Proc Folder: 2046617

State of West Virginia Agency Request for Quote

Educational

Doc Description: Testing Platform for Social Studies Assessments

Proc Type: Agency Master Agreement

Date Issued Solicitation Closes

2026-09-14 2026-10-08

BID RECEIVING LOCATION

PROCUREMENT OFFICER

DEPARTMENT OF EDUCATION

BLDG 6, RM 700

1900 KANAWHA BLVD E

CHARLESTON

us

VENDOR

WV 25305

Vendor Customer Code:

Vendor Name :

Address:

Street:

City:

State :

Principal Contact :

Vendor Contact Phone:

10:30

FOR INFORMATION CONTACT THE BUYER

Michelle L Childers

(304) 558-2686 michelle.childers@k12.wv.us

Vendor Signature X

Solicitation No

ARFQ 0402 EDD2700000001

Country:

Extension:

FEIN#

All offers subject to all terms and conditions contained in this solicitation

Date Printed: Sep 11 , 2026 Page 1

Reason for Modification:

Version

Zip:

DATE

FORM ID WV-PRC-ARFQ-002 2020/05

ADDITIONAL INFORMATION

The West Virg inia Department of Education (WVDE) is soliciting bids on behalf of the Office of Student Enrichment and Support to establish an open-end contract for a platform to administer three social studies assessments annually, per the attached Instructions to Bidders, Terms and Conditions and specifications.

!INVOICE TO

DEPARTMENT OF

EDUCATION

BLDG 6, RM 700

1900 KANAWHA BL VD E

CHARLESTON

us

Line Comm Ln Desc

WV

Social Studies Assessments

Comm Code Manufacturer

86132200

Extended Description:

Enter the Total Bid Amount from Exhibit A Pricing Pages.

Qty

!SHIP TO

DEPARTMENT OF

EDUCATION

OFFICE OF VIRTUAL

SCHOOLS

1900 KANAWHA BLVD E,

BLDG 6 RM 500

CHARLESTON

us

Unit Issue

1.00000 EA

Specification

WV

Unit Price Total Price

Model#

Exhibit A will be required for bid evaluation . Complete Exhibit A should be attached to bid in wvOASIS.

!SCHEDULE OF EVENTS

Line Event

Question Deadline 4:00PM ET

Date Printed : Sep 11 , 2026 Page 2

Event Date

2026-09-25

FORM ID: WV-PRC-ARFQ-002 2020/05

Document Phase Document Description Page

EDD2700000001 Draft Testing Platform for Social Studies Assessments

ADDITIONAL TERMS AND CONDITIONS

See attached document(s) for additional Terms and Conditions

INSTRUCTIONS TO VENDORS SUBMITTING BIDS

(Agency Delegated Procurements Only)

1. REVIEW DOCUMENTS THOROUGHLY: The attached documents contain a so licitation for bids. Please read these instructions and all documents attached in their entirety. These instructions provide critical information about requirements that if overlooked could lead to disqualification of a vendor 's bid. All bids must be submitted in accordance with the provisions contained in these instructions and the Solicitation. Failure to do so may result in disqua lification of Vendor ' s bid.

2. MANDATORY TERMS: The Soli citation may contain mandatory provisions identified by the use of the words "must," "wil l," and "sha ll." Failure to comply with a mandatory term in the Solicitation will resu lt in bid disqualification.

2A. PREBID MEETING: The item identified below shall app ly to this Solicitation.

[Z) A pre-bid meeting will not be held prior to bid opening.

0 A MANDATORY PRE-BID meeting will be held at the fo llowing place and time:

All Vendors submitting a bid must attend the mandatory pre-bid meeting. Fai lure to attend the mandatory pre-bid meeting shal l result in disqualification of the Vendor ' s bid. No one individual is permitted to represent more than one vendor at the pre-bid meeting. Any individual that does attempt to represent two or more vendors wil l be required to select one vendor to which the individual ' s attendance wi ll be attributed. The vendors not selected will be deemed to have not attended the pre-bid meeting unless another individual attended on their behalf. The required attribution of attendance to a single vendor should be addressed during the pre-bid but may occur at any time deemed appropriate by the Purchasing Section.

An attendance sheet provided at the pre-bid meeting shall serve as the official document verifying attendance. Any person attending the pre-bid meeting on behalf of a Vendor must list on the attendance sheet his or her name and the name of the Vendor he or she is representing.

