6-General Terms and Conditions CNP.pdf

GENERAL TERMS AND CONDITIONS

1) DETERMINING AWARD/EVALUATION OF PROPOSAL STATEMENT

In conformance with Texas Education Code 44.031 in determining to whom to award a contract, the District will consider:

FACTORS WEIGHT

1 Purchase Price 60 points

2 Reputation of the vendor and of the vendor’s goods or services. 10 points

3 Quality of the vendor’s goods or services 10 points

4 The extent to which the goods or services meet the district's needs 10 points

5 Impact on the ability of the District to comply with laws and rules relating to historically underutilized businesses

N/A

6 Total long-term cost to the District to acquire the vendor’s goods or services

5 points

7 For a contract for goods and services, other than goods and services related to telecommunications and information services, building construction and maintenance, or instructional materials, whether the vendor’s ultimate parent company or majority owner:

• Has its principal place of business in this state, or

• Employs at least 500 persons in this state

Yes/No Yes/No

8 Any other relevant factor(s) specifically listed in these specifications:

Customer Service

5 points

TOTAL 100 points

Points for pricing services will be calculated as follows:

a) Lowest price bid will receive the maximum points for price.

b) All other vendors will be allotted points based on how close they are to the lowest price.

c) This process will continue until all proposals are scored for price.

Example:

lowest price/2nd lowest price X maximum points = points awarded lowest price/3rd lowest price X maximum points = points awarded

If specific criteria are stated in the Bid specifications, those criteria will supersede the general criteria identified in this section of the General Conditions. Consideration may also be given to any additional information and comments if they increase the benefits to the District. The Proposer must provide relevant information for the items above that will enable the District to evaluate the Proposer for each category.

2) SUBMISSION, MODIFICATION, AND WITHDRAWAL OF THE REQUEST FOR PROPOSAL (“RFP”)

Submission – Proposal Statements may be submitted in sealed envelopes as provided below or electronically using the District’s Bonfire Portal.

For purposes of the Request for Proposals, the corresponding number for the RFP is the number published with the Request for Proposals (i.e. RFP# ____). The deadline to respond to the RFP is the deadline published in the Request for Proposals (the “Deadline”).

a) Instructions for Proposal Statements to be Submitted by Hand Delivery or by Mail:

Proposal Statements, whether delivered by hand or by mail, are due in sealed envelopes endorsed with the Corresponding RFP no later than the Deadline at the District’s Procurement Department located at 2400 San Bernardo Avenue, 3rd Floor, Room #D322, Laredo, Texas 78040. Responses sent by overnight mail must have the Proposal Statement number and name written on the delivery ticket. Proposal Statements must be signed by an authorized agent of the vendors that has authority to bind the vendors contractually. Please submit one (1) original of all required documents as listed on the Submittal Checklist. Proposal Statements may not be faxed or e-mailed. Proposal Statement/Bids/Proposals delivered to the LISD central mail facilities, or to LISD locations other than 2400 San Bernardo Avenue, 3rd Floor, Room #D322, will not be considered “received” by the Procurement Office until they arrive at the Procurement Office, Room #D322. LISD will not be responsible for delays in delivery resulting from need to transport Proposal Statement/Bid/Proposals from another location or error or delay on the part of the carrier. You are responsible for keeping a copy for your own files.

b) Instructions for Proposal Statements to be Submitted through the District Bonfire Portal:

Proposal Statements submitted through the District’s Bonfire Portal shall be complete and submitted by 2:30 p.m., Central Standard Time, of the Deadline. Proposal Statements must be signed by an authorized agent of the vendors that has authority to bind the vendors contractually.

Please electronically submit one (1) original of all required documents as listed on the Submittal Checklist. District specifically disclaims any warranty or representation of any kind with respect to the speed or quality of the District’s Bonfire Portal. Proposer shall ensure that the completed Proposal Statement is properly uploaded and submitted to the District’s Bonfire Portal. If properly submitted, the Respondent will receive a confirmation e mail communication confirming the successful submission.

Modification - No response may be changed, amended, or modified, after the same has been submitted or filed in response to this solicitation, except for obvious errors in extension. These modifications must be made by written or electronic notice in accordance with original submission terms.

Withdrawal/Resubmission - A Proposal Statement may be withdrawn and resubmitted by written notice received by the District’s Procurement Department, whether by hand or via the District’s Bonfire Portal, prior to the exact hour and date specified on the Proposal Statement. A Proposal Statement may also be withdrawn in person by a vendor, or an authorized representative of the vendor, provided his/her identity is made known and he/she signs a receipt for the Proposal Statement, but only if the withdrawal is made prior to the exact hour and date set for the receipt of Proposal Statements. Resubmissions may be done in accordance with the original submission terms in paragraphs a and b above.

