2-P26-07 FCS General Terms Conditions.pdf

Forsyth County Schools – RFP P26-07 Buss Installation Services

GENERAL TERMS AND CONDITIONS

1.0 PREPARATION OF PROPOSALS

1.1 Forsyth County Schools utilizes the Euna Procurement (Formally Bonfire) portal for posting formal solicitation opportunities such as bids and RFPS. Unless otherwise noted, vendors must utilize the Euna Procurement system when submitting a formal response to a solicitation posted by FCS. More information regarding Euna Procurement, including registration, can be found on the Forsyth County Schools Purchasing webpage.

1.2 Bidders are instructed to carefully read all terms, conditions, and specifications as set forth in the

Invitation to Propose. All documents and related proposal forms must be completed in their entirety. Each bidder is required to furnish all information requested in the Invitation to Propose.

1.3 Each bidder is responsible for having knowledge and understanding of any applicable State of

Georgia Code and FCS regulations or policies pertaining to FCS procurement.

1.4 FCS Purchasing Regulations are hereby acknowledged, understood, and agreed to by both parties and are hereby fully incorporated into the RFP and RFP Contract.

1.5 Conditional Proposals - Proposals that in any way qualify or vary the terms and conditions and specifications of this Proposal may be considered non-responsive and disqualified from consideration of award.

2.0 COMMUNICATIONS WITH FCSS STAFF

2.1 All communications concerning this RFP must be submitted via the communication tool in the Euna Procurement platform. FCSS will not respond to phone calls or emails regarding questions about this RFP. User departments may be called upon for clarification in their area of expertise at the discretion of the Purchasing Department. Questions must be received by the timeline provided in the solicitation.

2.2 From the issue date of this RFP until the completion of the selection process and the award notification is announced, bidders are not allowed to communicate with school system employees and/or contracted agents related to this RFP for any reason except as authorized by the Purchasing Department. Violation of this provision may result in rejection of the bidder’s response.

2.3 It is the vendor’s responsibility to check the Euna Procurement platform for any addenda, responses to vendor questions, or other communications, which may be necessary during the solicitation period.

FORSYTH COUNTY SCHOOL SYSTEM

Purchasing Department

3.0 SUBMISSION OF PROPOSALS

3.1 All vendors are required to upload submissions utilizing the Euna Procurement platform portal.

3.2 All proposals must be received by the designated time published in the Euna Procurement Portal.

Late proposals will not be accepted or considered. Email submissions will not be considered.

3.3 Verify your quotation before submission, as it cannot be withdrawn, corrected, or altered after the closing date and time.

4.0 SPECIFICATIONS

4.1 Any deviation from the specifications must be clearly identified in a letter accompanying the RFP. The furnishing of cuts, catalogs, or printed descriptions will not relieve the bidder of this requirement. FCS shall determine in its sole discretion whether substitutions or modifications of the requested specifications are comparable to those contained within the Invitation to Propose. If FCSS determines that the modifications or deviations from the specifications are not in compliance, the proposal may be rejected.

4.2 A vendor’s failure to deliver any items/services according to specifications set forth in their proposal may result in cancellation of the purchase and permanent removal from the vendor’s list.

If any items do not meet these specifications, the items will be picked up at the vendor’s expense and removed from FCSS property at the sole cost of the vendor.

4.3 For Goods: Manufacturers listed, as “Model Equivalence” in the Invitation to Propose is to establish the general quality required. Items of other manufacturers of equal or better specifications may be considered. The FCS will be the sole determiner as to whether the substituted item is of equal or better specification. Special Terms and Conditions may modify this requirement for certain applications, and ST would govern.

4.4 If an awarded brand/model is discontinued during the award period, the awarded vendor may offer a replacement item. The replacement brand/model must meet or exceed the minimum specifications listed in the RFP document as well as current industry standards. Replacement units must be made available to FCS for review and approval prior to the end of life of the awarded model. FCS reserves the right to accept or reject the replacement item.