Additiona lly, the person attending the pre-bid meeting shou ld include the Vendor 's E-Mail address, phone number, and Fax number on the attendance sheet. It is the Vendor ' s responsibility to locate the attendance sheet and provide the required information . Failure to complete the attendance sheet as required may resu lt in disqualification of Vendor ' s bid.

All Vendors should arrive prior to the starting time for the pre-bid. Vendors who arrive after the starting time but prior to the end of the pre-bid wi ll be permitted to sign in but are responsib le for knowing all matters discussed at the pre-bid (i .e. for the information discussed before their arrival Revised 02/10/2025 at the pre-bid meeting).

Questions submitted at least five business days prior to a scheduled pre-bid wi ll be discussed at the pre-bid meeting if possible. Any discussions or answers to questions at the pre-bid meeting are preliminary in nature and are non-bind ing. Official and binding answers to questions wi ll be published in a written addendum to the Solicitation prior to bid opening.

3. VENDOR QUESTION DEADLINE: Vendors may submit quest ions relating to this Solicitation to the Agency contact. Questions must be submitted in writing. All questions must be submitted on or before the date li sted below and to the address listed below to be considered.

A written response will be published in a So licitation addendum if a response is possib le and appropriate. Non-written discussions, conversations, or questions and answers regarding this Solicitation are preliminary in nature and are nonbinding.

Submitted emails shou ld have the solicitation number in the subject line.

Question Submission Deadline: September 25, 2026 at 4:00 PM ET

Submit Questions to: Michelle Childers, Coordinator

Emai 1: Michelle. Childers@k 12. wv. us

4. BID SUBMISSION: All bids must be submitted electronica ll y through wvOASIS or signed and delivered by the Vendor to the Agency on or before the date and time of the bid opening.

Any bid received by the Agency staff is considered to be in the possession of the Agency and will not be returned for any reason.

4A. BID SUBMISSION

A bid that is not submitted electronical ly through wvOASIS should contain the information listed below on the face of the envelope or the bid may be rejected at the discretion of the Agency.

SEALED BID: Testing Platform for Social Studies Assessments BUYER: Michelle Childers, Coordinator

SOLICITATION NO.: ARFQ EDD2700000001

BID OPENING DATE: October 8, 2026

BID OPENING TIME: 10:30 AM ET

FAX NUMBER: N/A

5. ADDENDUM ACKNOWLEDGEMENT: Changes or revisions to this So licitation wi ll be made by an official addendum issued by the Agency. Vendor should acknowledge receipt of all addenda issued with this Solicitation by completing an Addendum Acknowledgment Form, a copy of which is included herewith. Fai lu re to acknowledge addenda may, at the discretion of the Agency, result in bid disqualification. The addendum acknowledgement should be submitted with the bid to expedite document processing.

6. BID FORMATTING: Vendor should type or electronically enter the information onto its bid to prevent errors in the evaluation. Failure to type or electroni cally enter the information may result in bid disqualification.

7. ALTERNATE MODEL OR BRAND: Un less the box below is checked, any model, brand, or spec ification listed in this Sol icitation establi shes the acceptable level of quali ty only and is not intended to reflect a preference for, or in any way favo r, a parti cular brand or vendor.

Vendors may bid alternates to a listed mode l or brand provided that the alternate is at least equal to the model or brand and complies with the required specifications. The equali ty of any alternate being bid shall be determined by the State at its so le di scretion. Any Vendor bidding an alternate model or brand shou ld clearly identify the alternate items in its bid and should include manufacture r 's specifications, industry literature, and/or any other relevant documentation demonstrating the equality of the alternate items. Fa ilure to provide information for alternate items may be grounds for rejection of a vendor's bid .

D This Solicitation is based upon a standardized commodity established by the WVBE.

Vendors are expected to bid the standardized commodity identifi ed. Fai lure to bid the standardized commodity w ill result in your firm's bid bei ng rejected.

8. EXCEPTIONS AND CLARIFICATIONS: The Solicitation contains the specifications that shall fo rm the basis of a contractual agreement. Vendor shall clearly mark any exceptions, clarifications, or other proposed modifications in its bid . Exceptions to , clarifications of, or modifications of a requirement or term and conditi on of the Solicitation may result in bid disqualification.

9. REGISTRATION: Prior to Contract award, th e apparent successfu l Vendor must be properly registered with the West Virginia Purchasing Division and must have paid the $125 fee , if applicable. Other registrations, including but not limited to business registration requirements of the West Virginia Secretary of State, West Virginia Tax Department, and any other state or local entities, wi ll also be required prior to receiving a contract/purchase order. Lengthy delays in completing these registrations may result in disqualificati on from the bidding process.

