1-RFP- RFP for Supply, Delivery, Installation, and Commissioning of School Kitchen Equipment.docx

REǪUEST FOR PROPOSAL:

RFP for Supply, Delivery, Installation, and Commissioning of School Kitchen Equipment RFP No.: LEAD/OPS-KITCHEN/RFP001/2026/27 Issuing Organization: LEAD Public Schools Project: LEAD New Southeast Elementary School Project Location: 444 Metroplex Drive, Nashville, TN

Issue Date: October 5, 2026

Pre-Proposal Conference/Site Visit: __________ Anticipated Notice of Award: __________ Anticipated Contract Start: __________ Proposals Due: November 6, 2026, at 3:00 PM CST

Proposals are to be submitted through LEAD’s online Bonfire Portal at:

https://leadpublicschools.bonfirehub.com/opportunities Primary RFP Contacts:

Paye Horton

Contents

Project overview I. Purpose of Procurement LEAD Public Schools ("LEAD") invites qualified firms ("Proposers" or "Contractor") to submit proposals for the supply, delivery, installation, and commissioning of commercial school kitchen equipment for the new LEAD Southeast Elementary School located at 444 Metroplex Drive, Nashville, Tennessee.

The selected Contractor will provide all labor, materials, equipment, supervision, transportation, installation, testing, commissioning, documentation, and related services necessary to deliver a complete and operational school kitchen system in accordance with the requirements of this RFP.

The Contractor shall coordinate its work with LEAD, the Owner's Representative, General Contractor, architects, engineers, food-service personnel, and other project stakeholders to ensure that kitchen equipment is delivered and installed in accordance with the project schedule and applicable plans and specifications.

II. Project Background LEAD Public Schools is a public charter school network serving students in the Nashville, Tennessee area. LEAD is developing a new elementary school campus at 444 Metroplex Drive to support its growing student population and educational operations.

The project includes the development and build-out of facilities intended to support K–5 educational programming and associated administrative and operational functions.

The school kitchen will be an integral component of the campus and must be fully operational, safe, efficient, and ready for use upon completion of the project.

LEAD seeks to:

· Provide a complete and functional commercial kitchen for the new Southeast Elementary School.

· Supply durable, commercial-grade kitchen equipment appropriate for K–5 school food-service operations.

· Ensure equipment is delivered and installed in accordance with approved plans, specifications, and manufacturer requirements.

· Coordinate equipment installation with the project construction schedule.

· Ensure all equipment is properly tested, commissioned, and operational prior to acceptance.

· Provide appropriate training to LEAD and designated food-service personnel.

· Minimize delays, disruptions, and conflicts with other construction activities.

· Provide complete warranty, maintenance, service, and closeout documentation.

· Ensure compliance with applicable federal, state, and local codes, regulations, health requirements, and manufacturer's specifications.

The project’s requirements are more fully described in Exhibit A, Scope of Work (SOW) III. Equipment Condition All equipment furnished under this RFP shall be new, unused, commercial-grade, and free from defects, unless otherwise specifically approved in writing by LEAD.

The Contractor shall ensure that:

· All equipment conforms to the approved manufacturer, model, specifications, capacities, and performance requirements.

· Equipment is delivered in its original manufacturer packaging and is protected from damage during transportation, unloading, staging, storage, and installation.

· Equipment is free from dents, scratches, corrosion, damage, defects, and missing components upon delivery and final installation.

· All equipment includes the manufacturer's standard accessories, components, controls, and installation materials necessary for proper operation.

· Any damaged, defective, incomplete, or nonconforming equipment shall be repaired or replaced by the Contractor at no additional cost to LEAD when attributable to the Contractor or manufacturer.

· Replacement equipment shall meet or exceed the originally approved specifications and shall be subject to LEAD's prior written approval.

· The Contractor shall be responsible for all costs associated with removal, return, replacement, redelivery, reinstallation, and recommissioning of nonconforming equipment when such costs are attributable to the Contractor or manufacturer.

LEAD reserves the right to inspect equipment upon delivery and during installation and to reject equipment that does not conform to the requirements of the RFP, approved submittals, or applicable specifications.

Equipment shall not be considered accepted until it has been properly delivered, installed, tested, commissioned, and determined by LEAD to be ready for safe and normal operation.

IV. RFP Contact For the purposes of the procurement, the “RFP Contact” will be:

Name: Paye Horton Title: Procurement Specialist Email: procurement@leadpublischools.org

Bidders and their representatives are not permitted to contact any employees and or officers of LEAD Public Schools, other than the RFP Contact, concerning matters regarding this RFP. Failure to adhere to this rule may result in the disqualification of the bidder and the rejection of the bidder’s proposal.