For the purposes of this RFP the words bid, and Proposal Statement, will be used in the same manner. They will both refer to a Request for Proposal Statements procurement document.

For the purposes of the RFP, the Deadline and RFP are defined and set forth in the published Request for Proposal, along with corresponding terms and deadlines.

3) LATE PROPOSAL STATEMENT

The District’s Bonfire Portal will not allow or accept a Proposal if the Respondent attempts to submit it past the Deadline. All bids delivered or mailed to the District will be stamped with the date and time as proof they were received. For the purposes of this Proposal Statement the date and time on the “AtomicTime Stamper” located at the Procurement Department will be considered as the official time. If a Proposal is received after the stated date and time, it will still be stamped, but it will be considered late and not eligible for consideration. The Proposal will be considered late and returned unopened. If a return address is not provided on the envelope, a late bid will be opened for identification purposes only and returned to the address provided within.

4) TERMS OF CONTRACT

Unless otherwise noted, the preferred terms for which Proposal Statements are being requested is for one (1) year with the possibility of extending the contract for a second and third year depending on the District’s annual evaluation results. Items are to be ordered on an “as needed basis” over the contract period and prices are to be firm for that period. If applicable, renewed contract price must be provided by the proposer and received by the District at least ninety (90) days prior to renewal date and must carry a minimum twelve (12) month price guarantee for each year.

5) AWARD DATE

It is anticipated that a recommendation for this bid will be submitted at the next regularly scheduled Board of Trustees meeting taking into consideration internal timelines for submission.

6) ALL OR SOME PROPOSAL STATEMENTS

Proposers are required to submit pricing for all services/projects in this proposal. The Request for Proposal shall designate whether Proposer must submit prices in accordance with “All or None” or may submit prices in accordance with “All or Some.” If “All or None” the Proposer must submit a proposal for all aspects of the project. If “All or Some” the Proposer may submit a proposal for only certain aspects of the project but is not required to submit proposals for all aspects of the project. The District reserves the right to award to more than one vendor.

7) OPENING OF PROPOSAL STATEMENT

Proposal Statements will be publicly opened at the Procurement Department immediately after Proposal Statements are due. Proposals will be opened after 3:00 p.m. of the Deadline. Only the names of the proposers will be read aloud.

8) APPLICABILITY

These conditions are applicable and form a part of the contract document and are part of the terms and conditions of each purchase order (standard purchase terms and conditions) issued as a result of this Proposal Statement. The selected proposer will receive a Notice of Award with a contract that must be signed by the awarded proposer in accordance with specified timelines. If a proposer has their own contract, they are to provide a copy of that contract for evaluation and determination by the District and its legal counsel. Any deviations to these general conditions and/or specifications will be conspicuously noted in writing by the Proposer and shall be included with the Proposal Statement. The successful bidder/proposer will not begin services, or deliver product, without a purchase order signed by an authorized representative of the Laredo Independent School District. The District will neither be responsible nor make payment for any goods delivered or services performed without a valid purchase order.

9) RESPONDENT’S ACCEPTANCE OF EVALUATION METHODOLOGY

Submission of a Proposal Statement indicates respondent’s acceptance of the evaluation criteria and respondent’s recognition that some subjective judgments must be made by the District during the evaluations.

10) PROPOSAL OF PROPOSER

The District may make investigations deemed necessary to determine the Proposals and/or ability of the proposer to perform in accordance with the bid terms and conditions specified herein. The proposer will furnish to the District all such information as the District may request. The District reserves the right to reject any bid if the responder fails to satisfy the District that such proposer is properly qualified to carry out the obligations of the contract.

11) DISQUALIFICATION OF PROPOSER – Reasons that shall disqualify a Proposer(s)

Proposers shall be disqualified, and their responses not considered, for any of the following reasons:

Failure to submit a Proposal Statement by the required date and time (the Deadline).

Failure to submit all of the required documents as specified on the Submittal Checklist.

Failure to abide by Non-Collusion Statement as specified below.

Any pertinent information coming to the attention of the District resulting in material legal matters.

Failure to submit prices in accordance with “All or Some”/ “All or None” criteria as specified in #6, above.