10. UNIT PRICE: Unit prices shall prevail in cases of a discrepancy in the Vendor's bid .

11. WAIVER OF MINOR IRREGULARITIES: The Purchasing Secti on Di rector reserves the right to waive minor irregularities in bids or spec ifications.

12. ELECTRONIC FILE ACCESS RESTRICTIONS: Vendor must ensure that its subm iss ion in wvOASIS can be accessed and viewed by the Agency staff immediate ly upon bid opening. The Agency will consider any fi le that cannot be immedi ate ly accessed and viewed at the time of the bid opening (such as, encrypted fil es , password protected files, or incompatible files) to be blank or incomplete as context requires , and therefore unacceptable. A vendor will not be permitted to unencrypt files, remove password protections, or resubmit documents after bid opening to make a fil e viewable if those documents are required w ith the bid . A Vendor may be required to provide document passwo rds or removed access restricti ons to allow the Agency to print or electronically save documents prov ided that those documents are viewable by the Agency prior to obtaining the password or removing the access restriction .

13. NON-RESPONSIBLE: The Purchasing Section Director reserves the right to reject the bid of any vendor as Non-Responsible when the Director determines that the vendor submitting the bid does not have the capability to fully perform, or lacks the integrity and reliability to assure good-faith performance.

14. ACCEPTANCE/REJECTION: The Agency may accept or reject any bid in whole, or in part.

15. YOUR SUBMISSION IS A PUBLIC DOCUME T: Vendor ' s entire response to the Solicitation and the resulting Contract are public documents. As public documents, they wi ll be disclosed to the public following the bid/proposal opening or award of the contract, as required by the competitive bidding laws of West Virginia Code §§ 5A-3-1 et seq., 5-22-1 et seq., 5G-1- 1 et seq. and the Freedom of Information Act in West Virginia Code §§ 29B-1-l et seq.

DO NOT SUBMIT MATERIAL YOU CONSIDER TO BE CONFIDENTIAL, A TRADE

SECRET, OR OTHER WISE NOT SUBJECT TO PUBLIC DISCLOSURE.

Submission of any bid, proposal, or other document to the Purchasing Section constitutes your explicit consent to the subsequent public disclosure of the bid, proposal , or document. The Purchasing Section wi ll disclose any document labeled "confidential ," "proprietary," "trade secret," "private," or labeled with any other claim against public disclosure of the documents, to include any "trade secrets" as defined by West Virginia Code§ 47-22-1 et seq. All submiss ions are subject to public disclosure without notice.

16. WITH THE BID REQUIREMENTS: In instances where the specifications require documentation or other information with the bid response, and a vendor fails to provide it with the bid, the Purchasing Section Director reserves the right to request those items after the bid opening and prior to award pursuant to the authority to waive minor irregularities in bids or specifications.

This authority does not app ly to instances where state law mandates receipt with the bid.

GENERAL TERMS AND CONDITIONS:

(Agency Delegated Procurements Only)

1. CONTRACTUAL AGREEMENT: Issuance of an Award Document signed by the Agency and approved as to form by the Attorney General's office, if required , constitutes acceptance by the State of this Contract made by and between the State of West Virginia and the Vendor.

Vendor's signature on its bid, or on the Contract if the Contract is not the result of a bid solicitation, signifies Vendor 's agreement to be bound by and accept the terms and conditions contained in this Contract.

2. DEFINITIONS: As used in this Solicitation/Contract, the following terms shall have the meanings attributed to them below. Additional definitions may be found in the specifications included with this Solicitation/Contract.

2.1. "Agency" means the West Virginia State Board of Education (WVBE) or its entities:

the West Virginia Department of Education (WVDE), the West Virginia Schools of Diversion and Transition, and the West Virginia Schools for the Deaf and the Blind as identified in the Solicitation seeking to procure goods or services under this Contract.

2.2. "Bid" or "Proposal" means the vendor's submitted response to this solicitation.

2.3. "Contract" means the binding agreement that is entered into between the State and the Vendor to provide the goods or services requested in the Solicitation.

2.4. "Director" means the Director of the West Virginia Department of Education , Purchasing Section.

2.5. "Purchasing Section" means the West Virginia Department of Education, Purchasing Section.

2.6. "Purchasing Division" means the West Virginia Department of Administration, Purchasing Division.

2.7. "Award Document" means the document signed by the Agency that identifies the Vendor as the contract holder.

