No preview available
HomeMy WebLinkAbout10/16/2017 Item 009 MOHAVE COUNTY REQUEST FOR BOARD ACTION FORM FORMAL ACTION: ❑ FROM: Rebecca "Becky" O'Brien, CPM, CPPB 6 - CONSENT CONTACT/EXT: 4183 RESOLUTION ❑ DATE: October 5, 2017 OTHER ❑ BOS MEETING DATE: October 16, 2017 INFORMATION ONLY ❑ SUMMARIZE THE ISSUE &DESIRED ACTION CLEARLY/ATTACH BACKUP MATERIAL: On behalf of the Public Works Department, Parks Division, this request is being made to approve a budget transfer of$965.85 from Public Works - Parks Contingency, 21678200-47960, to Public Works — Parks Motor Vehicles, 21678202-48510 to cover the purchase of a new Lay-mor SM300 Street Sweeper for a total of$25,965.85 (budgeted $25,000) utilizing the Choice Partners (Harris County Department of Education) Cooperative Contract # 13/061 DG-09, with United Rentals. The purchase is an approved capital request in the FYI final budget. RECOMMENDED MOTION: Approve a budget transfer of$965.85 from Public Works - Parks Contingency, 21678200-47960, to Public Works —Parks Motor Vehicles, 21678202-48510 to cover the purchase of a new Lay-mor SM300 Street Sweeper for a total of$25,965.85 (budgeted $25,000) utilizing the Choice Partners (Harris County Department of Education) Cooperative Contract# 13/061DG- 09, with United Rentals. The purchase is an approved capital request in the FYI 8 final budget. ATTACHMENTS: Choice Partners (Harris County Department of Education) Cooperative Contract# 13/061DG-09 United Rentals Quote# 150667592 Reviewed and Approved By: \.J County Attorney AV— Human Resources 0 Finance County Administrator Board Action Taken: Approved as Requested No Action Taken = Disapproved Continued to F7 Approved with the following changes: Acknowledged receipt and referred to: Filing Information and Retrieval Filed Bid Filed Agreement I BOS Resolution Filed Yearly Correspondence Filed Petition Filed Dedication Filed Land Sold Filed Land Acquired Filed Franchise ID Resolution Filed Improvement District Filed Other Date Routed: Feona Additional Information: XC: q BOUnited Rentals p p�llpl �IDlpl�liplll�[I�IpI� EQUIPMENT SALE 2250 SILVER CTU= ROAD BDLLaEAJ CITY AZ 86662 # 150667592 928-758-5757 938-758-6966 PAr Customer # 452744 Quote Date 09/29/17 a3 MOHAVE COUNTY PUBLIC WORKS 3675 E ANDY DEVINE AVE UR Job Loc 3675 E ANDY DEVINE, 9TH C UR Job # 14 .QCustomer Job ID: 14 KINGMAN AZ 86401 P.O. # : TBD h Office: 928-757-0905 Cell : 928-715-7824 Ordered By : RANDY JANSSEN Written By : GILBERT MASON Salesperson : GILBERT MASON MOHAVE COUNTY PUBLIC & BUILDIN PO BOX 7000 KINGMAN AZ 86402 This is not an invoice Please do not pay from this document Qty Equipment = Price Amount 1 7501105 CC: 750-1105 22800.00 22800.00 SWEEPER RIDE ON 8' WINDROW THREE WHEEL WHEN OPERATED IN CALIFORNIA, ANY OFF-ROAD DIESEL VEHICLE MAY BE SUBJECT TO THE CALIFORNIA AIR RESOURCES BOARD IN-USE OFF-ROAD DIESEL VEHICLE REGULATION. IT THEREFORE COULD BE SUBJECT TO RETROFIT OR ACCELERATED TURNOVER REQUIREMENTS TO REDUCE EMISSIONS OF AIR POLLU'IANTS. FOR MORE INFORMATION, PLEASE VISIT THE CALIFORNIA AIR RESOURCES BOARD WEBSITE AT t:TTP://W-Vvl.AR3.CA.C-OV/MSPROG/ORDIESP-L/OFcDIESEL.HTM Brand New Lay-Mor SM300 towable,rops,eft brush,60 gal water tank,licht pkg,backu p alarm,t4f,m6h2 DELIVERY CHARGE 1300.00 Sub-total: 24100.00 Tax: 1865.85 Estimated Tota'_: 25965.65 Choice Partner contract number 13/061 DG-09 TO SCHEDULE EQUIPMENT FOR PICKUP, CALL 800-UR-RENTS (800-677-3687) WE ARE AVAILABLE 24/7 TO SUPPLY YOU WITH A CONFIRMATION IN ORDER TO CLOSE THIS CONTRACT Customer is hereby notified that United Rentals has assicned its rights (but not its obligations) in the agreement to sell all or any of the used equipment described herein to United Rentals Exchange, LLC. , a cualified intermediary, as part of a Section 1031 like-ki-d exchange program. Note: This Proposal may be withdrawn if not accepted within 30 days. THIS IS NOT AN EQUIPMENT SALE AGREEMENTIINVOICE.THE SALE OF EQUIPMENT AND ANY OTHER ITEMS LISTED ABOVE IS SUBJECT TO AVAILASIIJY AND ACCEPTANCE OF THE TERMS AND CONDITIONS OF UNRED'S EQUIPMENT SALE AGREEMENTANVOICE,VMICH MUST BE SIGNED PRIOR TO OR UPON DELIVERY OF THE EQUIPMENT AND OTHER ITEMS. Page: 1 EXECUTION OF OFFER The undersigned Proposer has carefully examined all instructions, requirements, specifications, terms and conditions of this RFP and die Agreement and certifies: 1. It is a reputable company regularly engaged in providing goods and/or services necessary to meet the requirements,specifications,terms and conditions of the RFP and the Agreement. 2. It has the necessary experience, knowledge, abilities, skills, and resources to satisfactorily perform the requirements, specifications, terms and conditions of the RFP and the Agreement. Further, if awarded, the Proposer agrees to perform the requirements, specifications, terms and conditions of the RFP and the Agreement. 3. All statements, information, and representations prepared and submitted in response to this RFP are current, complete,true, and accurate. Proposer acknowledges that HCDE will rely on such statements, information,and representations in selecting the successful Proposer(s). 4. It is not currently bared or suspended from doing business with the Federal government, any of the members represented,or any of their respective agencies. 5. It shall be bound by all statements,representations,warranties, and guarantees made in its proposal. 6. Submission of a proposal indicates the Proposer's acceptance of the evaluation technique and the Proposer's recognition that some subjective judgments may be made by HCDE and its membership as part of the evaluation. 7. That all of the requirements of this RFP and the Agreement have been read and understood. In addition, compliance with all requirements, terms and conditions will be assumed by HCDE if not otherwise noted in the proposal. V �-. eve/ecad "+st',i f, ilTON.-,js cz.%1,6+„i. 0 8. The individual signing below has authority to enter into this on behalf of Proposer. 9. Proposer acknowledges that the Agreement may be canceled if any conflict of interest or appearance of a conflict of interest is discovered by HCDE. 10. This Agreement is subject to purchase orders duly authorized and executed by HCDE. CORPORATE NAME: Unit a tals Wh lKe:nMI, Inc. AUTHORIZED SIGNATURE: PRINT NAME: oS axon TITLE: Senior VP - Field Sales DATE: September 26 2013 ADDRESS: Fi st Stamford Place Suite 700 CITY STATE,ZIP CODE: Stamford, CT 06902 PHONE: 203-618-7342 FAX: 1 203-622-4325 EMAIL ADDRESS: igross .ur.com WEBSITE URL wwwxnited re nta,q corn This Section to be Completed by HCDE Contract Number: 13 0 / DC,"O9 Tern of contract: /,Ito 1- �7 Unless otherwise stated, all contracts are for a period of one (1) year with an option to renew annually for an additional four (4) years it' agreed to by HCDE and the awarded vendor. Vendor shall honor all CPC Administrative Fees for any sales resultin om this Contract whether Vendor is awarded a renewal or not. Approved by Harris Cou r ent of Education: 1 I� Jesus J.Amezcua, ABoard proSal Date Assistant Superintcn ent Bu iness Services A RFP i..,dGl DG Vocational Products and Se"ices 5.0 CONTRACT TERMS AND CONDITIONS These Contract Terms and Conditions are pan of the final contract in each product and/or service contract awarded as a result of this RFP and are part of the terms and conditions of each Purchase Order or proposal forms issued in connection with this RFP. Vendors are responsible for identifying any exceptions to these terms and conditions. ANY - EXCEPTIONS MUST BE NOTED DIRECTLY BELOW EACH OF THE RESPECTIVE TERMS AND CONDITIONS. Proposals that are qualified with conditional clauses, items not called for, or other irregularities may be considered non-responsive by HCDFJCP and eliminated from further consideration. CONTRACT BETWEEN ' HARRIS COUNTY DEPARTMENT OF EDUCATION AND UNITED RENTALS(NORTE AMERICA) INC. FOR VOCATIONAL PRODUCTS AND SERVICES This Contract is entered into between HCDE/CP and Vendor, having submitted a proposal in response to this RFP issued by HCDE/CP and whose proposal has been accepted and awarded by HCDE. In consideration of the mutual covenants and conditions contained in this Contract and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, HCDE/CP and Vendor, intending to be legally bound.and subject to the terms,conditions,and provisions of this Contract, agree as follows: 5.1. Definitions The terms used in this Contract shall have the meanings assigned to them in Section 1.0 Notice of Intent of the RFP. 5.2. Use of Contract by CP members Vendor agrees and understands that this RFP and Contract may be used to accomplish work for HCDE/CP and CP members. 