8020.pdf

Request for Quotation 8020

Proprietary and Confidential Page 1 of 33

Request for Quotation 8020

Title Off Road Equipment Repair Contract Preview Date 20-SEP-2019 10:29:44 Open Date 20-SEP-2019 10:29:44

Close Date 07-OCT-2019 14:00:00 Award Date Not Specified Time Zone Central Time

Please submit your response to:

Company METRO_GG Buyer Van Hook, Vada

Location METRO_GG

PO BOX 196300

Nashville, TN 37219-6300 United States

Phone 615-8626463 Fax

Email Vada.VanHook@nashville.gov

When submitting your response, please include the following information.

Your Company Name

Address Contact Details

Response Valid Until

This document has important legal consequences. The information contained in this document is proprietary of METRO NASHVILLE & DAVIDSON CO. It shall not be used, reproduced, or disclosed to others without the express and written consent of METRO NASHVILLE & DAVIDSON CO.

Proprietary and Confidential Page 2 of 33

Table of Contents

1 Header Information

1.1 General Information

1.2 Terms

1.3 Requirements

1.4 Attachments

1.5 Response Rules

2 Price Schedule

2.1 Line Information

2.2 Line Details

2.2.1 Line 1

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1 Header Information

1.1 General Information

Title Off Road Equipment Repair Contract

Description Off Road Equipment Repair Contract Preview Date 20-SEP-2019 10:29:44 Open Date 20-SEP-2019 10:29:44

Close Date 07-OCT-2019 14:00:00 Award Date Not Specified Time Zone Central Time Buyer Van Hook, Vada

Quote Style Sealed Email Vada.VanHook@nashville.gov Outcome Contract Purchase

Agreement

1.2 Terms

Effective Start Date Not Specified Effective End Date Not Specified

Ship-To Address 1 Metro Site Location | Reference Addr In Solicitation Nashville, TN 37210 United States

Bill-To Address Bill To: Metro Payment Service Bill To: Metro Payment Service Po Box 196301 Nashville, TN 37219 United States

Payment Terms N30 Carrier FOB DELIVERY Freight Terms SUPPLIER PREPAID

Currency USD (US Dollar) Price Precision Any Total Agreement

Amount (USD) Not Specified

1.3 Requirements

ITB Solicitation (Selection) Method Invitation to Bid

Pursuant to Metropolitan Code of Laws ("M.C.L.") Section 4.12.030, this solicitation document serves as the written determination of the Purchasing Agent, that this solicitation is an invitation to bid. Awards, if made, shall be to the lowest, responsive and responsible, evaluated offeror.

There may be one or more amendments to this solicitation. Solicitation amendments are included as updates to the original solicitation. It is the offeror's responsibility to remain informed on all solicitation amendments and submit the solicitation response incorporating all amendments.

Any alterations to the document(s) provided by the Metropolitan Government of Nashville and Davidson County (Metro) and submitted by the offeror other than completing questions, worksheets, or forms may result in your response being deemed nonresponsive, cancellation of any subsequent award, or any other legal remedies available to Metro.

Offers to Metro online solicitations are required to be submitted within the iSupplier online environment unless otherwise stated. Hard copy offers will not be considered except as required by law.

Any response to this solicitation is a formal waiver of any claims of confidentiality regardless of what may be stated, printed, or implied in the submission and/or attachments submitted. All information is made a Public Record after an award is made.

The only official position of Metro is found within this solicitation document including answers provided in response to questions raised. The online discussion tool within iSupplier is the appropriate tool for all questions or communications concerning this solicitation.

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ITB Solicitation (Selection) Method

Type No Response Required Solicitation Objective

The objective of this solicitation is to enter into an indefinite delivery/indefinite quantity (IDIQ) contract.

Type No Response Required Scope Summary

The Metropolitan Government of Nashville and Davidson County ("Metro") is soliciting quotes to enter into a five year (60 months) contract for General repair and service of off road equipment.

Type No Response Required Scope Details

Contracts to provide "General Repair Services" for the Metro Fleet Department.

* Service of all types of off road equipment

Successful Contractor(s) shall provide the service deliverables using trained personnel with appropriate certification for "general off road equipment repair". The equipment will be delivered to the vendor's facility.

For repair services:

* Contractor shall have a response time radius of one hour to service Metro Fleet off road equipment.

* Successful Contractor shall have the proper equipment and experienced and trained personnel.

* Successful Contractor shall have been in the off road maintenance and repair business for NO LESS

THAN FIVE (5) YEARS.

* Maximum general shop supplies not to exceed $50.00 per vehicle per trip.

* Invoice must accompany all completed repaired vehicles.

Any work that is found to be inferior or substandard for the industry shall be returned to the Contractor for reworking or credit. Any equipment in queue for repair with the Contractor, which in the opinion of the OFM Division manager, or the Metro Purchasing Agent, have been ignored or kept out-of-service too long for the repairs required, or whose proposed completion date is unacceptable, may be pulled out of the Contractor's queue and sent to another vendor for repair. Contractor's invoices shall indicate the number of hours (in tenths) required for each type of repair, the Manufacturer's Suggested List Price (MSLP) for parts, the discounted price for parts, the decal number of the vehicle being repaired, and the Metro purchase order/work order number authorizing the work to be performed. In the rare case there is no MSLP for an item, the Director of the OFM, or his designee, shall approve the price and use of such part(s) before proceeding with the repair. Contractor shall agree to use parts taken from other OFM vehicles to perform some repairs on the infrequent occurrence such action is deemed appropriate by the Director of the OFM, or his designee.