12) DISQUALIFICATION OF PROPOSER - Reasons that may disqualify a Proposer(s)

Proposers may be disqualified, and their responses not considered, for any of the following reasons:

a) Reason for believing collusion exists among bidders.

b) Reasonable grounds for believing that any bidders have interest in more than one Proposal

Statement or bid wherein there may be a conflict of interest.

c) The bidder being interested in any litigation against the Board.

d) The bidder being in arrears on any existing contract or having defaulted on a previous contract.

e) Failure to demonstrate competency as revealed by any required financial statement, experience or equipment questionnaire, or omission or falsification of required Proposal Statement submittals on this or prior procurements, etc.

f) Failure to demonstrate financial ability to fund the projects on an interim basis as revealed by a financial statement, financial records, bank references, etc.

g) Current or uncompleted work, which, in the judgment of the District, will prevent or hinder the timely completion of additional work, if awarded.

h) Failure to comply with applicable laws relevant to Public Works contracts.

i) Other information or circumstances, which establish reasonable grounds for belief that the bidder or proposer is not a “responsible bidder” or “responsible proposer.”

j) The Proposer being delinquent on any property taxes due to the District.

13) MODIFICATION OR WITHDRAWAL BY SUCCESSFUL PROPOSER

Modifications or withdrawal of a bid by the successful bidder will be accepted only if the change is in the best interest of the District and executed in writing.

14) IDENTICAL PROPOSALS

In the event of tie bids, the DISTRICT, shall select the successful proposer by the casting of lots or award may be made to multiple vendors.

15) INSURANCE REQUIREMENTS

No later than 10 days after the contract is awarded, vendors must submit insurance certificates in accordance with the general conditions. Proposer may be disqualified for not providing this required document(s).

Workers Compensation Insurance & Employer’s Liability A copy of a certificate of insurance, a certificate of authority to self-insure issued by the Texas Department of Insurance (TDI), or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project is required for the duration of the project.

Duration of the project includes the time from the beginning of the work on the project until the contractor’s/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in Texas Labor Code 406.096) include all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity that furnishes persons to provide services on the project.

Services include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. Services do not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets.

The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code 401.011(44) for all employees of the contractor providing services on the project for the duration of the project.

If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file and submit a new certificate of coverage with the governmental entity showing that coverage has been extended.

The contractor will retain all required certificates of coverage for the duration of the project and for one year thereafter.

a) Worker’s Compensation Insurance - documentation of insurance will be required prior to the work beginning. If applicable, the contractor shall procure and maintain during the life of this agreement Worker’s Compensation Insurance in accordance with the Workers’ Compensation Act of the State of Texas and forwarded as evidence to the Laredo Independent School District that it is in force.

b) The Comprehensive General Liability Insurance must include liability coverage for bodily injury, personal injury (including employment related suits), independent contractor, blanket contractual, product, fire, medical expense, and complete operations.

The following are the types of coverage and acceptable limits that shall be procured and maintained:

Worker’s Compensation and Employer’s Liability Insurance

Part One—Worker’s Compensation Statutory Limits State Texas Part Two—Employer’s Liability Annual Limits Per Insured Bodily Injury by Accident $1,000,000 Each Accident Bodily Injury by Disease $1,000,000 Each Employee Bodily Injury by Disease $1,000,000 Policy Limit

Limit Notes: This policy will cover operations of the LISD project for contractors/subcontractors of all tiers performing work in connection with project site(s).

Commercial Auto Liability Insurance Annual Limits of Liability Each occurrence $1,000,000

Commercial General Liability Annual Limits of Liability General Aggregate $2,000,000 Products/Completed Operations Aggregate $2,000,000 Personal and Advertising Injury Each Occurrence

$1,000,000

Each Occurrence Limit $1,000,000 Medical Expense (any one person)

Professional Service Providers

$5,000

Professional Liability/Errors & Omissions Insurance

$1,000,000 per occurrence (higher limits may be required for larger contract amounts

Contractor’s Pollution Liability

Each occurrence $5,000,000

Builders’ Risk for Construction Projects

Annual Limits of Liability Shared by all Insured Per occurrence and specified location The contract value Contractor shall be responsible for all deductibles and deductibles shall not exceed $50,000 without LISD approval.

All Risk Perils (Including flood and windstorm)

Laredo ISD must be added as an Additional Insurance on a primary and non-contributory basis for Commercial Auto Liability and Commercial General Liability. A waiver of subrogation shall be granted by all insurance companies in favor of LISD. The insurance requirements stated herein shall apply to all subcontractors.

16) BONDS (PERFORMANCE AND PAYMENT) IF APPLICABLE

The contractor must provide a certificate of coverage to the District prior to being awarded the contract. Proposer may be disqualified for not providing this required document.

In accordance with Government Code 2253, Public Work Performance and Payment Bonds, a governmental entity that makes a public works contract with a prime contractor shall require the contractor, before beginning the work, to execute to the governmental entity:

a) A performance bond if the contract is in excess of $100,000; and

b) A payment bond is required for contracts in excess of $25,000.00

A bond required by this code must be executed by a corporate surety in accordance with Section 1, Chapter 87, Acts of the 56th Legislature, Regular Session 1959 (Article 7.19-1, Vernon’s Texas Insurance Code). A bond executed for a public work contract with the District, must be made payable to and its form must be approved by the District. In accordance with the applicable insurance code, the successful bidder shall submit the required bonds when a contract is made and BEFORE the contractor begins work.

