEDURES ................................................................................... 35 ATTACHMENTS ................................................................................................................... 36 ATTACHMENT A - CONTRACT ....................................................................................... 37 ATTACHMENT B - BID/PROPOSAL AFFIDAVIT ......................................................... 51 ATTACHMENT C - CONTRACT AFFIDAVIT................................................................ 60 ATTACHMENT D - CONFLICT OF INTEREST AFFIDAVIT/DISCLOSURE .......... 61 ATTACHMENT E - INTENTIONALLY OMITTED........................................................ 62 ATTACHMENT F – FINANCIAL PROPOSAL FORM ................................................... 63 ATTACHMENT G- INTENTIONALLY OMITTED ........................................................ 65 ATTACHMENT H – INTENTIONALLY OMITTED ..................................................... 66 ATTACHMENT I - COT/GAD X-10 CONTRACTOR ELECTRONIC FUNDS (EFT) REGISTRATION REQUEST ............................................................................................... 67

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Request for Proposals (RFP) Computerized Maintenance Management System

Solicitation No. 14-013

SECTION 1 GENERAL INFORMATION

1.1

Summary Statement

1.1.1

The purpose of this Request for Proposals (“RFP”) is to select a Facilities Management Software Company (“Contractor”) to implement, coordinate and train staff on an all inclusive Facilities Management software package to be utilized at the Camden Yards Sports Complex (the “Services”). The Camden Yards Sports Complex (“CYSC”) includes Oriole Park at Camden Yards (“OPCY”), M&T Bank Stadium (“M&T”), and the Warehouse (“WH”).

1.1.2

The successful Contractor shall provide all services and materials required to provide the Services described herein. The Services shall include, but are not limited to, installation, set-up, implementation/performance, conversion, testing, training, customization, and technical support of the software.

1.1.2

MSA intends to award a Contract to the Offeror whose proposal is deemed most advantageous to MSA. However, MSA reserves the right to make multiple awards as a result of this solicitation.

1.2

Abbreviations and Definitions

For the purposes of this RFP, the following abbreviations or terms have the meanings indicated below: 1.2.1

“Authority” means the members of the Maryland Stadium Authority.

1.2.2

“Baltimore Orioles” means Baltimore Orioles Limited Partnership.

1.2.3

“Baltimore Ravens” means Baltimore Ravens Limited Partnership.

1.2.4

“BPW” means The Maryland Board of Public Works.

1.2.5

“Confidential Information” means any data, files, software, information, or materials (whether prepared by MSA or its agents or advisors) in oral, electronic, tangible, or intangible form and however stored, compiled, or memorialized that is classified confidential as defined by the State law. Examples of Confidential Information include, but are not limited to, medical and mental health records, technology infrastructure, certain financial data and trade secrets.

1.2.6

“Contract” means the Contract between the MSA and the Contractor for the provision of services solicited by this RFP; the form contract for this procurement is provided as Attachment A: Contract.

1.2.7

“Contract Administrator” (CA)” means the MSA representative charged with oversight of contract operations.

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1.2.8

“Contract Monitor” (CM)” means the MSA representative designated in Section 1.6, who is primarily responsible for managing the daily activities of the Contract and providing guidance to the Contractor concerning Contract compliance.

1.2.9

“Contractor” means the successful Offeror to this RFP that is awarded a Contract by MSA to provide the Services during the term of the Contract

1.2.10

“NTP” or “Notice to Proceed” means a written notice from the Procurement Officer that work under the Contract is to begin as of a specified date. The start date listed in the NTP is the official start date of the Contract. After Contract Commencement additional NTPs may be issued by either the Procurement Officer or the Contract Monitor regarding the start date for any service included within this RFP with a delayed, or non-specified implementation date, or if the MSA decides to exercise any of the optional services identified in this RFP.

1.2.11

“Offeror” means any entity that submits a proposal in response to this RFP.

1.2.12

“Procurement Officer” means MSA’s representative designated in Section 1.5, who is responsible for the Contract, determination of contract scope issues and is the only MSA representative that can authorize changes to the Contract.

1.2.13

“Vendor” means any firm that is interested in performing the service set forth in this RFP.

1.2.14

“State” means State of Maryland.

1.3

Contract Type

The Contract that results from this RFP shall be fixed price as specified on Attachment F Financial Proposal Form. 1.4

Contract Commencement and Duration

1.4.1

The Contract that results from this RFP shall commence as of the date the Contract is executed by the MSA Executive Director following approval of the Contract by the Authority (“Contract Commencement”), if required.

1.4.2

As of the date specified in a Notice to Proceed issued by the Procurement Officer, the Contractor shall perform all activities required by the Contract, including the requirements of the RFP, and the offerings in the Technical Proposal, for the compensation contained in the Financial Proposal. The substantial completion date shall be determined based upon the agreed upon installation and implementation schedule to be determined during the procurement process.

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1.4.3

The term of this contract shall be three (3) years. MSA shall retain two (2) one (1) year options to renew the contract at its sole and absolute discretion.

1.5

Procurement Officer

The sole point-of-contact for purposes of this RFP prior to award is the Procurement Officer listed below: John F. Samoryk Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, MD 21201 Telephone: (410) 223-223-4130 / Facsimile: (410) 333-1888 Email: [email protected] MSA may change the Procurement Officer at any time by written notice to the Contractor. 1.6

Contract Monitor and Contract Administrator

1.6.1

The MSA Contract Administrator is: Jeff Provenzano, Director of Facilities at Camden Yards Sports Complex 555 Russell Street Baltimore, Maryland 21230 T-410- 576-0300 Email: [email protected]

The MSA may change the Contract Administrator at any time by written notice to the Contractor. 1.6.3

The MSA Contract Monitor is: Mark Libby, Maintenance Planner M&T Bank Stadium 1101 S. Russell Street Baltimore, Maryland 21230 T-410-230-8066 F-410-230-8060 Email: [email protected]

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The MSA may change the Contract Monitor at any time by written notice to the Contractor. 1.7

Pre-Proposal Conference There will not be a pre-proposal conference for this solicitation.

1.8

Questions

1.8.1

The Procurement Officer shall accept written questions from prospective Offerors. Questions may be submitted preferably by e-mail, or by mail or facsimile to the Procurement Officer only.

1.8.2

The Procurement Officer shall, based on the availability of time to research and communicate an answer, decide whether an answer can be given before the proposal due date. Answers to all substantive questions that have not previously been answered, and are not clearly specific only to the requestor, shall be distributed to all prospective Offerors who are known to have received a copy of the RFP.

1.9

Electronic Procurements Authorized

1.9.1

MSA may conduct procurement transactions by electronic means, including the solicitation, bidding, award, execution, and administration of a contract, as provided in the Maryland Uniform Electronic Transactions Act, Commercial Law Article, Title 21, Annotated Code of Maryland.

1.9.2

Participation in the solicitation process on a procurement contract for which electronic means has been authorized shall constitute consent by the bidder/Offeror to conduct by electronic means all elements of the procurement of that Contract which are specifically authorized under the RFP, IFB or the Contract.

1.9.3

“Electronic means” refers to exchanges or communications using electronic, digital, magnetic, wireless, optical, electromagnetic, or other means of electronically conducting transactions. Electronic means includes facsimile, electronic mail, internet-based communications, electronic funds transfer, specific electronic bidding platforms (e.g. eMarylandMarketplace.com), and electronic data interchange.

1.9.4

In addition to specific electronic transactions specifically authorized in other sections of this RFP or IFB (e.g. §1.30 related to electronic funds transfer (EFT)) and subject to the exclusions noted in section E of this subsection, the following transactions are authorized to be conducted by electronic means on the terms described:

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Request for Proposals (RFP) Computerized Maintenance Management System

A.

Solicitation No. 14-013

The Procurement Officer may conduct this procurement eMarylandMarketplace, e-mail or facsimile to issue: (i)

the solicitation (e.g. the RFP or IFB);

(ii)

any amendments;

using

(iii) pre-proposal conference documents; (iv) questions and responses; (v)

communications regarding the solicitation or proposal to any Offeror or potential Offeror including requests for clarification, explanation, or removal of elements of an Offeror's proposal deemed not acceptable;

(vi) notice that a proposal is not reasonably susceptible for award or does not meet minimum qualifications and notices of award selection or non-selection; and (vii) the Procurement Officer’s decision on any protest or Contract claim. B.

An Offeror or potential Offeror may use e-mail or facsimile to: (i)

ask questions regarding the solicitation;

(ii)

reply to any material received from the Procurement Officer by electronic means that includes a Procurement Officer's request or direction to reply by e-mail or facsimile, but only on the terms specifically approved and directed by the Procurement Officer;

(iii)

request a debriefing; or,

(iv) submit a "No Bid Response" to the solicitation. C.

1.9.5

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The Procurement Officer, MSA’s Contract Administrator, MSA’s Contract Monitor and the Contractor may conduct day-to-day Contract administration, except as outlined in section 1.17.5 of this subsection utilizing e-mail, facsimile or other electronic means if authorized by the Procurement Officer or Contract Administrator.

The following transactions related to this procurement and any Contract awarded pursuant to it are not authorized to be conducted by electronic means: A.

submission of initial bids or proposals;

B.

filing of protests;

Request for Proposals (RFP) Computerized Maintenance Management System

Solicitation No. 14-013

C.

filing of Contract claims;

D.

submission of documents determined by MSA to require original signatures (e.g. Contract execution, Contract modifications, etc); or

E.

any transaction, submission, or communication where the Procurement Officer has specifically directed that a response from the Contractor, Bidder or Offeror be provided in writing or hard copy.

1.9.6

Any facsimile or electronic mail transmission is only authorized to the facsimile numbers or electronic mail addresses for the identified person as provided in the RFP or IFB, the Contract, or in the direction from the Procurement Officer or Contract Administrator.

1.10

Proposals Due (Closing) Date

An unbound original, to be so identified, and five (5) bound copies of each proposal (technical and financial) must be received by the Procurement Officer, at the address listed in Section 1.5, no later than 2:00 PM (local time) on August 15, 2013 in order to be considered. An electronic version (on CD or Thumb Drive) of the Technical Proposal in MS Word or Adobe PDF format must be enclosed with the original Technical Proposal. An electronic version (on CD or Thumb Drive) of the Financial Proposal in MS Word or Adobe PDF format must be enclosed with the original Financial Proposal. Ensure that the CDs or Thumb Drives are labeled with the date, RFP title, RFP project number, and Offeror name and packaged with the original copy of the appropriate proposal (technical or financial). Requests for extension of the closing date or time shall not be granted. Offerors mailing proposals should allow sufficient mail delivery time to ensure timely receipt by the Procurement Officer. Late proposals shall not be considered. Proposals may not be submitted by e-mail or facsimile. Proposals shall not be opened publicly. 1.11

Duration of Offer

Proposals submitted in response to this RFP are irrevocable for 120 days following the closing date of proposals or of Best and Final Offers (BAFOs), if requested. This period may be extended at the Procurement Officer's request only with the Offeror's written agreement. 1.12

Revisions to the RFP

If it becomes necessary to revise this RFP before the due date for proposals, amendments will be provided to all prospective Offerors who were sent this RFP. Acknowledgment of the receipt of all amendments to this RFP issued before the proposal due date shall accompany the Offeror’s proposal in the Transmittal Letter accompanying the Technical Proposal submittal. Acknowledgement of the receipt of amendments to the RFP issued after the proposal due date shall be in the manner specified in the amendment notice. Page 11 of 68

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Failure to acknowledge receipt of amendments does not relieve the Offer or from complying with all terms of any such amendment. 1.13

Cancellations; Discussions

MSA reserves the right to cancel this RFP, accept or reject any and all proposals, in whole or in part, received in response to this RFP, to waive or permit cure of minor irregularities, and to conduct discussions with all qualified or potentially qualified Offerors in any manner necessary to serve the best interests of the MSA. MSA also reserves the right, in its sole discretion, to award a contract based upon the written proposals received without prior discussions or negotiations. 1.14

Oral Presentation

Offerors may be required to make oral presentations to MSA representatives in an effort to clarify information contained in their proposals. Significant representations made by an Offeror during the oral presentation must be reduced to writing. All such written representations will become part of the Offeror’s proposal and are binding if the Contract is awarded. The Procurement Officer shall notify Offerors of the time and place of oral presentations. 1.15

Incurred Expenses

MSA shall not be responsible for any costs incurred by an Offeror in preparing and submitting a proposal, in making an oral presentation, in providing a demonstration, or in performing any other activities relative to this RFP. 1.16

Economy of Preparation

Proposals should be prepared simply and economically, providing a straightforward, concise description of the Offeror's proposal to meet the requirements of this RFP. 1.17

Protests

Any protest related to this RFP or the resulting contract shall be subject to the provisions of MSA’s Procurement Policies and Procedures. 1.18

Multiple or Alternate Proposals

1.18.1

Multiple Proposals Multiple proposals will not be accepted.