No repair shall be sublet unless approved by the Director of the OFM, or his designee.

Metro does not guarantee any minimum or maximum amount of maintenance and repair services to be purchased. These shall be purchased on an as-needed basis.

Freight must be included in price, no fuel surcharges may be charged.

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Scope Details

Type No Response Required Bid Form

Please complete the attached bid form and submit it with your quote. The Total Estimated Contract Value amount should be entered on Line 1 of the Lines Tab Failure to submit the Bid Form with your submitted quote may result in your bid being deemed non-responsive.

*Offerors will enter the amount of SBE participation on the Lines Tab of this solicitation. To enter your dollar value and percent value of SBE/SDV participation, click the pencil icon on Line 1 of the Lines Tab to access the SBE/SDV attributes section.

An award, if made, will go to the lowest, responsive and responsible bidder.

Target Value Attached Bid Form?

Type

Provide your answer below

Standard Solicitation Requirements Inquiries

All inquiries must be submitted by Tuesday, October 1, 2019 at 3:00 pm Central Time using the online discussions feature of the iSupplier system. Questions will be answered formally via Amendment to the solicitation soon after the deadline for submitting questions. Offerors must clearly understand that the only official answer or position of Metro will be the one stated in writing by Division of Procurement staff.

You may contact Vada M. Van Hook, 615-862-6463, vada.vanhook@nashvlle.gov with questions regarding iSupplier or you may email iSupplier@nashville.gov. All offerors are encouraged to sign in to the iSupplier system as soon as possible to view the solicitation and ensure all login information is correct.

Finally, please have your offer loaded in the iSupplier system well in advance of the deadline for submission of offers to avoid any last minute functionality issues. While Metro makes every attempt to assist suppliers with entering their offers, there is not sufficient time to trouble shoot functionality issues within one hour of the deadline for submission of offers.

Type No Response Required Pre-Offer Meeting

A pre-offer meeting will be held for this solicitation on Thursday, September 26, 2019 at 10:30 am, in the Bill Whitson Conference Room, located at Lindsley Hall 730 2nd Avenue South, Nashville 37219.

mailto:vada.vanhook@nashvlle.gov mailto:iSupplier@nashville.gov

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Standard Solicitation Requirements If you are unable to attend the pre-offer meeting, you may participate through signing into GoToMeeting from computer, tablet, or smartphone by clicking:

https://global.gotomeeting.com/join/856851205

You can also dial in using your phone.

United States: +1 (571) 317-3122

Access Code: 856-851-205 New to GoToMeeting? Get the app now and be ready when yourfirst meeting starts:

https://global.gotomeeting.com/install/856851205

If you are attending through GoToMeeting, you must email the buyer, Vada M. Van Hook at vada.vanhook@nashville.gov, your name, email address, phone number, and the name of the company you are representing within an hour of the meeting conclusion. This information will be added to the official pre-offer meeting sign-in sheet. You will not receive credit for attending the meeting if you do not send this information to the buyer.

Metro urges all prospective offerors to attend planned pre-offer meetings.

Type No Response Required Accurate Information

Failure to provide complete and accurate information in an offer to this solicitation may result in your offer being deemed nonresponsive. Metro may institute debarment proceedings against the offeror and/or terminate any contract or purchase order that has been awarded based on inaccurate information.

Type No Response Required Extraneous Information

Offers should be brief and concise. Information provided beyond the requirements described in this solicitation may be considered extraneous and as a result discarded.

Type No Response Required Minor Irregularities

Metro reserves the right to waive minor irregularities in offers, provided that such action is in the best interest of Metro. Any such waiver shall not modify any remaining solicitation requirements or excuse the offeror from full compliance with the solicitation specifications and other contract requirements if the offeror is awarded a contract.

Type No Response Required Ambiguity, Conflict or Other Errors in the Solicitation

Offeror is responsible for clarifying any ambiguity, conflict, discrepancy, omission, or other error in this solicitation prior to submitting their offer, or it shall be waived. Claims of ambiguity after submission of the offer shall not serve as grounds for a protest.

mailto:vada.vanhook@nashville.gov

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Standard Solicitation Requirements If an offeror discovers any ambiguity, conflict, discrepancy, omission, or other error in the solicitation, they shall immediately request modification or clarification using the online discussion feature of iSupplier. Required modifications or clarifications will be issued by solicitation amendment.

Type No Response Required Validity of Offers

All offers shall be valid for a period of one-hundred and twenty (120) days from the closing date of the solicitation unless another timeframe is agreed to by all parties. Submission of an offer does not afford rights to the offeror nor obligate Metro in any manner.

Type No Response Required Offer and Presentation Costs

Metro will not be liable for any costs incurred by an offeror in the preparation of its response to a solicitation, nor for the presentation of its offer and/or participation in any clarifications, discussions, negotiations, or protests.

Type No Response Required Rejection of Offers

Metro reserves the right to accept or reject, in whole or in part, any offers submitted. The failure of an offeror to promptly supply information in connection with, or with respect to, reasonable requests may be grounds for a determination of non-responsibility.

Type No Response Required Subcontractors/Subconsultants

Offeror must enter all subcontractors/subconsultants/suppliers in the Subcontractor/Subconsultant Form (see attachments below) regardless of their ownership and attach back to the submitted response/quote.