V. Contract Term and Required Operational Date The Agreement shall commence upon execution and issuance of a Notice to Proceed and shall remain in effect through final acceptance of all Work, unless earlier terminated in accordance with the Agreement.

The Contractor shall coordinate all procurement, delivery, installation, commissioning, testing, training, and punch-list activities with LEAD Public Schools and the overall project construction schedule.

The kitchen facility shall be fully installed, commissioned, tested, operational, and ready for use no later than the first instructional day of the 2027–2028 school year. The Contractor shall plan and execute its work in a manner that ensures all equipment and systems are operational and available for LEAD's use on Day 1 of the 2027–2028 school year.

Final acceptance shall be contingent upon, at a minimum:

1. Delivery and installation of all specified equipment;

2. Completion of required utility connections and equipment startup;

3. Successful testing and commissioning of all equipment;

4. Completion of required operator training;

5. Correction of all identified deficiencies and punch-list items;

6. Delivery of applicable warranties, operation and maintenance manuals, and other required closeout documentation; and

7. Demonstration to LEAD's satisfaction that the kitchen is fully operational for its intended educational and food-service use.

The Contractor acknowledges that readiness for the first instructional day of the 2027–2028 school year is a critical project milestone and shall incorporate sufficient lead time for equipment procurement, manufacturing, delivery, installation, commissioning, testing, training, and correction of deficiencies.

Any adjustment to the required completion date shall require prior written approval by LEAD Public Schools and shall be subject to the terms of the Agreement.

VI. Instructions to Supplier By submitting a response to the RFP, the supplier acknowledges that the supplier.

a) Has read the information and instructions.

b) Agrees to comply with the information and instructions contained herein.

1. Definitions This RFP includes the following key terms:

LEAD- LEAD Public Schools, (“LEAD” or Owner”- The public Charter School network issuing this RFP and entering into the resulting contract.

Contractor- The successful Proposer awarded the contract and responsible for furnishing, delivering, installing, commissioning, testing, documenting, and supporting the Equipment and performing the Work required under the Agreement.

Agreement- The written contract between LEAD and the successful Contractor for the Work described in this RFP, including the RFP, Contractor’s proposal, addenda, and any executed amendments or exhibits incorporated into the contract.

Commercial-Grade Equipment- Equipment designed, manufactured, and certified for continuous or high-volume institutional or commercial food-service use and meeting all applicable codes, standards, and manufacturer requirements.

Work- All labor, materials, Equipment, transportation, delivery, unloading, installation, connections, testing, commissioning, training, documentation, cleanup, warranty support, and related services required to complete the project.

Commissioning- The process of verifying that Equipment has been properly installed, connected, tested, adjusted, and demonstrated to operate safely and in accordance with the manufacturer’s requirements, approved plans, specifications, and applicable codes.

Final Acceptance - LEAD’s written or documented acceptance that the Equipment and Work have been completed in accordance with the Agreement, are operational, deficiencies have been corrected, required training has been completed, and required closeout documentation has been provided.

Closeout Documentation- Documentation required for project completion, including warranties, operation and maintenance manuals, equipment specifications, parts information, certifications, commissioning records, training documentation, and other required project records.

Substitution- Any proposed Equipment, manufacturer, model, component, material, or product that differs from that identified in the approved plans, specifications, proposal, or Agreement.

Punch List- A documented list of incomplete, defective, or corrective items identified before Final Acceptance that must be completed or corrected by the Contractor.

Long-Lead Equipment- Equipment or components requiring an extended procurement or manufacturing period that could affect the project schedule or Day 1 Readiness.

Day 1 Readiness- The condition in which the kitchen and all required Equipment are fully installed, operational, tested, commissioned, safe for use, and ready to support food-service operations by the first instructional day of the 2027–2028 school year.

Schedule of Events The following table outlines this solicitation’s schedule of events, which will be strictly adhered to unless dictated otherwise by LEAD and at its sole discretion. Failure to observe all events within the timeline could result in disqualification of a Service Provider’s response.

2. Pre-Proposal Conference A virtual Pre-Proposal Conference will be held to review the RFP and allow prospective proposers to ask questions.

Date: October 20, 2026 Time: 10:00 AM CST

Meeting access information will be provided.

3. Submission of Proposal Proposal and Documentations must be submitted through the online Bonfire Portal at: https://leadpublicschools.bonfirehub.com/opportunities I. Proposal to be Submitted on Time All proposals and required documentation must be submitted electronically through the LEAD Public Schools Bonfire Portal at:

LEAD Public Schools Bonfire Portal

A Bonfire account is required to submit a proposal. Proposers should visit the portal for registration and submission instructions. For technical assistance with the Bonfire platform or submission process, Proposers should contact Bonfire Support at support@gobonfire.com.