1.18.2

Alternate Proposals Alternate Proposals will not be accepted.

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1.19

Solicitation No. 14-013

Minority Business Enterprises

Minority Business Enterprises are encouraged to respond to this solicitation. Additional information relating to the Minority Business Enterprise Program should be directed to Carolyn Wright, MBE Compliance Officer, Maryland Stadium Authority, 333 West Camden Street, Suite 500, Baltimore, Maryland 21201, Telephone 410-333-1560; Fax: (410) 333-1888 or email: [email protected]. 1.20

Public Information Act Notice

An Offeror should give specific attention to the clear identification of those portions of its proposal that it considers confidential, proprietary commercial information or trade secrets, and provide justification why such materials should not be disclosed by the State upon request, under the Public Information Act, Title 10, Subtitle 6, Part III, of the State Government Article of the Annotated Code of Maryland. Offerors are advised that, upon request for this information from a third party, the Procurement Officer is required to make an independent determination whether the information must be disclosed (See COMAR 21.05.08.01). Information which is claimed to be confidential is to be identified after the Title Page and before the Table of Contents in the Technical Proposal and, if applicable, also in the Financial Proposal. 1.21

Offeror Responsibilities

The selected Offeror shall be responsible for rendering services as required by this RFP. Subcontractors shall be identified and a complete description of their role relative to the proposal shall be included in the Offeror’s proposal. Additional information regarding MBE subcontractors is provided under paragraph 1.19 above. If an Offeror that seeks to perform or provide the services required by this RFP is the subsidiary of another entity, all information submitted by the Offeror, such as but not limited to references and financial reports, shall pertain exclusively to the Offeror, unless the parent organization will guarantee the performance of the subsidiary. If applicable, the Offeror’s proposal shall contain an explicit statement that the parent organization will guarantee the performance of the subsidiary. 1.22

Mandatory Contractual Terms

By submitting an offer in response to this RFP, an Offeror, if selected for award, shall be deemed to have accepted the terms of this RFP and the Contract, included as Attachment A. Any exceptions to this RFP or the Contract shall be clearly identified in the Executive Summary of the Technical Proposal; exceptions to the required format and terms and conditions of the Financial Proposal must also be clearly identified in the Executive Summary, without disclosing any pricing information. A proposal that takes exception to these terms may be rejected.

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1.23

Solicitation No. 14-013

Bid/Proposal Affidavit

A proposal submitted by an Offeror shall be accompanied by a completed Bid/Proposal Affidavit. A copy of this Affidavit is included as Attachment B: Bid/Proposal Affidavit. For purposes of Section L of the Affidavit (Certification of Corporation Registration and Tax Payment), please note that any company incorporated outside of Maryland is considered a “foreign” company. 1.24

Contract Affidavit

All Offerors are advised that if a Contract is awarded as a result of this RFP, the successful Offeror shall be required to complete a Contract Affidavit. A copy of this Affidavit is included for informational purposes as Attachment C: Contract Affidavit of this RFP. This Affidavit must be provided within five (5) business days after notification of proposed Contract award. 1.25

Compliance with Laws / Arrearages

By submitting a proposal in response to this RFP, the Offeror, if selected for award, agrees that it will comply with all Federal, State and Local laws applicable to its activities and obligations under the contract. By submitting a response to this RFP, each Offeror represents that it is not in arrears in the payment of any obligations due and owing the State of Maryland, including the payment of taxes and employee benefits, and that it shall not become so in arrears during the term of the contract if selected for contract award. 1.26

Procurement Method

This contract shall be awarded in accordance with the Competitive Sealed Proposals process under MSA’s Procurement Policies and Procedures. 1.27

Verification of Registration and Tax Payment

Before a corporation can do business in the State of Maryland, it must be registered with the Department of Assessments and Taxation, State Office Building, Room 803, 301 West Preston Street, Baltimore, Maryland 21201. It is strongly recommended that any potential Offeror complete registration prior to the due date for receipt of proposals. An Offeror’s failure to complete registration with the Department of Assessments and Taxation may disqualify an otherwise successful Offeror from final consideration and recommendation for Contract award. 1.28

False Statements

Offerors are advised that Section 11-205.1 of the State Finance and Procurement Article of the Annotated Code of Maryland provides as follows: In connection with a procurement contract, a person may not willfully: Page 14 of 68

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  

Solicitation No. 14-013

Falsify, conceal, or suppress a material fact by any scheme or device; Make a false or fraudulent statement or representation of a material fact; or Use a false writing or document that contains a false or fraudulent statement or entry of a material fact.

A person may not aid or conspire with another person to commit an act under subsection (a) of this section. A person who violates any provision of this section is guilty of a felony and on conviction is subject to a fine not exceeding $20,000 or imprisonment not exceeding five (5) years or both. 1.29

Prompt Payment to Subcontractors

This procurement and the Contract to be awarded pursuant to this solicitation are subject to the Prompt Payment Policy Directive issued by the Governor’s Office of Minority Affairs (GOMA) and dated August 1, 2008. Promulgated pursuant to Sections 11-201, 13-205(a), and Title 14, Subtitle 3 of the State Finance and Procurement Article, and Code of Maryland Regulations (COMAR) 21.01.01.03 and 21.11.03.01 et seq., the Directive seeks to ensure the prompt payment of all subcontractors on non-construction procurement contracts. The successful Offeror who is awarded a contract must comply with the prompt payment requirements outlined in the Contract, §30 (see Attachment A). Additional information is available on the GOMA website at http://www.mdminoritybusiness.com/documents/PROMPTPAYMENTFAQs_000.pdf. 1.30

Electronic Funds Transfer

By submitting a response to this solicitation, the Offeror agrees to accept payments by electronic funds transfer unless the State Comptroller’s Office grants an exemption. The selected Offeror shall register using the form COT/GAD X-10 Vendor Electronic Funds (EFT) Registration Request Form. Any request for exemption must be submitted to the State Comptroller’s office for approval at the address specified on the COT/GAD X-10 form and must include the business identification information as stated on the form and include the reason for the exemption. The COT/GAD X-10 form can be found in Attachment H or downloaded at the following URL: http://compnet.comp.state.md.us/General_Accounting_Division/Static_Files/APM/gadx10.pdf 1.31

eMaryland Marketplace (eMM)

eMarylandMarketplace (eMM) is an electronic commerce system administered by the Maryland Department of General Services. In addition to using the MSA website (http://www.mdstad.com) and other means for transmitting the RFP and associated materials, the solicitation and summary of the pre-proposal conference, Offerors’ questions and the Procurement Officer’s responses, addenda, and other solicitation related information will be provided via eMM. Page 15 of 68

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A Contractor must be registered on New eMM in order to receive a Contract award. Registration on New eMM is free. 1.32

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Intentionally Omitted

Request for Proposals (RFP) Computerized Maintenance Management System

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SECTION 2 MIMINUM QUALIFICATIONS AND SYSTEM REQUIREMENTS Each Offeror shall clearly demonstrate and document within the Executive Summary of its Technical Proposal that as of the proposal due date the Offeror meets the following Minimum Qualifications. The Executive Summary shall include reference to the page number(s) in the proposal where such evidence can be found 2.1

Minimum Qualifications

2.1.1

The Offeror must possess at least five (5) years of continuous immediate past experience in completing software implementation projects similar in size and scope at large commercial facilities, preferably large public assembly facilities, such as stadiums, arenas and convention centers.

2.1.2

Employees and subcontractors proposed to perform work on this project must have a minimum of three (3) years of continuous immediate past experience working on projects similar in size and scope at large commercial facilities, preferably large public assembly facilities, such as stadiums, arenas and convention centers.

2.1.3

The Contractor must be registered to do business in the State of Maryland before a contract can be awarded and in good standing.

NOTE:

An Offeror meeting these minimum requirements does not guarantee that the Offeror will be deemed responsible or have its proposals deemed reasonably susceptible of being selected for an award.

Remainder of Page Intentionally Left Blank

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SECTION 3 SCOPE OF WORK

3.1

Introduction

3.1.1

The successful Offeror shall provide all project management to supply software, installation and set up, conversion, customization and technical support required to furnish and install a new computerized maintenance and asset management system as specified herein. The successful Offeror shall provide all software services and services necessary to integrate the existing data, including but not limited to, open and closed work orders, equipment identification, description, and preventive maintenance records in the existing system that will need to be converted into the new system.

3.1.2

The system shall be compatible with and function within MSA’s technical environment.

3.1.3

Background (MSA System Configuration Requirements) Server Operating System: Microsoft Windows 2008 R2 Client PC Operating System: Microsoft Windows XP, Microsoft Windows Vista and Microsoft Windows 7. Handheld Devices: Android Smartphones and Motorola MC75 Email Compatibility: Google Apps for Government Software Compatibility: Microsoft Office 2007 Professional Database: Mirosoft SQL 2008 R2 or later

3.1.4

CYSC is a 92 acre multiuse site for the NFL’s Baltimore Ravens (M&T Bank Stadium), MLB’s Baltimore Orioles (Oriole Park at Camden Yards), the Warehouse office building and the Camden Station museums. MSA currently possesses IBM/Tririga version 7.7 software for managing and tracking planned/demand maintenance and projects. Such tasks are completed by both in-house personnel and contractor support.

3.2

Scope of Services

3.2.1

The selected Offeror shall provide a turnkey solution for MSA that will include performance elements identified in the Desired System Requirements Worksheet attached hereto as Exhibit 1. Exhibit 1 includes a scoring system that MSA will utilize for measuring how closely the Offeror’s proposed solution matches the needs of MSA.

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The Contractor shall provide the necessary training on-site for all of MSA’s designated users of the system. This training must assure that the users will be capable of continued operation of the System and that users will be capable of maintaining the software and handling the diagnosis of software problems. The training plans should include related costs and materials, i.e. Reference Guides, Tutorials and Related CDs, etc. The training plan shall comprehensively cover all aspects of the installed software. Training shall be made available to MSA, upon request, on a daily and/or hourly basis for future hires and/or users of the system. 3.2.2

Additional Module(s) for stadium-related event tracking may be desirable to MSA’s tenants and/or stadium partners. Such a module would include an incident tracking tool for a wide variety of event related activity. While this module would not be considered a part of the basic MSA requirements, if available, it would be a potential consideration for third party users. To the extent such an event module is available in the proposed software solution, please provide information describing such functionality in your technical proposal.

3.3

Supervisor/Work Force

3.3.1

Contractor shall provide a work force sufficient to complete the work as it is specified. Included in this work force shall be a competent Supervisor acceptable to MSA who shall be responsible for adherence to the contract requirements.

3.4

Coordination

3.4.1

All work must be conducted in a manner which meets the approval of MSA. There may be meetings on-site between the Contractor and Contract Monitor to certify the accomplishment of work. Any specific problem area which does not meet the contract requirements set forth herein shall be called to the attention of the Contractor along with the action required to satisfy the requirements.

3.5

Security Procedures

3.5.1

The Contractor’s employees shall be required to sign in daily at the service level security checkpoint to receive a work credential. Only employees with a valid ID will be issued a credential.

3.6

Damage/Loss of Property

3.6.1

The Contractor will be responsible for loss or damage caused by his or her employees. The Contractor shall be responsible to guarantee repairs when his/her employees were obviously negligent in the performance of their work as outlined herein. Contractor shall make reasonable and prompt restitution, by cash, replacement, or repairs, subject to the MSA’s approval, for any damage for which the vendor is liable.