All proposed subcontractor/subconsultants and/or suppliers must be registered in iSupplier prior to the solicitation deadline. Offeror should identify those subcontractors/subconsultants and/or suppliers that are Small or Service-Disabled Veteran (SBE/SDV) owned, or those that are Minority or Woman owned as appropriate. All known subcontractors/subconsultants and/or suppliers who will perform a portion of this project mustbe listed. SBE/SDV Primes should not enter their participation on this form, rather should enter it in the attributes section of the lines tab of their response, if applicable.

If no subcontractors/subconsultants are being proposed then indicate such on the Subcontractor/Subconsultant Form and attach back to the submitted response/quote.

Failure to attach the Subcontractor/Subconsultant Form to your submitted response/quote may deem your offer non-responsive.

Target Value Subcontractor/Subconsultant Form is Attached Type

Circle one from the response values below:

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Standard Solicitation Requirements Subcontractor/Subconsultant Form is Attached No attachment and offer may be deemed non-responsive

Assistance to Small (SBE) and/or Service-Disabled Veteran (SDV) Owned Businesses

The Metro Procurement Code (Section 4.44) and Regulations (SectionSection R4.44.020.04) provide options for the Purchasing Agent to maximize the participation and performance of Metro approved SBE/SDV businesses.

Assistance is provided to offerors who are SBE/SDV, or who need assistance in locating potential SBE/SDV subcontractors or suppliers. For assistance, offerors are encouraged to contact the BAO by email at BAO@Nashville.gov or call the BAO at (615) 880-2814. For more information and the forms go to the following website: http://www.nashville.gov/Finance/Procurement/Minority-and-Women-Business- Assistance/SMWBE-Lists-and-Forms.aspx.

If the Offeror is a SBE/SDV business, Metro considers the work the SBE/SDV firm commits to self-perform. If the work is subcontracted or otherwise procured, only the work performed by a Metro approved SBE/SDV subcontractor or supplier may be considered for the purposes of award incentive. All SBE/SDV businesses included in offers must be registered online with Metro and approved by the BAO prior to the solicitation closing date.

Several ways that SBE/SDV participation may be promoted in individual solicitations are described below.

Cost Incentive - The Metro Procurement Code (Section 4.44) and Regulations (SectionSection R4.44.020.04) provide options for the Purchasing Agent to provide a cost incentive to maximize SBE/SDV participation. If this solicitation includes a cost incentive for the participation of approved SBE/SDV business, the methodology for evaluating the SBE/SDV participation is described in the regulations found at https://www.nashville.gov/Portals/0/SiteContent/Finance/Purchasing/Procurement%20Standard/Covenant NonDiscrimination.pdf.

Set-Aside - Some solicitations are the result of an SBE/SDV set-aside. In those cases only approved SBE/SDV firms may submit an offer. The solicitation will state in the opening description if it is an SBE/SDV set-aside solicitation.

Threshold - If the solicitation has a SBE/SDV threshold, only offers that meet the established threshold will be eligible for SBE/SDV cost incentives. Incentive consideration, if included, is calculated on a pro rata basis for those offers in excess of the established threshold.

Requirement - If the solicitation states a required SBE/SDV participation level, then only those offerors committing to achieve or exceed the established amount will be considered responsive to the solicitation.

The solicitation will not contain an SBE/SDV cost incentive.

Type No Response Required SBE/SDV Participation and Misrepresentation

Offerors must acknowledge that they understand the SBE/SDV participation expectations described in the next paragraph.

* Cost Incentive is applicable to this solicitation mailto:BAO@Nashville.gov http://www.nashville.gov/Finance/Procurement/Minority-and-Women-Business-Assistance/SMWBE-Lists-and-Forms.aspx http://www.nashville.gov/Finance/Procurement/Minority-and-Women-Business-Assistance/SMWBE-Lists-and-Forms.aspx https://www.nashville.gov/Portals/0/SiteContent/Finance/Purchasing/Procurement%20Standard/CovenantNonDiscrimination.pdf https://www.nashville.gov/Portals/0/SiteContent/Finance/Purchasing/Procurement%20Standard/CovenantNonDiscrimination.pdf

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Standard Solicitation Requirements Offeror also acknowledges that they understand the consequences of failing to comply with their SBE/SDV participation commitments. If Contractor fails to comply with their SBE/SDV businesses participation commitments, or it is determined that their SBE/SDV status or the SBE/SDV status of any subcontractor/subconsultant/supplier, is shown to be false; Metro may terminate the Contract and charge Contractor for any costs incurred by Metro as a result of the misrepresentation. Misrepresentation may result in debarment.

Contractor shall enter payments to SBE/SDV and MWBE subcontractors/subconsultants/suppliers as instructed by Metro. Failure to do so may impact payments to Contractor.

Type

Circle one from the response values below:

Acknowledge Participation Expectations and Consequences of Misrepresentation No, may be deemed non-responsive

Americans with Disabilities Act

Contractor shall ensure Metro that all services provided through this resulting contract shall be completed in full compliance with the 2010 Americans with Disabilities Act ("ADA") enacted by law on March 15, 2012 and adopted by Metro. Contractor will ensure that participants at public meetings with disabilities will have communication access that is equally effective as that provided to people without disabilities.

Information shall be made available in accessible formats, and auxiliary aids and services shall be provided upon the reasonable request of a qualified person with a disability.