Proposals must be uploaded, submitted, and finalized through the Bonfire Portal prior to the Closing Time of November 6, 2026, at 3:00 PM CST. Proposers are strongly encouraged to begin the upload process well in advance of the Closing Time and at least one (1) business day prior to the deadline to allow sufficient time for uploading, reviewing, and finalizing all required documents.

Late submissions will not be accepted. Proposers are responsible for ensuring that their submission is successfully uploaded and finalized through the Bonfire Portal before the stated deadline.

Proposers shall submit a complete proposal addressing each of the requirements below. Proposals shall be organized in the order presented and clearly identify each section.

Required Proposal Contents

1. Cover Letter – Identify the Proposer, legal business name, primary contact, address, telephone number, email address, and authorized representative.

2. Company Information and Qualifications – Provide a company profile, years in business, relevant licenses and certifications, and qualifications to provide, deliver, install, and commission commercial or school kitchen equipment.

3. Relevant Experience – Provide information for at least three (3) comparable projects completed within the past five (5) years, including client name, project location, project value, scope of work, completion date, and reference contact information.

4. Proposed Equipment – Provide a complete equipment list identifying the manufacturer, model number, quantity, specifications, dimensions, and applicable warranty for each proposed item.

5. Technical Approach – Describe the Proposer's approach to equipment procurement, delivery, installation, coordination, startup, testing, commissioning, training, and project closeout.

6. Project Schedule – Provide a detailed project schedule demonstrating the Proposer's ability to meet the required Day 1, 2027–2028 school year operational deadline. The schedule shall identify equipment submittals, approvals, procurement, manufacturing, delivery, installation, commissioning, training, punch-list completion, and final acceptance.

7. Lead Times and Supply Chain – Identify anticipated lead times, long-lead equipment, potential supply-chain risks, and proposed mitigation strategies. Any equipment requiring early release shall be clearly identified.

8. Installation Plan – Describe installation procedures, project supervision, site coordination, safety practices, utility coordination, equipment startup, and protection of completed work.

9. Commissioning, Testing, and Training Plan – Provide a detailed plan for equipment startup, testing, commissioning, verification of proper operation, operator training, and correction of deficiencies.

10. Warranty, Service, and Support – Describe applicable manufacturer and Contractor warranties, service procedures, response times, replacement parts availability, and post-installation support.

11. Project Team – Identify key personnel who will be assigned to the project, including the project manager, installation supervisor, commissioning personnel, and other key staff.

12. References – Provide at least three (3) customer references for comparable projects.

13. Day 1 Readiness Statement – Provide a written statement confirming the Proposer's ability to complete procurement, delivery, installation, testing, commissioning, training, punch-list correction, and final acceptance in sufficient time for the kitchen to be fully operational and ready for use on the first instructional day of the 2027–2028 school year.

14. Exceptions, Exclusions, and Assumptions – Clearly identify all exceptions, exclusions, assumptions, or deviations from the requirements of this RFP. Failure to identify an exception may result in the requirement being deemed accepted.

15. Pricing Proposal – Provide completed pricing in the format required by LEAD, including equipment, freight, delivery, installation, commissioning, training, and all other costs necessary to complete the Work.

16. Required Forms and Certifications – Submit all required LEAD forms, certifications, acknowledgments, conflict-of-interest disclosures, non-collusion certifications, and other documents identified in this RFP.

Proposers are responsible for ensuring that all required documents are complete, legible, properly identified, and successfully submitted through the Bonfire Portal before the Closing Time.

Required Documents

· Respondent’s Proposal (Signed)

· Exhibit B, Bid Pricing Proposal Form

· Exhibit C, Suspension and Debarment Certification

· Exhibit D, Non-Collusive Affidavit

· Exhibit E, Authorization to Release Information

· Exhibit F, Insurance Requirements

· Licenses and Certifications (Including W-9)

· Signed Addenda acknowledgement (If applicable)

· Any additional forms required by the RFP

Insurance Certificate(s). If award is made, the Firm shall provide an updated certificate which shall meet all requirements listed in this RFP including LEAD Public Schools being named as an additional insured.

II. Withdrawal of Proposals At any time throughout the RFP process until the execution of a written agreement for provision of the Deliverables, a bidder may withdraw a submitted proposal. To withdraw a proposal, a notice of withdrawal must be sent to the RFP Contact and must be signed by an authorized representative of the proponent. LEAD Public Schools is under no obligation to return withdrawn proposals.

4. Evaluation and Award LEAD Public Schools will evaluate proposals using a multi-stage evaluation process. The evaluation process is intended to identify the Proposer that demonstrates the qualifications, technical capability, equipment quality, project schedule, commissioning approach, and overall value necessary to successfully complete the project.