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Travel Time Except as expressly agreed to in writing by MSA, MSA shall not compensate the Contractor for travel time to and from the site.

3.8

Invoices

3.8.1

The selected Contractor may submit invoices for properly performed services on a monthly basis during the Contract Period.

3.8.2

Invoices shall be addressed and delivered to: Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, MD 21201 Attention: Accounts Payable

3.8.3

A proper invoice shall include the Contractor’s complete address and telephone number; Contractor’s invoice number; a description of the Services provided; the date the Services were rendered; the Contract price(s); retention, if any; the basis for the billing; the MSA contract number and purchase order number; the Contractor's Federal Tax Identification Number, which is the social security number for individuals and sole proprietors and the Federal Employer Identification Number for all other types of organizations; the name and address of the proper invoice recipient

3.8.4

In addition to any other available remedies, if, in the opinion of the Procurement Officer or his designee, the Contractor fails to perform in a satisfactory and timely manner, the Procurement Officer or his designee may refuse or limit approval of any invoice for payment, and may cause payments to the Contractor to be reduced or withheld until the Contractor meets performance standards established by the Procurement Officer or his designee.

3.8.5

An amount will not be deemed due and payable if:

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3.8.5.1

The amount invoiced is inconsistent with the Contract.

3.8.5.2

The proper invoice has not been received as indicated above.

3.8.5.3

The invoice or performance under the Contract is in Dispute, or the Contractor has failed to otherwise comply with the provisions of the Contract related to such amount.

3.8.5.4

The items or Services invoiced have not been accepted.

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3.9.6

Electronic funds transfer will be used by the State to pay Contractor for this Contract and any other State payments due Contractor unless the State Comptroller’s Office grants Contractor an exemption.

3.9

Liability Insurance Requirements

3.9.1

The Contractor and its subcontractors shall maintain Commercial General Liability Insurance or its equivalent, for bodily injury and property damage, including loss of use. It is preferred that coverage be provided on an “occurrence” basis. If “claims made” forms are submitted, the requirements noted after section “G” must be met. Such Commercial General Liability policy shall include the following extensions:

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3.9.1.1

It is preferred that the general aggregate limit apply separately to this contract;

3.9.2

Premises/Operations;

3.9.3

Actions of Independent Contractors;

3.9.4

Products/completed Operations to be maintained for two (2) years after completion of the contract;

3.9.5

Contractual liability assumed under this contract;

3.9.6

Personal injury liability including coverage for offenses related to employment, and for offenses assumed under this contract (delete any standard employment and contractual exclusions if contained in the personal injury coverage section).

3.9.7

The Contractor and its subcontractors shall maintain Business Automobile Liability Insurance which will pay for liabilities arising out of accidents involving the ownership, operation, maintenance or use of any owned, hired, or non-owned motor vehicles, uninsured motorist’s insurance and automobile contractual liability. NOTE: INSURANCE MUST BE ON A PRIMARY BASIS. CONTRACTUAL REQUIREMENTS MUST BE CLEARLY INDICATED ON CERTIFICATE OR BY ENDORSEMENTS.

3.9.8

The Contractor and its subcontractors shall maintain Worker’s Compensation Insurance as required by Maryland law.

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The coverages listed above shall be written for not less than the following limits of liability. Limits can be furnished by a combination of primary and excess (umbrella) policies. Commercial General Liability Insurance including all extensions – $1,000,000 each occurrence; $1,000,000 personal injury; $1,000,000 products liability; $1,000,000 general aggregate Professional Liability$1,000,000 per claim and aggregate Business Automobile Liability $1,000,000 each accident

Worker’s Compensation Insurance – statutory requirements. Employers liability insurance - $1,000,000 each accidental injury; and $1,000,000 each employee, $1,000,000 policy limit for disease.

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3.9.10

All insurance policies required hereunder shall be endorsed to include the following provision: “It is agreed that this policy is not subject to cancellation, non-renewal, material change, or reduction in coverage until forty-five (45) days prior written notice has been given to MSA.

3.9.11

No acceptance and/or approval of any insurance by MSA shall be construed as relieving or excusing the Contractor, or the surety or bond, if any, from any liability or obligation imposed upon either or both of them by the provisions of the Contract Documents.

3.9.12

NAMED ADDITIONAL INSUREDS. The Baltimore Orioles Limited Partnership, the Baltimore Ravens Limited Partnership, and the State of Maryland (including their elected or appointed officials, agents and employees) are to be named as additional insured under all coverages except Worker’s Compensation, and the certificates of insurance (or certified policies, if requested) must so indicate through inclusion of appropriate endorsement. Coverage afforded under this paragraph shall be primary to any other insurance or self-insurance, whether or not such other insurance or self-insurance is stated as primary, excess or contingent, as respects the above additional insured, their elected and appointed officials, agents and employees.

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3.9.13.

Insurance coverages required herein shall be in force throughout the Contract term. Should the Contractor fail to provide acceptable evidence of current insurance within ten (10) days of receipt of written notice at any time during the Contract term, MSA shall have the absolute right to terminate the Contract without any further obligation to the Contractor, and the Contractor shall be liable to MSA for the entire additional cost of procuring substitute performance and the cost of performing the incomplete portion of the Contract at the time of termination.

3.9.14

Contractual and other liability insurance provided under this Contract shall not contain a supervision, inspection or engineering service exclusion that would preclude MSA from supervising or inspecting the operations of the Contractors as the end result.

3.9.15

The Contractor shall assume all on-the-job responsibilities as to the control of persons directly employed by it and of agents or subcontractors and anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable. Contractor shall be as fully responsible to MSA for the acts and omissions of the subcontractors and of persons employed by them as it is for acts and omissions of persons directly employed by the Contractor.

3.9.16

TORT CLAIMS ACT. It is agreed that the Contractor and its insurers will not raise or use, in the adjustment of claims or in the defense of suits against MSA, any immunity of the insured from tort liability (including Maryland Tort Claims Act), including any limitation of liability, unless requested by MSA.

3.9.17

The Contractor shall furnish subcontractors’ certificates of insurance to MSA upon request.

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SECTION 4 - Proposal Format 4.1

Two Part Submission

Offerors must submit proposals in two separate volumes: Volume I - TECHNICAL PROPOSAL Volume II - FINANCIAL PROPOSAL 4.2

Proposals

All technical proposals shall be prepared with a concise description of the Offeror’s capabilities to satisfy the requirements of this RFP and specifically the requirements under Section 2 of Minimum Qualifications. Volume I-Technical Proposal must be sealed separately from Volume II-Financial Proposal, but submitted simultaneously to the Procurement Officer (address listed on Key Information Summary and in Section 1.5 of this RFP). An unbound original, so identified, and five (5) copies of each volume are to be submitted. Hard copies must be a complete proposal containing all information contained on the CDs or Thumb Drives. Offerors must attach to the unbound original Technical Proposal two (2) separate CDs containing an electronic version of Volume I- Technical Proposal (in MS Word or Adobe PDF). Offerors must also attach to the unbound original Financial Proposal two (2) separate CDs containing an electronic version of the Volume II- Financial Proposal (in MS Word format). Electronic media on CD shall bear the RFP number and name, name of the Offeror and the volume number. Please note that the Offeror must provide separate CDs or Thumb Drives for the Technical Proposal and the Financial Proposal, resulting in two (2) CDs or two (2) Thumb Drives attached to the proposal. One (1) of the CDs or Thumb Drives submitted should be labeled “Volume I – Technical Proposal”; the second of the CDs or Thumb Drives submitted should be labeled “Volume II – Financial Proposal.” Each sealed package must bear the RFP title and number, name and address of the Offeror, the volume number (I or II), and the closing date and time for receipt of the proposals on the outside of the package. All pages of both proposal volumes must be consecutively numbered from beginning (Page 1) to end (Page “x”). 4.3

Intentionally Omitted

4.4

Volume I – Technical Proposal

The Technical Proposal must include an executed copy of the Bid/Proposal Affidavit, any attached resumes, the firm’s experience and qualifications. Technical proposals must be

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submitted in a separate sealed package. Each section of the Technical Proposal must be separated by a Tab as detailed below: TAB A.

TRANSMITTAL LETTER

A transmittal letter shall accompany the Technical Proposal. The purpose of this letter is to transmit the proposal(s) and acknowledge the receipt of any addenda. The transmittal letter should briefly summarize the Offeror’s ability to meet the requirements identified in Section 3 and be signed by an individual who is authorized to commit the Offeror to the services and requirements as stated in this RFP. See Offeror’s responsibilities in Section 3. Only one transmittal letter is needed and it does not need to be bound with the Technical Proposal. The letters should contain: 1. 2. 3. 4. 5. 6. 7.

Name & Address of Offeror Name, Title, Email Address and Telephone Number of Contact for the Offeror Statement that the proposal is in response to RFP # 14-013 Signature, Typed Name and Title of individual authorized to commit the Offeror to its proposal Federal Employer Identification Number of the Offeror Statement accepting all State contract terms or that exceptions are taken (to be listed in the Executive Summary; see below). Acknowledgement of all Addenda to this RFP

If the Offeror is a MDOT certified minority Contractor, the certification number should be included in the Transmittal Letter that accompanies the Primary Technical Proposal. TAB B.

TITLE AND TABLE OF CONTENTS

The Technical Proposal should begin with a title page bearing the Offeror’s company name and address, Offeror’s contact name/title/telephone number/email address, and the name and number of this RFP. A table of contents for the Technical Proposal should follow the title page. Note: Information that is claimed to be confidential is to be identified and explained after the Title Page and before the Table of Contents in the Offeror’s Technical Proposal, and if applicable, also in its Financial Proposal. An explanation for each claim of confidentiality shall be included. An entire proposal should not be labeled confidential, but just those portions that can reasonably be shown to be proprietary or confidential. TAB C.

EXECUTIVE SUMMARY

The Offeror shall condense and highlight the contents of the Technical Proposal in a separate section titled “Executive Summary”. The summary shall identify any exceptions the Offer has taken to the requirements of this RFP, the Contract (Attachment A), or any other attachments. Warning: Exceptions to terms

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and conditions may result in having the proposal deemed unacceptable or classified as not reasonably susceptible of being selected for award. If an Offeror takes no exception to State terms and conditions, the Executive Summary should so state. TAB D.

OFFEROR TECHNICAL RESPONSE TO RFP REQUIREMENTS

Provide a detailed narrative addressing, at a minimum, the following: 1.

Proposed Computerized Maintenance Management System Capabilities and Implementation Plan. The Scope of Work, Section 3 of this RFP provides Offerors with information on the desired outcome of this solicitation. Offerors should also provide a clear statement of anticipated services or other requirements, if any, to be supplied by the MSA during the contract period. A.

Describe in detail the computerized maintenance management system software solution to be provided under this contract.

B.

Offeror must complete Exhibit I- Offeror's Technical Response Form Desired System Requirements Worksheet

For any desired requirements that cannot be met, or that can only be met with moderate or extensive customization, please identify or suggest alternative features, if any, that might be an acceptable substitute for MSA.For any desired requirements that can be met with no or only minor customization, please identify or suggest alternative features, if any, that you would recommend as a preferable solution for MSA.

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C.

Describe the proposed timeline for implementation of your system. Identify any tasks or information that must be provided by MSA in order to enable the timely implementation of the system.

D.

Describe in detail your company’s procedure for servicing and maintaining the system following implementation and during the warranty period (identify and describe warranty coverage and length).

E.

Describe in detail the training that will be provided to MSA users.

F.

Describe site requirements for this system such as server space, connectivity, electricity, required printers, etc.

G.

Briefly describe data conversion options from existing database to suggested software solution.

H.

Describe your company’s organization and project management approach. Include information on key personnel who will interact with MSA staff

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through the Project, and what percentage of their time will be allocated to this Project. Describe the way tasks and accountabilities will be assigned, and who will be responsible for project tracking. 2.