Type No Response Required Contractor Personnel Requirements

Subsequent to submission of an offer and prior to award of a contract, key personnel identified in the offer shall not be changed without the approval of Metro. Any changes in key personnel without Metro approval may result in the offer being rejected and not considered for award.

Type No Response Required Unauthorized Work

The successful offeror shall not begin work until Metro issues a Notice to Proceed or Purchase Order.

Any unauthorized work shall be deemed non-compensable and the offeror will have no recourse against Metro.

Type No Response Required Equal Business Opportunity (EBO) Program Requirements

Pursuant to the M.C.L. Section 4.46.060, a percentage goal for MBE and WBE subcontract participation has been established for this solicitation. Such goal is based upon careful analysis of the availability of commercially useful subcontracting opportunities and has been considered by the appropriate Goal Setting Committee and approved by the Purchasing Agent.

The Metropolitan Government of Nashville and Davidson County expects the successful offeror to meet the established goal for this project and provide demonstration of approved good faith efforts to attain the

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Equal Business Opportunity (EBO) Program Requirements goal. M/WBE participation may be counted toward the specified goal when the Prime Contractor demonstrates a commercially useful function(s) for each proposed Subcontractor and as further defined in the M.C.L. Section 4.46.060. In no way shall subcontractors' work or dollar amount be construed to count toward the established goal more than once. Only expenditures to M/WBE subcontractors that perform a commercially useful function in the work of the project or contract may be counted. Suppliers may be utilized to satisfy the goals in whole or in part, however must perform a commercially useful function.

Type No Response Required

EBO GOAL

Type No Response Required Pursuant to the Metro Code of Laws Section 4.46.060 B, no Equal Business Opportunity Program Goal is established for this solicitation.

Type No Response Required Insurance Requirements

Insurance Requirements

Any offeror receiving an intent to award letter shall be required to provide a Certificate of Insurance within fifteen (15) days of receiving the notification in order to proceed with award and execution of a contract.

The "Description" section must read as follows: Metropolitan Government of Nashville and Davidson County, its officials, officers, employees, and volunteers are named as additional insureds per general liability additional insured endorsement and automobile liability additional insured endorsement. RFQ # [enter no.]

In the "Certificate Holder" section it must read as follows: Purchasing Agent, Metropolitan Government of Nashville and Davidson County, Metro Courthouse, Nashville, TN 37201.

The following insurance(s) shall be required:

Type No Response Required

* Products Liability Insurance in the amount of one million ($1,000,000.00) dollars (If the Offeror is manufacturing the product).

Type No Response Required

* General Liability Insurance in the amount of one million ($1,000,000.00) dollars.

Type No Response Required

* Automobile Liability Insurance in the amount of one million ($1,000,000.00) dollars (if Offeror will be making on-site deliveries).

Type No Response Required

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Insurance Requirements

* Worker's Compensation Insurance with statutory limits required by the State of Tennessee or other applicable laws and Employer's Liability Insurance with limits of no less than one hundred thousand ($100,000.00) dollars, as required by the laws of Tennessee. (Workman's Comp Insurance is not required for companies with fewer than five (5) employees.).

Type No Response Required

* Cyber Liability Insurance in the amount of one million ($1,000,000.00) dollars (for companies that have access to personal information (SSN's Addresses of employees, customers or students)).

Type No Response Required Solicitation Acceptance

Offeror must indicate acceptance of the final version of this solicitation as amended.

Any exceptions taken to this solicitation must be submitted through the online discussion feature of the system by the date and time shown for inquiry submittal. If an offeror takes exception to this solicitation after the inquiry submittal date and time, their submission may be deemed nonresponsive.

Target Value Accept Final Version of Solicitation Type

Circle one from the response values below:

Accept Final Version of Solicitation No, may be deemed non-responsive

Acceptance of Metro Contract Offeror must indicate that they have read and accept the attached Metro Contract. Metro will not consider exceptions to the attached contract. If an offeror takes exception to this contract, their submission may be deemed nonresponsive.

Type

Provide your answer below

Affidavits Enter your City

Target Value Enter City Name Your Company is Located Type

Provide your answer below

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Affidavits Enter your County

Target Value Enter the County Your Company is Located Type

Provide your answer below

Enter your State

Target Value Enter the State Your Company is Located Type

Provide your answer below

Enter your Zip Code

Target Value Enter the Zip Code for Your Company is Located Type

Provide your answer below

Affiant states that Offeror has all applicable licenses, including business licenses. Affiant also states that offeror is current on its payment of all applicable gross receipt taxes and personal property taxes. M.C.L.

4.20.065.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

Affiant affirms that by its employment policy, standards and practices, it does not subscribe to any personnel policy which permits or allows for the promotion, demotion, employment, dismissal or laying off of any individual due to race, creed, color, national origin, age or sex, and are not in violation of, and will not violate, any applicable laws concerning the employment of individuals with disabilities. M.C.L.

4.28.020.

Target Value Yes, I so affirm Type

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Affidavits

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

Affiant affirms that in consideration of the privilege to submit offers in response to this solicitation, we hereby consent, covenant, and agree as follows:

* To adopt the policies of the Metropolitan Government relating to equal opportunity in contracting on projects and contracts funded, in whole or in part, with funds of the Metropolitan Government;

* To attempt certain good faith efforts to solicit Minority-owned and Woman-owned business participation on projects and contracts in addition to regular and customary solicitation efforts;

* Not to otherwise engage in discriminatory conduct;

* To provide a discrimination-free working environment;

* That the Covenant of Nondiscrimination is requirement to submit an offer and shall be incorporated by reference into any contract or portion thereof which the Supplier may hereafter obtain; and shall be continuing in nature and shall remain in full force and effect without interruption.