I. Stage 1- Administrative and Responsiveness Review LEAD will review each proposal to determine whether the Proposer has:

· Submitted the proposal through the Bonfire Portal prior to the Closing Time;

· Submitted all required forms and certifications;

· Provided all required proposal documentation;

· Accepted the required terms and conditions or clearly identified exceptions;

· Provided the required pricing information; and

· Met the minimum eligibility and submission requirements of the RFP.

Proposals determined to be materially non-responsive may be removed from further consideration.

II. Stage II- Technical, Schedule, and Day 1 Readiness Evaluation (75 Points) Responsive proposals will be evaluated by the Evaluation Committee based on the requirements established in the RFP.

The technical evaluation may include, but is not limited to:

· Technical approach and understanding of the project;

· Relevant experience and qualifications;

· Quality and suitability of proposed equipment;

· Project management and installation approach;

· Ability to coordinate with the construction team;

· Equipment procurement and manufacturing lead times;

· Delivery and installation schedule;

· Commissioning, testing, and training approach;

· Warranty, service, and post-installation support;

· Identification of long-lead equipment and supply-chain risks;

· Proposed mitigation and contingency measures; and

· Overall ability to meet the required Day 1 operational deadline for the 2027–2028 school year.

LEAD will specifically evaluate whether the Proposer's schedule provides sufficient time for procurement, delivery, installation, testing, commissioning, training, punch-list correction, and final acceptance.

The Evaluation Committee may consider the feasibility and completeness of the proposed schedule, including the Proposer's coordination with the overall construction schedule.

A proposal that does not demonstrate a credible ability to meet the required operational date may be determined non-responsive or receive a reduced technical evaluation, as applicable.

III. Stage III- Price Evaluation (15 Points) The cost proposal will be evaluated in accordance with the evaluation criteria established in this RFP.

LEAD may review the total proposed cost as well as individual equipment, delivery, installation, commissioning, training, warranty, and other applicable costs to determine whether the proposed pricing is complete and consistent with the requirements of the RFP.

(Lowest Evaluated Cost ÷ Proposer's Evaluated Cost) × 15 = Cost Score IV. Stage 4-Interviews, Presentations, and Clarifications LEAD may, at its discretion, invite one or more Proposers to participate in interviews, presentations, demonstrations, or clarification discussions.

If conducted, these activities may be used to further evaluate:

· Project approach;

· Proposed equipment;

· Project schedule;

· Key personnel;

· Commissioning and training plan;

· Service and support capabilities; and

· Responses to questions or areas requiring clarification.

LEAD reserves the right to request clarification of a proposal but does not guarantee that all Proposers will be given an opportunity to revise their proposals.

V. Stage 5- Final Ranking The final score shall be calculated as follows:

The proposer receiving the highest total score may be recommended for award.

Award Recommendation Following completion of the evaluation process, the Evaluation Committee will consider the results of the applicable evaluation stages and make a recommendation to LEAD Public Schools.

LEAD may consider the overall value of the proposal, including technical qualifications, equipment quality, schedule, commissioning and support, and cost.

The Evaluation Committee's recommendation is subject to LEAD's applicable approval and contracting requirements. No award shall be considered final until the required approvals have been obtained and the Agreement has been fully executed by authorized representatives of the parties.

Contract Negotiation Process Any negotiations will be subject to the process rules contained in the Terms and Conditions of the RFP Process and will not constitute a legally binding offer to enter into a contract on the part of LEAD Public Schools or the Bidder, and there will be no legally binding relationship created with any proponent prior to the execution of a written agreement. Negotiations may include requests by LEAD Public Schools for supplementary information from the Bidders to verify, clarify, or supplement the information provided in its proposal or to confirm the conclusions reached in the evaluation, and may include requests by LEAD Public Schools for improved pricing or performance terms from the proponent.

I. Time period for Negotiation LEAD intends to conclude negotiations and finalize the agreement with the top-ranked Bidder during the Contract Negotiation Period, commencing from the date LEAD Public Schools invites the top-ranked proponent to enter negotiations. A Bidder invited to enter into direct contract negotiations should therefore be prepared to satisfy the pre-conditions of award listed in the RFP Particulars (Exhibit G), provide requested information in a timely fashion and conduct its negotiations expeditiously.

II. Failure to Enter into Agreement If the pre-conditions of award listed in (Exhibit G) are not satisfied or if the parties cannot conclude negotiations and finalize the agreement for the Deliverables within the Contract Negotiation Period, LEAD Public Schools may discontinue negotiations with the top-ranked proponent and may invite the next-best-ranked proponent to enter into negotiations. This process will continue until an agreement is finalized, until there are no more proponents remaining that are eligible for negotiations, or until LEAD Public Schools elects to cancel the RFP process.

