10-ITB-26-00380 Bunker Gear Cleaning and Repair.pdf

Invitation to Bid Bunker Gear Cleaning and Repair

ITB-26-00380

ITB-26-00380 Page 1

SOLICITATION TYPE: Competitive Sealed Bids

SOLICITATION NUMBER: ITB-26-00380

SOLICITATION TITLE: Bunker Gear Cleaning and Repair

BRIEF DESCRIPTION: The Hillsborough County Board of County Commissioners (County) is seeking competitive sealed bids from experienced and qualified Contractors for the ongoing and as-needed cleaning, testing, and maintenance of bunker gear.

The resulting contract will be for a two (2)-year period.

DUE DATE & TIME: September 10, 2026, 2:00 P.M. Eastern Time (as recorded by the County’s Electronic Bidding System)

ISSUING DEPARTMENT DIRECTOR:

The Director of Procurement is considered the issuing department director for the purpose of Section 2-567(c) of the Hillsborough County Procurement Protest Policy and Procedures Ordinance.

BID SUBMISSION: The County will only accept bids submitted through its electronic bidding system (Euna Procurement). Bids that are submitted or delivered by non-electronic means (hard-copy paper), facsimile, electronic mail (e-mail), electronic file, or means other than through the County's electronic bidding system (Euna Procurement) will not be accepted or considered. Please visit our vendors webpage (hcfl.gov/vendors) for information regarding vendor registration, electronic bid submission, procurement opportunities, and other important resources.

TIMELINESS: To preserve the integrity of the competitive sealed bid process, bids submitted after the due date and time listed above, unless otherwise amended, cannot and will not be accepted. Please do not wait until the last minute, hour, or day to submit your bid, as you may encounter technical difficulties or issues that cannot be resolved before the due date and time. When preparing to submit your bid, please read and follow all instructions regarding formatting and other details related to the form(s) to be used. Again, please do not wait until it’s too late for assistance. We value and need your participation, so the last thing we want is for you to miss this opportunity.

QUESTIONS: ● Questions regarding technical difficulties or errors encountered while submitting proposals through Euna Procurement must be directed to

IMPORTANT! PLEASE READ CAREFULLY BEFORE SUBMITTING BID

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Euna Procurement Support at 1-844-226-3862 or support.bonfire @eunasolutions.com.

● Questions regarding the specifications or solicitation document must be directed to the County using the “messages” section in Euna Procurement for this particular procurement.

• To be given consideration, such requests must be received no later than ten (10) calendar days after the date of Solicitation issuance in Euna Procurement, site visit, or pre-bid conference, whichever is later.

● Questions regarding vendor registration, training, or general questions must be directed to the Supplier Engagement Team at (813) 272-5790 or iSupplier@HCFL.gov.

CONE OF SILENCE: A Cone of Silence is in effect for this procurement; therefore, no bidder, interested party and/or their principals, officers, employees, attorneys, or agents shall communicate with County employees, the Hearing Master assigned to hear the applicable protest appeal and/or members of the Board of County Commissioners, including their aides and employees regarding this procurement and/or a related protest, except as otherwise provided in the Hillsborough County Procurement Protest Policy and Procedures Ordinance. The Cone of Silence does not prohibit a bidder from communicating with the Director of Procurement, staff in the Procurement Services Department, or the County’s attorney assigned to this procurement. Violating the Cone of Silence may disqualify the bidder from consideration for award. Please refer to the Instructions for complete details about the Cone of Silence.

INSURANCE: Insurance coverage is required for this procurement. Please see ITB-26- 00380 Insurance Requirements Attachment and Special Terms and Conditions.

SURETY (BONDS): Bid, performance, and/or payment surety is not required for this procurement.

E-VERIFY: The Department of Homeland Security's Image Program and E-Verify apply to this procurement. Please see General Terms and Conditions for complete details and requirements.

DIGITAL ACCESSIBILITY COMPLIANCE:

Any and all information and communications technology developed, provided, procured, maintained, or otherwise made available under this Contract and intended for public access or use, shall comply with various accessibility standards. Please see General Terms and Conditions for complete details and requirements.

mailto:support.bonfire@eunasolutions.com mailto:support.bonfire@eunasolutions.com mailto:iSupplier@HCFL.gov https://library.municode.com/fl/hillsborough_county/codes/code_of_ordinances,_part_a?nodeId=HICOCOORLA_CH2AD_ARTVIPR_DIV3HICOPRPRPOPR_S2-562TI https://library.municode.com/fl/hillsborough_county/codes/code_of_ordinances,_part_a?nodeId=HICOCOORLA_CH2AD_ARTVIPR_DIV3HICOPRPRPOPR_S2-562TI

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1. SPECIFICATIONS

1.1. Scope

1.1.1 The Hillsborough County Board of County Commissioners (County) is seeking competitive sealed bids from experienced and qualified Contractors for the ongoing and as-needed cleaning, testing, and maintenance of bunker gear for the Hillsborough County Fire Rescue Department (HCFR). The resulting contract will be for a two (2)-year period.

1.1.2 HCFR requires the cleaning, testing, and maintenance of Morning Pride and Lion brand bunker gear and accessories in accordance with manufacturer requirements and the most current versions of the National Fire Protection Association (NFPA) 1851 and 1971 standards.

1.1.3 HCFR owns approximately 2800 sets of bunker/brush gear which require cleaning and maintenance in accordance with original manufacturer specifications.