* That the failure of the Supplier to satisfactorily discharge any of the promises of nondiscrimination as made and set forth herein shall constitute a material breach of contract. M.C.L. 4.46.070.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

Affiant affirms that in consideration of the privilege to submit offers in response to this solicitation, we hereby consent, covenant, and agree as follows:

* No person shall be excluded from participation in, denied the benefit of, or otherwise discriminated against on the basis of race, color, national origin, gender, or disability when otherwise qualified in connection with any solicitation offer submitted to Metro or the performance of any contract resulting from;

* That it is and shall be the policy of this Company to provide equal opportunity to all business persons seeking to contact or otherwise interested in contracting with this Company, including various eligible business enterprises;

* In connection herewith, I/We acknowledge and warrant that this Company has been made aware of, understands and agrees to make good faith efforts to solicit disadvantaged businesses (as defined in MCL Section 4.46) to do business with this Company;

* That the Covenant of Nondiscrimination as made and set forth herein shall be continuing in nature and shall remain in full force and effect without interruption;

* That the Covenant of Nondiscrimination as made and set forth herein shall be and are hereby deemed to be made a part of, and incorporated by reference into, any contract or portion thereof which this Company may hereafter obtain; and

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Affidavits

* That the failure of this Company to satisfactorily discharge any of the Covenant of

Nondiscrimination as made and set forth herein shall constitute a material breach of contract entitling Metro to declare the contract in default and to exercise any and all applicable rights and remedies, including but not limited to, termination of the contract, suspension and debarment from future contracting opportunities, and withholding and/or forfeiture of compensation due on a contract.

Should you decline this covenant, your firm/organization will not be allowed to submit an offer to the Metropolitan Government of Nashville and Davidson County.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

Affiant affirms that neither the offeror nor utilized temporary staffing service employs any person who is not a legally authorized to work in the United States. Any contractor who knowingly violates the provisions of this section is subject to debarment or suspension. M.C.L. 4.40.060.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

It is a breach of ethical standards for a person to be retained, or to retain a person, to solicit or secure a Metro contract upon an agreement or understanding for a contingent commission, percentage, or brokerage fee, except for retention of bona fide employees or bona fide established commercial selling agencies for the purpose of securing business. After first being duly sworn according to law, the undersigned Affiant states that the Offeror has not retained anyone in violation of the foregoing. M.C.L.

4.48.080.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

By submission of this offer and in response to the solicitation, offeror(s) and each person signing on behalf of offeror(s) affirm, under penalty of perjury, that to the best of their knowledge and belief, neither the offeror(s), nor proposed subcontractors, subconsultants, partners and any joint venturers, are on the list created pursuant to the Tennessee Code Annotated Section 12-12-106 (Iran Divestment Act). Referenced website:

https://www.tn.gov/content/dam/tn/generalservices/documents/cpo/cpo-library/public-information-library/List_of_persons_pursuant_to_Tenn._Code_Ann._12-12- 106_Iran_Divestment_Act_updated_7.7.17.pdf.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm https://www.tn.gov/content/dam/tn/generalservices/documents/cpo/cpo-library/public-information-library/List_of_persons_pursuant_to_Tenn._Code_Ann._12-12-106_Iran_Divestment_Act_updated_7.7.17.pdf https://www.tn.gov/content/dam/tn/generalservices/documents/cpo/cpo-library/public-information-library/List_of_persons_pursuant_to_Tenn._Code_Ann._12-12-106_Iran_Divestment_Act_updated_7.7.17.pdf https://www.tn.gov/content/dam/tn/generalservices/documents/cpo/cpo-library/public-information-library/List_of_persons_pursuant_to_Tenn._Code_Ann._12-12-106_Iran_Divestment_Act_updated_7.7.17.pdf

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Affidavits We cannot so affirm. Therefore, we attach a signed statement setting forth in detail the reasons for non-compliance.

Affiant affirms that should it be awarded a contract with the Metropolitan Government for a period of more than twelve (12) months and/or valued at over five hundred thousand ($500,000) dollars, affiant shall be required to provide sexual harassment awareness and prevention training to its employees if those employees:

* Have direct interactions with employees of the Metropolitan Government through email, phone, or in-person contact on a regular basis;

* Have contact with the public such that the public may believe the contractor is an employee of the Metropolitan Government, including but not limited to a contractor with a phone number or email address associated with Metropolitan government or contractors with uniforms or vehicles bearing insignia of the Metropolitan Government; or

* Work on property owned by the metropolitan government.

Such training shall be provided no later than (90) days of the effective date of the contract or (90) days of the employee's start date of employment with affiant if said employment occurs after the effective date of the contract. M.C.L. 2.230.020.

Target Value Yes, I so affirm Type

Circle one from the response values below:

Yes, I so affirm No, and are non-responsive

And Further Affiant Sayeth Not:

Name of Company Officer:

Target Value Enter Name of Company Officer Type

Provide your answer below

Title:

Target Value Enter Officer Title Type

Provide your answer below

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Affidavits

The provision of false information is a material breach.

Target Value Acknowledged Type

Circle one from the response values below:

Acknowledged Our offer is non-responsive

If the principal officer cannot so attest, the offer will be determined non-responsive.