17) VENDOR BID PROTEST/APPEAL

The vendor(s) should submit a written protest detailing all concerns to the Procurement Director no later than three (3) business days after award of this RFP by the Laredo ISD Board of Trustees (the “Protest Deadline”). Any protest must be submitted either: (a) by certified mail, return receipt requested, postmarked by the U.S.P.S. on or prior to the Protest Deadline; or, (b) delivered by hand on or before the Protest Deadline. The written protest must be delivered to the Procurement Office at 2400 San Bernardo Avenue, 3rd Floor, Room #D322, Laredo, Texas 78040. If any of the information is omitted or incomplete, the Procurement Director will immediately notify the protester in writing. The missing information must then be submitted to the Procurement Director in the manner set forth above on or before the deadline that is included in the notice to the protester if the protest is to be further considered.

Upon receipt of a written protest, the Procurement Director will convene a dispute panel consisting of the following:

a) Contract Manager of products or services.

b) Two (2) District Administrators that do not report to the Contract Manager or his/her supervisor.

c) Assistant Superintendent of Finance and Business Services.

The panel will issue a decision in writing within ten (10) business days from the date of its receipt of the protest. If the Assistant Superintendent of Finance and Business Services participated in the evaluation committee or has a conflict of interest in the matter, the Superintendent will designate an alternate individual to participate in the dispute panel. A deadline for appealing the decision will be provided in the notice. For local vendors, a copy of the decision will be sent by certified mail, return receipt requested. The District will also attempt to deliver the notice by hand to the address provided by the vendor. Out of town vendors will be sent the decision only by certified mail, return receipt requested. The decision will be considered final and conclusive unless a written appeal is delivered to the Superintendent on or before the deadline included in the notice of the decision (the “Appeal Deadline”). The appeal must be submitted either by: (a) certified mail, return receipt requested, postmarked by U.S.P.S. on or before the Appeal Deadline; or, (b) delivered by hand to the District on or prior to the Appeal Deadline. The written appeal must be delivered to the Superintendent’s Office at 2400 San Bernardo Avenue, 3rd Floor, Room #A300, Laredo, Texas 78040.

If appealed to the Superintendent, he/she may base his/her decision on documents already submitted as part of the protest process and/or may request additional documentation. The subsequent decision made by the Superintendent, or his/her designee, will be issued within seven

(7) business days from the date of receipt, and will be final and conclusive. For local vendors, a copy of the decision will be sent by certified mail, return receipt requested. The District will also attempt to deliver the notice by hand to the address provided by the vendor. Out of town vendors will be sent the decision only by certified mail, return receipt requested.

When a protest has been timely filed with the Procurement Director before award, the District will not make an award until the appeals process is concluded. However, if the District determines that the items or equipment are urgently required, and/or delayed delivery will hinder student performance/safety, and/or failure to make prompt award will otherwise cause undue harm to the interest of the District, will grant a full or partial award while the protest is being processed. The timelines outlined above may be extended by the District, if needed, in its sole and absolute discretion. Bidders must submit a written request to the District if an extension is desired, detailing the reason or reasons for the need for such an extension. The District reserves the right to accept or reject requests for extension of the protest period, in the District’s sole and absolute discretion.

Any notice to be given or provided in connection herewith shall be in writing and is effective when hand-delivered, mailed by certified mail, return receipt requested, or national overnight delivery service, to District and Bidder/Responder, at their respective addresses. In the event such notice or other communication is effected by personal delivery, the date and hour of actual delivery shall fix the time of notice as provided above. Notices sent by national overnight delivery service and registered or certified United States mail are effective when deposited, postage prepaid and properly addressed, with such overnight delivery service or the U.S.P.S. In the event of any conflict between these Protest/Appeal procedures, and any other District protest and appeal procedures, the Protest/Appeal procedures set forth herein shall control.

Failure to strictly comply with these protest procedures will render a protest untimely and/or inadequate and will result in rejection by the District. Compliance with these protest procedures will be a condition precedent to commencement of litigation on the protest issues.

18) WARRANTY

Warranty conditions for all supplies and/or equipment shall be considered the manufacturer’s minimum standard warranty, unless otherwise agreed to in writing. The District does not waive or limit any warranties, either expressed or implied, as to any services, products or goods made the subject of this bid. Failure to provide such information may be cause for rejection of the bid.