5.3. Contract Terms; Amendment The terms and conditions of this Contract shall govern all procurements conducted hereunder. No pre- published terms on Vendor's Purchase Order, acknowledgments, invoices, or other forms shall have any force or effect unless expressly agreed to by the CP member and Vendor. No amendment of this Contract shall be permitted unless and until first approved in writing by IICDE/CP and, if necessary,the CP member(s), and no such amendment shall have any effect unless and until a written amendment to this Contract is executed by the HCDE Superintendent or his designee after any necessary approvals have been obtained from the I ICDE Board of Trustees. 5.4. Term of Contract; Renewal of Contract The initial term of this Contract is for a period of one(1) year, with HCDEiCP having the option to renew the Contract for four("-)additional one-year terms, as agreed to in writing by both parties. Consequently,the total term of the Contract may be for a period of five(5)years. The phrase "Term" in this Contract shall mean the then-current Term of the Contract,whether an initial term or a renewal term. 5.5. Termination of Contract This Contract shall remain in effect until (1)the Contract expires by its terms or(2) the Contract is terminated by mutual consent of HCDE/CP and Vendor. In the event of a breach or default of the Contract and/or the RFP by Vendor, HCDE/CP reserves the right to enforce the performance of the Contract in any manner prescribed by law or deemed to be in the best interest of IICDE/CP and/or CP members. HCDE/CP furter reserves the right to terminate the Contract immediately in the event Vendor fails to: (1) meet schedules, deadlines, and/or delivery dates within the time specified in the RFP, this Contract, and/or a Purchase Order: (2) make any Payments owed; or (3) otherwise perform in accordance with this Contract and/or the RFP. HCDE/CP also reserves the right to terminate the Contract immediately, with written notice to Vendor. if HCDE/CP believes. in its sole discretion that it is in the best interest of HCDE/CP and/or CP members to do so. General eBid RFP(revised 3 27.12) Page I of 13 RFP IJN6iDC Vocational Products and Services Vendor agrees that HCDE/CP shall not be liable for damages in the event that HCDE/CP declares Vendor to be in default or breach of this Contract and/or the RFP. Vendor further agrees that upon termination of the Contract for any reason,Vendor shall,in good faith and with reasonable cooperation, aid in the transition to any new arrangement and/or Vendor. Upon such termination, Vendor shall have no further obligation to perform under the Contract. 5.6. Buy America Act; Prevailing Wage Rates HCDE/CP and CP members have a preference for domestic end products for supplies acquired for use in the United States when spending federal funds. Purchases that are made with non-federal funds or grants are excluded from the Buy America Act. Vendor and all subcontractors of Vendor shall comply with all applicable laws regarding prevailing wage rates, including, but not limited to, TEX. GOV'T. CODE Chapter 2258, applicable to the construction of a public work, and any related federal requirements, including the DAVIS-BACON ACT. In the event TEX. GOV'T. CODE Chapter 2258 applies to a product or service provided by Vendor to HCDE/CP or a CP member, Vendor and any subcontractor(s) shall comply with the prevailing wage rates set by HCDE/CP or the CP member. 5.7. Change Orders Pursuant to TEX. EDUC. CODE § 44.041](a), for HCDE/CP and CP members that are Texas school districts, if a change in plans or specifications is necessary after the performance of a Purchase Order has begun or if it is necessary to decrease or increase the quantity of work to be performed or of materials, equipment, or supplies to be furnished, the CP member may approve change orders making the changes. The total Purchase Order price may not be increased because of the changes unless additional money for increased costs is approved for that purpose from available money or is provided for by the authorization of the issuance of time warrants. The CP member may grant general authority to an administrative official to approve the change orders. A Purchase Order with an original contract price of$1 million or more may not be increased under TEX. EDUC. CODE § 44.041 i(a)by more than 25 percent. If a change order for a Purchase Order with an original contract price of less than SI million increases the contract amount to $l million or more, the total of the subsequent change orders may not increase the revised contract amount by more than 25 percent of the original contract price. All change orders must be agreed to in writing before either Vendor, HCDE/CP or CP members have any obligation to perform such change order. 5.8. Compliance with Laws Vendor shall comply with all applicable federal, state, and local laws, statutes, ordinances, standards, orders, rules, and regulations, including, as applicable, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, prompt payment and licensing laws and regulations, the DAVIS-BACON ACT(40 U.S.C. § 276a/29 CFR Pan 5), the Copeland ".Anti-Kickback" Act(18 U.S.C. § 874 /29 CFR Part 5), the Equal Opportunity Employment requirements (Executive Orders 11246 and 11375 /41 CFR Chapter 60), Contract Work Hours and Safety Standards Act (40 U.S.C. § 327-330 /29 CFR Part 5), the McNamara- O'Hara Service Contract Act (41 U.S.C. 351), Section 306 of the Clean Air Act (42 U.S.C. § 1857h, Section 508 of the Clean Water Act (33 U.S.C. § 1368), Executive Order 11738, Environmental Protection Agency regulations (40 CFR Part 15), Administrative Requirements for Grants and Cooperative Contracts to state, local, and federally recognized Indian tribal governments (24 CFR Part 85), mandatory standards and policies contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871), and all applicable requirements and regulations, including those related to reporting, patent rights, copyrights, data rights and those mandated by federal agencies making awards o federal funds to HCDE/CP and/or CP members. For the entire duration of this Contract, Vendor and all subcontractors shall maintain all required licenses, certifications, permits, and any other documentation necessary to perform this Contract. All permits will be acquired by Vendor and invoiced to the CP member at cost as part of the Purchase Order, unless the permits are provided by the CP member. Vendor must comply with all state and local building code requirements unless otherwise specifically provided in the CP member's Purchase Order, and Vendor must pay all fees and charges for connections to outside services and for use of property outside the project site. The states of individual CP members may have regulations and laws that govem payment retention and progress payments for public projects. Vendor is responsible for being General eBid RFP(revised 8.27.12) Page 2 of 13 RFP 1xN61DG Vocational Products and Ser`icra acquainted with and complying with each state's requirements. When required or requested by HCDE/CP or a CP member, Vendor shall furnish HCDE/CP and/or the CP member with satisfactory proof of Vendor's compliance with this provision. 