Type No Response Required

1.4 Attachments

Name Data Type Description Subcontractor Form File Bid Form File Bid Form

1.5 Response Rules

This negotiation is governed by all the rules displayed below.

Negotiation is restricted to invited suppliers X Suppliers are allowed to view other suppliers' contract terms, notes and attachments Suppliers are allowed to respond to selected lines X Suppliers are allowed to provide multiple responses Suppliers are allowed to submit Multiple Active Responses Allow Quote Withdrawal Buyer may close the negotiation before the Close Date X Buyer may manually extend the negotiation while it is open Allow Alternate Lines on Supplier Responses Allow Staggered Awarding

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2 Price Schedule

2.1 Line Information

Display Rank As 1,2,3...

Ranking Price Only

Line Item, Rev Target Quantity

Unit Unit Price Amount Bid Minimum Release Amount

1 Total Estimated Contract Value

Dollars

2.2 Line Details

2.2.1 Line 1 Total Estimated Contract Value

Category 25100000 Start Price (USD) Not Specified

Shopping Category Not Specified Target Price (USD) Not Specified Minimum Release

Amount (USD) Not Specified

Estimated Total Amount (USD)

Not Specified

General Description Target Value Response Value SBE/SDV Amount not Self Performed $

SBE/SDV Amount Self Performed $

Total SBE/SDV Amount $

SBE/SDV Percentage not Self Performed

SBE/SDV Percentage Self Performed %

Total SBE/SDV Percentage %

Contract Terms and Conditions

Table of Contents

Terms and Conditions

1. GOODS AND SERVICES CONTRACT

1.1. Heading

2. THE PARTIES HEREBY AGREE TO THE FOLLOWING TERMS AND CONDITIONS:

2.1. Duties and Responsibilities

2.2. Delivery and/or Installation

3. CONTRACT TERM

3.1. Contract Term

4. COMPENSATION

4.1. Contract Value

4.2. Other Fees

4.3. Payment Methodology

4.4. Escalation/De-escalation

4.5. Electronic Payment

4.6. Invoicing Requirements

4.7. Subcontractor/Subconsultant Payments

5. TERMINATION

5.1. Breach

5.2. Lack of Funding

5.3. Notice

6. NONDISCRIMINATION

6.1. METRO's Nondiscrimination Policy

6.2. Nondiscrimination Requirement

6.3. Equal Business Opportunity (EBO) Program Requirement

6.4. Covenant of Nondiscrimination

6.5. Americans with Disabilities Act (ADA)

7. INSURANCE

7.1. Proof of Insurance

7.2. Products Liability Insurance

7.3. Professional Liability Insurance

7.4. Automobile Liability Insurance

7.5. General Liability Insurance

7.6. Worker's Compensation Insurance (if applicable)

7.7. Abuse and Molestation Insurance

7.8. Cyber Liability Insurance

7.9. Technological Errors and Omissions Insurance

7.10. Such insurance shall:

7.11. Other Insurance Requirements

8. GENERAL TERMS AND CONDITONS

8.1. Taxes

8.2. Warranty

8.3. Software License

8.4. Confidentiality

8.5. Information Ownership

8.6. Information Security Breach Notification

8.7. Virus Representation and Warranty

8.8. Copyright, Trademark, Service Mark, or Patent Infringement

8.9. Maintenance of Records

8.10. Monitoring

8.11. METRO Property

8.12. Modification of Contract

8.13. Partnership/Joint Venture

8.14. Waiver

8.15. Employment

8.16. Compliance with Laws

8.17. Iran Divestment Act

8.18. Taxes and Licensure

8.19. Ethical Standards

8.20. Indemnification and Hold Harmless

8.21. Attorney Fees

8.22. Assignment--Consent Required

8.23. Entire Contract

8.24. Force Majeure

8.25. Governing Law

8.26. Venue

8.27. Severability

Terms and Conditions

1. GOODS AND SERVICES CONTRACT

1.1. Heading

This contract is initiated by and between The Metropolitan Government of Nashville and Davidson County (METRO) and Enter Legal Name (CONTRACTOR) located at Enter Address, City, ST ZIP. This Contract consists of the following documents:

● Any properly executed contract amendment (most recent with first priority),

● This document, including exhibits,

● Exhibit A - [Enter Description (i.e. Hourly Rates)]

● Exhibit B - [Enter Description (i.e. Task Details)]

● Exhibit C -[Enter Description (i.e. ISA Terms and Conditions)]

● The solicitation documentation for RFQ# [Enter Number] and affidavit(s) (all made a part of this contract by reference),

● Purchase Orders (and PO Changes),

● CONTRACTOR's response to the solicitation,

● Equal Business Opportunity (EBO) Program forms (incorporated by reference).

In the event of conflicting provisions, all documents shall be construed in the order listed above.

2. THE PARTIES HEREBY AGREE TO THE FOLLOWING TERMS AND CONDITIONS:

2.1. Duties and Responsibilities

CONTRACTOR agrees to provide the goods and/or services as briefly described below and more fully defined in the solicitation.

2.2. Delivery and/or Installation.

All deliveries (if provided by the performance of this Contract) are F.O.B. Destination, Prepaid by Supplier, Inside Delivery, as defined by METRO.

METRO assumes no liability for any goods delivered without a purchase order. All deliveries shall be made as defined in the solicitation or purchase order and by the date specified on the purchase order.

Installation, if required by the solicitation and/or purchase order shall be completed by the date specified on the purchase order.