19) EXPRESSED WARRANTIES

Implies wear of merchantability and implied warranty of fittings for a particular purpose shall apply to all purchases initiated by this document. The bidder shall assume all liabilities incurred within the scope of consequential damages and incidental exposures as set forth in the Uniform Commercial Code (as adopted in the State of Texas) which result from either delivery or use of product which does not meet specifications within this document. The warranty conditions as stated herein will be approximate and will not be nullified, voided or altered in any way by the inclusion of the bidder preprinted forms with this document. The workmanship and material specified in this bid/proposal shall be fully guaranteed for a minimum period of one year from date of delivery and/or acceptance of work, unless otherwise stated in your bid/proposal.

20) F.O.B DESTINATION

Bids/Proposal Statements must be submitted on a F.O.B. Destination basis with freight prepaid.

Freight is to be assumed by the bidder. No additional charges will be accepted. Possessions of goods will not pass to the District until received at the District’s receiving dock and signed as received.

21) DELIVERY

Delivery personnel must provide a current, valid company picture identification card when making deliveries to the District. Deliveries required in this Proposal Statement shall be freight prepaid F.O.B. destination and bid price will include all freight and delivery charges. No delivery, no sale.

22) DISTRICT RESERVES THE RIGHT OF THE FOLLOWING:

a) Right of Award - The District reserves the right to award as is in its best interests and may therefore choose items from different vendors. The District may negotiate with the top three

(3) proposers. A written Notice of Award letter will be sent to the awarded vendors(s). The District may either enter into a contract with the vendors(s) or the award letter followed by a purchase order to the successful bidder(s) may result in a binding contract without further action by either party.

b) Right to Reject Proposal Statements – The District reserves to reject any and all proposal statements, waive all irregularities, and to choose the most advantageous price for each item.

c) Right to Hold Proposal Statements - The District reserves the right to hold Proposal Statements for sixty (60) days before awarding the contract.

d) Right to Increase or Decrease Quantities - The quantities required are substantially correct, but the District reserves the right to purchase additional quantities above that stated at the same unit price unless otherwise specified by the proposer and agreed upon by the District.

The District also reserves the right to decrease quantities during the period the bid/Proposal ggarcia3 Highlight

Statement is guaranteed to be firm. Items are to be ordered “as needed” over the estimated contract period.

e) Right to Extend Awarded Contract - The District and the vendors may mutually agree to extend the contract on a monthly basis, or other agreed upon period, if needed.

f) Right to Amend RFP - The District reserves the right to amend the RFP prior to bid opening date. The District may also consider and accept an alternate Proposal Statement as provided herein when most advantageous to District.

g) Right of Negotiations – The District reserves the right to conduct discussions and negotiate final scope and price.

23) LIST PRICE OR DISCOUNT PERCENT

For list price Proposal Statements, the price shall be fixed for the entire contract period. For discounts percentages, the discount percent shall be applied on a fixed per-unit price. The fixed per-unit price shall be fixed for a specified period of time, at least quarterly. The discount percentages will be for the contract period specified. If the per-unit price will fluctuate at the quarterly intervals, proposer must disclose the maximum increases being proposed.

24) ALTERNATE PRODUCTS AND METHODS/SUBSTITUTIONS

The showing or mentioning in these specifications of certain trade products and methods is done partly for the purpose of establishing a standard of quality. The mentioning of trade names does not imply that the mentioned products are the only ones that will receive approval or consideration.

Please submit name of product of each item proposed. Substitutions from the brand(s) proposed will not be accepted unless approved in writing by the Purchasing Director. Samples of possible substitution items may be requested at that time.

25) SAMPLES

Samples, when requested, must be furnished at no cost to the District. If not destroyed during examination, they will be returned to the bidder/proposer upon request, at the company's expense.

Each sample, when requested, should be clearly marked with the bidder's name and item number on the bid/proposal. DO NOT ENCLOSE IN OR ATTACH BID/PROPOSAL TO SAMPLE.

26) AVAILABILITY OF FUNDS

All awards are subject to approval upon availability of funds. In the event funds do not become available, the contract may be terminated with a written notice.

27) SALES TAX EXEMPTION

The District qualifies for exemption of the Texas limited sales, exercise and use sales tax will not be charged on these purchases.

28) REBATES/PROMOTION ITEMS

If a rebate is offered by the manufacturer or provider of a Proposal Statement item(s) after Proposal Statement is awarded, the successful proposers will advise the District, and deduct the rebate from the Proposal Statement price. If a special promotion is offered by the vendors, the vendors must ggarcia3 Highlight clearly disclose the criteria for earning the promotion. All promotions will be coordinated with the Procurement Department directly.

29) INSPECTION OF BID ITEM(S)

The bid item(s) will be inspected upon arrival. All defects will be repaired or replaced at the expense of the successful proposer.