OFFEROR EXPERIENCE, CAPABILITIES, AND REFERENCES Offerors shall include reference information on past experience(s) with similar requirements. Offerors shall describe their experience and capabilities through a response to the following: 1. A brief overview of the Offeror’s experience providing services most similar to those included in this RFP for organizations most similar to MSA. This description shall include, at a minimum, the following: i)

A summary of the services offered.

ii)

The number of years the Offeror has provided these services and the size of the company.

iii)

The number of clients and geographic locations where the Offeror‘s clients are currently using similar computerized maintenance system.

iv)

A listing of the most similar engagements within the last three (3) years (a minimum of 3, maximum of 6); specify the following: a) b) c) d) e)

The dates of the contract duration; Specific software program and version; Summarize the services provided; Identify how many upgrades your proposed software has had; and Provide any additional information or experiences that you would like the MSA to consider.

2. All references shall include the entity contracted with, the general scope of services provided and the CURRENT contact information, including email address and telephone number for the individual(s) identified as references, as well as a description of such individual’s role during the implementation of the project(s). 3. As part of its offer, each Offeror is to provide a list of all Contracts with any entity of the State of Maryland that it is currently performing or which have been completed within the last five (5) years. For each identified Contract the Offeror is to provide:    Page 27 of 68

The State Contracting entity; A brief description of the services/goods provided, including software elements in use; The dollar value of the Contract;

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The term of the Contract; The State employee contact person (name, title, telephone number and if possible e-mail address); and Whether the Contract was terminated before the end of the term specified in the original Contract, including whether any available renewal option was not exercised.

Information obtained regarding the Offeror’s level of performance on State Contracts will be considered as part of the experience and capabilities evaluation criteria of the RFP. Note:

MSA shall have the right to contact any reference and request site visits to the Offeror’s office(s) as part of the evaluation and selection process. 4. Corporate history, primary areas of specialization, and company size. 5. The Offeror shall evidence that it meets the Minimum Qualifications in RFP. 6. Describe the availability of the Offeror to perform the work as described in the RFP, including the flexibility to dedicate staff to these efforts during the period of the contract. 7. Regarding computerized maintenance management system experience, describe the training your employees are provided, the frequency of training and describe your company’s experience in maintaining the proposed system.

3.

Key Personnel The Offeror shall submit with its proposal the names, titles, and resumes of the key personnel directly involved with performing and supervising the services rendered under the contract.

4.

Economic Benefit Factors Offerors shall submit with their proposal a narrative describing benefits that will accrue to the Maryland economy as a direct result of the Offeror’s performance of the Contract resulting from this RFP. Economic benefits include:

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A.

The Contract dollars to be recycled into Maryland’s economy in support of the Contract, through the use of Maryland subcontractors, suppliers, and joint venture partners. Offerors should be as specific as possible and provide a breakdown of expenditures in this category. Do not provide actual dollars for each category. Include percent of the total budget requested.

B.

The numbers and types of jobs for Maryland residents resulting from the Contract. Indicate job classifications, number of employees in each classification, and the aggregate payroll to which the Contractor has

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committed at both prime, and if applicable, subcontract levels. Do not provide actual dollars for each category. Include percent of the total budget requested. C.

TAB E.

Tax revenues to be generated for Maryland and its political subdivisions as a result of this Contract. Indicate the tax category (sales tax, payroll taxes, inventory taxes, and estimated personal income taxes for new employee). Provide a forecast of the total tax revenues resulting from the Contract. Do not provide actual dollars for each category. Include percent of the total budget requested.

D.

Subcontract dollars committed to Maryland Small Business and Minority Business Enterprises. Do not provide actual dollars for each category. Include percent of the total budget requested

E.

In addition to the factors listed above, the Offeror should explain any other economic benefits to the State of Maryland that would result from the Offeror’s proposal.

LITIGATION / LEGAL ACTIONS

Describe any litigation and/or government action taken, proposed or pending against your company or any entities of your company during the most recent five (5) years. This information shall include notice whether the Offeror’s organization has had its registration and/or certification suspended or revoked in any jurisdiction within the last 5 years, along with an explanation. In addition, provide a Legal Action Summary. This summary must include: a.

A statement as to whether there are any outstanding legal actions or potential claims against the Offeror and a brief description of any action.

b.

A brief description of any settled or closed legal actions or claims against the Offeror over the past five (5) years.

c.

A description of any judgments against the Offeror within the past five (5) years, including the case name, number court, and what the final ruling or determination was from the court.

d.

In instances where litigation is on-going and the Offeror has been directed not to disclose information by the court, provide the name of the judge and location of the court.

If an Offeror responds to this TAB with a generic statement such as, “See 10K” or “See SEC filing”: 

The referenced document must be included in the Technical Proposal;

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The location within the document where the requested information can be found should be specifically noted; The information contained in the indicated section should be responsive to the information requested under this TAB. A generic statement in the document to the effect that there often are what might be called nuisance lawsuits filed against the Offeror will only be sufficient if it is a true statement. i.e., the Offeror is asserting that in its opinion no lawsuit filed against it is noteworthy.

TAB F.

TERMINATED CONTRACTS

The Offeror must provide a list of any contracts with any entity, public or private that have been terminated, for convenience or cause, within the past five years. Terminated contracts for convenience include contracts with renewal options when an available option was not exercised by the contracting entity (customer). For any such instance, identify:  The contracting entity;  The nature of the contract;  The value of the contract;  The intended original term of the contract;  At what stage of the contract it was terminated;  The reason for the termination;  A contact person at the contracting entity that can be contacted for verification of the provided information, or for additional information. The contact person information should include the name and title of the contact, along with a phone number and email address. TAB G.

CONFLICT OF INTEREST

The Offeror must describe in detail its existing system for identifying conflicts of interest in undertaking representation of the MSA. The Offeror shall also identify any conflicts of interest that may arise if the Offeror is awarded the contract for the MSA’s Computerized maintenance management system Work and shall describe how it proposes to resolve such conflicts. In responding to this portion of the RFP, prospective Offerors should review the portion of the contract (as hereinafter defined). TAB H.

SUBCONTRACTORS

Offerors must identify subcontractors (including MBE subcontractors), if any, and the role these subcontractors will have in the performance of the contract. Include specific information pertaining to the subcontractors experience in installing and maintaining the maintenance software system for scheduling and planning of work. TAB I.

The following documents must be submitted with the original Technical Proposal: BID/PROPOSAL AFFIDAVIT (Attachment B) CONFLICT OF INTEREST AFFIDAVIT AND DISCLOSURE (Attachment D)

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FINANCIAL PROPOSAL FORMS (Attachment F) 4.5

Volume II – Financial Proposal

4.5.1

Under separate sealed cover from the Technical Proposal and clearly identified with the same information noted on the Technical Proposal, the Offeror must submit an unbound original, five copies, and two electronic versions in Excel of the Financial Proposal. The Financial Proposal must contain all cost information specified in the Proposal Price Form (Attachment F)

4.5.2

Intentionally omitted.

4.5.3

The Financial Proposal Form is to be signed and dated by an individual who is authorized to bind the firm to the prices offered. Enter the title of the individual and the company name in the spaces provided.

4.5.4

The Financial Proposal will be used to calculate the Contractor's EVALUATED PRICE PROPOSED (Attachment F).

4.5.5

Nothing shall be entered on, attached to, or referenced in the Proposal Price Form that alters or proposes conditions or contingencies on the proposal response.

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Exhibit 1- Offeror’s Technical Response Form

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SECTION 5 - EVALUATION CRITERIA & SELECTION PROCEDURE

5.1

Evaluation Criteria

Evaluation of the proposals will be based on the criteria set forth below. An evaluation committee will review and provide a recommendation to the Procurement Officer. MSA reserves the right to utilize the services of individuals outside of the established committee for technical advice, as deemed necessary. 5.2

Technical Criteria

The criteria to be applied to each technical proposal are listed below in descending order of importance:  Adequacy of the Work Plan to meet or exceed the proposed requirements to complete all deliverables required under this RFP, and the reasonableness of the schedule and the milestones for the proposed work.  Offeror Experience, Capabilities and References; with specific emphasis on similar projects.  Key Personnel, Experience and qualifications of the specific personnel assigned to the project, with specific emphasis on similar projects.  Economic Benefit Factors. 5.3

Financial Criteria

All financial proposals will be evaluated on the basis of the Offeror’s stated rates and will be ranked from the lowest to highest. 5.4

Reciprocal Preference

Although Maryland law does not authorize procuring agencies to favor resident Offerors in awarding procurement contracts, many other states do grant their resident businesses preferences over Maryland Contractors. Therefore, as described in COMAR 21.05.01.04, a resident business preference shall be given if: a responsible Offeror whose headquarters, principal base of operations, or principal site that shall primarily provide the services required under this RFP is in another state submits the most advantageous offer; the other state gives a preference to its residents through law, policy, or practice; and, the preference does not conflict with a Federal law or grant affecting the procurement contract. The preference given shall be identical to the preference that the other state, through law, policy or practice gives to its residents. 5.5

Selection Procedures – General Selection Process

The contract will be awarded in accordance with the competitive sealed proposals process under the MSA Procurement Policies and Procedures.

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Accordingly, MSA may hold discussions with any or all Offerors judged reasonably susceptible of being selected for award, or potentially so. However, MSA also reserves the right to make award without holding discussions. In either case of holding discussions or not doing so, MSA may determine an Offeror to be not responsible and/or its proposals not reasonably susceptible of being selected for award, at any time after the initial closing date for receipt of proposals and the review of those proposals. 5.6

Selection Procedures

1)

The first level will be an evaluation for technical merit. During this review oral presentations and discussions may be held. The purpose of such discussions will be to assure a full understanding of the MSA’s requirements and the Offeror’s ability to perform, and to facilitate arrival at a contract that will be most advantageous to MSA. The Procurement Officer will contact Offerors when the oral presentation schedule is set by MSA. Offerors shall confirm in writing any substantive oral clarification of, or change in, their proposals made in the course of discussions. Any such written clarification or change then becomes part of the Offeror’s proposal.

2)

Following oral presentations, MSA reserves the right to develop a shortlist of those Offeror’s deemed most qualified for award. Offeror’s that are eliminated at this stage will be notified that they are no longer under consideration.

3)

Financial proposals will be evaluated and further discussions may be conducted.

4)

When in the best interest of MSA, Offerors may be invited to revise their initial proposals and submit, in writing, best and final offers (BAFOs).

5.7

Selection Procedures

Upon completion of all discussions and negotiations, and reference checks, if any, the Procurement Officer will recommend award of the Contract to the responsible Offeror whose proposal is determined to be the most advantageous to MSA considering technical evaluation and price factors as set forth in this RFP. In making the most advantageous Offeror determination, technical factors will have equal weight with price factors. The final award approval will be made by the Authority.

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RFP ATTACHMENTS Attachment A

The Contract. It is provided with the RFP for informational purposes and is not required at the time of proposal submission. However, it shall be completed, signed and returned by the selected Offeror to the Procurement Officer within 5 working days of notification of proposed contract award.

Attachment B

Bid/Proposal Affidavit. This form must be completed and submitted with the Offeror’s Technical Proposal.

Attachment C

Contract Affidavit. This Affidavit is not required at the time of proposal submission. It shall be submitted by the selected Offeror to the Procurement Officer within 5 working days of notification of proposed award.

Attachment D

Conflict of Interest Affidavit and Disclosure

Attachment E

Intentionally Omitted

Attachment F

Financial Proposal Form

Attachment G

Intentionally Omitted

Attachment H

Intentionally Omitted

Attachment I

COT/GAD X-10 Vendor Electronic Funds (EFT) Registration Form

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Attachment A - Contract Contract THIS CONTRACT is made this Choose an item. of Choose an item. by and between Click here to enter text. (“Contractor”) and the MARYLAND STADIUM AUTHORITY (“MSA”). IN CONSIDERATION of the premises and the covenants herein contained, the parties agree as follows: 1.

Definitions

In this Contract, the following words have the meanings indicated: 1.1

“Contract” means this Contract for Click here to enter text..

1.2

“Contract Administrator” means the MSA representative ______________________. As noted in RFP § 1.6, the Contract Monitor is Click here to enter text.

1.3

“Contract Monitor” means the MSA representative and first point of contact for contract procedures and any discrepancies. As noted in RFP § 1.6, the Contract Monitor is Click here to enter text..

