B-230630, May 20, 1988, 88-1 CPD 486

B-230630, May 20, 1988, 88-1 CPD 486

PROCUREMENT - Sealed Bidding - Bids - Responsiveness - Signatures - Omission DIGEST: 1. A bidder's failure to sign its bid may not be waived as a minor informality when the only evidence of the bidder's intent to be bound is a corporate seal and no other documentation signed by the bidder accompanied the bid. 2. It is a bidder's responsibility to prepare its bid properly; neither alleged nonreceipt of a transmitted Standard Form 33 bid form, nor lack of knowledge of the significance of the form, relieves a bidder of the responsibility to submit a signed bid.

Canaveral Ship Repair, Inc:

Canaveral Ship Repair, Inc., protests the rejection of its bid as nonresponsive and the award of a contract to Detyens Shipyard, Inc., under invitation for bids (IFB) No. N6238188-B-0001 issued by the Department of the Navy, Military Sealift Command, for work on the United States Naval Ship Mohawk, an ocean-going tug. The Navy rejected Canaveral's bid because it was unsigned and Canaveral did not furnish other documentation to indicate the intent to be bound. Canaveral asserts that its failure to sign the bid was inconsequential because Canaveral's corporate seal is on the bid; the firm's representatives appeared at bid opening, thereby indicating an intent to be bound; Canaveral never received Standard Form (SF) 33, the first page of the IFB which contains a box for the bidder's signature; and a Navy employee told the firm that the SF 33 was not necessary anyway.

We deny the protest.

In general, a bid that is not signed must be rejected as nonresponsive because, without an appropriate signature, a bidder would not be obligated upon the government's acceptance of the bid. Inge Ellefson, B-212785, Sept. 2, 1983, 83-2 CPD Para. 303. There is, however, an exception to this general rule, allowing for waiver of the failure to sign the bid as a minor informality when the bid is accompanied by other documentation signed by the bidder (such as a properly executed bid bond or an amendment
bearing the bidder's signature) which clearly evinces the bidder's intent
to be bound by the bid submitted.
Federal Acquisition Regulation (FAR)
Sec. 14.405(c)(1) (FAC 84-12),; Wilton Corp., 64 Comp.Gen. 233 (1985),
85-1 CPD Para. 128.

There is no merit to Canaveral's position.
It is the signature on a bid
that normally indicates if the bid is submitted by someone authorized to
do so, and it is upon the signature that a contracting officer must rely
when determining if a binding bid has in fact been submitted.
This
requirement is necessary to prevent a bidder, after bid opening, from
disavowing or attempting to disavow its bid to the detriment of the sealed
bidding system.
Power Master Electric Co., B-223995, Nov. 26, 1986, 86-2
CPD Para. 615.

A corporate seal may not substitute for a signature since, as in the case
of a corporate seal on a bid bond, such seals may be furnished after bid
opening and do not render a bid responsive or nonresponsive by their
presence or absence.
See Siska Construction Co., 1nc.-- Request for
Reconsideration, 64 Comp.Gen. 384 (1985), 85-1 CPD Para. 331.
Thus, the
validity of a bid bond is rendered questionable without a surety's
signature even if the bond bears the corporate seals of both principal and
surety, because the agency cannot conclude with certainty whether the
surety would be able to disclaim liability on the bond in the absence of
the signature of a person authorized to execute the bond.
Crimson
Enterprises, Inc., B-220204, et al., Oct. 1, 1985, 85-2 CPD Para. 363.
Similarly, the validity of Canaveral's bid is questionable without the
bidder's signature even though Canaveral's corporate seal is affixed to
the bid, because the contracting officer could not conclude with certainty
whether the bid was submitted by someone authorized to do so. Further, the
mere appearance of Canaveral's representatives at bid opening clearly
cannot substitute for the signature requirement.

Canaveral also asserts that despite repeated requests to send the firm
the SF 33 bid form, which provides a box for the bidder's signature, the
Navy failed to do so, and that a Navy employee told the firm that the SF
33 was unnecessary.
The Navy advises that, pursuant to Canaveral's
request at 6 p.m. the day before bid opening, the employee sent Canaveral
the SF 33 via a fax machine, although he told Canaveral that he did not
know if the form was important.
Although the employee then inquired of
Canaveral an hour before bid opening whether the firm had received the SF
33, Canaveral did not request another copy of the form at that time.

The fact that the SF 33 may have failed to arrive at Canaveral's office
despite the Navy's attempt to transmit it, or that the Navy employee may
have told Canaveral that he did not know whether or not the SF 33 was
necessary, does not relieve Canaveral of the responsibility to submit a
signed bid or a bid accompanied by other dispositive evidence that
demonstrates its intent to be bound.
It is the bidder's responsibility to
prepare its bid properly so as to ensure that the contracting officer is
able to accept the bid in full confidence that an enforceable contract
will result, and the signing of the bid document itself is one element of
that responsibility.
Cable Consultants, Inc., 63 Comp.Gen. 521 (1984),
84-2 CPD Para. 127.
We note in this regard that (1) the SF 33 was labeled
as page 1 of 47 pages, so that upon receiving the solicitation package
Canaveral should have known something was missing, yet the firm waited
until the evening before bid opening to inquire about it, and (2)
Canaveral apparently was at the Navy installation an hour before bids were
to be opened but still made no further effort to insure its bid was
complete.

The protest is denied.