30) SUBSTITUTIONS

The use of brand names and catalog numbers does not prohibit the substitution of other brands of equal or greater quality, unless "no substitute or only" is specified in the PROPOSAL. All substitutions must meet or exceed specifications to be acceptable. The make, model, and description of all substitutions.

31) INVOICING

Invoices must be addressed to the Accounts Payable Dept. at the above address. Payment on a properly submitted invoice will usually be made within 30 days of receiving the completed order and original invoice. If an invoice is not properly submitted, the District will not be responsible for late and/or finance charges.

32) TERMINATION BY DISTRICT

For Cause - The District will have the right to cancel or terminate all or part of the undelivered portion of the order, or contract, if the contractor breaches any of the terms hereof or therein, including warranties, or if the contractor becomes insolvent or commits acts of bankruptcy. Other factors will include service performance.

Without Cause - The District, in accordance with this provision, may terminate the performance under this order and contract in whole or in part. Termination hereunder will be effected by the delivery to the contractor or a “Notice of Termination” specifying the extent to which performance of work under the order or contract is terminated and the date upon which such termination becomes effective.

33) CERTIFICATION OF PAYMENT

Payment by the District will be made in accordance with the terms of the contract or purchase order.

Once awarded, vendor will not assign payment to other entity. No assignment of payment will be allowed.

34) UNIFORM COMMERCIAL CODE

All contracts and agreements between vendors and the District will strictly adhere to the statutes as set forth in the Uniform Commercial Codes as last amended by the American Law Institute and the National Conference of Commissioners on Uniform State Law.

35) PUBLIC WORKS CONTRACTS

a) The contractor will comply with all laws, rules, regulations, and ordinances of the State of Texas, the County of Webb, and the City of Laredo relating to the employment of Labor and the performance of public works contract, and the contractor shall comply with all requirements of the Laredo Independent School District regulating or applying to the performance of public improvement contracts.

b) The contractor agrees not to discriminate against any employee or applicant for employment to be employed in the performance of this agreement, with respect to hire, tenure, terms, conditions and privileges of employment, or a matter directly or indirectly related to employment, because of age (except where based on a bona fide occupational Proposal) or race, color, religion, national origin, or ancestry. The contractor further agrees that every subcontract entered into for the performance of this agreement will contain a provision requiring non-discrimination in employment herein specified, building upon each subcontractor. Breach of this covenant may be regarded as a material breach of the agreement.

c) When applicable, the contractor shall procure and maintain during the life of this Workers’ Compensation Insurance in accordance with the Workers’ Compensation Act of the State of Texas, adequately protecting all labor employed by the Contractor during the life of this agreement and shall provide evidence to the Laredo Independent School District that such insurance is, in fact, in force.

All Certificates of Insurance will be forwarded to the Laredo Independent School District.

d) When applicable, the contractor will comply with OSHA safety rules and any other safety guidelines and standards as required by the Laredo Independent School District

36) FELONY CONVICTION NOTIFICATION

A person or business entity that enters into a contract with the District shall notify the District if the person, or an owner or operator of the business entity, has been convicted of a felony. Such notice will include a general description of the conduct resulting in the conviction. Failure to provide such information may result in termination of the contract. Vendors will complete and submit the “Felony Conviction Notification” included with this packet in the Required Forms.

37) CONFLICT OF INTEREST

No member or spouse of the board, president, superintendent, business manager or any other person holding any position or employment under said board, will be directly or indirectly interested in a purchase, sale, business, work or contract, the expense, price or consideration of which is paid from school funds of said District, nor shall any such officer or employee purchase any warrants or claims against said board of District, or any interest herein, or become surety for any person or persons having a contract or any kind of business with said board, for the performance of which security may be required. Anyone violating this provision will be removed from office or be discharged from services by the majority of the board. No member of said board will vote upon any question in which such member has an interest, distinct and apart from that of the citizens at large, and any member shall disclose such interest and refrain from voting. All interested parties shall comply with Board Policy BBFA (LEGAL).

http://pol.tasb.org/Policy/download/1208?filename=BBFA(LEGAL).pdf. Conflict of Interest Disclosures are found in the Vendor packet. Please refer to The Texas Ethics Commission website at http://www.ethics.state.tx.us/ for more information.

Additionally, an employee interested in responding to this Proposal Statement shall disclose to his or her immediate supervisor a personal financial interest, a business interest, or any other obligation or relationship that in any way creates a potential conflict of interest with the proper discharge of assigned duties and responsibilities or that creates a potential conflict of interest with the best interest of the District, Board Policy DBD (LOCAL).

Nothing herein shall be construed as creating the relationship of employer or employee between the Laredo Independent School District and the contractor/vendor or between the Laredo Independent School District and the contractor's/vendor's employees. The contractor/vendor is an independent contractor, and nothing contained herein shall constitute or designate the contractor/vendor or any of his employees as employees of the Laredo Independent School District.