1.4

“Contractor” means Click here to enter text. whose principal business address is Click here to enter text. and whose principal office in Maryland is Click here to enter text.

1.5

“Financial Proposal” means the Contractor’s Financial Proposal dated

1.6

“Procurement Officer” means the individual identified in RFP Section 1.5.

1.7

“RFP” means the Request for Proposals for Click here to enter text., Solicitation No. Click here to enter text, dated Click here to enter a date.

1.8

“State” means the State of Maryland.

1.9

“Technical Proposal” means the Contractor’s Technical Proposal, dated Click here to enter a date., as amended.

2.

Scope of Work

2.1

The Contractor shall provide the services specific to the Contract awarded in accordance with Exhibits A-D listed in this section 2.1 and incorporated as part of this Contract. If there is any conflict between this Contract and the Exhibits, the terms of the Contract shall govern. If there is any conflict among the Exhibits, the following order of precedence shall determine the prevailing provision:

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Exhibit A – Request for Proposals –Project No. Click here to enter text. Exhibit B – Contractor’s Technical Proposal, dated Click here to enter a date.. Exhibit C – Contractor’s Financial Proposal, dated Click here to enter a date. . Exhibit D – Contractor’s Contract Affidavit dated, Click here to enter a date.. 2.2 The Procurement Officer may, at any time, by written change order, make changes in the work within the general scope of the Contract. No other order, statement or conduct of the Procurement Officer or any other person shall be treated as a change or entitle the Contractor to an equitable adjustment under this section. Except as otherwise provided in this Contract, if any change under this section causes an increase or decrease in the Contractor’s cost of, or the time required for, the performance of any part of the work, whether or not changed by the order, an equitable adjustment in the Contract price shall be made and the Contract modified in writing accordingly. The Contractor must assert in writing its right to an adjustment under this section within thirty (30) days of receipt of a written change order and shall include a written statement setting forth the nature and cost of such claim. No claim by the Contractor shall be allowed if asserted after final payment under this Contract. Failure to agree to an adjustment under this section may be the basis for a claim under the Disputes clause. The Contractor may not delay or refuse performance under a change order for any reason, but will proceed immediately and diligently with performance of the Contract in accordance with the change. 3.

Time for Performance

3.1 In accordance with RFP § 1.4 the term of this Contract begins the later of the date the Contract is signed by MSA following approval of the Contract by the Authority or Click here to enter a date, and unless terminated earlier in accordance with the Contract, ends Click here to enter a date. The Contractor shall undertake transition activities necessary to provide its services under the Contract upon receipt of a written Notice to Proceed issued by the Procurement Officer. 4.

Compensation and Method of Payment

4.1 In consideration of the satisfactory performance of the work set forth in this Contract, the MSA shall pay the Contractor in accordance with the terms of the RFP, and the Contractor’s Financial Proposal. Except if increased via a Contract modification that is signed by both parties to this Contract and which has received all required approvals, payment to the Contractor pursuant to this Contract shall not exceed $Click here to enter text. 4.2 Payments to the Contractor shall be made no later than thirty (30) days after the MSA’s receipt of a proper invoice for services provided by the Contractor, acceptance by MSA of services provided by the Contractor, and pursuant to the conditions outlined in Section 4 of this Contract. Each invoice for services rendered must include the Contractor’s Page 38 of 68

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Federal Tax Identification Number which is Click here to enter text.. Charges for late payment of invoices other than as prescribed by Title 15, Subtitle 1, of the State Finance and Procurement Article, Annotated Code of Maryland, as from time-to-time amended, are prohibited. Invoices should be submitted to MSA Accounts Payable. Electronic funds transfer may be used by MSA to pay Contractor under this Contract and any other MSA payments due Contractor, unless the State Comptroller’s Office grants Contractor an exemption. The final payment under this Contract will not be made until after certification is received from the Comptroller of the State that all taxes have been paid. 4.3 In addition to any other available remedies, if, in the opinion of the Procurement Officer, the Contractor fails to perform in a satisfactory and timely manner, the Procurement Officer may refuse or limit approval of any invoice for payment, and may cause payments to the Contractor to be reduced, or withheld, until such time as the Contractor meets performance standards as established by the Contract. MSA may adjust payment to the Contractor to cover damages. 4.4 The Contractor shall not be responsible for damages to the extent that the damages are directly the result of acts or omissions by MSA’s employees. Each party shall bear responsibility for the damages directly caused by their acts or omissions. 4.5 Payment of an invoice by MSA, including, but not limited to payment of an invoice for liquidated damages as provided in Section 5, is not evidence that services were rendered as required under this Contract. 4.6

The Contractor will:

4.6.1 During the term of the Contract, be reimbursed by the MSA for all reasonable, allowable and allocable direct costs and expenses incurred by the Contractor in the performance of the Contract, including without limitation, the costs of (i) photocopies made at Contractor's premises and facsimiles sent and received at Contractor's premises at a fixed price of ten (10) cents per page and (ii) long distance telephone calls. 4.6.2 Not be reimbursed for indirect costs, which shall include without limitation, secretarial services performed during normal business hours, document production, use of telecopy machines and conference rooms, in house messenger services, long distance telephone or telefax message service between co-venturers of a joint venture Contractor and local telephone service. 4.6.3 Maintain records relating to the costs and expenses incurred by the Contractor in the performance of the Contract for a period of four (4) years from the date of final payment under the Contract. 5.

Damages

5.1.

Liquidated Damages. (A)

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MSA may deduct liquidated damages as set forth in RFP Attachment V;

Request for Proposals (RFP) Computerized Maintenance Management System

5.2.

(B)

When MSA has identified a deficiency for which it could assess a liquidated damage, it shall notify the Contractor in writing of the deficiency (the “Initial Notice”).

(C)

The Contractor shall provide to the MSA Contract Monitor within 20 working days of the date of the Initial Notice, its written explanation for the deficiency, and if applicable, how the circumstance(s) causing the nonperformance was beyond its control.

(D)

MSA may determine whether or not to assess the liquidated damages without considering the Contractor’s response if it has not received the Contractor’s explanation within 20 working days.

(E)

The total amount for liquidated damages arising out of any one incident or occasion will not exceed $5,000.

Direct Damages. (A)

5.3

6.

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MSA may deduct for direct damages sustained as a result of Contractor’s failure to perform as required under this Contract.

Payment Adjustments. (A)

MSA shall notify the Contractor of each payment adjustment due to the imposition of liquidated or direct damages.

(B)

MSA shall provide the Contractor with such evidence as MSA determines is adequate to justify each adjustment.

(C)

If the Contractor does not agree with the adjustment or the action taken to obtain the adjustment, the Contractor’s sole remedy to resolve the issue is as provided in Article 12 (Disputes) of this Contract.

Rights to Records

6.1 The Contractor agrees that all documents and materials including, but not limited to, software, reports, drawings, studies, specifications, estimates, tests, maps, photographs, designs, graphics, mechanical, artwork, computations and data prepared by the Contractor solely for purposes of this Contract shall be the sole property of MSA and shall be available to MSA at any time. MSA shall have the right to use the same without restriction and without compensation to the Contractor other than that specifically provided by this Contract. 6.2 Upon the request of MSA, the Contractor shall provide, free of charge, certified copies of all records related to this Contract produced through the use of a time keeping or other record systems owned, developed or utilized by the Contractor.

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6.3 The Contractor agrees that at all times during the term of this Contract and thereafter, works created as a deliverable under this contract, and services performed under this Contract shall be “works made for hire” as that term is interpreted under U.S. copyright law. To the extent that any products created as a deliverable under this Contract are not “works made for hire” for MSA, the Contractor hereby relinquishes, transfers, and assigns to MSA all of its rights, title, and interest (including all intellectual property rights) to all such products created under this Contract, and will cooperate reasonably with MSA in effectuating and registering any necessary assignments. 6.4 The Contractor shall report to the Procurement Officer, promptly and in written detail, each notice or claim of copyright infringement received by the Contractor with respect to all data delivered under this agreement. 6.5 The Contractor shall not affix any restrictive markings upon any data and if such markings are affixed, the MSA shall have the right at any time to modify, remove, obliterate, or ignore such warnings. 6.6 Upon termination of this Contract, the Contractor, at its own expense, shall deliver any equipment, software or other property provided by MSA to the place designated by the Procurement Officer. 6.7 Nothing in this Section shall abrogate or transfer any intellectual property rights of the Contractor in its proprietary information related to its methodologies, methods of analysis, ideas, know how, methods, techniques, and skills possessed prior to this Contract. 7.

Patents, Copyrights, Intellectual Property

7.1

If the Contractor furnishes any design, device, material, process, or other item, that is covered by a patent or copyright or that is proprietary to or a trade secret of another, the Contractor shall obtain the necessary permission or license to permit MSA to use such item.

7.2

The Contractor will defend or settle, at its own expense, any claim or suit against MSA alleging that any such item furnished by the Contractor infringes any patent, trademark, copyright, or trade secret. If a third party claims that a product infringes that party’s patent, trademark, copyright, or trade secret, the Contractor will defend MSA against that claim at the Contractor’s expense and will pay all damages, costs, and attorneys fees that a court finally awards, provided MSA: (i) promptly notifies the Contractor in writing of the claim; and (ii) allows the Contractor to control, and cooperates with the Contractor in, the defense and any related settlement negotiations. The obligations of this Section 6.2 are in addition to those stated in Section 7.3 below.

7.3

If any products furnished by the Contractor become, or in the Contractor's opinion are likely to become, the subject of a claim of infringement, the Contractor will, at its option and expense: a) procure for MSA the right to continue using the applicable item; b) replace the product with a non-infringing product substantially

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complying with the item's specifications; or c) modify the item so that it becomes non-infringing and performs in a substantially similar manner to the original item. 8.

Conflicts

To avoid conflicts of interest which may arise from Contractor’s simultaneous representation of the MSA and other parties, Contractor agrees to examine its client/matter listings carefully on a periodic basis, to notify the MSA immediately of any potential conflict of interest and, if requested, to undertake immediate action to eliminate the source of the potential conflict of interest. The MSA reserves the right to make the Contractor aware of situations in which they believe the Contractor is involved which may present a conflict of interest and to request that the Contractor promptly remedy the situation. By executing this Contract, the Contractor hereby acknowledges and agrees that, upon request of the MSA, the Contractor to the extent permitted by the Code of Professional Responsibility, will withdraw from representation of parties whose interest are adversary with the interest of the MSA. 9.

Confidentiality

Subject to the Maryland Public Information Act and any other applicable laws, all confidential or proprietary information and documentation relating to either party (including without limitation, any information or data stored within the Contractor’s computer systems) shall be held in absolute confidence by the other party. Each party shall, however, be permitted to disclose relevant Confidential Information to its officers, agents and employees to the extent that such disclosure is necessary for the performance of their duties under this Contract, provided that the data may be collected, used, disclosed, stored and disseminated only as provided by and consistent with the law. The provisions of this section shall not apply to information that (a) is lawfully in the public domain; (b) has been independently developed by the other party without violation of this Contract; (c) was already in the possession of such party, (d) was supplied to such party by a third party lawfully in possession thereof and legally permitted to further disclose the information or (e) which such party is required to disclose by law. 10.

Loss of Data

In the event of loss of any MSA data or records held or maintained by the Contractor in the performance of services, where such loss is due to the intentional act or omission or negligence of the Contractor or any of its subcontractors or agents, the Contractor shall be responsible for recreating such lost data, in the manner and on the schedule set by the Procurement Officer. The Contractor shall ensure that all data is backed up, and is recoverable by the Contractor. Contractor shall use its best efforts to assure that at no time shall any actions undertaken by the Contractor under this Contract (or any failures to act when Contractor has a duty to act) damage or create any vulnerabilities in data bases, systems, platforms and/or applications with which the Contractor is working hereunder.

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11.

