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ATTACHMENT P.

1

GENERAL TERMS AND CONDITIONS

Revised April 1, 2009

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GENERAL TERMS & CONDITIONS
SECTION No.

Title

1.

Proposal and Contract Requirements

2.

Applicable Law and Courts

3.

Precedence of Terms

4.

No Federal Government Obligations to Third Parties

5.

Key Personnel

6.

Inspection of Proposals

7.

Protest of Award

8.

Availability of Funds

9.

Payment Terms

10.

Progress Payments

11.

Disallowed Costs Including Interest

12.

Contractual Disputes

13.

Termination for the Convenience of the VRE

14.

Termination for Default

15.

Stop Work or Suspension of Work

16.

Assignment of Contract

17.

Subcontracts

18.

Antitrust

19.

Payment to Subcontractor

20.

Testing/Inspection/Review of Work

21.

Releases, Licenses, Permits and Authorizations

22.

Warranty

23.

Buy America

24.

Cargo Preference – Use of United States Flag Vessels

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SECTION No.

Title

25.

Fly America

26.

Inspection

27.

Contractor’s Title to Materials

28.

Ownership of Material and Intellectual Properties

29.

Copyrights

30.

Rights in Data

31.

Federal Rights in Data and Copyrights

32.

Patent Rights

33.

Covenant Against Contingent Fees

34.

Fair Employment Contracting Act

35.

Convict Labor

36.

Seismic Safety

37.

Conflict of Interest

38.

Immigration Reform and Control Act of 1986

39.

Indemnification

40.

Ethics in Public Contracting

41.

Prohibition Against the Use of Federal Funds for Lobbying

42.

Officials Not to Benefit

43.

Independent Contractor

44.

Debarment Status

45.

Anti-Discrimination

46.

Access Requirements for Individuals with Disabilities

47.

Drug or Alcohol Abuse – Confidentiality and Other Civil Rights Protections

48.

Drug-Free Workplace

49.

Labor Provisions

50.

Davis Bacon Act

51.

Royalties

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Severability Page 4 of 39 . Geographic Restrictions 69. Protection of Sensitive Security Information 75. Use of Real Property. Authorized Funding 63. Metric System 53. Employment of Personnel 71. Title 52. Architectural. Insurance 60. Provision for Flagman 61.SECTION No. Energy Conservation 54. Environmental Regulations 55. Changes 67. Planning 56. and Engineering Services 70. Support of Exclusionary of Discriminatory Specifications 59. Taxes 65. Examination of Records 68. VRE Contract Management 64. Electronic and Information Technology 73. and Supplies 74. Publications 72. Railroad Safety 62. False or Fraudulent Statements and Claims 58. Audit 57. Acquisition of Management. Extra Charges Not Allowed 66. Equipment. Special Requirements for Clean Fuels Formula Projects 76.

whether or not expressly set forth in the Contract provisions. 2008. Department of Transportation (DOT). in part. all applicable federal and state requirements will apply. the Contract Terms and Conditions. PROPOSAL AND CONTRACT REQUIREMENTS: Federal funds will be used for this Contract. The Contractor shall not perform any act. The VRE will provide a Contract containing these provisions for execution by the prospective contractor that is selected. Contractor’s Bid/Proposal Incorporation of Federal Transit Administration terms: these terms include. Federal requirements are subject to change. as amended b. unless VRE issues a written determination otherwise. All contractual provisions required by DOT. all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. or refuse to comply with any VRE requests which would cause the VRE to be in violation of the FTA terms and conditions. Prospective contractors are expected to become familiar with these requirements. other included documents. Prospective contractors should not expect to use their own standard contracts for this engagement. are hereby incorporated by reference. the inconsistency shall be resolved by the following order of precedence: a. state. 2008. 3. 2. certain Standard Terms and Conditions required by the U. Special Contract Terms and Conditions e. as set forth in FTA Circular 4220. fail to perform any act. 2008) and FTA Circular 4220.S. Technical Specifications g.1F. Page 5 of 39 . The successful Contractor shall comply with applicable federal. General Terms and Conditions f. the prospective contractor is responsible for complying with the most current regulations. Federal Transit Administration Master Agreement (14) (October 1. Invitation for Bids (IFB) /Request For Proposals (RFP) d. as amended. The VRE also follows Virginia procurement laws. and local laws and regulations.GENERAL TERMS AND CONDITIONS 1. PRECEDENCE OF TERMS: In the event of an inconsistency between the Request for Proposal. dated November 1. Accordingly. The Contractor agrees that the most recent of such Federal requirements will govern the administration of the Contract at any particular time during the Contract’s performance. Plans h. as amended c. or the Federal Transit Administration (FTA) Master Agreement and the state procurement law. Virginia’s Public Procurement Act.1F. and should not submit proposals if unable to execute a Contract containing such provisions. dated November 1. APPLICABLE LAW AND COURTS: Any Contract resulting from this solicitation shall be governed in all respects by the laws of the Commonwealth of Virginia and any litigation with respect thereto shall be brought in the federal and state courts of the Commonwealth. Anything to the contrary herein notwithstanding.