1.2. Applicable Publications and Terminology

The following publication(s) of the issue in effect on date of this solicitation, forms a part of this specification:

1.2.1 National Fire Protection Association (NFPA) 1851

https://www.nfpa.org/codes-and-standards/nfpa-1851-standard-development/1851

1.2.2 National Fire Protection Association (NFPA) 1971

https://www.nfpa.org/codes-and-standards/nfpa-1971-standard-development/1971

The following acronyms are used throughout the invitation to bid documentation and provide for reference:

EPA Environmental Protection Agency HCFR Hillsborough County Fire Rescue

ISP Independent Service Provider NFPA National Fire Protection Association

OEM Original Equipment Manufacturer PPE Personal Protective Equipment

RPM Revolutions Per Minute

1.3. Minimum Requirements

1.3.1 The Bidder shall, at the time of bid submissions and throughout the term of the resulting Contract, be a Third Party-verified ISP for Cleaners Organizations of Structural and Proximity Fire Fighting Garments, Technical Rescue Garments and Wildland Fire Fighting Garments in accordance with NFPA 1851 via Underwriters Laboratory or Intertek in compliance of the vendor's https://www.nfpa.org/codes-and-standards/nfpa-1851-standard-development/1851 https://www.nfpa.org/codes-and-standards/nfpa-1971-standard-development/1971

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PPE cleaning, inspection and repairing processes. The Bidder shall have maintained this certification for a minimum of three (3) consecutive years. The required services include:

1.3.1.1 Advanced Cleaning

1.3.1.2 Advanced Sanitization

1.3.1.3 Advanced Repairs, to include:

1.3.1.3.1 Outer Shell Repairs

1.3.1.3.2 Thermal Barrier Repairs

1.3.1.3.3 Moisture Barrier Repairs: W.L. Gore Black Crosstech Type 2F Moisture Barrier with W.L. Gore 10880780/10880782 Repair Tape.

1.3.2 The Bidder’s pricing shall be all inclusive of mileage and fees associated with pick-up and delivery.

1.3.3 The Contractor shall have a permanent brick and mortar facility that is a factory-trained Lion warranty facility for the State of Florida and certified under the current edition of NFPA 1851.

The Contractor shall provide a copy of certificate upon County’s request. Failure to demonstrate possession of this certification is grounds for rejection and/or termination.

1.3.4 The Contractor shall have a permanent brick and mortar facility that is authorized by the manufacturer as an OEM center for the repair, testing, and cleaning center for Lion, Nomex, Morning Pride, and Underwriters Laboratories certified, or Intertek verified to repair Crosstech moisture barrier. The Contractor shall provide certificate(s) upon County’s request. Failure to demonstrate possession of this certification is grounds for rejection and/or termination.

1.3.5 The Contractor shall own at least 600 sets of loaner bunker gear (coats and pants). Loaner bunker gear shall be less than 10-years of age and certified in accordance with the most current edition of NFPA 1971. Loaner bunker gear shall be provided at no cost to the County. Verification of this requirement shall be provided upon County request.

1.3.6 The Contractor shall provide all cleaning and repair services contemplated in this Specifications in accordance with manufacturer requirements and the most current version of NFPA 1851 and 1971.

1.3.7 The Contractor shall provide mass decontamination 24-hour emergency services with a 72-hour turnaround time upon notification via phone or email by HCFR for approved events.

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1.3.8 The Contractor shall provide all labor, equipment, and materials required to clean and dry HCFR bunker gear ensembles and accessories to include but not limited to coat and pant shell, liners, moisture, thermal barriers, Nomex hoods, helmets, gloves, and boots. Specialized cleaning shall be required to decontaminate gear exposed to blood borne pathogens, chemicals, and other substances.

1.3.9 The Contractor shall be responsible for any lost gear while in their possession. Should a set or part of a set (pant/coat) be lost, the Contractor shall issue a check to the County in the amount equal to the cost of a new set or pant/coat as set forth by the County at time of notification. The Contractor shall notify the County PM by email within five (5) business days of the loss.

1.3.10 The Contractor shall clean by utilizing manufacturer approved detergent for use with Nomex, Polybenzimidazole fiber, and Crosstech materials as to not void fabric’s fire-retardant capability and cleaning criteria outlined in the NFPA 1851 standards.

1.3.10.1 Shells and liners shall be separated prior to cleaning and drying and then reattached prior to bagging and delivery.

1.3.10.2 Water temperature shall not exceed 40 degrees Celsius (105 degrees Fahrenheit) for machine washing.

1.3.10.3 Washing machines that allow drum RPM adjustments must be set so the resulting g-force does not exceed 100 g-force for any component. The gear cannot withstand forces greater than 100 g.

1.3.10.4 The selection of the detergent shall include consideration of several factors in addition to the pH range. Foremost among these is the demonstration by the Contractor that the detergent is safe to use with firefighter protective clothing. This demonstration consists of the following two parts:

1.3.10.4.1 The effectiveness of the detergent in removing soils and other contaminants as indicated in this section.

1.3.10.4.2 The impact of the detergent through multiple washings in the protective element.

1.3.10.5 Disinfectant, Sanitizing: As part of the process of neutralizing and removing harmful contaminants, especially any bacteria, spore and known blood-borne pathogen contaminants, the gear shall be treated with Ozone or Omni Lux Generated Water in the rinse cycle.

1.3.10.5.1 The Contractor shall provide written proof validating all disinfecting and sanitizing claims, upon County’s request.