III. Notification of Negotiation Status Other Bidders that may become eligible for contract negotiations may be notified at the commencement of the negotiation process with the top-ranked proponent.

5. GENERAL CONDITIONS

The following General Conditions shall apply to the Supply, Delivery, Installation, and Commissioning of School Kitchen Equipment for the LEAD New Southeast Elementary School at 444 Metroplex Drive.

I. Compliance with Laws and Regulations The Contractor shall comply with all applicable federal, state, and local laws, regulations, codes, ordinances, and requirements governing the work.

The Contractor shall obtain and maintain all licenses, permits, certifications, and approvals required to perform the work.

II. Permits and Inspections The Contractor shall be responsible for identifying permits and inspections applicable to its scope of work and shall coordinate with the appropriate authorities having jurisdiction.

Where permits are the responsibility of another project party, the Contractor shall provide all required documentation and information necessary to support the permitting and inspection process.

III. Coordination with Other Contractors The Contractor shall coordinate its work with LEAD, the General Contractor, Owner's Representative, architect, engineers, and other contractors working on the project.

The Contractor shall provide required dimensions, utility requirements, equipment specifications, connection requirements, and other information necessary for coordination.

The Contractor shall promptly notify LEAD of any conflicts, discrepancies, or conditions that could affect the work or project schedule.

IV. Site Access and Working Hours The Contractor shall comply with all project site-access procedures, security requirements, safety rules, and designated working hours.

Access to the site shall be coordinated in advance with the General Contractor and/or LEAD's designated project representative.

The Contractor shall ensure that its employees, subcontractors, suppliers, and delivery personnel comply with all applicable site requirements.

V. Protection of Property The Contractor shall take reasonable measures to protect the building, finishes, installed equipment, utilities, and other property from damage resulting from its activities.

The Contractor shall be responsible for repairing or replacing property damaged by the Contractor, its employees, subcontractors, or suppliers.

VI. Safety The Contractor shall maintain a safe work environment and comply with applicable OSHA requirements and project-specific safety requirements.

The Contractor shall provide appropriate personal protective equipment, training, supervision, and safety procedures for its personnel.

LEAD may require removal of any individual from the project site for violation of safety, security, conduct, or site requirements.

VII. Proposal Submission The Contractor shall be responsible for the proper transportation, unloading, handling, staging, protection, and storage of equipment within its scope.

Equipment shall be protected from weather, theft, damage, contamination, and construction activities until installation and acceptance.

The Contractor shall coordinate delivery and staging locations with the project team.

VIII. Equipment Condition All equipment shall be new, unused, commercial-grade, and suitable for the intended application unless otherwise approved in writing by LEAD.

Refurbished, used, discontinued, or damaged equipment shall not be provided without LEAD's prior written approval IX. Substitutions The Contractor shall not substitute equipment, manufacturers, or models identified in the approved proposal or equipment schedule without prior written approval from LEAD.

Any proposed substitution shall include sufficient technical information to allow LEAD to determine whether the proposed substitution meets the project requirements.

Approval of a substitution shall not relieve the Contractor of responsibility for compatibility, performance, installation, warranty, or compliance.

X. Workmanship All work shall be performed in a professional and workmanlike manner by qualified personnel experienced in commercial kitchen equipment installation.

Equipment shall be installed in accordance with:

Approved project documents;

Manufacturer requirements;

Applicable codes and regulations;

Industry standards; and LEAD's written instructions.

XI. Clean-up The Contractor shall maintain a clean and orderly work area.

The Contractor shall remove packaging, debris, excess materials, and other waste generated by its work and dispose of such materials in accordance with applicable requirements.

Upon completion, the Contractor shall leave the kitchen and affected areas clean and ready for use.

XII. Proposal Validity No changes to the approved scope, equipment, pricing, or schedule shall be performed without appropriate written authorization from LEAD.

The Contractor shall not proceed with additional work based solely on verbal direction unless such direction is confirmed in writing by an authorized LEAD representative.

XIII. Proposal Withdrawal A Proposer may withdraw its proposal prior to the proposal submission deadline in accordance with the procedures of the designated procurement platform.

After the deadline, proposals may not be withdrawn except as permitted by LEAD.

XIV. Confidentiality of Proposals Proposers should clearly identify any portions of their proposal they believe contain proprietary or confidential information.

Designation of information as confidential does not guarantee that such information will be exempt from disclosure under applicable law.

LEAD will determine the appropriate treatment of proposal information in accordance with applicable legal requirements.

XV. Evaluation LEAD will evaluate proposals in accordance with the evaluation criteria identified in the RFP.

LEAD may consider:

· Responsiveness;

· Qualifications;

· Technical approach;

· Experience;

· Pricing;

· References;

· Service capabilities;

· Financial stability;

· Past performance; and

· Other factors reasonably related to the best interests of LEAD.