Solicitation No. 14-013

Indemnification

11.1 The Contractor shall indemnify the MSA and the State and their respective officers, members, directors and employees against liability for any suits, actions, or claims of any character arising from or relating to the performance of the Contractor or its subcontractors under this Contract. 11.2 This shall not be construed to mean that the Contractor shall indemnify MSA or its employees against liability for any suits, actions, or claims of any character that are directly the result of acts or omissions in the performance of MSA’s duties, or of its employees. Each party shall bear sole responsibility for any liability for any suits, actions, or claims of any character to the extent that such are directly caused by their acts or omissions. 11.3 MSA has no obligation to provide legal counsel or defense to the Contractor or its subcontractors in the event that a suit, claim or action of any character is brought by any person not party to this Contract against the Contractor or its subcontractors as a result of or relating to the Contractor’s performance under this Contract. 11.4 MSA has no obligation for the payment of any judgments or the settlement of any claims against the Contractor or its subcontractors as a result of or relating to the Contractor’s performance under this Contract. 11.5 The Contractor shall immediately notify the Procurement Officer of any claim or suit made or filed against the Contractor or its subcontractors regarding any matter resulting from, or relating to, the Contractor’s obligations under the Contract, and will cooperate, assist and consult with MSA in the defense or investigation of any claim, suit, or action made or filed against MSA as a result of, or relating to, the Contractor’s performance under this Contract. 11.6

This Section 11 shall survive termination of this Contract.

12.

Non-Hiring of Employees

No official or employee of the State of Maryland, as defined under State Government Article, § 15-102, Annotated Code of Maryland, whose duties as such official or employee include matters relating to or affecting the subject matter of this Contract, shall, during the pendency and term of this contract and while serving as an official or employee of the State, become or be an employee of the Contractor or any entity that is a subcontractor on this Contract. 13.

Disputes

13.1 All disputes arising under or as a result of a breach of the resulting Contract which are not disposed of by mutual agreement shall be resolved in accordance with this Section 13.

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13.2 When a controversy cannot be resolved by mutual agreement, the Contractor shall submit a written request for a final decision to the Executive Director of MSA. The written request shall set forth all of the facts surrounding the controversy. 13.3 The Executive Director shall render a written decision within 90 days of receipt of the Contractor’s written request for final decision, unless the time is extended by mutual agreement of the parties to this Contract. This decision shall be furnished to the Contractor by certified mail, return receipt requested or by any other method that provides evidence of receipt. The decision shall be deemed the final action of MSA. If a decision is not issued within 90 days, or within such extension of time as may be agreed upon by the parties to the Contract, it shall be deemed a decision not to grant the relief requested by the Contractor. 13.4 Pending resolution of the claim, the Contractor shall proceed diligently with the performance of the Contract in accordance with the Procurement Officer’s decision. 14.

Maryland Law

This Contract shall be construed, interpreted, and enforced according to the laws of the State of Maryland. 15.

Nondiscrimination in Employment

The Contractor agrees: (a) not to discriminate in any manner against an employee or applicant for employment because of race, color, religion, creed, age, sex, marital status, national origin, ancestry, or disability of a qualified individual with a disability; (b) to include a provision similar to that contained in subsection (a), above, in any underlying subcontract except a subcontract for standard commercial supplies or raw materials; and (c) to post and to cause subcontractors to post in conspicuous places available to employees and applicants for employment, notices setting forth the substance of this clause. 16.

Contingent Fee Prohibition

The Contractor warrants that it has not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or commercial selling agency working for the Contractor to solicit or secure this Contract, and that it has not paid or agreed to pay any person, partnership, corporation or other entity, other than a bona fide employee, bona fide salesperson or commercial selling agency, any fee or other consideration contingent on the making of this Contract. For breach or violation of this warranty, the MSA shall have the right to deduct from the Contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. 17.

Non-Availability of Funding

If the General Assembly fails to appropriate funds or if funds are not otherwise made available for continued performance for any fiscal period of this Contract succeeding the first fiscal period, this Contract shall be canceled automatically as of the beginning of the Page 44 of 68

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fiscal year for which funds were not appropriated or otherwise made available; provided, however, that this will not affect either MSA’s rights or the Contractor’s rights under any termination clause in this Contract. The effect of termination of the Contract hereunder will be to discharge both the Contractor and MSA from future performance of the Contract, but not from their rights and obligations existing at the time of termination. The Contractor shall be reimbursed for the reasonable value of any nonrecurring costs incurred but not amortized in the price of the Contract. MSA shall notify the Contractor as soon as it has knowledge that funds may not be available for the continuation of this Contract for each succeeding fiscal period beyond the first. 18.

Termination for Cause

If the Contractor fails to fulfill its obligations under this Contract properly and on time, or otherwise violates any provision of the Contract, MSA may terminate the Contract by written notice to the Contractor. The notice shall specify the acts or omissions relied upon as cause for termination. All finished or unfinished work provided by the Contractor shall, at MSA’s option, become MSA’s property. MSA shall pay the Contractor fair and equitable compensation for satisfactory performance prior to receipt of notice of termination, less the amount of damages caused by the Contractor’s breach. If the damages are more than the compensation payable to the Contractor, the Contractor will remain liable after termination and MSA can affirmatively collect damages. Termination hereunder, including the termination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.11B. 19.

Termination for Convenience

The performance of work under this Contract may be terminated by MSA in accordance with this clause in whole, or from time to time in part, whenever MSA shall determine that such termination is in the best interest of MSA. MSA will pay all reasonable costs associated with this Contract that the Contractor has incurred up to the date of termination, and all reasonable costs associated with termination of the Contract; provided, however, the Contractor shall not be reimbursed for any anticipatory profits that have not been earned up to the date of termination. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.12 (A)(2). 20.

Contractor Transition

If MSA awards a contract to another Contractor to perform services presently being performed by the Contractor under the Contract, the Contractor shall cooperate with MSA and the new Contractor in facilitating the transition as MSA directs, including providing the new Contractor with a copy of all the current policies, procedures and work plans applicable to the institutions covered by the Contract.

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21.

Solicitation No. 14-013

Delays and Extensions of Time

The Contractor agrees to perform this Agreement continuously and diligently. No charges or claims for damages shall be made by the Contractor for any delays or hindrances, regardless of cause, in the performance of services under this Contract. Time extensions will be granted only for excusable delays that arise from unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including but not restricted to acts of God, acts of the public enemy, acts of MSA in either its sovereign or contractual capacity, acts of another Contractor in the performance of a contract with MSA, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of subcontractors or suppliers arising from unforeseeable causes beyond the control and without the fault or negligence of either the Contractor or the subcontractors or suppliers. 22.

Suspension of Work

MSA unilaterally may order the Contractor in writing to suspend, delay, or interrupt all or any part of its performance for such period of time as the Procurement Officer may determine to be appropriate for the convenience of MSA. 23.

Financial Disclosure

The Contractor shall comply with the provisions of Section 13-221 of the State Finance and Procurement Article of the Annotated Code of Maryland, which requires that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies during a calendar year under which the business is to receive in the aggregate, $100,000 or more, shall, within 30 days of the time when the aggregate value of these contracts, leases or other agreements reaches $100,000, file with the Secretary of the State of Maryland certain specified information to include disclosure of beneficial ownership of the business. 24.

Political Contribution Disclosure

The Contractor shall comply with Election Law Article, §§14-101 – 14-108, Annotated Code of Maryland, which requires that every person that enters into contracts, leases, or other agreements with the State, a county, or an incorporated municipality, or their agencies, during a calendar year in which the person receives in the aggregate $100,000 or more, shall, file with the State Board of Elections a statement disclosing contributions in excess of $500 made during the reporting period to a candidate for elective office in any primary or general election. The statement shall be filed with the State Board of Elections: (1) before a purchase or execution of a lease or contract by the State, a county, an incorporated municipality, or their agencies, and shall cover the preceding two calendar years; and (2) if the contribution is made after the execution of a lease or contract, then twice a year, throughout the contract term, on: (a) February 5, to cover the 6-month period ending January 31; and (b) August 5, to cover the 6-month period ending July 31.

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25.

Solicitation No. 14-013

Retention of Records

The Contractor shall retain and maintain all records and documents in any way relating to this Contract for five years after final payment by MSA under this Contract or any applicable statute of limitations, whichever is longer, and shall make them available for inspection and audit by authorized representatives of MSA, including the Procurement Officer or the Procurement Officer’s designee, at all reasonable times. All records related in any way to the Contract are to be retained for the entire time provided under this section. 26.

Compliance with Laws The Contractor hereby represents and warrants that:

26.1 It is qualified to do business in the State of Maryland and that it will take such action as, from time to time hereafter, may be necessary to remain so qualified; 26.2 It is not in arrears with respect to the payment of any monies due and owing the State of Maryland, or any department or unit thereof, including but not limited to the payment of taxes and employee benefits, and that it shall not become so in arrears during the term of this Contract; 26.3 It shall comply with all federal, State and local laws, regulations, and ordinances applicable to its activities and obligations under this Contract; and, 26.4 It shall obtain, at its expense, all licenses, permits, insurance, and governmental approvals, if any, necessary to the performance of its obligations under this Contract. 27.

Costs and Price Certification

27.1 By submitting cost or price information, the Contractor certifies to the best of its knowledge that the information submitted is accurate, complete, and current as of the date of its bid or offer. 27.2 The price under this Contract and any change order or modification hereunder, including profit or fee, shall be adjusted to exclude any significant price increases occurring because the Contractor furnished cost or price information, which, as of the date of its bid or offer, was inaccurate, incomplete, or not current. 28.

Subcontracting; Assignment

28.1 The Contractor may not subcontract any portion of the services provided under this Contract without obtaining the prior written approval of MSA, nor may the Contractor assign this Contract or any of its rights or obligations hereunder, without the prior written approval of MSA. Any such subcontract or assignment shall include such terms of this Contract as MSA deems necessary to protect its interests. MSA shall not be responsible for the fulfillment of the Contractor’s obligations to the subcontractors.

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28.2 The Contractor shall not write into any subcontract or negotiate with any subcontractor for a requirement that would in any way limit the subcontractor’s flexibility to compete with the Contractor or to negotiate with a competitor of the Contractor for any future contract with MSA. 29.

Commercial Nondiscrimination

As a condition of entering into this Agreement, Contractor represents and warrants that it will comply with the State’s Commercial Nondiscrimination Policy, as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. As part of such compliance, Contractor may not discriminate on the basis of race, color, religion, ancestry or national origin, sex, age, marital status, sexual orientation, or on the basis of disability or other unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Contractor retaliate against any person for reporting instances of such discrimination. Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. Contractor understands that a material violation of this clause shall be considered a material breach of this Agreement and may result in termination of this Agreement, disqualification of Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party. The Contractor shall include the above Commercial Nondiscrimination clause, or similar clause approved by DPSCS, in all sub-contracts. As a condition of entering into this Agreement, upon the Maryland Human Relations Commission’s request, and only after the filing of a complaint against Contractor under Title 19 of the State Finance and Procurement Article, as amended from time to time, Contractor agrees to provide within 60 days after the request a complete list of the names of all subcontractors, vendors, and suppliers that Contractor has used in the past 4 years on any of its contracts that were undertaken within the State of Maryland, including the total dollar amount paid by Contractor on each subcontract or supply contract. Contractor further agrees to cooperate in any investigation conducted by the State pursuant to the State’s Commercial Nondiscrimination Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, and to provide any documents relevant to any investigation that is requested by the State. Contractor understands that violation of this clause is a material breach of this Agreement and may result in contract termination, disqualification by the State from participating in State contracts, and other sanctions.

30.

Correction of Errors Defects and Omissions

The Contractor agrees to perform work as may be necessary to correct errors, defects and omissions in the services required under this Contract, without undue delays and Page 48 of 68

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without cost to the MSA. The acceptance of the work set forth herein by the MSA shall not relieve the Contractor of the responsibility of subsequent correction of such errors. 31.

Anti-Bribery

Contractors are required to be aware of State Finance and Procurement Article, Section 16-201 et seq. of the Annotated Code of Maryland which requires that any person convicted of bribery, attempted bribery, or conspiracy to bribe based upon acts committed after July 1, 1977, in the obtaining of a contract from the State of Maryland or any of its subdivisions, be subject to disqualification pursuant to the State Finance and Procurement Article, Section 16-201 et seq from entering into a contract with the State of Maryland, or any county or other subdivision of the State of Maryland for the supply of services by the person. 32.