1.3.10.5.2 The Contractor shall provide the specification sheet and EPA registration number of sanitizing agent, upon the County’s request.

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1.3.11 The Contractor shall provide equipment and materials required to repair (both warranty and non-warranty) HCFR bunker gear ensembles to include coat and pant shells, liners, and moisture and thermal barriers.

1.3.12 All labor prices shall include the removal and installation of all existing items, including but not limited to grommets, rivets, and snaps, and the opening of seams. The County reserves the right to add or delete specific repairs as necessary.

1.3.13 The Contractor shall be responsible for all cost incurred for warranty repairs. The Contractor shall be responsible for ensuring potential warranty repairs are validated with the manufacturer to ensure the County only pays for non-warranty repairs.

1.3.14 The Contractor shall provide all labor, equipment, and materials required to Hydrostatic Water Pressure test and Light test HCFR bunker gear ensembles to include moisture and thermal barriers. Hydrostatic Water Pressure test shall be performed each time an advanced inspection occurs, at a minimum one (1) time annually.

1.3.15 The Contractor shall create a schedule in collaboration with the County to pick up bunker gear from specified HCFR stations and return said gear within three (3) days of pickup to the original station. Should any gear not be delivered within the specified timeframe due to extensive repairs/cleaning or other unforeseen delays, the Contractor shall notify the County Project Manager (PM) in writing and be prepared to substitute delayed gear with appropriate loaner gear until such time as the original gear can be delivered.

1.3.16 The Contractor shall pick-up and deliver bunker gear once each week from and to 9440 E.

Columbus Drive, Tampa, FL 33619 as required. To lessen the impact to daily operations, the Contractor shall develop a schedule in collaboration with the HCFR PM.

1.3.17 HCFR shall conduct an annual cleaning, meaning all gear owned by the County, regardless of condition, is cleaned and repaired. The Contractor shall be solely responsible for pick-up and delivery to and from HCFR stations. Prior to the annual cleaning, a schedule in collaboration with the HCFR PM shall be developed to reflect a two-day turnaround time. The Contractor shall process, clean, repair, return and deliver a minimum of 30 sets of bunker gear per week. For simple illustration purposes: All gear will be picked up from pre-determined stations on a Monday by 8:00 A.M. and returned by Wednesday 7:00 A.M. of the same week. The actual stations and days of the week will be identified in the aforementioned schedule.

1.3.18 The Contractor shall return coats and pants (neatly folded) in an Ultra-Violet (UV) light resistant, dark colored sealed, labeled, and barcoded bag (2-millimeter minimum thickness) denoting the fire fighter’s name and liner serial number (if assigned to an individual) and exact measurements of the garments contained within.

1.3.19 The manufacturer barcode on shell shall match barcode on liner to prevent mismatched garments.

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1.3.20 The Contractor shall reinsert harnesses into bunker pants after cleaning prior to returning to HCFR.

1.3.21 The Contractor shall notify the PM or designee, prior to work beginning, via email when gear repair(s) exceeds 50% of the gear replacement costs or when gear exceeds eight (8) years of age and exceeds 10% of the replacement cost.

1.3.22 Reporting System

1.3.22.1 The Contractor shall utilize a fully hosted solution for all NFPA record keeping in which multiple users can access simultaneously. This fully hosted solution shall be accessible on Hillsborough County Windows 11 desktops.

1.3.22.2 The Contractor shall create templates for all desired reports.

1.3.22.3 The solution shall be capable of creating customized reporting within one (1) Business Day of request by the County, at no additional charge to the County.

1.3.22.4 The County’s data shall remain its property and shall be transmitted and stored exclusively in the United States.

1.3.22.5 Within 30 days of receipt of a Standard Purchase Order, the Contractor shall develop and maintain an electronic inventory and document management database to track all garments cleaned, repaired, and condemned. The database shall be fully searchable by the County on any data field listed below to generate reports.

1.3.22.6 Contractor shall barcode all garments and shipping bags (if not currently tagged) to track each garment to include the following:

1.3.22.6.1 Firefighters’ name

1.3.22.6.2 Manufacturer identification number or serial number

1.3.22.6.3 Garment size (both coat and pant)

1.3.22.6.4 Garment measurement (both coat and pant)

1.3.22.6.5 Date of all inspections

1.3.22.6.6 Finding at time of each inspection

1.3.22.6.7 Date of all cleaning

1.3.22.6.8 Date of all testing

1.3.22.6.9 Date and description of all repairs by garment and serial number/barcode

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1.3.22.6.10 Date of set retirement

1.3.22.7 The Contractor shall provide a monthly report, as required by the County’s PM, detailing the number of garments cleaned, tested, and repaired.

1.3.23 Reporting Templates

Each report type shall include the following information:

1.3.23.1 Participation Report: Battalion, Station, Unit, Shift, Level, Name, Employee number, Serial number, Equipment and Garment, and Last Cleaning.

1.3.23.2 Price Detail Report: Tag number, Name, Station, Identification (ID), Date Manufactured, Serial number, Description, Maintenance code description, and Quality.

1.3.23.3 Unit Price: Extended Price, Cleaning, Inspection, and Repair Total.

1.3.23.4 Work Order Report: Code, Description, Total, Unit Price, and Extended Price.

1.3.23.5 Personal Detail Report: Return history, Order Maintenance, Current inventory, and Maintenance history.

1.3.23.6 Bunker Gear Number Report: Inventory type, Date, Order number, Tag number, Description of work, Quantity, Maintenance cost limit, Manufacturer Date, Equipment name, Waist, Inseam, and PPE type and Description.