3. CONTRACT TERM

3.1. Contract Term

The Contract Term will begin on the date this Contract is approved by all required parties and filed in the Metropolitan Clerk's Office. The Contract Term will end sixty (60) months from the date of filing with the Metropolitan Clerk's Office.

This Contract may be extended by Contract Amendment. The option to extend may be exercised by and at the discretion of the Purchasing Agent. However, in no event shall the term of this Contract exceed sixty (60) months from the date of filing with the Metropolitan Clerk's Office.

4. COMPENSATION

4.1. Contract Value

This Contract has an estimated value of $[Agreement Amount]. The pricing details are included in Exhibit A and are made a part of this Contract by reference. CONTRACTOR shall be paid as work is completed and METRO is accordingly, invoiced.

4.2. Other Fees

There will be no other charges or fees for the performance of this Contract. METRO will make reasonable efforts to make payments within 30 days of receipt of invoice but in any event shall make payment within 60 days. METRO will make reasonable efforts to make payments to Small Businesses within 15 days of receipt of invoice but in any event shall make payment within 60 days.

4.3. Payment Methodology

Payment in accordance with the terms and conditions of this Contract shall constitute the entire compensation due CONTRACTOR for all goods and/or services provided under this Contract.

METRO will compensate CONTRACTOR in accordance with Exhibit A of this Contract. Subject to these payment terms and conditions, CONTRACTOR shall be paid for delivered/performed products and/or services properly authorized by METRO in accordance with this Contract. Compensation shall be contingent upon the satisfactory provision of the products and/or services as determined by METRO.

4.4. Escalation/De-escalation

This Contract is eligible for annual escalation/de-escalation adjustments. The request for adjustment must be in accordance with Exhibit A and submitted by CONTRACTOR to the Purchasing Agent no less than sixty (60) days prior to the annual anniversary of the filing of this Contract with the METRO Clerk's Office. Any such adjustment, if approved by the Purchasing Agent, shall become effective on the anniversary of the filing of this Contract with the METRO Clerk's Office.

4.5. Electronic Payment

All payments shall be effectuated by ACH (Automated Clearing House).

4.6. Invoicing Requirements

CONTRACTOR shall submit invoices for payment in a format acceptable to METRO and shall submit invoices no more frequently than monthly for satisfactorily and accurately performed services. CONTRACTOR shall be paid as work is completed and invoices are approved by METRO. Invoices shall detail this Contract Number accompanied by any necessary supporting documentation as required by METRO. CONTRACTOR shall submit all invoices no later than ninety (90) days after the services have been delivered/performed.

Payment of an invoice by METRO shall not waive METRO's rights of revocation of acceptance due to non-conformity or the difficulty of discovery of the non-conformance. Such revocation of acceptance shall occur within a reasonable time after METRO discovers or should have discovered the non-conforming product and/or service but prior to any substantial change in condition of the products and/or services caused by METRO.

4.7. Subcontractor/Subconsultant Payments

When payment is received from METRO, CONTRACTOR shall within fourteen (14) calendar days pay all subcontractors, subconsultants, laborers, and suppliers the amounts they are due for the work covered by such payment. In the event METRO becomes informed that CONTRACTOR has not paid a subcontractor, subconsultant, laborer, or supplier as provided herein, METRO shall have the right, but not the duty, to issue future checks and payments to CONTRACTOR of amounts otherwise due hereunder naming CONTRACTOR and any such subcontractor, subconsultant, laborer, or supplier as joint payees. Such joint check procedure, if employed by METRO, shall create no rights in favor of any person or entity beyond the right of the named payees to payment of the check and shall not be deemed to commit METRO to repeat the procedure in the future. If persistent, this may be determined to be a material breach of this Contract.

5. TERMINATION

5.1. Breach

Should CONTRACTOR fail to fulfill in a timely and proper manner its obligations under this Contract or if it should violate any of the terms of this Contract, METRO shall identify the breach and CONTRACTOR shall cure the performance within thirty (30) days. If CONTRACTOR fails to satisfactorily provide cure, METRO shall have the right to immediately terminate this Contract. Such termination shall not relieve CONTRACTOR of any liability to METRO for damages sustained by virtue of any breach by CONTRACTOR.

5.2. Lack of Funding

Should funding for this Contract be discontinued, METRO shall have the right to terminate this Contract immediately upon written notice to CONTRACTOR.

5.3. Notice

METRO may terminate this Contract at any time upon thirty (30) days written notice to CONTRACTOR. Should METRO terminate this Contract, CONTRACTOR shall immediately cease work and deliver to METRO, within thirty (30) days, all completed or partially completed satisfactory work, and METRO shall determine and pay to CONTRACTOR the amount due for satisfactory work.

6. NONDISCRIMINATION

6.1. METRO's Nondiscrimination Policy

It is the policy of METRO not to discriminate on the basis of race, creed, color, national origin, age, sex, or disability in its hiring and employment practices, or in admission to, access to, or operation of its programs, services, and activities.

6.2. Nondiscrimination Requirement

No person shall be excluded from participation in, be denied benefits of, be discriminated against in the admission or access to, or be discriminated against in treatment or employment in METRO's contracted programs or activities, on the grounds of race, creed, color, national origin, age, sex, disability, or any other classification protected by federal or Tennessee State Constitutional or statutory law; nor shall they be excluded from participation in, be denied benefits of, or be otherwise subjected to discrimination in the performance of contracts with METRO or in the employment practices of METRO's CONTRACTORs. CONTRACTOR certifies and warrants that it will comply with this nondiscrimination requirement. Accordingly, all offerors entering into contracts with METRO shall, upon request, be required to show proof of such nondiscrimination and to post in conspicuous places that are available to all employees and applicants, notices of nondiscrimination.