5.9. Confidentiality Vendor and HCDE/CP agree to secure the confidentiality of all information and records in accordance with applicable federal and state laws, rules, and regulations. Vendor and HCDE/CP understand that the Family Educational Rights and Privacy Act (FERPA), 20 U.S.C. § 1232g, governs the privacy and security of educational records and information and agree to abide by FERPA rules and regulations, as applicable. Vendor also acknowledges that HCDF✓CP and numerous CP members are subject to the Texas Public Information Act, and Vendor waives any claim against and releases from liability HCDE/CP and CP members, their respective officers, employees, agents, and attorneys with respect to disclosure of information provided under or in this Contract or otherwise created, assembled, maintained, or held by Vendor, HCDE, or a CP member and determined by HCDE/CP or the CP member,the Attorney General of Texas, or a court of law to be subject to disclosure under the Texas Public Information Act. 5.10. Performance and Pavment Bonds Vendor agrees to provide performance bonds and/or payment bonds as required by law,based on the amount or estimated amount of any Purchase Order for a public work contract, which is defined as a contract for constructing, altering, or repairing a public building or carrying out or completing any public work.. TEX. GOVT. CODE § 2253.001(4). Pursuant to TEX. GOV"T. CODE § 2253.021, a performance bond is required if a Purchase Order is in excess of S 100,000 for CP members that are governmental entities subject to Chapter 2253; a payment bond is required if a Purchase Order is in excess of S25,000 for CP members that are governmental.entities subject to Chapter 2253 and are not municipalities or a joint board created under Subchapter D, Chapter 22 of the Tex. Transp. Code, and a payment bond is required if a Purchase Order is in excess of $50,000 for CP members that are governmental entities subject to Chapter 2253 and are municipalities or ajoint board created under Subchapter D,Chapter 22 of the TEX.TRAVSP.CODE. 5.11. Title and Risk of Loss Whenever HCDE/CP or a CP member is purchasing(and not leasing)a product under this Contract,title shall pass upon the later of HCDE/CP or the CP member's acceptance of the product or payment of the applicable invoice and risk of loss shall pass upon delivery of the product to HCDE/CP or the CP member. 5.12. Warranty Conditions All product(s) shall be warranted by the original equipment manufacturer ("OEM"). Vendor will use commercially reasonable efforts to assist HCDE/CP or the CP member in pursuing any warranty claim. If so authorized by the OEM, Vendor will perform warranty work and such work will be performed in a good and workmanlike manner in accordance with industry standards. 5.13. Criminal History Review Section 11.0 Attachment #6—SB 9 Contractor Certification: Contractor Employees (Required) and Attachment #7—SB 9 Contractor Certification: Subcontractor Form (If Applicable) must be submitted with packet, if applicable. Prior to commencing any work under the Contract, if Vendor contracts with HCDE/CP to provide services, Vendor must certify, on the form provided herein, that for each covered employee of Vendor who will have direct contact with students, Vendor has obtained, as required by TEX. EDUC. CODE Section 22.0834: (a) state criminal history record information from a law enforcement or criminal justice agency or a private entity that is a consumer reporting agency governed by the Fair Credit Reporting Act(IS U.S.C. Section 1681 et seq.) for each covered employee of Vendor employed before January 1, 2008; and (b) national criminal history record information for each employee of Vendor employed on or after January 1, 2008. Vendor must also obtain similar certifications of compliance with TEX. EDUC. CODE, Chapter 22 requirements from any subcontractors on the form provided herein. Covered employees with disqualifying criminal history are prohibited from serving at HCDE/CP or at CP school district members' locations; Vendor and any General eBid RFP(revised 8.27.12) Page 3 of 13 RFP I,,iU61DG Vocational Products and Services subcontracting entity may not permit a covered employee to provide services at a school if the employee has been convicted of a felony or misdemeanor offense that would prevent a person from being employed under TEX. EDUC. CODE § 22.085(a)(i.e., Title 5 felony or an offense requiring registration as a sex offender and victim was under 18 years of age or was enrolled in a public school at the time the offense occurred). The criminal history record information review obligation applies only if Vendor contracts with HCDE/CP to provide services; it does not apply to a contract for the purchase of goods,products or real estate. 5.14. Customer Support Vendor shall provide timely and accurate technical advice and sales support to HCDE/CP staff, and CP members. Vendor shall respond to requests for customer support within one(1)business day after receipt of the request. Vendor shall provide training to HCDE/CP staff and/or CP members regarding products and/or services supplied by Vendor, at no additional charge, if requested by HCDE/CP or a CP member. 5.15. HCDE/CP and/or CP members' Property In the event of loss, damage, or destruction of any property owned by or loaned by HCDE/CP or a CP member. that is caused by the negligence or willful misconduct of Vendor or Vendor's representative, agent, employee, or contractor, Vendor shall indemnify HCDE/CP or the CP member and pay to HCDE/CP or the CP member the full value of or the full cost of repair or replacement of such property, whichever is greater, within thirty (30) days of Vendor's receipt of written notice of HCDE's or the CP member's determination of the amount due. If Vendor fails to make timely payment, HCDE/CP or the CP member may obtain such money from Vendor by any means permitted by law, including, without limitation, offset or counterclaim against any money otherwise due to Vendor by HCDE/CP or the CP member. 5.16. Tax Exempt Status HCDE/CP and all CP members that are Texas governmental entities or agencies are exempt from payment of Texas State Sales Taxes under TEXAS TAX CODE§ 151.310 for the purchase of tangible personal property. Laws of other states govern the tax status of CP members in states other than Texas. Vendor represents and warrants that it shall pay all applicable tares or similar amounts resulting from this Contract, including, without limitation, any federal, state, or local income, sales or excise taxes of Vendor or its employees. HCDE/CP and CP members shall not be liable for any taxes resulting from this Contract, except where otherwise required by law. 5.17. Other State Tax Requirements 5.17.1. Pavment of Taxes by CP members Outside of Texas—CP members outside of Texas will pay only the rate and/or amount of taxes identified in Vendor's proposal submitted in response to the RFP as appropriate to the specific CP member. 5.17.2. State and Local Transaction Privilege Taxes — The CP member is subject to all applicable state and local transaction privilege taxes. Transaction privilege taxes apply to the sales of products and are the sole responsibility of Vendor, as the seller, to remit. Failure to remit taxes from HCDE/CP and/or the CP member,as the buyer,does not relieve Vendor, as the seller, from its obligation to remit taxes. 5.18. State of Texas Franchise Tax By submitting a proposal in response to the RFP, Vendor certifies that Vendor is not currently delinquent in Vendor's payment of any franchise taxes or other tares owed to the State of Texas. 5.19. Tax Responsibilities of Vendor and Indemnification for Taxes Vendor is responsible for complying with the tax taws of states and the federal government. Vendor and all subcontractor(s) of Vendor shall pay all federal, state, and local taxes applicable to Vendor's operation, anv persons employed by Vendor, and all subcontractors of Vendor. Vendor shall require all subcontractors to hold HCDE/CP and the CP member harmless from any responsibility for taxes, damages, and interest. If applicable, contributions required under federal, state, and/or local laws and regulations and any other costs, including, but not limited to, transaction privilege taxes, unemployment compensation insurance, Social Security, and Worker's Compensation, shall be the sole responsibility of Vendor. General eBid RFP(revised 8.27.12) Page 4 of 13 RFP UiU611)G Vocational Products and Services 5.20. IRS W-9 To receive payment under this Contract, Vendor shall have a current I.R.S. W-9 Form on file with the CP member. 