1.3.23.7 Individual Inventory Roster Report: Inventory type, Employee name, Employee Badge, Active, Inactive, Loaner, Training, Serial Number of PPE, Measurement of PPE, Brand of PPE, Additional information/notes, Issue date of PPE, and Total cost of PPE.

1.3.23.8 Cleaning and Care Participation Report: Sort by date range, Battalion, Station number, Work shift, Level of completion, Degree of participation, Employee name, Employee badge number, Bunker gear serial number, Type of PPE, and Date of last cleaning.

1.3.23.9 PPE Cleaning Analysis Report: Serial number of PPE, Description of Work performed, Manufacturer of PPE, Employee information, and Cleaning history of PPE.

1.3.23.10 Issue Inventory Report: Employee Badge number, Issued from field, Issue to field, Serial number of PPE, Reason code, Date, and Notes.

All gear assigned fields contain: Inventory, Serial number of PPE, Description of PPE, Size of PPE, Manufacturer date of PPE, Issue date of PPE, Unit date, Quantity issued, and Capability to print receipt of assigned gear for them to sign.

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1.3.23.11 Maintenance Summary Report: Work order number, Date of service, Employee initial, Service code, Description of Service performed, Quantity, Unit price, Extended price, Work order total, and Timeframe (Quarterly or Annually).

1.3.23.12 Maintenance Work Order Tag Detail Report: Work order number, Date of service, Employee initials, Tag number, Employee name, Station number, Description of service requested, serial number PPE, Description PPE, Quantity, Maintenance Code, Description of service, and Location.

1.3.23.13 Inventory Report: Serial number of PPE, Product type, Date of Manufacturer, Measurements (chest, back, waist, inseam, sleeve, front length), Boot size, Helmet size, Comments/Notes, Date received, Stock status, Glove size, Vendor, and Serialized or Item number.

1.3.23.14 Status: On Shelf, Active, Inactive, Loaner, Training, Purchase, Maintenance cost life, and Depreciation value.

1.3.24 The Contractor shall have a mobile application subject to Hillsborough County approval.

Mobile applications shall have the following features:

1.3.24.1 Available from iOS App Store

1.3.24.2 Ability to scan bar code using camera on a mobile device.

1.3.24.3 User tutorials on mobile application utilization

1.3.24.4 Historical data is accessible through bar code scanning.

1.3.24.5 Ability to set up maintenance threshold/limits within App.

1.3.24.6 Ability to set up/outline Original Equipment Manufacturer (OEM)/fabric manufacturer warranty.

1.3.25 The Contractor shall implement and maintain a comprehensive cybersecurity program as per Attachment A- Cybersecurity Requirements

1.3.26 Warranty

1.3.26.1 The Contractor shall guarantee new parts and labor for the length of the OEM’s part warranty from the date of sale to the County.

1.3.26.2 The Contractor shall reference and indicate warranty information on its invoice to the County. Failure by the Contractor of any part within this time due to improper workmanship or materials shall be replaced at no additional charge to the County. All parts shall meet or exceed the OEM specifications.

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1.3.27 Quality

The County shall be the sole judge of the quality of workmanship, materials, and services. All materials purchased and delivered under the resulting contract shall be of Original Equipment Manufacturer (OEM) (not damaged and/or factory seconds). Any damaged or non-OEM materials upon receipt shall be exchanged within 24 hours of notice to the Contractor at no additional charge to the County.

1.4. Preparation for Delivery

Delivery of the goods and/or performance of the Services and/or Work must be no later than 30 Days after Contractor's receipt of a Purchase Order from the County. The Contractor shall be solely responsible for all freight charges. Offers that propose delivery timelines that do not fall within the aforementioned delivery time frame will be subject to rejection.

2. SPECIAL TERMS AND CONDITIONS

2.1. Basis for Award (Overall Low)

Award will be made to the lowest, responsive, and responsible Bidder meeting Specifications. Award will be made to a single Bidder for all line items. If a Bidder fails to submit an Offer on all line items, then that Bidder is not eligible for award.

2.2. Insurance, Contractor

See ITB-26-00380 Insurance Requirements Attachment for more specific details regarding the type of coverage and amounts required.

2.2.1 No work for the County shall commence or occupancy of any of its property take place until the required Certificates of Insurance and copies of the policies, if requested, are received by the County and written Notice to Proceed is issued to the Contractor by the County.

2.2.2 The insurance coverages and limits required of the Contractor under the Contract Documents are designed to meet the minimum requirements of the County. They are not designed as a recommended insurance program for the Contractor. Contractor shall be responsible for the sufficiency of its own insurance program. Should the Contractor have any questions concerning its exposure to loss under the Contract Documents or the insurance coverages needed therefore, it should seek professional assistance.

2.2.3 If the insurance coverage initially provided by the Contractor is to expire prior to completion of the Work, renewal Certificates of Insurance shall be furnished to the County the ten (10) Days prior to expiration of current coverages.

2.2.4 Should the Contractor fail to maintain the insurance coverages required by the Contract Documents, the County may, at its option, either terminate this Agreement for default or procure and pay for such coverage, charge the Contractor for and deduct the costs of the same from

ITB-26-00380 Page 11 payments due the Contractor. A decision by the County to procure and pay for such insurance coverage shall not operate as a waiver of any of its rights under the Contract Documents.