Administrative

32.1

All matters relating to the interpretation of this Agreement shall be referred to the Procurement Officer for determination. The work to be accomplished under this Contract shall be performed under the direction of the Contract Monitor.

32.2

Except as expressly prohibited by Maryland law, any of MSA’s rights, powers or duties under this Contract may be exercised or enforced by any officials or employees of MSA who are authorized to do so by the Executive Director. Where this Contract provides for the exercise or enforcement of rights, powers or duties by a specific official or employee of MSA, MSA may unilaterally, and within its sole discretion, change the designated official or employee upon written notice to the Contractor. To the extent that MSA utilizes internal review or approval processes in making determinations under this Contract, the Contractor has no right to or in connection with those processes.

32.3

Notices: All notices hereunder shall be in writing and either delivered personally or sent by certified or registered mail, postage prepaid as follows: If to MSA:

Michael J. Frenz, Executive Director Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, MD 21201

And

John F. Samoryk Chief Procurement Officer Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, MD 21201

If to the Contractor: Page 49 of 68

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IN WITNESS WHEREOF, the parties have executed this Contract as of the date hereinabove set forth. CONTRACTOR By:

(SEAL)

Title:

Date:

Witness/Attest:

MARYLAND STADIUM AUTHORITY By: Title: Witness:

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Attachment B - Bid/Proposal Affidavit A.

AUTHORIZED REPRESENTATIVE I HEREBY AFFIRM THAT: I am the (title) ____________________________ and the duly authorized representative of (business) __________________________ and that I possess the legal authority to make this Affidavit on behalf of myself and the business for which I am acting.

B.

CERTIFICATION REGARDING COMMERCIAL NONDISCRIMINATION The undersigned bidder hereby certifies and agrees that the following information is correct: In preparing its bid on this project, the bidder has considered all proposals submitted from qualified, potential subcontractors and suppliers, and has not engaged in "discrimination" as defined in §19-103 of the State Finance and Procurement Article of the Annotated Code of Maryland. "Discrimination" means any disadvantage, difference, distinction, or preference in the solicitation, selection, hiring, or commercial treatment of a vendor, subcontractor, or commercial customer on the basis of race, color, religion, ancestry, or national origin, sex, age, marital status, sexual orientation, or on the basis of disability or any otherwise unlawful use of characteristics regarding the vendor's, supplier's, or commercial customer's employees or owners. "Discrimination" also includes retaliating against any person or other entity for reporting any incident of "discrimination". Without limiting any other provision of the solicitation on this project, it is understood that, if the certification is false, such false certification constitutes grounds for the State to reject the bid submitted by the bidder on this project, and terminate any contract awarded based on the bid. As part of its bid or proposal, the bidder herewith submits a list of all instances within the past 4 years where there has been a final adjudicated determination in a legal or administrative proceeding in the State of Maryland that the bidder discriminated against subcontractors, vendors, suppliers, or commercial customers, and a description of the status or resolution of that determination, including any remedial action taken. Bidder agrees to comply in all respects with the State's Commercial Nondiscrimination Policy as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. B-1.

Certification Regarding Minority Business Enterprises.

The undersigned bidder hereby certifies and agrees that it has fully complied with the State Minority Business Enterprise Law, State Finance and Procurement Article, §14308(a)(2), Annotated Code of Maryland, which provides that, except as otherwise provided by law, a Contractor may not identify a certified minority business enterprise in a bid or proposal and:

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(1) Fail to request, receive, or otherwise obtain authorization from the certified minority business enterprise to identify the certified minority proposal; (2) Fail to notify the certified minority business enterprise before execution of the contract of its inclusion in the bid or proposal; (3) Fail to use the certified minority business enterprise in the performance of the contract; or (4) Pay the certified minority business enterprise solely for the use of its name in the bid or proposal. Without limiting any other provision of the solicitation on this project, it is understood that if the certification is false, such false certification constitutes grounds for the State to reject the bid submitted by the bidder on this project, and terminate any contract awarded based on the bid. C.

AFFIRMATION REGARDING BRIBERY CONVICTIONS I FURTHER AFFIRM THAT:

Neither I, nor to the best of my knowledge, information, and belief, the above business (as is defined in Section 16-101(b) of the State Finance and Procurement Article of the Annotated Code of Maryland), or any of its officers, directors, partners, controlling stockholders, or any of its employees directly involved in the business's contracting activities including obtaining or performing contracts with public bodies has been convicted of, or has had probation before judgment imposed pursuant to Criminal Procedure Article, §6-220, Annotated Code of Maryland, or has pleaded nolo contendere to a charge of, bribery, attempted bribery, or conspiracy to bribe in violation of Maryland law, or of the law of any other state or federal law, except as follows (indicate the reasons why the affirmation cannot be given and list any conviction, plea, or imposition of probation before judgment with the date, court, official or administrative body, the sentence or disposition, the name(s) of person(s) involved, and their current positions and responsibilities with the business): ____________________________________________________________ D.

AFFIRMATION REGARDING OTHER CONVICTIONS I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business, or any of its officers, directors, partners, controlling stockholders, or any of its employees directly involved in the business's contracting activities including obtaining or performing contracts with public bodies, has: (1) Been convicted under state or federal statute of:

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(a) A criminal offense incident to obtaining, attempting to obtain, or performing a public or private contract; or (b) Fraud, embezzlement, theft, forgery, falsification or destruction of records or receiving stolen property; (2) Been convicted of any criminal violation of a state or federal antitrust statute; (3) Been convicted under the provisions of Title 18 of the United States Code for violation of the Racketeer Influenced and Corrupt Organization Act, 18 U.S.C. §1961 et seq., or the Mail Fraud Act, 18 U.S.C. §1341 et seq., for acts in connection with the submission of bids or proposals for a public or private contract; (4) Been convicted of a violation of the State Minority Business Enterprise Law, §14308 of the State Finance and Procurement Article of the Annotated Code of Maryland; (5) Been convicted of a violation of §11-205.1 of the State Finance and Procurement Article of the Annotated Code of Maryland; (6) Been convicted of conspiracy to commit any act or omission that would constitute grounds for conviction or liability under any law or statute described in subsections (1)—(5) above; (7) Been found civilly liable under a state or federal antitrust statute for acts or omissions in connection with the submission of bids or proposals for a public or private contract; (8) Been found in a final adjudicated decision to have violated the Commercial Nondiscrimination Policy under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland with regard to a public or private contract; or (9) Admitted in writing or under oath, during the course of an official investigation or other proceedings, acts or omissions that would constitute grounds for conviction or liability under any law or statute described in §§B and C and subsections D(1)—(8) above, except as follows (indicate reasons why the affirmations cannot be given, and list any conviction, plea, or imposition of probation before judgment with the date, court, official or administrative body, the sentence or disposition, the name(s) of the person(s) involved and their current positions and responsibilities with the business, and the status of any debarment): ____________________________________________________________ E.

AFFIRMATION REGARDING DEBARMENT I FURTHER AFFIRM THAT:

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Neither I, nor to the best of my knowledge, information, and belief, the above business, or any of its officers, directors, partners, controlling stockholders, or any of its employees directly involved in the business's contracting activities, including obtaining or performing contracts with public bodies, has ever been suspended or debarred (including being issued a limited denial of participation) by any public entity, except as follows (list each debarment or suspension providing the dates of the suspension or debarment, the name of the public entity and the status of the proceedings, the name(s) of the person(s) involved and their current positions and responsibilities with the business, the grounds of the debarment or suspension, and the details of each person's involvement in any activity that formed the grounds of the debarment or suspension). ____________________________________________________________ F.

AFFIRMATION REGARDING DEBARMENT OF RELATED ENTITIES I FURTHER AFFIRM THAT: (1) The business was not established and it does not operate in a manner designed to evade the application of or defeat the purpose of debarment pursuant to Sections 16101, et seq., of the State Finance and Procurement Article of the Annotated Code of Maryland; and (2) The business is not a successor, assignee, subsidiary, or affiliate of a suspended or debarred business, except as follows (you must indicate the reasons why the affirmations cannot be given without qualification): ____________________________________________________________

G.

SUB-CONTRACT AFFIRMATION I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business, has knowingly entered into a contract with a public body under which a person debarred or suspended under Title 16 of the State Finance and Procurement Article of the Annotated Code of Maryland will provide, directly or indirectly, supplies, services, architectural services, construction related services, leases of real property, or construction.

H.

AFFIRMATION REGARDING COLLUSION I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business has:

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(1) Agreed, conspired, connived, or colluded to produce a deceptive show of competition in the compilation of the accompanying bid or offer that is being submitted; (2) In any manner, directly or indirectly, entered into any agreement of any kind to fix the bid price or price proposal of the bidder or Offeror or of any competitor, or otherwise taken any action in restraint of free competitive bidding in connection with the contract for which the accompanying bid or offer is submitted. I.

FINANCIAL DISCLOSURE AFFIRMATION I FURTHER AFFIRM THAT: I am aware of, and the above business will comply with, the provisions of Section 13221 of the State Finance and Procurement Article of the Annotated Code of Maryland, which require that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies during a calendar year under which the business is to receive in the aggregate $100,000 or more shall, within 30 days of the time when the aggregate value of the contracts, leases, or other agreements reaches $100,000, file with the Secretary of State of Maryland certain specified information to include disclosure of beneficial ownership of the business.

J.

POLITICAL CONTRIBUTION DISCLOSURE AFFIRMATION I FURTHER AFFIRM THAT: I am aware of, and the above business will comply with, Election Law Article, §§14101—14-108, Annotated Code of Maryland, which requires that every person that enters into contracts, leases, or other agreements with the State of Maryland, including its agencies or a political subdivision of the State, during a calendar year in which the person receives in the aggregate $100,000 or more shall file with the State Board of Elections a statement disclosing contributions in excess of $500 made during the reporting period to a candidate for elective office in any primary or general election.

K.

DRUG AND ALCOHOL FREE WORKPLACE (Applicable to all contracts unless the contract is for a law enforcement agency and the agency head or the agency head's designee has determined that application of COMAR 21.11.08 and this certification would be inappropriate in connection with the law enforcement agency's undercover operations.) I CERTIFY THAT: (1) Terms defined in COMAR 21.11.08 shall have the same meanings when used in this certification.

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(2) By submission of its bid or offer, the business, if other than an individual, certifies and agrees that, with respect to its employees to be employed under a contract resulting from this solicitation, the business shall: (a) Maintain a workplace free of drug and alcohol abuse during the term of the contract; (b) Publish a statement notifying its employees that the unlawful manufacture, distribution, dispensing, possession, or use of drugs, and the abuse of drugs or alcohol is prohibited in the business' workplace and specifying the actions that will be taken against employees for violation of these prohibitions; (c) Prohibit its employees from working under the influence of drugs or alcohol; (d) Not hire or assign to work on the contract anyone whom the business knows, or in the exercise of due diligence should know, currently abuses drugs or alcohol and is not actively engaged in a bona fide drug or alcohol abuse assistance or rehabilitation program; (e) Promptly inform the appropriate law enforcement agency of every drug-related crime that occurs in its workplace if the business has observed the violation or otherwise has reliable information that a violation has occurred; (f) Establish drug and alcohol abuse awareness programs to inform its employees about: (i) The dangers of drug and alcohol abuse in the workplace; (ii) The business' policy of maintaining a drug and alcohol free workplace; (iii) Any available drug and alcohol counseling, rehabilitation, and employee assistance programs; and (iv) The penalties that may be imposed upon employees who abuse drugs and alcohol in the workplace; (g) Provide all employees engaged in the performance of the contract with a copy of the statement required by §K(2)(b), above; (h) Notify its employees in the statement required by §K(2)(b), above, that as a condition of continued employment on the contract, the employee shall: (i) Abide by the terms of the statement; and (ii) Notify the employer of any criminal drug or alcohol abuse conviction for an offense occurring in the workplace not later than 5 days after a conviction; Page 56 of 68

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(i) Notify the procurement officer within 10 days after receiving notice under §K(2)(h)(ii), above, or otherwise receiving actual notice of a conviction; (j) Within 30 days after receiving notice under §K(2)(h)(ii), above, or otherwise receiving actual notice of a conviction, impose either of the following sanctions or remedial measures on any employee who is convicted of a drug or alcohol abuse offense occurring in the workplace: (i) Take appropriate personnel action against an employee, up to and including termination; or (ii) Require an employee to satisfactorily participate in a bona fide drug or alcohol abuse assistance or rehabilitation program; and (k) Make a good faith effort to maintain a drug and alcohol free workplace through implementation of §K(2)(a)—(j), above. (3) If the business is an individual, the individual shall certify and agree as set forth in §K(4), below, that the individual shall not engage in the unlawful manufacture, distribution, dispensing, possession, or use of drugs or the abuse of drugs or alcohol in the performance of the contract. (4) I acknowledge and agree that: (a) The award of the contract is conditional upon compliance with COMAR 21.11.08 and this certification; (b) The violation of the provisions of COMAR 21.11.08 or this certification shall be cause to suspend payments under, or terminate the contract for default under COMAR 21.07.01.11 or 21.07.03.15, as applicable; and (c) The violation of the provisions of COMAR 21.11.08 or this certification in connection with the contract may, in the exercise of the discretion of the Board of Public Works, result in suspension and debarment of the business under COMAR 21.08.03. L.