2.8. "Solicitation" means the offic ial notice of an opportunity to supply the State with goods or serv ices .

2.9. "State" means the State of West Virginia and/or any of its agencies, commissions, boards, etc. as context requires.

2.10. "Vendor" or "Vendors" means any entity submitting a bid in response to the Solicitation, the entity that has been selected as the lowest responsible bidder, or the entity that has been awarded the Contract as context requires.

3. CONTRACT TERM; RE EWAL; EXTENSIO : The term of this Contract shall be determined in accordance with the category that has been identified as app licable to this Contract below:

0 Term Contract

Initial Contract Term: This Contract becomes effective on _up_o_n_aw_a_rd _______ and the initial contract term extends until _0 _ne_(_1_) y_e_ar ____ _

Renewal Term: This Contract may be renewed upon the mutual written consent of the Agency, and the Vendor. Any request for renewal should be delivered to the Agency thirty (30) days prior to the expiration date of the initia l contract term or appropriate renewal term . A Contract renewal shall be in accordance w ith the terms and conditions of the original contract. Unless otherwise specified below, renewal of this Contract is limited to _t_hr_ee_(_3) ______ _ successive one ( l) year periods or multiple renewal periods of less than one year, provided that • the multiple renewal periods do not exceed the total number of months available in all renewal years combined . Automatic renewal of this Contract is prohibited .

Delivery Order Limitations: ln the event that this contract permits delivery orders, a delivery order may only be issued during the time this Contract is in effect. Any delivery order issued within one year of the expiration of this Contract shall be effective fo r one year from the date the delivery order is issued. No delivery order may be extended beyond one year after this Contract has expired.

D Fixed Period Contract: This Contract becomes effective upon Vendor's receipt of the notice to proceed and must be completed within ____________ days.

D Fixed Period Contract with Renewals: This Contract becomes effective upon Vendor's receipt of the notice to proceed and part of the Contract more fully descr ibed in the attached specifications must be completed within ________ days. Upon completion of the work covered by the preceding sentence, the vendor agrees that maintenance, monitoring, or warranty services will be provided for _______ __, ear(s) thereafter.

O One Time Purchase: The term of thi s Co ntract shall run from the issuance of the Award Document until a ll of the goods contracted for have been delivered, but in no event will this Contract extend for more than one fiscal year.

O Other: See attached.

4. AUTHORITY TO PROCEED: Vendor is authorized to begin performance of this contract on the date of encumbrance listed on the front page of the Award Document unless either the box for "Fixed Period Contract" or "Fixed Period Contract with Renewals" has been checked in Section 3 above. If either "Fixed Period Contract" or "F ixed Period Contract with Renewals" has been checked, Vendor must not begin work until it receives a separate notice to proceed from the State.

The notice to proceed will then be incorporated into the Contract via change order to memorialize the official date that work commenced 0

5. QUANTITIES: The quantities required under thi s Contract shall be determined in accordance with the category that has been identified as applicable to this Contract below.

IZ] Open End Contract: Quantities li sted in thi s Solicitat ion/Award Document are approxi mations on ly, based on estimates supplied by the Agency. It is understood and agreed that the Contract shall cover the quantities actua lly ordered for de livery during the term of the Contract, whether more or less than the quantities shown.

D Service: The scope of the service to be provided wi ll be more clearly defined in the specificati ons included herewith.

[ZI Combined Service and Goods: The scope of the service and deliverable goods to be provided will be more clearly defined in the specifications included herewith.

D One Time Purchase: Th is Contract is fo r the purchase of a set quantity of goods that are identified in the specificati ons included herewith . Once those items have been delivered, no additional goods may be procured under this Contract witho ut an appropriate change order approved by the Vendor, Agency, Purchasi ng Section .

6. EMERGENCY PURCHASES: The Purchasing Section Director may authorize the Agency to purchase goods or services in the open market that Vendor would otherwise provide under this Contract if those goods or serv ices are for immediate or expedited delivery in an emergency.

Emergencies shall include, but are not limited to, delays in transportation or an unanticipated increase in the volume of work. An emergency purchase in the open market, approved by the Purchasing Section Director, shall not constitute of breach of thi s Contract and shall not enti tle the Vendor to any form of compensation or damages. This provision does not excuse the State from fu lfilling its obligations under a One Time Purchase contract.