2.2.5 Failure of the Contractor to submit the required Certificates of Insurance within the times required by this Section may result in a delay in issuing the Notice to Proceed. The parties specifically agree that such a delay is neither excusable nor compensable and will not entitle the Contractor to a change in the Contract Price or Time.

2.3. Information Technology

2.3.1 Software Licensing Provisions

Unless otherwise proposed, the Standard Software Licensing Provisions below shall apply.

Bidders may include their firms' licensing provisions as an alternative to the Standard Software Licensing Provisions. Bidders are cautioned not to incorporate any terms or conditions into their software license provisions other than those that are customary and/or usual or which result in a modification to their Bid. Such inclusions may result in the rejection of their Bid in its entirety.

2.3.2 Negotiations of Software License Provisions:

2.3.2.1 If necessary, the County will enter into negotiations of the software license provisions with the apparent successful Bidder in order to agree to mutually acceptable provisions.

These negotiations shall be limited to a reasonable time period. If in the County’s sole determination the negotiations exceed a reasonable time period, the County shall terminate the negotiations with the apparent successful Bidder and enter into negotiations with the next lowest bidder.

2.3.2.2 Successive apparent lowest bidder: Upon failure to negotiate mutually acceptable software license provisions, and termination of negotiations with the apparent successful bidder, the next lowest bidder will become the new apparent successful bidder and the County will enter into negotiations of the software license provisions with this vendor as described in the previous paragraph. This process shall be repeated if necessary to obtain mutually acceptable software license provisions.

2.3.3 Standard Software Licensing Provisions

2.3.3.1 Licensed System, Services: The Contractor/Licensor (Licensor) grants and County accepts upon the terms and conditions contained herein, nontransferable license to use of "Licensed System" as herein defined and described. This Licensed System shall be used solely for the County's own purposes. The Licensed System shall include in its meaning, any improvements, additions, or modifications of the version or versions of the Licensed System which Licensor has licensed the County to use, and materials, documentation and technical information provided to County in written form and identified in the ITB, for use in connection

ITB-26-00380 Page 12 with the Licensed System. The Licensor further agrees to perform certain services relating to the Licensed System as set forth herein.

2.3.3.2 Payment for Software: The County shall pay the Contractor/Licensor the license fee in full within forty-five (45) days upon delivery of the software and receipt of a proper invoice as defined in the Hillsborough County Prompt Payment Procedures, which are on file at the Board of County Commissioners Accounting Department, County Center, 601 E. Kennedy Blvd., 12th Floor, Tampa, Florida 33602.

2.3.3.3 Copies: The County shall have the right to reproduce for internal use all of the Licensed System and Documentation described in the ITB for its internal users, subject to the requirements on use, disclosure, and proprietary notice set forth herein.

2.3.3.4 Proprietary Information: To the extent authorized by Florida law, the parties agree to take reasonable steps to preserve the confidential and proprietary nature of information provided by the other party. The County shall include and shall not alter, remove, or cancel, any copyright, trade secret or other proprietary notices on the Licensed System.

2.3.4 Warranties

2.3.4.1 Licensed System; Services: Licensor warrants that, on the Acceptance Date, the Licensed System furnished hereunder shall be free from significant programming errors and from defects in workmanship and materials, and shall operate and conform to the performance capabilities, specifications, functions and other descriptions and standards applicable thereto as set forth in the ITB; that, in general, the Licensor shall perform the services in a timely and professional manner utilizing qualified professional personnel; and that the Licensed System and service shall conform to the standards generally observed in the industry for similar Licensed Systems and services. If the Licensor allows the County to modify the source code, the County will adhere to the Licensor prescribed procedures for such modifications. The warranty shall not be invalidated if the County modifies the code in accordance with Licensor prescribed procedures.

2.3.4.2 Ownership; Authority: Licensor warrants that it has full power and authority to grant the rights granted by these License Provisions to County with respect to Licensed System without the consent of any other person or entity. Licensor also warrants that neither the performance of the services by Licensor nor the license to and use by County of the Licensed System and documentation, including the copying of the Licensed System and documentation, will in any way constitute an infringement or other violation of any copyright, trade secret, trademark, patent, invention, proprietary information, nondisclosure or other rights of any third party.

2.3.4.3 Compliance with Applicable Laws: Licensor warrants that Licensed System, its license to and use by County, and the performance by Licensor of the services, shall be in compliance with all applicable laws, rules and regulations.

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2.3.4.4 Licensor's Fulfillment Of Warranty Obligations: If, at any time during the twelve (12) month period immediately following the Acceptance Date, Licensor or County, or both, discover any defects, errors or non-conformities in the Licensed System or any other respect in which the Licensed System fails to conform to the provisions of any warranty contained in these License Provisions, Licensor shall, at no cost to the County, promptly correct such defects, error(s) or non-conformities by, among other things, supplying the County with such corrective codes and making such additions, modifications, or adjustments to the package as may be necessary to keep the Licensed system in operating order in conformity with the warranties herein.

2.3.4.5 Limited Warranty: Licensor's warranties are limited to those set forth in this agreement and do not include any other express or implied warranties, including implied warranty of merchantability and fitness for a particular purpose.

2.3.4.6 Limitation of Liability: In no event shall Licensor be liable for any indirect, exemplary, incidental, or consequential damages arising out of or otherwise relating to the use or performance of the System or any components thereof, however caused, even if Licensor has been advised of the possibility or likelihood of such damages.