6.3. Equal Business Opportunity (EBO) Program Requirement

The consideration and contact of minority-owned and/or woman-owned business enterprises is required for a responsive offer to most solicitations. The provision of the Equal Business Opportunity (EBO) Program documents shall be part of each applicable solicitation response and incorporated herein by reference. CONTRACTOR agrees to comply with the Equal Business Opportunity (EBO) Program, if applicable, in the execution of this Contract.

6.4. Covenant of Nondiscrimination

All offerors have committed to the Covenant of Nondiscrimination when registering with METRO to do business.

To review this document, go to METRO's website.

6.5. Americans with Disabilities Act (ADA)

CONTRACTOR assures METRO that all services provided shall be completed in full compliance with the Americans with Disabilities Act ('ADA') 2010 ADA Standards for Accessible Design, enacted by law March 15, 2012, as has been adopted by METRO. CONTRACTOR will ensure that participants with disabilities will have communication access that is equally effective as that provided to people without disabilities. Information shall be made available in accessible formats, and auxiliary aids and services shall be provided upon the reasonable request of a qualified person with a disability.

7. INSURANCE

7.1. Proof of Insurance

During the term of this Contract, for any and all awards, CONTRACTOR shall, at its sole expense, obtain and maintain in full force and effect for the duration of this Contract, including any extension(s), the types and amounts of insurance identified below. Proof of insurance shall be required naming METRO as additional insured and identifying either the project name, RFQ, Purchase Order, or Contract number on the ACORD document.

7.2. Products Liability Insurance

In the amount of one million ($1,000,000.00) dollars (If the CONTRACTOR is manufacturing or producing the goods purchased by METRO)

7.3. Professional Liability Insurance

In the amount of one million ($1,000,000.00) dollars

7.4. Automobile Liability Insurance

In the amount of one million ($1,000,000.00) dollars (if CONTRACTOR will be coming on Metro Property or making on-site deliveries)

7.5. General Liability Insurance

In the amount of one million ($1,000,000.00) dollars.

7.6. Worker's Compensation Insurance (if applicable)

CONTRACTOR shall maintain workers' compensation insurance with statutory limits required by the State of Tennessee or other applicable laws and Employer's Liability Insurance with limits of no less than one hundred thousand ($100,000.00) dollars, as required by the laws of Tennessee (Not required for companies with fewer than five (5) employees).

7.7. Abuse and Molestation Insurance

Abuse and molestation Insurance in the amount of one million ($1,000,000.00) dollars.

7.8. Cyber Liability Insurance

Cyber Liability Insurance in the amount of one million ($1,000,000.00) dollars(for companies that have access to personal information (SSN's Addresses of employees,customers or students)).

7.9. Technological Errors and Omissions Insurance

Technological Errors and Omissions Insurance in the amount of one million ($1,000,000.00) dollars(for software and hardware manufacturers & website designers).

7.10. Such insurance shall:

Contain or be endorsed to contain a provision that includes METRO, its officials, officers, employees, and volunteers as additional insureds with respect to liability arising out of work or operations performed by or on behalf of CONTRACTOR including materials, parts, or equipment furnished in connection with such work or operations.

The coverage shall contain no special limitations on the scope of its protection afforded to the above-listed insureds.

For any claims related to this Contract, CONTRACTOR's insurance coverage shall be primary insurance with respects to METRO, its officers, officials, employees, and volunteers. Any insurance or self-insurance programs covering METRO, its officials, officers, employees, and volunteers shall be in excess of CONTRACTOR's insurance and shall not contribute with it.

Automotive Liability insurance shall include vehicles owned, hired, and/or non-owned. Said insurance shall include coverage for loading and unloading hazards. Insurance shall contain or be endorsed to contain a provision that includes METRO, its officials, officers, employees, and volunteers as additional insureds with respect to liability arising out of automobiles owned, leased, hired, or borrowed by or on behalf of CONTRACTOR.

CONTRACTOR shall maintain Workers' Compensation insurance (if applicable) with statutory limits as required by the State of Tennessee or other applicable laws and Employers' Liability insurance. CONTRACTOR shall require each of its subcontractors to provide Workers' Compensation for all of the latter's employees to be engaged in such work unless such employees are covered by CONTRACTOR's Workers' Compensation insurance coverage.

7.11. Other Insurance Requirements

Prior to commencement of services, CONTRACTOR shall furnish METRO with original certificates and amendatory endorsements effecting coverage required by this section and provide that such insurance shall not be cancelled, allowed to expire, or be materially reduced in coverage except on 30 days' prior written notice to:

PROCUREMENTCOI@NASHVILLE.GOV (preferred method)

OR

DEPARTMENT OF FINANCE

PROCUREMENT DIVISION

730 2ND AVE SOUTH, STE 101

P.O. BOX 196300

NASHVILLE, TN 37219-6300

Provide certified copies of endorsements and policies if requested by METRO in lieu of or in addition to certificates of insurance.

Replace certificates, policies, and/or endorsements for any such insurance expiring prior to completion of services.

Maintain such insurance from the time services commence until services are completed.