5.21. Assignment of Contract Vendor may not assign this Contract or any of its rights, duties or obligations hereunder without the prior written approval of HCDE, which shall not be unreasonably withheld. Any attempted assignment of this Contract by Vendor shall be null and void. Any Purchase Order made as a result of this Contract may not be transferred, assigned, subcontracted, mortgaged, pledged, or otherwise disposed of or encumbered in any way by Vendor without the prior written approval of HCDE/CP and,if applicable,the CP member. 5.22. Notification of Material Change Vendor is required to notify HCDE/CP when any material change in operations occurs, including changes in distribution rights for awarded products, bankruptcy, materiaF changes in financial condition, change of ownership, and the like,within three(3)business days of such change. 5.23. Performance Subject to product availability from the OEM, Vendor agrees to use commercially reasonable best efforts to provide the product(s) and/or service(s) subject to this Contract. Vendor shall famish all supervision, labor, tools, equipment,permits, licenses, transportation, insurance, material, and supplies necessary to complete any scope of work, Purchase Order under this Contract. Vendor shall use skilled, trained personnel, who shall be supervised by Vendor. , 5.24. Subcontractors If Vendor uses subcontractors in the performance of any pan of this Contract, Vendor shall be fully responsible to HCDE/CP and CP members for all acts and omissions of the subcontractors. Nothing in this Contract shall create for the benefit of any such subcontractor any contractual relationship between HCDF/CP and any such subcontractor, nor shall it create any obligation on the pan of HCDE/CP or CP members to pay or to see to the payment of any monies due any such subcontractor except as may otherwise be required by law. Vendor represents and warrants that it is willing, able, and capable of obtaining, supervising,and being responsible for any subcontractors who perform and/or provide products and services related to this Contract. 5.25. Non-Appropriation Renewal of this Contract, if any, will be in accordance with TEX. LOCAL GOV'T. CODE y 271.903 concerning non-appropriation of funds for multi-year contracts. Notwithstanding any other provision of this Contract or obligation imposed on HCDE/CP or any CP member by this Contract,HCDE/CP and CP members shall have the right to terminate this Contract, any Supplemental Contract,or Purchase Order without default or liability to Vendor resulting from such termination, effective as of the expiration of each budget period of HCD&P or any CP member if it is determined by HCDE/CP or any CP member, at their sole discretion, that there are insufficient funds to extend this Contract, any Supplemental Contract, any Purchase Order. The parties agree that this Contract, any Supplemental Contract,and/or any Purchase Order are commitments of the current revenue of HCDE/CP and CP members only. 5.26. Ordering Procedures Purchase Orders are issued by HCDE/CP and/or CP members to the Vendor according to this Contract and any Supplemental Contract between HCDE/CP and the CP member. CP members must send Purchase Orders to HCDEICP, unless otherwise stipulated by HCDE/CP. HCDE/CP may request confirmation of receipt of the Purchase Order from Vendor. All Purchase Orders shall be either accepted or rejected by Vendor within five (5)business days. HCDE/CP also may elect to require e-commerce functionality, in which Purchase Orders are sent directly to Vendor and reported by the CP member to HCDE/CP on a specified basis. The e-commerce approach must be approved by HCDE/CP prior to the start date of any Term of the Contract. General eBid RFP(revised 8.27.12) Page 5 of 13 RFP 13N61DG Vocational Products and Services 5.27. Invoices; Payments 5.27.1. Vendor shall submit invoices, in duplicate, directly to HCDE/CP or the CP member at the appropriate location(s) specified by HCDE/CP or the CP member. Each invoice shall include HCDE's or the CP member's Purchase Order number and HCDE/CP Contract Number. All invoices shall be itemized to include the type of products)and/or service(s)rendered.Vendor shall submit invoices within a timely manner during HCDE's or the CP member's fiscal year in which the product(s) and/or service(s) are purchased. The shipment tracking number or pertinent information for verification of HCDE's or the CP member's receipt shall be made available upon request by HCDE/CP or the CP member. 5.27.2. HCDE/CP or the CP member will make payments directly to Vendor. HCDE/CP or the CP member placing the Purchase Order with Vendor shall alone be liable and/or responsible for payment for product(s) and/or service(s)ordered and must be invoiced directly by Vendor. Neither HCDE/CP nor any CP member shall be liable for the indebtedness of any one CP member. 5.273. TEX. GOV'T. CODE § 2251.021 shall govern when payments are due to the Vendor. Payments are due to Vendor by HCDE/CP and any CP member whose governing body meets only once a month or less frequently, within forty-rive(45)days after the later of the following: (1)the date HCDE/CP or the CP member receives the products and services under the Contract:(2) the date the performance of the service under the Contract is completed; or(3) the date HCDE/CP or the CP member receives an invoice for the products or service. For CP members whose governing bodies meet more than once a month or more often, payments are due by those CP members within thirty (30) days after the later of the following: (1) the date the CP member receives product(s) under the Contract; (2)the date the performance of the service under the Contract is completed; or(3)the date the CP member receives an invoice for product(s) or service(s). Vendor agrees to pay any subcontractors the appropriate share of the payment received from HCDE/CP or the CP member not later than the tenth (10th) day after the date the Vendor receives the payment from HCDE/CP or the CP member. The exceptions to payments made by HCDE, a CP member, and/or Vendor listed in TEX. GOV'T. CODE § 2251.002 shall apply to this Contract. 5.28. Reporting The Vendor shall provide HCDE/CP with a detailed monthly report showing the total dollar volume of all sales under this Contract for the previous month in Microsoft Excel format, in the format and with the information specified by HCDE/CP. Reports are due on the fifteenth (15)day of the month, after the close of the previous month and shall provide information regarding Purchase Orders during the previous month. Vendor is responsible for collecting and compiling all sales under this Contract from all CP members and submitting one (1) consolidated monthly report. The monthly report shall include, at a minimum, the date of each Purchase Order, Purchase Order number, CP member name, city/town, and Purchase Order total dollar amount. Reports shall be submitted in an electronic format to HCDE/CP at 6005 Westview, Houston, Texas 77055, or electronically mailed to ecatalow@hcde-texas.org. 5.29. Pricing Changes All prices and discount percentages in Vendor's proposal shall be firm for the Term of this Contract. Pricing may be negotiated during the Contract renewal period.Vendor agrees to promptly lower the proportionate price of any product purchased through this Contract following a reduction in the price the Vendor is paying suppliers. All pricing submitted to HCDE/CP in Vendor's proposal shall include the administrative fee to be remitted to HCDE/CP by Vendor. It is Vendor's responsibility to keep all pricing up-to-date and on file with HCDE/CP. All price changes shall be presented to HCDE/CP for acceptance or rejection by HCDE/CP, in its sole discretion, using the same format as was accepted in Vendor's original proposal; all price changes for products and/or services provided under this Contract must be approved, in writing, by HCDE/CP prior to taking effect. If the parties are unable to agree on price changes during any renewal,either party may terminate the Contract upon notice to the other party. General eBid RFP(revised 8.27.12) Page 6 of 13 RFP 1oio61DG Vocational Produce and Senices The following documentation shall be provided to support a request for a price change: • justification for change/increase • terms and conditions • market conditions • manufacturers'/distributors' impact, if any All price decreases shall be allowed for all products and/or services. 