2.3.5 Improvements; Modifications

2.3.5.1 Improvements, which shall mean any additions or modifications made by the Licensor to or in the Licensed System at any time after acceptance testing in the Licensed System, that improve the efficiency and effectiveness of the basic program function(s) described in the ITB and which do not change such function(s) or create one or more new ones, shall be furnished to the County at no charge, provided the County maintains current support with the Licensor.

2.3.5.2 Program Changes. If, at any time after the Acceptance Date, Licensor shall develop any changes in the Licensed System which affect the basic program, function(s) of the Licensed System, or adds one or more new ones, these shall be furnished to the County at no charge, provided the County maintains current support with the Licensor.

2.3.6 Indemnification

2.3.6.1 Licensor agrees to defend, indemnify, and shall hold harmless County, its employees and agents from and against any claim, suit, demand, or action alleging that the System or any component thereof infringes a U.S. patent or copyright, or any Trade Secret, or any other intangible property rights of any third party.

2.3.6.2 If a third-party claim seriously endangers or disrupts County's quiet enjoyment and use of the Licensed System, Licensor shall:

2.3.6.2.1 replace the Licensed System, at no additional charge, with a compatible, functionally equivalent and non-infringing product, or

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2.3.6.2.2 modify the Licensed System, without additional charge, to avoid the infringement, or

2.3.6.2.3 if approved by the County, obtain a license for the County to continue the use of the Licensed System for the term of these License Provisions and pay all additional fee(s) necessary to acquire such license up to $1,500,000.00.

2.3.7 Source Code: Upon the occurrence of a Source Code Delivery Event, Licensor shall deliver to County a full and complete set, for the most current version of each of the Computer Program(s), of source code on computer magnetic media; all necessary and available information, proprietary information, and technical documentation that shall enable County to create, maintain and/or enhance the licensed material without the aid of Licensor or any other person or reference to any other materials; maintenance tools (test programs and program specifications);

proprietary or third-party systems utilities (compiler and assembler descriptions); description of the system/program generation; and descriptions and locations of programs not owned by Licensor, but required for use and/or support. The license granted hereunder includes the right, exercisable upon such delivery, to use such materials for purposes of County's providing internally, or procuring from Permitted Contractors, such maintenance and support as County may require with respect to the Computer Program(s) and, as incident thereto, to copy and modify the Computer Program(s) in support of the authorized uses of the Computer Program(s).

For purposes of these Provisions, "Source Code Delivery Event" means the combination and completion of the following:

2.3.7.1 County encounters Licensor's inability or failure to correct material error(s) in the Computer Program(s) for any reason, or otherwise to carry out in any material respect the maintenance or support obligations set forth in these Provisions for any reason; or

2.3.7.2 Licensor files a petition in bankruptcy or petition to take advantage of any insolvency action, makes an assignment for the benefit of its creditors, consents to the appointment of a receiver for itself or the whole or substantially all of its property, is adjudicated a bankrupt on a petition in bankruptcy filed against it, files a petition or answer seeking reorganization or arrangement or other aid or relief under any bankruptcy or insolvency laws for the relief of debtors, or is the subject of an order, judgment, or decree entered by a court of competent jurisdiction appointing a receiver for Licensor or the whole or substantially all of its property, or approval of a petition filed against Licensor or the whole or substantially all of its property, or approval of a petition filed against Licensor seeking reorganization or arrangement of Licensor under any bankruptcy or insolvency laws or any other law for the relief of debtors;

and

2.3.7.2.1 The County has notified Licensor by certified mail of the occurrence of such an event described above and has demanded that Licensor deliver the Source Code for all Computer Program(s); and Either:

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2.3.7.2.2 Licensor has failed to file, within ten (10) Days after receipt of such notification, an affidavit, or declaration with County by an officer of Licensor stating that the event described in item (1) and specified in such notification has not occurred or has been cured;

or

2.3.7.2.2.1 an affidavit or declaration stating that such event has not occurred or has been cured is filed, either.

2.3.7.2.2.2 Licensor subsequently accepts County's demand notwithstanding Licensor's prior opposition, or

2.3.7.2.2.3 a court of competent jurisdiction subsequently determines that an event described in item (1) above has in fact occurred and has not been cured.

2.4. Contract Period for Term Contract

The Contract resulting from this Solicitation Document will be in effect for a two (2)-year period (ending on the last Business Day of the final month) from the effective date of the Contract as established by the County’s Blanket Purchase Agreement (BPA) or Contract Purchase Agreement

(CPA).

2.5. Estimated Quantities

Quantities given represent the best estimate for use and shall be the basis for award. However, these quantities are not intended to represent actual requirements, which are not known at this time and may vary during the Contract Period. The County does not guarantee a minimum total purchase.

Furthermore, the requirements of the County may exceed best estimates and the Successful Bidder/Proposer shall provide such requirements to the extent they are reasonable.