38) GENERAL ETHICAL STANDARDS

Gratuities - It is a breach of ethics to offer, give or agree to give any employee or former employee of a school District, or for any employee or former employee of a school District to solicit, demand, accept or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a program requirement or purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter pertaining to any program requirement or a contract or subcontract, or to any solicitation or Proposal Statement therefore pending before this government. Acceptance of gratuities may be construed as a criminal offense.

Kickbacks - It is a breach of ethics for any payment, gratuity or offer of employment to be made by or on behalf of a subcontractor under a contract to the prime contractor or higher tier subcontractor for any contract of a school District, or any person associated therewith, as an inducement for the award of a subcontract or order.

The prohibition against gratuities and kickbacks prescribed above are conspicuously set forth in every District’s contract and solicitation in accordance with the Texas Education Agency’s Financial Accountability System Resource Guide Update 14.0.

39) NON-COLLUSION STATEMENT

The proposer affirms that he/she is duly authorized to execute a contract, that this company, corporation, firm, partnership or individual has not prepared this Proposal Statement in collusion with any other Proposer, and that the contents of this Proposal Statement as to prices, terms or conditions of said Proposal Statement have not been communicated by the undersigned nor by any employee or agent to any other person engaged in this type of business prior to the official opening of this Proposal Statement. The proposer also affirms that they have not given, offered to give, do not intend to give at any time hereinafter any economic opportunity, future employment, gift, loan, gratuity, specified discount, trip, favor, or service to a private service in connection with this contract.

Proposer further affirms that after the opening of this Proposal Statement, proposer (or any representative of proposer’s company) will not discuss the contents of this Proposal Statement with any person affiliated with District, other than the Procurement Director or its Designee, prior to the awarding of this bid/Proposal Statement. Failure to observe this procedure will cause the Proposal Statement to be rejected.

40) INDEMNIFICATION PROVISION

To the extent allowed by law, the written contract executed between the successful respondent and District will contain an indemnification provision in which the successful respondent agrees to indemnify and hold the District harmless from any and all loss, expense, cost or liability, including attorney’s fees and court costs, arising from any claim or cause of action for loss or damage rising from or relating to respondent’s performance of services or goods made the subject of this bid.

District does not agree to indemnify the successful respondent.

41) VENUE

It is understood and agreed by both the successful bidder and the District that exclusive and mandatory venue for any litigation from this contract will lie in Webb County, Texas. The contractor/vendor understands and agrees that the above general bid/proposal specifications are terms and conditions of the contract between the Laredo Independent School District and the contractor/vendor. These general bid /proposal specifications and terms and conditions shall control and govern in the event of any conflict with any other terms and conditions submitted by the contractor/vendor.

42) PROPOSAL STATEMENT INTERPRETATION

No interpretation to the meaning of the “Invitation to Bid” or other documents will be given orally.

Every request will be in writing, addressed to the Procurement Director/Buyers, and must be received at least five (5) days prior to the date fixed for the opening of the bids. Any and all such interpretations and supplemental instructions will be in the form of written addenda to the “Invitation to Bid”, which if issued, shall be emailed to all known prospective bidders and posted on the LISD Procurement website. Failure of any bidder to receive any such addenda or interpretations shall not relieve such bidder from any obligation under his bid as submitted. All addenda so issued will become part of the contract document.

43) RIGHT TO AUDIT CLAUSE

The District, upon written notice, will have the right to audit all documents relating to all projects.

Records subject to audit will include, but not limited to records which may have a bearing on matters of interest to the District in connection with the Vendors work for the District and shall be open to inspection and subject to audit and/or reproduction by the District’s agents or its authorized representative to the extent necessary to adequately permit evaluation and verification of (a) Vendors compliance with contract requirements (b) compliance with District procurement policies and procedures (c) compliance with provisions for computing billings to the District and (d) any other matters related to the contract between the District and the Vendors. Additionally, in accordance with TEC 44.031 (c) the state auditor may audit purchases of goods or services by the District.

44) NO ARBITRATION CLAUSE

To the extent allowed by law, the written contract executed between the successful respondent and Laredo Independent School District will contain an indemnification provision in which the successful respondent agrees to indemnify and hold the Laredo Independent School District harmless from any and all loss, expense, cost or liability, including attorney’s fees and court costs, arising from any claim or cause of action for loss or damage arising from or relating to respondent’s performance of service or goods made the subject of this bid. Laredo Independent School District does not agree to indemnify the successful respondent. There will be no agreement for binding arbitration in any written contract between Laredo Independent School District and Respondent relating to a dispute involving the services, products or goods made the subject of the bid.