5.30. HCDE/CP Administrative Fee HCDF/CP will invoice Vendor, on a monthly basis, for the HCDE/CP Administrative Fee of two(2)percent. The invoice will be based on total sales made through this Contract. Vendor shall remit payment of the HCDE/CP Fee to HCDE/CP no later than thirty (30) days following the end of the month. Failure to pay the HCDE/CP Administrative Fee in a timely manner may result in Vendor breaching this Contract and may result in HCDE/CP suspending or terminating this Contract. Vendor shall honor and pay HCDE/CP the HCD&CP Administrative Fee for anv sales resulting from this Contract that occurred within thirty (30) days of the expiration or termination of this Contract. Notwithstanding anything to the contrary herein, Vendor shall have no obligation to pay the Administrative Fee on any sale where Vendor has not received payment for the purchase of product from HCDE/CP. 5.31. Records Retention Vendor shall maintain its records and accounts in a manner that shall assure a full accounting for all product(s) and/or service(s)provided by the Vendor to HCDE/CP and/or CP members under this Contract. These records and accounts shall be retained by Vendor and made available for review by HCDE/CP and CP members for a period of not less than three(3)years from the date of completion of the service(s), receipt of product(s),the date of the receipt by HCDF/CP or the CP member of Vendor's final invoice or claim for payment in connection with this Contract, or the date HCDE/CP or the CP member makes final payments and closes pending matters in connection with a federal grant, whichever is later. If an audit or a compliance review has been announced, the Vendor shall retain its records and accounts until such audit or compliance review has been completed. 5.32. Right to Review,Audit and Inspect HCDE/CP, CP members, any federal agency that has awarded federal funds/grant(s) to HCDE/CP or a CP member,and the Comptroller General of the United States, and/or any of their authorized representatives,shall, upon reasonable prior written notice, have the right to audit and examine all of Vendor's records and accounts relating to this Contract and inspect any project performed by the Vendor relating to this Contract during Vendor's normal business hours. Records subject to audit/review shall include, but are not limited to, all Purchase Orders resulting from this Contract and records which may have a bearing on matters in connection with the Vendor's work for HCDE/CP and/or CP members, and shall be open to inspection and subject to audit/review and/or reproduction by HCDE/CP, CP member, and/or their authorized representative(s) to the extent necessary to adequately permit evaluation and verification of: 5.32.1. Vendor's compliance with this Contract and the requirements of the RFP. 5.32.2. Compliance with procurement laws, policies, and procedures, including, without limitation, reviewing/comparing pricing on invoices and the appropriate RS Means unit pr ce book.for JOC work performed for HCDE/CP and/or CP members. 5.32.3. Compliance with provisions for computing billings to HCDEiCP and/or to CP members. 5.32.4. Any other matter related to this Contract. 5.33. Indemnification VENDOR SHALL INDEMNIFY AND HOLD HARMLESS HCDE/CP AND EACH CP MEMBER INCLUDING HCDE'S AND CP MEMBERS' TRUSTEES, OFFICERS, ADMINISTRATORS. EMPLOYEES, AND AGENTS, FROM ALL CLAIMS. LIABILITIES COSTS. SUITS OF LAW OR IN EQUITY, EXPENSES. REASONABLE AND ACTUAL ATTORNEYS' FEES. FINES, PENALTIES OR General eBid RFP(revised 8.27.12) Paee 7 of 13 RFP 13N61DG Vocational Products and Services DAMAGES ARISING FROM THE NEGLIGENT ACTS OR OMISSIONS OF VENDOR, VENDOR'S EMPLOYEES, AGENTS, OR SUBCONTRACTORS IN CONNECTION WITH THIS CONTRACT, INCLUDING WITHOUT LIMITATION. THOSE ARISING FROM CLAIMED INFRINGEMENT OF ANY PATENTS. TRADEMARKS COPYRIGHT OR OTHER CORRESPONDING RIGHT(S) WHICH IS RELATED TO ANY ITEM VENDOR IS REOUIRED TO DELIVER. VENDOR'S OBLIGATIONS UNDER THIS CLAUSE SHALL SURVIVE ACCEPTANCE AND PAYMENT BY HCDE/CP OR THE CP MEMBER. 5.34. Governing Law and Exclusive Venue The laws of the State of Texas, without regard to its provisions on conflicts of laws,govern this Contract. Any dispute under this Contract involving HCDE/CP must be brought exclusively in the state and federal courts located in Houston, Harris County, Texas, and the parties hereby submit to the exclusive jurisdiction of said courts. Any dispute not involving HCDE/CP but involving a CP member and Vendor shall be governed by the laws of the state of the CP member, without regard to its provisions on conflicts of laws, and exclusive jurisdiction and venue shall lie in the city, county, and state of the CP member. 5.35. Multiple Contract Awards; Non-Exclusivity HCDE/CP reserves the right to award multiple contracts under the RFP, including multiple contracts for each product/service category. Product/Service categories are established at the sole discretion of HCDE/CP. Nothing in this Contract may be construed to imply that Vendor has the exclusive right to provide products and/or services to HCDE/CP and/or CP members. During the Term of this Contract, HCDE/CP and CP members reserve the right to use all available resources to procure other products and/or services as needed and doing so will not violate any rights of Vendor. Additionally, although multiple contracts may be awarded under the RFP, no CP member may compete Delivery Orders with other HCDE/CP Vendors. HCDE/CP acknowledges that Vendor has entered into similar agreements with other co-ops and nothing herein shall prevent Vendor from entering into similar contracts with other co-ops. 5.36 New Products New products that meet the specifications detailed in the RFP may be added to this Contract, with prior written approval from HCDE/CP. Pricing of any new products shall be equivalent to the percentage discount or proposed prices for other similar products. Vendor may replace or add products to the contract if: the replacing products are equal to or superior to the original products offered or discounted in a similar degree or to a greater degree and the products meet the requirements of the RFP. No products may be added to avoid competitive procurement procedures. HCDE/CP may reject any proposed additions, without cause, in its sole discretion. 5.37. No Substitution Any Purchase Order issued pursuant to this Contract shall conform to the specifications and descriptions identified in this Contract and the RFP. Vendor shall not deliver substitutes without prior written authorization from HCDE/CP or the CP member. 5.38 Penalties If after accepting a Purchase Order, the Vendor is unable to provide the product(s) or services at the prices quoted in Vendor's proposal or if Vendor fails to fulfill or abide by the terms and conditions of the Contract, the RFP, or a Supplemental Comract, HCDE/CP or the CP member may take the following action(s), in the sole discretion of HCDE/CP or the CP member,and Vendor agrees to comply with the chosen action(s): 5.38.1 Insist that the Vendor honor the quoted price(s) specified in Vendor's proposal or the Supplemental Contract,as applicable; 5.38.2 Have the Vendor pay the difference between the Vendor's price and the price of the next acceptable proposal, as determined by HCDE/CP or the CP member; 5.38.3 Have the Vendor pay the difference between Vendor's price and the actual purchase price of the product or service on the open market;and/or 5.38.4 Recommend to HCDE Board of Trustees that the Vendor no longer be given the opportunity to submit a proposal to HCDE/CP and/or that this Contract be terminated. General eBid RFP(revised 8.27.12) Page 8 of 13 RFP 13N61DG Vocational Products and Services 5.39. Promotion of Contract Marketing Plan The marketing of Vendor's company, product, and/or services shall be the sole responsibility of Vendor. HCDE/CP may only supply Vendor with CP members' contact lists that contain name, address, phone numbers, and/or email addresses. Other items geared toward the joint-marketing of HCDE/CP and Vendor's company, product, and/or services shall be at HCDEICP's sole discretion. Encouraging CP members to circumvent this Contract by purchasing directly from Vendor may result in suspension or termination of this Contract. For so long as this Contract is valid and enforceable between the parties,Vendor agrees to display the CP seal in its marketing collateral materials, such as Vendor's website and related marketing materials. Vendor shall submit all promotional materials to HCDE/CP and obtain written approval before Vendor finalizes or publishes promotional material bearing the HCDE/CP or HCDE/CP name or seal. Vendor may not release any press release or other publication regarding this Contract or HCDE/CP unless and until HCDE/CP first approves the press release or publication in writing. 