4.5 All products and materials furnished must comply with all applicable federal, state, and local laws, codes, and regulations.

5.0 PRICES QUOTED

5.1 Prices must remain firm for a period of one year from the award date unless specified otherwise in the Special Terms and Conditions. The Forsyth County School System reserves the option to renew the RFP annually if agreeable to both the successful bidder and the Forsyth County School System. RFPs may be renewed up to four times annually.

5.2 Quantities/amounts shown on the Invitation to Propose are estimates. Bidders are advised that the actual number purchased/required may vary from those on the Invitation to Propose, depending upon the needs of FCS and the availability of funds.

5.3 Proposals that contain minimum order amounts will not be accepted unless called for in the

Special Terms and Conditions.

5.4 Pricing must be submitted on the Proposal Form as requested without conditions unless called for in Special Terms & Conditions.

5.5 For Goods: Proposals must include all delivery and/or installation charges. Delivery and/or installation requirements will be as specified in the Special Terms and Conditions.

6.0 SAMPLES

6.1 When required, samples must be furnished at the bidder's expense.

6.2 Samples are to be tagged or labeled as directed in the Special Terms and Conditions.

6.3 Samples not used or destroyed in testing will be returned to the bidder at bidder’s request and at bidder’s expense. If the vendor does not arrange for pick-up of samples as defined in Special Terms & Conditions, samples will become the property of FCS.

7.0 AWARDS

7.1 FCS reserves the right to accept or reject any part of a submitted proposal (in whole or in part), to accept the entire proposal from one bidder, to accept portions of the proposal from several bidders, or to reject any and/or all proposals submitted or waive any minor irregularity.

7.2 FCS reserves the right to award by line item, to more than one vendor, and/or to award by group or any combination thereof.

7.3 Award will be made to the lowest responsive and responsible bidder meeting all specifications and requirements. This is the bidder who submits the lowest price, whose proposal meets the specifications, terms, and conditions set forth in the Invitation to Propose, and who is clearly capable of delivering the product or services specified. The lowest responsible bidder will not, therefore, always be the bidder who has submitted the lowest monetary proposal. Award of RFPs will be made in the best interest of FCSS at its sole discretion.

7.4 Purchases by FCS are not subject to Federal Excise Tax or State and Local Sales Tax. No taxes should be included in this RFP.

8.0 CONTRACT

8.1 THE CONTRACT AGREEMENT MUST BE COMPLETED BY THE BIDDER AND

RETURNED WITH THIS RFP IN ITS ENTIRETY.

8.2 It is understood and expressly agreed that, upon proper acceptance of any or all items by the

Purchasing Department, a contract shall hereby be created.

8.3 Failure to observe any of the general or special terms of this contract may constitute rejection of the award and removal from the bidder's list.

8.4 Unless otherwise stated in the Special Terms and Conditions, FCS requires that all prices quoted will be firm for 12 months from the award of the contract.

8.5 By signing the contract, the vendor confirms responsibility as an authorized agent to sell and distribute all products and services as proposed. In addition, the vendor confirms the ability and responsibility to provide all manufacturer warranties for the items proposed. This includes additional warranty items that may be included in the Special Terms and Conditions.

8.6 Authority - Each party warrants that such party has full power and authority to enter into and perform this contract. The person signing on behalf of each party represents that person as duly authorized to enter into this contract on behalf of such party.

8.7 Choice of Law and Venue -The Laws of the State of Georgia shall govern this contract in all respects. Any lawsuit or other action based on claims arising from this contract shall be brought in a court or other forum of competent jurisdiction in Forsyth County, Georgia.

8.8 Entirety of Contract - All documents submitted in response to the RFP, including any attachments and appendices, are incorporated into the contract between FCSS and the Vendor and contain the entire agreement between the parties and supersede all prior oral and written agreements and understandings between the parties with respect to the subject matter hereof. If any language of the RFP Response by the Vendor conflicts with the language of the RFP, the language of the RFP shall govern and control for all purposes, unless consented to and agreed to by FCSS in writing.