45) DEFINITION

The words “bids, competitive sealed Proposal Statements, quotes” and their derivatives may be used interchangeably in these terms and conditions. These terms and conditions are applicable on all bids, request for Proposal Statements, quotes, competitive sealed Proposal Statements, etc., to which they are attached.

46) NO LIMITATION OF LIABILITY REMEDIES OR DAMAGES

District will not contractually agree to limit in any manner either Respondent’s potential liability or District potential remedies or damages relating to or arising from any potential dispute between the parties or relating to the services, products or goods made the subject of this Proposal Statement.

47) OTHER INFORMATION

For additional information, contact Hector Mejia, Procurement Director, at (956) 273-1081. Failure to respond to this bid/proposal in writing may result in your removal from our bid list. Bids/Proposals received after the time and date specified will not be considered and will be returned to the bidder unopened.

48) CRIMINAL HISTORY AND FINGERPRINTING REQUIREMENTS

A vendor who has or will have (or subcontracts with an individual(s) who has or will have) direct contact with students is required to provide criminal background checks for all such individuals and employees of the vendor(s). Vendors are required to provide certification that a criminal background check has been performed for those employees and are responsible for the cost of the criminal background check. School contractors hired 1/1/2008 or after who meet the following criteria, must be fingerprinted as follows:

a) A contractor (entity or individual) that provides services to a school district and has direct contact with students, must be fingerprinted before beginning work.

b) The contractor shall certify to the school district that it is compliance with the fingerprinting laws.

The school district may review the background check results for contracted employees in the DPS FACT Clearinghouse as provided by Section 411.0845, of the Government Code.

c) Additionally, a subcontractor must certify to the school district and to the contracting entity that the subcontractor has fingerprinted all individuals providing services to the district under the terms of the contract.

d) The school district may request additional information from a contractor in order to verify that the fingerprinting has been completed.

49) 1295 TEXAS ETHICS COMMISSION

a) New disclosure requirements were written into the law during the 2015 legislative session.

The new law is codified at Texas Government Code § 2252.908, which was enacted by H.B.

1295, and requires, as of January 1, 2016, that vendors file a disclosure form electronically with the Texas Ethics Commission identifying the vendor's interested parties to certain contracts with Texas school districts. When applicable, the process must be completed prior to contract execution or purchase order issuance.

b) Please register and complete the form for our transaction on the Texas Ethics Commission's website. Once completed, you will need to print it out and submit it to the District. Company must complete form using the number of the RFP, which pertains to the project your company is submitting. The District's identification number for this contract is the number published in the Request for Proposal (the “RFP”).

c) Laredo Independent School District is identified as an "OTHER GOVERNMENTAL ENTITY", not a state agency. Instructional videos and an FAQ about how to register and file a report is available at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm.

50) CERTIFICATION REGARDING TERRORIST ORGANIZATIONS (Govt. Code 2252 (SB252)

Vendor hereby certifies that it is not a company identified on the Texas Comptroller’s list of companies known to have contracts with, or provide supplies or services to, a foreign organization designated as a Foreign Terrorist Organization by the U.S. Secretary of State.

51) CERTIFICATION REGARDING BOYCOTTING OF ISRAEL Govt. Code 808 (HB89)

Vendor certifies and verifies that neither Vendor, nor any affiliate, subsidiary, or parent company of Vendor, if any (the “Vendor Companies”), boycotts Israel, and Vendor agrees that Vendor and Vendor Companies will not boycott Israel during the term of this Agreement. For purposes of this Agreement, the term “boycott” shall mean and include terminating business activities or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory.

52) CTPA SOLICITATION CLAUSE

Vendor Acknowledges Interlocal Agreements with other School Districts through the Central Texas Purchasing Alliance

• Membership. Laredo Independent School District is a member in good standing of the Central Texas Purchasing Alliance (CTPA / txctpa.org), an alliance of over 40 school districts in Texas representing over a million students, sharing information, services and contractual opportunities. CTPA is an alliance created in accordance with Section

791.001 of the Texas Government Code through interlocal agreements.

• Adoption of Awarded Contracts. In support of this collaborative effort, all awards made by Laredo Independent School District may be adopted by other active CTPA member districts. By adopting a contract from another CTPA member district, the adopting district has met the competitive bidding requirements established by the Texas Education Code, Section 44.031(a)(4) and as required by the adopting district’s policies. There is no obligation on either party to participate unless both parties agree. The goods and services provided under the contract will be at the same or better contract pricing and purchasing terms established by the originating district.

• Adopted Contract Management. The adopting district shall be responsible for the management of the new contract and all payments to the contracted vendor. The originating district shall have no responsibilities under the new contract agreement.