5.40. Website Support Vendor agrees to cooperate with HCDE/CP in publicizing contract particulars on the CP website. Vendor also agrees to work with HCDE/CP in updating and maintaining current information on Vendor activities related to the Contract on the CP website. Vendor agrees to provide an electronic version of its logo for use on the CP website upon request and provide other information as reasonably requested by HCDE/CP to help ensure that the CP website is current and consistently updated. 5.41. Safety Vendor, its subcontractor(s), and their respective employees shall comply fully with all applicable federal, state, and local safety and health laws, ordinances, rules, and regulations in the performance of services under this Contract, including, without limitation, those promulgated by HCDE/CP, CP members, and by the Occupational Safety and Health Administration ("OSHA"). In case of conflict, the most stringent safety requirements shall govern. Vendor shall comply with all other safety guidelines and standards as required by HCDE/CP or CP members. Vendor shall indemnifv and hold HCDE/CP and/or the CP member harmless from and against all claims, demands, suits, actions,judgments, fines, penalties, and liability of every kind arising from the breach of Vendor's obligations under this provision. 5.42. Workforce Vendor shall employ only orderly and competent workers, skilled in the performance of the services, if any, which shall be performed under this Contract. Vendor, its employees, subcontractors, and subcontractor's employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or controlled substances while on the job or on HCDE/CP and CP members' property, nor may such workers be intoxicated or under the influence of alcohol or drugs on HCDE/CP and CP members' property. 5.43. Supplemental Contracts A CP member and Vendor may enter into a separate, Supplemental Contract Any Supplemental Contract developed as a result of this Contract and/or the RFP is exclusively between the CP member and Vendor and shall have no effect or impact on HCDE, any other CP member;or this Contract. Any Supplemental Contract between Vendor and a CP member is exclusively between that specific CP member and Vendor and will be subject to immediate cancellation by the CP member(without penalty to the CP member) if, in the opinion of the CP member, the quality, service, and specification requirements, and/or the terms and conditions are not maintained as stated in the Supplemental Contract. 5.44. Insurance Vendor is required to provide HCDE/CP and/or the CP member with copies of certificates of insurance, naming HCDE/CP and/or the CP member as additional insured's for Texas Workers Compensation and General Liability Insurance, within 14 business days of contract award and prior to the commencement of any work under this Contract. Certificates of Insurance, name and address of Vendor,the limits of liability, the effective dates of each policy, and policy number shall be delivered to HCDE/CP and/or the CP member prior to commencement of any work under this Contract. The insurance company insuring Vendor shall be licensed in the State of Texas or the state in which the CP member is located, and shall be acceptable to HCDE/CP and/or the CP member. Vendor shall give HCDE/CP or the CP member a minimum of ten (10) days' notice prior to any modifications or cancellation of said policies of insurance. Vendor shall require all General eBid RFP(revised 8.27.12) Page 9 of 13 RFP 131061DG Vocational Products and Services subcontractors performing any work under or relating to this Contract to maintain coverage as specified below. Vendor shall,at all times during the Term of this Contract, maintain insurance coverage with not less than the type and requirements shown below. If the CP member has higher insurance requirements than those listed below, such may be added to the Purchase Order. Such insurance is to be provided at the sole cost of the Vendor.These requirements do not establish limits of Vendor's liability. All policies of insurance shall waive all rights of subrogation against HCDE,CP members, and HCDE/CP and CP members'officers,employees and agents. Upon request,certified copies of original insurance policies shall be famished to HCDE/CP and/or to CP members. HCDE/CP and the CP member,as requested,shall be named as an"additional insured"on insurance policies. HCDE/CP and the CP member reserve the right to require additional insurance should HCDE/CP or the CP member deem additional insurance necessary, in their sole discretion. • Workers Compensation(with waiver of subrogation to HCDE/CP and the CP member) Employer's Liability, including all states,U.S.Loneshoremen,Harbor Workers and other endorsements. • Statutory, and Bodily Injury by Accident: 5100,000 each employee. Bodily Injury by Disease: $500,000, policy limit S100,000 each employee. • Commercial General Liability Occurrence Form including, but not limited to, Premises and Operations, Products Liability Broad Form Property Damage, Contractual Liability, Personal and Advertising Injury Liability and where the exposure exists, coverage for watercraft, blasting collapse, and explosions, blowout, cratering and underground damage. $300,000 each occurrence Limit Bodily Injury and Property Damage combined. $300,000 Products-Completed Operations Aggregate Limit S500,000 per Job Aggregate.5300,000 Personal and Advertising Injury Limit. • Automobile Liability Coverage: S300,000 Combined Liability Limits Bodily Injury and Property Damage Combined. 5.45. Participation in HCDE/CP Vendor acknowledges and agrees that continued participation in the HCDE/CP cooperative purchasing program is subject to HCDE/CP's sole discretion and that Vendor may be removed from the HCDE/CP program at any time, with or without cause, in HCDE/CP's sole discretion. All work resulting from this Contract must cease immediately after completion of the final accepted Purchase Order. Nothing in this Contract or in any other communication between HCDE/CP and Vendor may be construed as a guarantee that HCDEICP or CP members will submit any Purchase Order to Vendor at any time. 5.46. No Agency or Endorsements It is the intention of the parties to this Contract that Vendor is independent of HCDE/CP and CP members, is an independent contractor, and is not an employee, agent,joint venturer, or parmer of HCDE/CP or any CP member. Nothing in this Contract shall be interpreted or construed as creating or establishing the relationship of employer and employee, agent,joint venturer or partner, between HCDE/CP and Vendor, any CP member and Vendor. HCDE/CP and any of Vendor's agents, or any CP member and any of Vendor's agents. Vendor has no power or authority to assume or create any obligation or responsibility on behalf of HCDE/CP or any CP member, and HCDE/CP and HCE members have no power or authority to assume or create any obligation or responsibility on behalf of Vendor. This Contract shall not be construed to create or imply any partnership, agency, orjoint venture, nor shall it be construed or deemed an endorsement of a specific company or product. Vendor agrees that HCDE/CP and CP members have no responsibility for any conduct of any of Vendor's employees, agents, representatives, contractors,or subcontractors. 