7. REQUIRED DOCUMENTS: All of the items checked below must be provided to the Agency by the Vendor as specified below.

0 LICENSE(S) / CERTIFICATIONS / PERMITS: In additi on to anything required under the Section of the General Terms and Conditions entitled Licensing, the apparent successful Vendor shall furnish proof of the fo llow ing I icenses, certifications, and/or permits upon request and in a fo rm acceptab le to the State. The request may be prior to or after contract award at the State's so le di scretion.

Revised 02/1 0/2025

The apparent successful Vendor shall also furnish proof of any additional licenses or certifications contained in the spec ifications regardless of whether or not that requirement is listed above.

8. INSURANCE: The apparent successful Vendor shall furnish proof of the insurance identified by a checkmark below on each policy prior to Contract award. The insurance coverages identified below must be maintained throughout the life of this contract.

Thirty (30) days prior to the expiration of the insurance policies Vendor shall provide the Agency with proof that the insurance mandated herein has been continued. Vendor must also provide Agency with immediate notice of any changes in its insurance policies, including but not limited to, po licy cancelation, policy reduction, or change in insurers. The apparent successful Vendor shall also furnish proof of any additional insurance requirements contained in the specifications prior to Contract award regardless of whether or not that insurance requirement is listed in this section.

Vendor must maintain:

IZ] Commercial General Liability Insurance in at least an amount of:

$1,000,000.00 per occurrence.

0 Automobile Liability Insurance in at least an amount of: __________ per occurrence.

0 Professional/Malpractice/Errors and Omission Insurance in at least an amount of:

____________ per occurrence. Notwithstanding the forgo ing, Vendor' s are not required to list the State as an additional insured for this type of policy.

D Commercial Crime and Third Party Fidelity Insurance in an amount of:

____________ per occurrence.

(Z] Cyber Liability Insurance in an amount of: _$_1,_oo_o_.0_00_.o_o ____ per occurrence.

9. WORKERS' COMPENSATION INSURANCE: Vendor shall com ply with laws relating to workers compensation, shall maintain workers' compensation insurance when required, and shall furnish proof of workers ' compensation insurance upon request.

10. LIQUIDATED DAMAGES: This clause shall in no way be cons idered exclusive and shall not limit the State or Agency's right to pursue any other avai lable remedy. Vendor shall pay liqu idated damages in the amount specifi ed below or as described in the specifications:

□ for ----------- -----------

D Liquidated Damages Contained in the Spec ifications.

[Z] Liquidated Damages Are Not Included in this Contract.

11. ACCEPTANCE: Vendor' s s ignature on its bid , or on the certification and signature page, constitutes an offer to the State that cannot be unilaterally w ithdrawn, signifies that the product or service proposed by vendor meets the mandatory requirements contained in the Solicitation for that product or service, unless otherwise indicated, and signifies acceptance of the terms and conditions contained in the Sol ic itation unl ess otherwise indicated.

12. PRICING: The pricing set fo rth herein is firm fo r the li fe of the Contract, unless specified elsewhere within this Solicitation/Contract by the State. A Vendor ' s inc lusion of price adjustment provisions in its bid , without an express authorization from the State in the Solicitation to do so, may result in bid di squal ification. Notwithstanding the foregoing, Vendor must extend any publicly advertised sale price to the State and invoice at the lower of the contract pri ce or the publicly adverti sed sale price .

13. PAYMENT IN ARREARS: Payments fo r goods/serv ices will be made in arrears only upon rece ipt of a proper invoice, detailing the goods/services provided or receipt of the goods/serv ices , whichever is later. Notwithstanding the foregoi ng, payments for software li censes, subscriptions, or maintenance may be paid annua lly in advance.

14. PAYMENT METHODS: Vendor must accept payment by e lectron ic funds transfer or P Card. (The State of West Virginia's Purchasi ng Card program, admin istered under contract by a banking institution, processes payment for goods and services through state designated credit cards.)

15. ADDITIONAL FEES: Vendor is not permitted to charge additional fees or assess additional charges that were not either express ly prov ided fo r in the solic itation published by the State of West Virgi nia, included in the Contract, or included in the unit price or lump sum bid amount that Vendor is requi red by the so lic itat ion to provide. Including such fees or charges as notes to the so licitation may result in rejection of vendor ' s bid . Requesti ng such fees or charges be paid after the contract has been awarded may result in cance llation of the contract.

16. TAXES: The Vendor sha ll pay any applicable sales, use, personal property or any other taxes arising out of this Contract and the transactions contemplated thereby. The State of West Virginia is exempt from federal and state taxes and will not pay or reimburse such taxes.