2.6. Hillsborough County Governmental Purchasing Council: Reference Laws of Florida 69-1112 and 69-1119

All Offers received by the County in response to this Solicitation Document shall be considered as Offers to members of the Hillsborough County Governmental Purchasing Council. Members, at their discretion, may utilize the Contract that results from this Solicitation Document. Members may purchase the goods, Services and/or Work under the same terms and conditions as the Contract between the Contractor and the County. Members will issue their own purchase orders, issue payments and coordinate the service locations with the Contractor, as applicable. The Hillsborough County Governmental Purchasing Council consists of Hillsborough County Board of County Commissioners and the following agencies:

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Children’s Board of Hillsborough County City of Plant City City of Tampa City of Tampa Housing Authority City of Temple Terrace Clerk of the Circuit Court Expressway Authority Hillsborough Area Regional Transit Authority Hillsborough County Aviation Authority Hillsborough Community College

Hillsborough County School Board Hillsborough County Sheriff Property Appraiser State Attorney’s Office Supervisor of Elections Tampa Palms Community Development District Tampa Port Authority Tampa Sports Authority Tax Collector

2.7. Ordering

The County shall issue a Blanket Purchase Agreement (BPA) or Contract Purchase Agreement (CPA) to cover any goods, Services, and/or Work to be furnished under this Contract. County user departments will issue Standard Purchase Orders against the BPA/CPA on an as‑needed basis. The Successful Bidder/Proposer shall deliver applicable goods, Services, and/or Work only upon receipt of a Standard Purchase Order. No goods, Services, and/or Work shall be provided until a Standard Purchase Order is issued. Any Standard Purchase Order issued prior to the expiration of the Contract Period shall remain valid after the Contract Period has expired and shall be governed by the terms and conditions of this Contract; all applicable goods, Services and/or Work provided after expiration of the Contract Period shall comply with the provisions of the Standard Purchase Order and shall be governed by the terms and conditions of this Contract. Orders shall be issued only during the Contract Period. The County reserves the right to modify the delivery location(s) at any time during the Contract Period.

2.8. Termination for Convenience

In the event the County elects to terminate the Contract, the County shall provide the Contractor with notice of termination in writing by electronic and/or certified mail. The County shall pay the Contractor for any accepted goods, Services and/or Work provided by the Contractor to the County prior to the Contractor’s receipt of said termination notice.

3. DEFINITIONS

The following words and expressions (or pronouns) shall, wherever they appear in this Solicitation Document and the Contract Documents, be construed as follows unless a different meaning is clear from the context.

3.1. Agreement

"Agreement" shall mean the written agreement between the County and the Contractor covering the goods and/or Services to be provided and/or the Work to be performed pursuant to this Solicitation Document. The Agreement (if one is required for this particular Solicitation Document) will be attached to and made a part of the Contract Documents.

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3.2. Amendment(s), Addendum, or Addenda

"Amendment(s)", "Addendum", or "Addenda" shall mean the additional information and/or requirements concerning this Solicitation Document that are issued by the County, in writing, prior to the Close Date.

3.3. Bid(s), or Bidder's Bid

"Bid(s)", "Bidder’s Bid”, "Proposal(s)", or "Quote(s)" shall mean the offer, bid, proposal, or quote of the Bidder/Proposer submitted on the prescribed forms setting forth the prices for the Work to be performed, along with all other documents submitted by the Bidder/Proposer in response to this Solicitation Document.

3.4. Bidder

"Bidder" or "Proposer" shall mean any person, partnership, corporation or other entity or organization submitting a Bid, Proposal, or Quote to provide the goods, Services and/or Work solicited by the County in this Solicitation Document.

3.5. Blanket Purchase Agreement (BPA)

“Blanket Purchase Agreement (BPA)” shall mean the County’s written document to the Contractor stating the products/Services/Work to be provided, the pricing for said products/Services/ Work, the effective dates for the provision of said products/Services/Work, and any additional terms and conditions of the Contract, if applicable.

3.6. Board of County Commissioners

"Board of County Commissioners" shall mean the Board of County Commissioners of Hillsborough County, Florida.

3.7. Bond

"Bond" or "Earnest Money Deposit (EMD)" shall mean bid bond, performance bond, and/or payment bond and other instruments of security furnished by the Bidder/Proposer/Contractor and its Surety in accordance with this Solicitation Document and/or the Contract Documents.

3.8. Business Day(s)

“Business Day(s) "shall mean Monday through Friday excluding public holidays.

3.9. Change Order

“Change Order” shall mean a written order or alteration to a Contract or Purchase Order signed by the appropriate County and Contractor authority directing an addition, deletion, or revision in the provision of the goods and/or Services or an adjustment in the Contract Price and/or Contract Time.

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3.10. Close Date

"Close Date" shall mean the date and time set for delivery to the County of all Offers submitted in response to this Solicitation Document.

3.11. Contract or Contract Documents

"Contract" or "Contract Documents" shall mean the Definitions, Instructions, General Terms and Conditions, Special Terms and Conditions, Insurance and Bond requirements, Specifications, Equal Employment Opportunity and Affirmative Action Requirements, all Amendment(s) issued, the Offer, the Agreement (if applicable), all the attached documents identified in this Solicitation Document, all supplementary drawings issued after award of the contract, all Change Orders, all Allowance Authorization Releases, and all provisions required by law to be a part of the Contract Documents, whether actually inserted therein or not.

3.12. Contract Price

"Contract Price" shall mean the total monies payable to the Contractor under the Contract Documents.

3.13. Contract Purchase Agreement (CPA)

“Contract Purchase Agreement (CPA)” shall mean the County’s written document to the Contractor stating the products/Services/Work to be provided, the pricing for said products/Services/ Work, the effective dates for the provision of said products/Services/Work, and additional terms and conditions of the Contract, if applicable.

3.14. Contract Time or Contract Period

"Contract Time" or “Contract Period” shall mean the number of calendar Days stated in the Contract Documents for the completion of the Work and/or the provision of the goods and/or Services specified therein.