5.47. Equal Opportunity It is the policy of HCDE/CP not to discriminate on the basis of race, color, national origin, gender, limited English proficiency or handicapping conditions in its programs. Vendor agrees not to discriminate against any General eBid RFP(revised 8.27.12) Page 10 of 13 RFP IM611)G Vocational Products and Services employee or applicant for employment to be employed in the performance of this Contract,with respect to hire, tenure, terms, conditions and privileges of employment, or a matter directly or indirectly related to employment, because of age(except where based on a bona fide occupational qualification), sex(except where based on a bona fide occupational qualification) or race, color, religion, national origin, or ancestry. Vendor further agrees that every subcontract entered into for the performance of this Contract shall contain a provision requiring non-discrimination in employment herein specified, binding upon each subcontractor. Breach of this covenant may be regarded as a material breach of the Contract. 5.48. Force Majeure Neither HCDE,any CP member, or Vendor shall be deemed to have breached any provision of this Contract as a result of any delay, failure in performance, or interruption of service resulting directly or indirectly from acts of God, network failures, acts of civil or military authorities, civil disturbances, wars, energy crises, fires, transportation contingencies, interruptions in third-party telecommunications or Internet equipment or service, other catastrophes, or any other occurrences which are reasonably beyond HCDE, any CP member, or Vendor's control. HCDE, CP members, and Vendor are required to use due caution and preventive measures to protect against the effects of force majeure, and the burden of proving that a force majeure event has occurred shall rest on the parry seeking relief under this provision. The party seeking relief due to force majeure is required to promptly notify the other parties in writing, citing the details of the force majeure event and relief sought, and shall resume performance immediately after the obstacles to performance caused by a force majeure event have been removed, provided the Contract has not been terminated. Delay or failure of performance, by either party to this Contract, caused solely by a force majeure event, shall be excused for the period of delay caused solely by the force majeure event. HCDE, CP members, and Vendor shall not have any claim for damages against any other parry resulting from delays caused solely by force majeure. Notwithstanding any other provision of this Contract, in the event the Vendor's performance of its obligations under this Contract is delayed or stopped by a force majeure event, HCDE/CP shall have the option to terminate this Contract. This section shall not be interpreted as to limit or otherwise modify any of HCDE's or CP members' contractual, legal, or equitable rights. 5.49. Severability In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions, and the Contract shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. 5.50. Waiver No failure on the pan of either party at any time to require the performance by the other parry of any term hereof shall be taken or held to be a waiver of such term or in any way affect such party's right to enforce such term, and no waiver on the part of either party of any term hereof shall be taken or held to be a waiver of any other term hereof or the breach thereof. No waiver, alteration, or modification of any of the provisions of this Contract shall be binding unless in writing and signed by duly authorized representatives of the parties hereto. 5.51. Entire Agreement The Contract, the RFP, Vendor's proposal submitted in response to the RFP, the attached and incorporated attachments, addendum, and/or exhibits, if any, and the Supplemental Contract, if any, contain the entire agreement of the parties relative to the purpose(s) of the Contract and supersede any other representations, agreements, arrangements,negotiations,or understandings, oral or written,between the parties to this Contract. In the event of a conflict between this Contract and the RFP or Vendor's proposal submitted in response to the RFP, this Contract shall control. In the event of a conflict between the RFP and Vendor's proposal submitted in response to the RFP,the RFP shall control.This Contract supersedes any conflicting terms and conditions on any Purchase Order, invoices, checks, order acknowledgements, forms, purchase orders,or similar commercial documents relating hereto and which may be issued by Vendor after the Effective Date orthis Contract. In addition to this Contract, a Supplemental Contract between Vendor and the CP member may be established to further detail the terms and conditions of the CP member's specific project. In the event of a conflict General eBid RFP(revised 8 27.12) Page I 1 of 13 RFP 1an161DG Vocational Products and Services between this Contract and the Supplemental Contract,as to HCDE,this Contract shall prevail. In the event of a conflict between this Contract and the Supplemental Contract,as to the CP member,the Supplemental Contract shall prevail unless the Supplemental Contract states otherwise. 5.52. Interpretation Vendor agrees that the normal rules of construction that requires that any ambiguities in this Contract are to be construed asainst the drafter shall not be employed in the interpretation of this Contract. 5.53. Notice Any notice provided under the terms of this Contract by the parties to any other shall be in writing and shall be given by hand-delivery or by certified or registered mail, return receipt requested. Notice shall be sufficient if made or addressed to the party at the address listed in the signature line of this Contract. Notice shall be deemed effective upon receipt. Each party may change the address at which notice may be sent to that party by giving notice of such change to the other part by certified mail,return receipt requested. 5.54. Captions The captions herein are for convenience and identification purposes only,are not an integral part hereof,and are not to be considered in the interpretation of any part hereof. General eBid RFP(revised 8.27.12) Page 12 of 13 RFP 13/061 DG Vocational Products and Services 6.0 SCOPE OF PROPOSAL 6.1. It is the intention of HCDE/CP to establish one or more contracts to furnish and/or deliver Vocational Products and Services Vendors are requested to submit a proposal offering their total line of available products and services that are commonly purchased by governmental entities and school districts. Vendors are encouraged to offer any applicable terms and conditions should be included for any additional product or service. HCDE/CP reserves the right to accept or reject any items included by Vendor in this section. Awards will be made to the successful Vendor(s) for the total line of products and services submitted. Proposals can be made for any or all services and products described herein. The terms and conditions listed below apply to all categories and lots within the Vocational Products and Services grouping. Each category and lot contains additional terms. conditions, and specifications. If there is a conflict between category or lot terms and conditions and those listed below,the category or lot terms and conditions shall take precedence. a) Vendor is required to ensure that the Purchase Order includes the following,as applicable: • The lump sum price, start date, schedule, and notice to proceed. The schedule will include the mobilization, materials purchase, installation and delivery, design. weather, and site cleanup and inspection.No additional claims may be made for delays as a result of these items. • The date for commencing services and/or delivery of products("work"). Upon commencing work,the Vendor will proceed diligently toward contract completion. Any delay in the work beyond the Vendor's control must be reported to the CP member's authorized representative immediately. • Compensation for received products,terms of progress payments,and a schedule of payments.The CP member retains the right to extend the schedule of work/delivery time or to suspend the work and to direct the Vendor to resume work when appropriate. The