8.9 FCS reserves the right to review and accept or deny requests for price changes due to extenuating circumstances in the economy, marketplace, or acts of God. This option will only be exercised if it is deemed in the best interest of FCS.

9.0 SHIPPING

9.1 All prices are to include delivery to the location(s) specified in the Invitation to RFP or the

Purchase Order. All deliveries for goods must be FOB destination, unless specified otherwise in the Special Terms and Conditions, with delivery to the location specified by FCSS.

9.2 In the event of damage, shortage, or other loss resulting from shipment to any FCSS facility by common carrier, any claim for such damage, shortage, or other loss shall be a matter between the vendor and the carrier.

9.3 FCS reserves the right to cancel the purchase of the RFP items/services and/or any other pending purchase orders to the same vendor and/or permanently remove the vendor from the vendor list if the items/services have not been delivered/completed by the specified delivery date and no written extension of such delivery date has been granted by FCS.

10.0 INVOICING

10.1 Payment will be made by FCS after final delivery and acceptance of all items/services. However, final acceptance will not be made until after inspection and approval by the FCSS authorized representative.

10.2 All accounts are paid on a current basis. Best effort will be made by FCS to take any discounts offered; however, cash discounts will not factor into price consideration for the award of the contract. Time will be computed from delivery (date of FCSS signature) at the destination or from the date a correct invoice is received, if later than the date of delivery.

10.3 Invoicing Procedure - Invoices must be original. Copies or facsimiles are not acceptable.

Invoices must not be altered in any way from the original by handwriting or by machine.

Invoices will be paid within 30 days of receipt of the invoice and within 30 days of notification of receipt of goods or services by receipt. Computer-produced invoices are preferred. Invoices must contain the company name, the remit to address, and the FCS purchase order number.

11.0 ASSIGNMENT, DELEGATION, OR SUBCONTRACT

11.1 Except as may be specifically permitted by the RFP, Vendor shall not delegate, subcontract, assign, or otherwise permit anyone other than the Vendor personnel to perform any of the work required under this Contract, or assign any of its rights or obligations hereunder, without the written consent of FCS, which consent may be withheld at its sole discretion.

11.2 If assignment is accepted, all material elements of the contract must transfer, including terms, deliverables, cost, warranty, service and support.

12.0 INDEMNIFICATION

12.1 The successful Vendor shall be liable for any injury, damage, or loss occasioned by negligence of the successful Vendor, its agents, or any other person the successful Vendor has designated to visit FCSS property and shall indemnify and hold harmless the Board, its officers, employees, agents, and volunteers from any liability arising in the performance of this contract. Vendor’s obligation under this section shall not extend to any liability caused by the sole negligence of the FCSS or its employees.

12.2 GA Law- State of Georgia Law prohibits terms in contracts that require entities of the State to defend, indemnify, or hold harmless. Please note and do not include language in your response and or corresponding contractual documents that violates this statute. See O.C.G.A. § 50-5- 64.1(a)(1)(A) and CSX C City of Garden City

13.0 TERMINATION

13.1 Termination - If FCS or the successful vendor(s) wish to cancel this contract, written notice thirty (30) days in advance will be required of either party. In addition, either party may terminate the contract in the event the other party breaches any of its duties and obligations under this contract and fails to cure such breach within thirty (30) days after receiving notice specifying the breach. FCS reserves the right to terminate without warning in the event of a critical and/or material breach of contract.

14.0 ADDENDUM

14.1 Addendum(s) issued in writing during the time of solicitation will be incorporated in the subsequent contract. Vendor is responsible for checking the Euna Procurement portal frequently during the solicitation period for any potential addendum.

15.0 SPECIAL TERMS AND CONDITIONS

15.1 Should the General Terms and Conditions conflict with the attached Special Terms and

Conditions, the Special Terms and Conditions will control.