CERTIFICATION OF CORPORATION REGISTRATION AND TAX PAYMENT I FURTHER AFFIRM THAT: (1) The business named above is a (domestic ___ ) (foreign ___ ) corporation registered in accordance with the Corporations and Associations Article, Annotated Code of Maryland, and that it is in good standing and has filed all of its annual reports, together with filing fees, with the Maryland State Department of

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Assessments and Taxation, and that the name and address of its resident agent filed with the State Department of Assessments and Taxation is: Name: ________________________________________________________ Address: _____________________________________________________ . (If not applicable, so state). (2) Except as validly contested, the business has paid, or has arranged for payment of, all taxes due the State of Maryland and has filed all required returns and reports with the Comptroller of the Treasury, the State Department of Assessments and Taxation, and the Department of Labor, Licensing, and Regulation, as applicable, and will have paid all withholding taxes due the State of Maryland prior to final settlement. M.

CONTINGENT FEES I FURTHER AFFIRM THAT: The business has not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or commercial selling agency working for the business, to solicit or secure the Contract, and that the business has not paid or agreed to pay any person, partnership, corporation, or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or commercial selling agency, any fee or any other consideration contingent on the making of the Contract. N.

Repealed.

O.

ACKNOWLEDGEMENT

I ACKNOWLEDGE THAT this Affidavit is to be furnished to the Procurement Officer and may be distributed to units of: (1) the State of Maryland; (2) counties or other subdivisions of the State of Maryland; (3) other states; and (4) the federal government. I further acknowledge that this Affidavit is subject to applicable laws of the United States and the State of Maryland, both criminal and civil, and that nothing in this Affidavit or any contract resulting from the submission of this bid or proposal shall be construed to supersede, amend, modify or waive, on behalf of the State of Maryland, or any unit of the State of Maryland having jurisdiction, the exercise of any statutory right or remedy conferred by the Constitution and the laws of Maryland with respect to any misrepresentation made or any violation of the obligations, terms and covenants undertaken by the above business with respect to (1) this Affidavit, (2) the contract, and (3) other Affidavits comprising part of the contract.

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I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. Date: ______________ By: ______________________________________ (Authorized Representative and Affiant)

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Attachment C - Contract Affidavit A. AUTHORIZED REPRESENTATIVE I HEREBY AFFIRM THAT: I am the _____________________________ (title) and the duly authorized representative of __________________________________(business) and that I possess the legal authority to make this Affidavit on behalf of myself and the business for which I am acting. B. CERTIFICATION OF CORPORATION REGISTRATION AND TAX PAYMENT I FURTHER AFFIRM THAT: (1) The business named above is a (domestic___) (foreign____) corporation registered in accordance with the Corporations and Associations Article, Annotated Code of Maryland, and that it is in good standing and has filed all of its annual reports, together with filing fees, with the Maryland State Department of Assessments and Taxation, and that the name and address of its resident agent filed with the State Department of Assessments and Taxation is: Name:__________________________________________________________________ Address:________________________________________________________________ (2) Except as validly contested, the business has paid, or has arranged for payment of, all taxes due the State of Maryland and has filed all required returns and reports with the Comptroller of the Treasury, the State Department of Assessments and Taxation, and the Department of Labor, Licensing, and Regulation, as applicable, and will have paid all withholding taxes due the State of Maryland prior to final settlement. C. CERTAIN AFFIRMATIONS VALID I FURTHER AFFIRM THAT: To the best of my knowledge, information, and belief, each of the affirmations, certifications, or acknowledgements contained in that certain Bid/Proposal Affidavit dated ____________ , 20____, and executed by me for the purpose of obtaining the contract to which this Exhibit is attached remains true and correct in all respects as if made as of the date of this Contract Affidavit and as if fully set forth herein. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OFPERJURYTHAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. DATE:_______________

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BY:__________________________________________ (Signature of Authorized Representative and Affiant)

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Attachment D - Conflict of Interest Affidavit/Disclosure “Conflict of Interest” means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the State, or the person’s objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage.” “Person” has the meaning stated in COMAR 21.01.02.01B (64) and includes a Bidder, Contractor, Contractor, or subcontractor or subcontractor at any tier, and also includes an employee or agent of any of them if the employee or agent has or will have the authority to control or supervise all or a portion of the work for which a bid or offer is made. The Bidder warrants that, except as disclosed in §D, below, there are no relevant facts or circumstances now giving rise or which could, in the future, give rise to a conflict of interest. The following facts or circumstances give rise or could in the future give rise to a conflict of interest (explain in detail—attach additional sheets if necessary). The Bidder agrees that if an actual or potential conflict of interest arises after the date of this affidavit, the Bidder shall immediately make a full disclosure in writing to the Procurement Officer of all relevant facts and circumstances. This disclosure shall include a description of actions, which the Bidder has taken and proposes to take to avoid, mitigate, or neutralize the actual or potential conflict of interest. If the Contract has been awarded and performance of the Contract has begun, the Contractor shall continue performance until notified by the Procurement Officer of any contrary action to be taken. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. Date: _____________ By:___________________________________________________ (Authorized Representative and Affiant)

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Attachment E - Intentionally Omitted

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Attachment F – Financial Proposal Forms Maryland Stadium Authority Request for Proposal Project No.: 14-013 FINANCIAL PROPOSAL FORM – PAGE 1 OF 3 CONTRACT TITLE: Computerized Maintenance Management System PROPOSAL DUE DATE:

August 15, 2013, No Later Than 2:00 P.M.

In response to Request for Proposals (RFP) MSA Project No.: 14-013 the following proposal is submitted by: Company: Name: Printed or Typed Name:

______________________Title: _________________

Authorized Signature: ______________________ Date: ______________________ The UNDERSIGNED agrees to furnish all supervision, labor, materials, travel, insurance, equipment and services necessary for computerized maintenance system work for the Camden Yards Sports Complex Operation Offices as indicated in this RFP, in accordance with the specifications detailed herein and all other contract documents for the prices shown below. Department of General Services Registered Small business?

Yes

No

Yes

No

Small Business Reserve (SBR) Number: Minority Business Enterprise (MBE) Firm: MBE Certification No.:

MBE Classification Code:

.

The UNDERSIGNED hereby declares to have carefully examined the specifications and has carefully examined the Contract Documents and inspected the sites where the proposed work will be performed, and has accepted all terms and conditions outlined in the specifications. The award of this contract will be made to a responsive and responsible vendor whose proposal is determined to be the most advantageous to the MSA, in accordance with the specification outline within the solicitation. The MSA reserves the right to cancel this procurement and/or to reject all proposals. Page 63 of 68

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SUBMIT ORIGINAL AND ONE (1) DUPLICATE COPY IN A SEPARATE SEALED ENVELOPE MARKED “Computerized maintenance system Work” – PRICE PROPOSAL FORM” Procurement Officer Maryland Stadium Authority 333 West Camden Street, Suite 500 Baltimore, Maryland 21201 I hereby acknowledge receipt of the following addenda: Addendum No._____dated_______, Addendum No.____dated_____, Addendum No. ____dated_______, Addendum No.____dated_____, Please attach to this Financial Proposal Form a detailed pricing breakdown to include all base costs and potential costs to MSA that would result from an award of this contract. At a minimum, the Financial Proposal should incorporate all of the elements listed below: (I)

Base Software Cost – Minimum of 10 concurrent users, 50 named users (include unit costs for adding concurrent and named users during the contract term);

(II)

Customization/Additional Modules (if any) must be specific. Include hourly rates for customization services that may be required after initial installation and set up;

(III)

Software Installation/Configuration, to include any hardware requirements;

(IV)

System Testing;

(V)

Training Cost (initial and future training - please include hourly and/or daily rates for on-site or off-site training for future users of the system);

(VI)

Implementation Services;

(VII) Warranty; (VIII) Annual Technical Support and Maintenance following warranty period (this should include any and all software updates and periodic licensing fees; (IX)

Any and all other proposed costs to MSA (please be specific).

THIS FORM MUST BE SUBMITTED WITH THE FINANCIAL PROPOSAL Page 64 of 68

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Attachment G- Intentionally Omitted

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Attachment H – Intentionally Omitted

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Attachment I – COT/GAD X-10 Contractor Electronic Funds (EFT) Registration Request

State of Maryland Comptroller of Maryland Date of request ______________________________ Business identification information (Address to be used in case of default to check): Business name____________________________________________________________ Address line 1____________________________________________________________ Address line 2____________________________________________________________ City ________________________ State _______ Zip code Taxpayer identification number: Federal Employer Identification Number: (or) Social Security Number: Business contact name, title, e-mail and phone number including area code. (And address if different from above): _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ Financial institution information: Name and address ________________________________________________________ _______________________________________________________________________ Contact name, phone number (include area code), _______________________ ______________________________________________________________________ ABA number Savings Money Market Account number Checking Account type Format Desired: ______CCD ______CCD+ _____CTX*

(Check one.)

*Note – There may be a charge to you by your bank with this format. A VOIDED CHECK from the bank account shall be attached. (OVER)

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Transaction requested: 1. ___ Initiate all disbursements via EFT to the above account. 2. ___ Discontinue disbursements via EFT, effective _______________________ 3. ___ Change the bank account to above information – a copy of the approved Registration Form for the previous bank account shall be attached. I am authorized by *___________________________________________________________ (hereinafter Company) to make the representations contained in this paragraph. Company authorizes the Comptroller and the Treasurer of Maryland to register it for electronic funds transfer (EFT) using the information contained in this registration form. Company agrees to receive all funds from the State of Maryland by electronic funds transfer according to the terms of the EFT program. Company agrees to return to the State of Maryland any EFT payment incorrectly disbursed by the State of Maryland to the Company’s account. Company agrees to hold harmless the State of Maryland and its agencies and departments for any delays or errors caused by inaccurate or outdated registration information or by the financial institution listed above. *Name of registering business entity ________________________________________________________________________ Signature of company treasurer, controller, or chief financial officer and date Completed by GAD/STO Date Received __________________________________________________________ GAD registration information verified ______________________ Date to STO_______ STO registration information verified ______________________ Date to GAD_______ R*STARS Vendor No. and Mail Code Assigned: ____________________________________________ _____________ _________________________________ ____________________________________ State Treasurer’s Office approval date General Accounting Division approval date To Requestor: Please retain a copy of this form for your records. Please allow approximately 30 days from the date of your request for the Comptroller’s and Treasurer’s Offices to process your request. Failure to maintain current information with this office could result in errors in payment processing. If you have any questions, please call the EFT registration desk at 410-260-7375. Please submit form to: EFT Registration, General Accounting Division Room 205, P.O. Box 746 Annapolis, Maryland 21404-0746 Instructions: Electronic Funds Transfer instructions are located: http://compnet.comp.state.md.us/gad. Questions may be requested by email, [email protected]. Or call 1-888-784-0144. COT/GAD X-10

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