Purchase Order must describe an equitable adjustment for added costs caused by any suspension. Any increases will be invoiced through HCDE/CP as allowed in the Contract or RFP. • A schedule for performance of work that can be met without planned overtime, which shall be Vendor's responsibility. • Monthly progress reports must be given to the CP member by the Vendor. The specifics of what is reported should be described in the Purchase Order. • Terms for acceptance by the CP member and title to work must be clearly agreed upon and described. If any part of the work requires the CP member to assume control prior to the completion, this must be defined. Vendor and the CP member must agree on the definition of what constitutes final acceptance before payment of any retained compensation. b) After the Purchase Order is signed, a copy of the Purchase Order shall be sent to HCDE/CP's business manager. c) Each individual Purchase Order may be limited to work at a single facility and will describe the Scope of Work to be performed. Descriptions may be written, by sketch, and/or by drawing and should include the location where work is to be performed. whether work may be performed during Regular Hours, the project completion time,and the price to be paid for the work. d) The Vendor shall perform the scope of work within the project completion time and for the fixed price of the Purchase Order. General eBid RFP(revised 8.27.12) Page 27 of 35 RPP 13/061 DG Vocational Products and Services e) No work shall be performed until a written Purchase Order has been signed by the Vendor and the CP member. Any work performed under a Purchase Order before the Vendor's receipt of the written Purchase Order is at the Vendor's risk. f) The Vendor is required to perform all work under a Purchase Order which has been issued and received before the expiration date of this Contract. If the Purchase Order is not received by the Vendor before the expiration date of this Contract, the Purchase Order will be considered cancelled. Purchase Orders sent in the last 30 days of a Term should be sent"Return Receipt Requested". Any Purchase Order issued during the Term of the Contract and not completed before the expiration date of the Contract must be completed within the completion/delivery time stated in the Purchase Order, and the rights and obligations of the Vendor and the CP member with respect to the Purchase Order will be the same as if the Purchase Order were completed during the Term of the Contract. g) The Vendor may not refuse to perform any project requested by a CP member unless such project is unlawful. h) The CP member also reserves the right not to issue a Purchase Order if in its best interest. The Vendor —" - shall not recover anv costs arising out of or related to the development of the Purchase Order. 6.2. Ability to Provide and Perform the Required Product(s)and/or Service(s) 6.2.1. Detail any and all skills, knowledge, capacities, capabilities, experience, financial stability. available human and physical resources. historical background, past and present performance, and licenses to perform and do business within the states of CP members. Confirm that the proposed products/services meet or exceed the specifications detailed in the RFP and the proposed pricing complies with state and local requirements. 6.2.2. Brielly describe Vendor's variety of manufactured products and services Vendor is offering to CP members through this RFP. 6.2.3. Indicate whether Vendor is able to provide multiple manufactured materials. Describe the number and variety of Vocational Products and Services Vendor is able to offer through licensed installers. 6.2.4. Manufacturer's Representative: Vendors must be approved by the manufacturer to sell/install the brand of equipment submitted. and Vendors must submit an approval letter from each manufacture with their proposal. Manufacturer authorization letters must include the Texas education service center regions in which equipment can be sold. Dealers,distributors or installers submitting a response to this RFP for products requested herein or as a manufacturer's representative must include with their proposal documented evidence from or between them and the manufacturer certifying that the dealers, distributor or installer is a bona fide manufacturer's agent for the specific products or services proposed; evidence that the Vendor is qualified and experienced to assess existing conditions, develop and submit manufacturer acceptable solutions for the product lines offered: and evidence that the Vendor has a good track record with the product. The manufacturer must support, review, and issue its guarantee on the work performed and products provided. Should the Vendor fail to satisfactorily fulfill anv obligations established as a result of completing a project using manufacturer's products/system under contract as a result of this RFP,the manufacturer must either assume and discharge such obligations or provide for their competent assumption by one or more bona fide representatives for the balance of the obligations. General eBid RFP(revised 8.27.12) Page 28 of 35 RFP 13/061DG Vocational Products and Scnices 7.0 SPECIFICATIONS 7.1 It is the intention of HCDE/CP to establish one or more contract(s) with highly qualified Vendor(s) for Vocational Products and Services. Vendor(s) shall, at the request of HCDE/CP or any CP member, provide these products and/or covered services under the terms of this RFP and the Contract set forth in Section 5.0 Contract Terms and Conditions. Vendor shall assist the CP member with making a determination of its individual needs,as stated below. The purpose of the RFP is to secure services and establish pricing information for products of qualified suppliers that are directly aligned to the various Career and Technical Education(CTE)areas listed below. The awarded suppliers will be available for our Choice Partners cooperative members to utilize at their discretion. The list below is not an all-inclusive listing of needed services. Products Suppliers responding should provide a discount off their list price for all items that may be sold by the supplier. That discount can be across their entire product offerings(e.g. 15%),across categories provided by supplier (15%off automotive parts. 18%off photography items,etc.),or by manufacturer(12%off Canon. 19%off Sony,etc.). Suppliers should respond in a way that is best for their method of doing business. Choice Partners encourages all suppliers to respond in a way that will allow for all their offerings and services to be provided to any of our current or potential membership(Governmental entities and non-profit organizations). Products including, but not limited to: • Construction&Architecture(i.e.Building Trades,Industrial Equipment,Wood Shop/Cabinetry,Hand Tools)*this does not include any construction or architectural services • Transportation& Logistics(i.e.Automotive,Nautical/Maritime, Scuba,Aviation) • Human Services(i.e.Cosmetology,Nursing) • Agricultural &Natural Resources(i.e. Horticulture,Animal Feed.Veterinarian) • Consumer Sciences(i.e. Sewing.Textiles) • Manufacturing(i.e.Welding) • Fine Arts(i.e.Music.Drama, Photography,Culinary Arts) Services Suppliers providing services under this contract should submit their pricing in an hourly rate for the various services they plan to offer. Suppliers providing services under this contract should submit their pricing on an hourly rate for the various services they plan to offer. Suppliers should list the various services and what they include. The hourly rates provided should be a"not to exceed amount". CP members are able to negotiate these rates at the time of purchase considering the amount of service needed and type.The services in this RFP are to compliment a supplier providing vocational products under this RFP. . Services including,but not limited to: • Maintenance of Products Supplied • Installation of Products Supplied • Repair of Products Supplied • Training for Products Supplied • Private Music Lessons • Drivers Education Training • Color Guard Support • Piano Accompanist • Computer Programming General eBid RFP(revised 817.12) Page 29 of 35