3.15. Contractor

"Contractor" shall mean the Successful Offeror, whether a corporation, partnership, individual or any combination thereof, and its, their or his/her successors, personal representatives, executors, administrators, and permitted assignees.

3.16. County

"County" shall mean the Board of County Commissioners, Hillsborough County, Florida, for whom the Contract is being performed.

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3.17. County Administrator

"County Administrator" shall mean Hillsborough County's County Administrator, or a designee identified by the County Administrator to perform certain functions on behalf of the County Administrator.

3.18. Day(s)

"Day(s)" shall mean one calendar day.

3.19. Designee

"Designee" shall mean the person appointed by the Board of County Commissioners and/or the County Administrator to act on his/her behalf.

3.20. Earnest Money Deposit (EMD)

"Earnest Money Deposit (EMD)" or "Bond" shall mean bid bond, performance bond, and/or payment bond and other instruments of security furnished by the Bidder/Proposer and/or Contractor and its Surety in accordance with this Solicitation Document and/or the Contract Documents.

3.21. Electronic Bidding System

"Electronic Bidding System" shall mean the County’s Electronic Bidding System.

3.22. Invitation To Bid

“Invitation to Bid” shall mean the Solicitation Document issued by the County for the goods, Services and/or Work specified herein; and shall include the Definitions, Instructions, General Terms and Conditions, Special Terms and Conditions, Insurance and Bond requirements, Specifications, Requirements, and all Amendment(s) issued.

3.23. Minimum Specifications

"Minimum Specifications" shall mean the portion of the Specifications that address the technical requirements of the Work to be performed under this Contract including materials, equipment, and workmanship.

3.24. Modification Agreement

“Modification Agreement(s)” shall mean the written order to the Contractor authorizing an addition, deletion, or revision in the goods, Services and/or Work to be provided under the Contract Documents or an adjustment in the Contract Price issued after the award of and/or execution of the Contract/Agreement. Such written order must be approved and/or executed by the applicable authorized representatives of the County in accordance with County policy. Modification Agreements

ITB-26-00380 Page 20 that are required to be approved by the Board of County Commissioners pursuant to County policy must be executed by the Contractor and the Chair of the Board of County Commissioners.

3.25. Notice

"Notice" shall mean a written notice for the County and the Contractor as set forth in this Solicitation Document and/or the Contract Documents.

3.26. Notice of Award

"Notice of Award" shall mean the written notice given by the County to the Successful Bidder/Proposer that said Bidder/Proposer has been selected by the County to provide the goods/Services and/or perform the Work specified in this Solicitation Document.

3.27. Notice to Proceed

"Notice to Proceed" shall mean the written notice given by the County to the Successful Bidder/Proposer and/or Contractor of the date for the Work to start and/or for the date of the Successful Bidder/Proposer and/or Contractor to provide the goods and/or Services specified in the Contract Documents.

3.28. Offer(s)

"Offer(s)" or "Bid(s)" or "Proposal(s)" or "Quote(s)" shall mean the offer, bid, proposal, or quote of the Offeror submitted on the prescribed forms setting forth the prices for the Work to be performed, along with all other documents submitted by the Offeror in response to this Solicitation Document.

3.29. Offeror

"Offeror" shall mean any person, partnership, corporation or other entity or organization that has submitted an Offer, Bid, or Proposal to the County in response to a procurement solicitation issued by the County to provide equipment, supplies, materials, or Services.

3.30. Project

"Project" shall mean the entire action and/or improvement which is the subject of this Solicitation Document and/or the Contract Documents.

3.31. Project Manager

"Project Manager" shall mean the duly authorized representative of the Board of County Commissioners during the Contract Period.

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3.32. Proposal(s)

"Proposal(s)" or "Bid(s)" or "Bidder’s Bid(s)” or "Quote(s)" shall mean the offer, bid, proposal, or quote of the Bidder/Proposer submitted on the prescribed forms setting forth the prices for the Work to be performed, along with all other documents submitted by the Bidder/Proposer in response to this Solicitation Document.

3.33. Proposer

"Proposer" or "Bidder" shall mean any person, partnership, corporation or other entity or organization submitting a Bid, Proposal, or Quote to provide the goods, Services and/or Work solicited by the County in this Solicitation Document.

3.34. Purchase Order

“Purchase Order” shall mean the County’s written document to the Contractor authorizing Work.

3.35. Quote(s)

"Quote(s)" or "Bid(s)" or "Bidder’s Bid(s)” or "Proposal(s)" shall mean the offer, bid, proposal, or quote of the Bidder/Proposer submitted on the prescribed forms setting forth the prices for the Work to be performed, along with all other documents submitted by the Bidder/Proposer in response to this Solicitation Document.

3.36. Service(s)

"Service(s)" shall mean the activity/improvement and/or the means or methods necessary for implementation and prosecution of the Project and/or Work that is the subject of the Contract Documents.

3.37. Site(s)

"Site(s)" shall mean the area(s) upon or in which the Contractor’s operations are carried on and such other areas adjacent thereto as may be designated as such by the County.

3.38. Solicitation Document

"Solicitation Document" shall mean the solicitation issued by the County for the goods, Services and/or Work specified herein; and shall include the Definitions, Instructions, General Terms and Conditions, Special Terms and Conditions, Insurance and Bond requirements, Specifications, Requirements, and all Amendment(s) issued.

3.39. Specifications

"Specifications” shall mean the detailed information set forth in the “Specifications” Section of this Solicitation Document describing and/or concerning the goods, Services and/or Work being solicited

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