LEAD may conduct interviews, demonstrations, reference checks, financial review, or other due diligence as part of the evaluation process.

XVI. Due Diligence LEAD reserves the right to verify any information submitted by a Proposer.

LEAD may contact references, review publicly available information, request additional documentation, or otherwise conduct due diligence regarding a Proposer's qualifications, experience, financial capacity, and proposed services.

False, misleading, or materially incomplete information may result in rejection of a proposal or termination of a resulting contract.

XVII. Clarification of Proposals LEAD may request clarification of information contained in a proposal.

A request for clarification shall not necessarily constitute an opportunity for a Proposer to materially revise its proposal.

LEAD may determine the appropriate method and extent of any clarification.

XVIII. Contract Terms The successful Proposer shall comply with the Terms of the Resulting Contract included in this RFP.

Proposers shall identify any exceptions to the proposed contract terms in their proposal.

LEAD reserves the right to reject material exceptions.

XIX. Non-Collusion By submitting a proposal, the Proposer certifies that the proposal has been prepared independently and without collusion, coordination, or agreement with another Proposer concerning pricing, terms, or the submission of proposals.

XX. Non-Discrimination The Contractor shall comply with all applicable federal and state laws prohibiting discrimination in employment and the performance of the resulting contract.

XXI. Compliance with School and Owner Policies

XXII. Insurance The successful Proposer shall maintain insurance coverage required by LEAD and shall provide certificates of insurance upon request.

Required insurance shall remain in effect throughout the applicable contract term.

XXIII. Licenses and Permits The successful Proposer shall obtain and maintain all licenses, permits, registrations, and certifications required to perform the services.

The Proposer shall be responsible for all costs associated with maintaining such licenses and certifications.

XXIV. Subcontracting Proposers shall identify all proposed subcontractors and the services each subcontractor will perform.

The Contractor shall remain fully responsible for the performance of all subcontractors.

LEAD may require prior written approval before material services are subcontracted.

XXV. Assignment The resulting contract may not be assigned or transferred by the Contractor without LEAD's prior written approval, except as expressly permitted by the executed agreement.

XXVI. Publicity The Contractor shall not use LEAD's name, logo, trademarks, photographs, or other identifying information in advertising, marketing, promotional materials, or public announcements without LEAD's prior written approval.

XXVII. Ownership of LEAD Materials All documents, specifications, data, artwork, files, and other materials supplied by LEAD remain the property of LEAD.

The Contractor shall use LEAD materials solely for authorized contract purposes.

XXVIII. Changes to the RFP LEAD reserves the right to modify the RFP prior to the proposal deadline.

Any material modification shall be communicated through a formal addendum or other official written communication.

XXIX. Reservation of Rights LEAD reserves all rights available under applicable law and its procurement policies, including the right to:

Reject any or all proposals;

· Waive minor irregularities;

· Request clarification;

· Request additional information;

· Conduct due diligence;

· Negotiate with Proposers;

· Conduct interviews or presentations;

· Award to one or multiple Proposers;

· Cancel or modify the procurement; and

· Take any action determined to be in the best interest of LEAD Public Schools.

XXX. Incorporation into Resulting Contract The General Conditions contained in this RFP, together with the RFP requirements, applicable addenda, accepted proposal, pricing schedule, and negotiated terms, may be incorporated into the resulting contract.

By submitting a proposal, the Proposer acknowledges that it has reviewed and understands these General Conditions.

XXXI. Governing Law This contract shall be governed by the laws of the State of Tennessee. Venue for any disputes shall lie exclusively in Davidson County, Tennessee.

6. SPECIAL TERMS AND CONDITIONS

The following Special Terms and Conditions shall apply to this solicitation and any resulting contract I. Purpose These Special Conditions establish requirements specific to the procurement and delivery of Managed Print and Copy Services for LEAD Public Schools ("LEAD").

These conditions supplement the General Conditions and shall become part of any resulting contract.

II. Network-wide Service Requirements The selected Contractor shall provide services throughout the LEAD Public Schools Network, including schools, administrative offices, and other LEAD-designated locations.

LEAD may add or remove locations during the contract term.

The Contractor shall maintain consistent service levels and pricing across all LEAD locations unless otherwise approved in writing.

III. Managed Print/ Copy Approach The Contractor shall provide a comprehensive managed print solution designed to improve:

· Print and copy efficiency;

· Equipment reliability;

· Cost control;

· Supply management;

· Device utilization;

· Service response;

· Print security; and

· Visibility into LEAD's print environment.

The Contractor shall manage the print environment proactively rather than relying solely on LEAD personnel to report equipment or supply issues.

IV. Initial Assessment and Fleet Review Prior to final implementation, the selected Contractor shall conduct an assessment of LEAD's existing print and copy environment, as applicable.

The assessment should identify:

· Existing equipment;

· Device age and condition;

· Device location;

· Monthly print volumes;

· B&W versus color volumes;

· Equipment utilization;

· Supply consumption;

· Service history;

· Network requirements;

· Security considerations; and

· Opportunities for consolidation or optimization.

The Contractor shall provide LEAD with a summary of findings and recommendations.

V. Device Standardization The Contractor shall recommend appropriate equipment based on LEAD's operational requirements, print volumes, location, and intended use.

LEAD may require standardization of equipment models, supplies, drivers, software, and support processes where doing so provides operational or financial benefits.

Any proposed equipment substitutions shall be approved by LEAD before implementation.

VI. Implementation Plan The selected Contractor shall provide a written implementation plan before deployment.

The implementation plan shall address:

· Project schedule;

· Device deployment;

· Equipment installation;

· Network configuration;

· Software installation;

· Data/security requirements;

· User training;

· Supply management;

· Testing;

· Communication;

· Equipment removal or disposition; and

· Transition procedures.

The Contractor shall coordinate implementation with LEAD to minimize disruption to school operations.

VII. School Operations Because LEAD operates schools, the Contractor shall coordinate all on-site work to minimize disruption to instructional and administrative activities.

Contractor personnel shall comply with applicable LEAD visitor, access, safety, and campus procedures.

LEAD may restrict service activities during instructional periods, testing windows, arrival/dismissal, or other designated times.

VIII. Equipment Availability and Uptime The Contractor shall maintain equipment in reliable operating condition.

The Contractor shall monitor equipment performance and proactively identify devices requiring service or replacement.

Repeated equipment failures may result in LEAD requiring replacement of the affected device at no additional cost when such replacement is necessary to meet the contracted service requirements.

IX. Loaner and Replacement Equipment The Contractor shall provide loaner or temporary replacement equipment, at no additional cost to LEAD, when a contracted device is unavailable due to repair, maintenance, or equipment failure. Replacement equipment shall provide comparable functionality and capacity and shall be installed and configured promptly to minimize service disruption. If a device cannot be restored within the Contractor’s required response or resolution timeframe, the Contractor shall replace the device with a comparable or upgraded unit at no additional cost to LEAD.

X. Service Response Requirements The Contractor shall provide responsive service throughout the contract term.

At a minimum:

· Service requests shall be acknowledged within one (1) business hour;

· Standard service calls shall be scheduled within four (4) business hours;

· Critical equipment outages shall receive same-day attention when reported during normal service hours; and

· Equipment that cannot reasonably be repaired within the required timeframe shall be evaluated for temporary or permanent replacement.

Proposers may offer more stringent service levels.

XI. Toner and Consumable Management The Contractor shall proactively monitor toner and standard consumable levels.

Where technically feasible, supplies shall be automatically reordered and shipped before depletion.

LEAD employees should not be required to maintain inventory of standard toner or routine consumables.

The Contractor shall identify any consumables excluded from its proposed pricing.

XII. Parts and Labor Unless otherwise identified in the accepted proposal, all parts and labor required to maintain covered equipment shall be included in the contracted managed print pricing.

The Contractor shall not charge LEAD separately for routine maintenance, repairs, parts, or labor when those services are included in the agreed pricing structure.

XIII. Printing Management and Monitoring The Contractor shall provide tools or software capable of monitoring the managed print environment.

Where applicable, monitoring should include:

· Device status;

· Meter readings;

· Toner levels;

· Error conditions;

· Device utilization;

· Service alerts;

· Print volumes; and

· Other relevant performance information.

LEAD shall have access to appropriate reporting generated by the system.

XIV. Reporting The Contractor shall provide regular reports to LEAD.

At a minimum, reporting should include:

· Total impressions by device;

· B&W impressions;

· Color impressions;

· Cost by device;

· Cost by location;

· Service calls;

· Response and resolution times;

· Equipment downtime;

· Supply usage;

· Equipment utilization; and

· Other performance metrics reasonably requested by LEAD.

Reports shall be provided at least monthly, unless otherwise agreed.

XV. Billing Transparency Invoices must provide sufficient detail for LEAD to validate all charges.

The Contractor shall not combine charges in a manner that prevents LEAD from determining the basis for the amount billed.

LEAD may reject or dispute charges that cannot be reasonably substantiated.

XXXII. Device Changes LEAD may request that devices be:

· Added;

· Removed;

· Replaced;

· Relocated;

· Upgraded; or

· Reconfigured.

The Contractor shall provide written pricing before performing work that results in an additional charge.

No additional charge shall be incurred without LEAD's prior authorization.

XXXIII. Assignment The Contractor shall not assign, transfer, delegate, or otherwise dispose of any rights, duties, or obligations under this Contract, in whole or in part, without the prior written consent of LEAD Public Schools (“LEAD”).

Any attempted assignment without written approval shall be considered null and void and may constitute a material breach of contract.

XXXIV. Security Requirements Managed print equipment shall support appropriate security controls.

Where available and appropriate, the Contractor shall support:

· Secure print release;

· User authentication;

· PIN or badge-based release;

· Access controls;

· Secure network communication;

· Firmware updates; and

· Secure hard-drive or storage-device management.

The Contractor shall identify any security capabilities included with proposed equipment.

XXXV. Environmental Considerations The Contractor should identify environmentally responsible practices related to:

· Energy-efficient equipment;

· Duplex printing;

· Toner recycling;

· Equipment recycling;

· Electronic waste disposal;

· Paper reduction; and

· Responsible equipment disposition.

The Contractor shall describe any sustainability programs included in the proposed services.

XXXVI. Data Retention and Device Disposition Before any device containing internal storage is removed, replaced, transferred, or disposed of, the Contractor shall follow an approved process to securely erase or otherwise protect stored information.

The Contractor shall provide documentation of secure data removal upon request.

No LEAD-owned or LEAD-provided storage device may be removed from a LEAD location without authorization.

XXXVII. Training and User Support The Contractor shall provide initial training following implementation.

Training may include:

· Equipment operation;

· Scan/copy functions;

· Secure printing;

· Basic troubleshooting;

· Supply procedures;

· Print-management software; and

· User support resources.

Training shall be provided at no additional cost when included in the accepted proposal.

XXXVIII. Customer Service The Contractor shall provide LEAD with a designated account manager.

The account manager shall serve as the primary point of contact for:

· Service issues;

· Billing questions;

· Equipment changes;

· Performance reviews;

· Escalations;

· Reporting; and

· Contract administration.

A backup contact shall also be identified.

XXXIX. Performance Improvement If Contractor performance does not meet contractual requirements, LEAD may require a written corrective action plan.

The corrective action plan shall identify:

· Performance deficiency;

· Root cause;

· Corrective action;

· Responsible party;

· Implementation date; and

· Expected resolution date.

Repeated failure to meet contractual requirements may constitute grounds for termination.

XL. Price Protection The Contractor shall not increase pricing during the initial contract term except as expressly permitted under the resulting contract.

Any proposed increase shall be submitted in writing with supporting documentation and shall require LEAD's prior written approval.

XLI. No Unauthorized Fees The Contractor shall not charge LEAD for:

· Unapproved equipment;

· Unapproved services;

· Undisclosed fees;

· Unauthorized supplies;

· Unauthorized software;

· Unapproved relocation;

· Unapproved upgrades; or

· Other charges not included in or authorized under the resulting contract.

XLII. No Automatic Equipment Upgrades The Contractor shall not automatically upgrade, replace, renew, lease, or substitute equipment without LEAD's prior written authorization.

Any proposed upgrade or replacement shall include the applicable equipment specifications, pricing, contract impact, and justification.

XLIII. No Automatic Contract Renewal The resulting contract shall not automatically renew.

Any renewal must be expressly approved by LEAD and documented in writing.

XLIV. Termination and Transition Upon expiration or termination of the contract, the Contractor shall cooperate with LEAD to facilitate an orderly transition.

The Contractor shall provide reasonable assistance necessary to:

· Transfer service responsibilities;

· Provide current device inventories;

· Provide meter readings;

· Provide service records;

· Coordinate equipment removal;

· Secure LEAD information; and

· Prevent interruption of school operations.

The Contractor shall not withhold LEAD information or records necessary for transition because of a disputed invoice.

XLV. Business Continuity The Contractor shall maintain reasonable business continuity and disaster recovery procedures sufficient to support continued service to LEAD.

The Contractor shall notify LEAD of any event reasonably expected to materially affect the Contractor's ability to provide contracted services.

XLVI. Continuity of Service The Contractor shall maintain adequate personnel, equipment, parts, supplies, and technical resources to provide uninterrupted service throughout the contract term.

The Contractor shall promptly notify LEAD of any anticipated service interruption.

XLVII. LEAD’s Right to Procure Elsewhere LEAD reserves the right to obtain printing, copying, equipment, supplies, or related services from other sources when necessary to meet operational needs, address emergencies, obtain specialty services, or otherwise serve the best interests of LEAD.

The resulting contract shall not be interpreted as requiring LEAD to obtain all printing or copying services exclusively from the Contractor unless expressly stated in the executed agreement.

XLVIII. Customer Service The Contractor shall provide LEAD with a designated account manager.

The account manager shall serve as the primary point of contact for:

· Service issues;

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