17. FUNDING: This Contract shall continue for the term stated herein, contingent upon funds being appropriated by the Legislature or otherwise being made available. In the event funds are not appropriated or otherwise made available, this Contract becomes void and of no effect beginning on the date for wh ich funding has not been appropriated or otherwise made available. If that occurs, the State may notify the Vendor that an alternative source of funding has been obtained and thereby avo id the automatic term ination. Non-appropriation or non funding shall not be considered an event of default.

18. CANCELLATION: The State reserves the right to cancel this Contract immediately upon written notice to the vendor if the materials or workmanship supplied do not conform to the specifications contained in the Contract. The Agency may also cancel any purchase or Contract upon 30 days written notice to the Vendor in accordance with West Virgi nia Code of State Rules § 148-1-5.2.b.

19. TIME: Time is of the essence with regard to all matters of time and performance in thi s Contract.

20. APPLICABLE LAW: This Contract is governed by and interpreted under West Virginia law without giving effect to its cho ice of law principles . Any information provided in specification manuals, or any other source, verbal or written, which contradicts or vio lates the West Virginia Constitution, West Virginia Code or West Virginia Code of State Rules is void and of no effect.

20A. VENUE: All legal actions for damages brought by Vendor against the State shall be brought in the West Virginia Claims Commission. Other causes of action must be brought in the West Virginia court authorized by statute to exerci se jurisdiction over it.

21. COMPLIANCE WITH LAWS: Vendor shall comply with all applicable federal , state, and local laws, regulations and ordinances. By submitting a bid, Vendor acknowledges that it has reviewed, understands, and will comply with all applicable laws, regulations, and ordinances. Vendor shall notify all subcontractors provid ing commodities or services related to this Contract that as subcontractors, they too are required to comply with all app licable laws, regulations, and ordinances.

22. ARBITRATION: Any references made to arbitration contained in this Contract, Vendor 's bid, or in any American Institute of Architects documents pertaining to this Contract are hereby deleted, vo id, and of no effect.

23. MODIFICATIONS: This writing is the parties ' final expression of intent. Notwithstanding anything contained in this Contract to the contrary, no modification of this Contract shall be binding without mutual written consent of the Agency, and the Vendor.

24. WAIVER: The failure of either party to insist upon a str ict performance of any of the terms or provisions of this Contract, or to exercise any option , right, or remedy herein contained, shall not be construed as a waiver or a re linquishment for the futu re of such term, provision, option, right, or remedy, but the same shall continue in ful l force and effect. Any waiver must be express ly stated in writing and signed by the waiving party.

25. SUBSEQUENT FORMS: The terms and conditions contained in this Contract shall supersede any and all subsequent terms and conditi ons which may appear on any form documents submitted by Vendor to the Agency or Purchasing Section such as price lists, order forms , invoices, sales agreements, or maintenance agreements, and includes internet websites or other electronic documents. Acceptance or use of Vendor ' s forms does not constitute acceptance of the terms and conditions contained thereon and parties lacking explicit authority to bind this contract may not alter thi s award.

26. ASSIGNMENT: Neither this Contract nor any monies due, or to become due hereunder, may be assigned by the Vendor without the express written consent of the Agency and any other government agency or office that may be required to approve such assignments.

27. WARRANTY: The Vendor express ly warrants that the goods and/or services covered by this Contract will: (a) conform to the specifications, drawings, samples, or other description furnished or specified by the Agency; (b) be merchantable and fit for the purpose intended; and

(c) be free from defect in material and workmanship.

28. STATE EMPLOYEES: State employees are not permitted to utilize thi s Contract for personal use and the Vendor is prohibited fro m permitting or fac ili tati ng the same.

29. PRIVACY, SECURITY, AND CO FIDENTIALITY: The Vendor agrees that it will not disclose to anyone, directly or ind irectly, any such personally identifiab le informatio n or other confidential information gai ned from the Agency, unless the individual who is the su bject of the information consents to the disclosure in writi ng or the disclosure is made pursuant to the Agency's policies , procedures, and rules . Vendor further agrees to comply with the Confidentia lity Policies and Information Security Accountability Req uirements, set forth in www.state.wv.us/adm in/purchase/privacy.

30. YOUR SUBMISSION IS A PUBLIC DOCUME T: Vendor' s entire response to the Solicitation and the resulting Contract are public documents. As public documents, they wil l be disclosed to the public fo llowing the bid/proposal open ing or award of the contract, as requi red by the competitive bidding laws of West Virginia and the Freedom of Information Act West Virgin ia Code §§ 29B- 1- l et seq.

DO NOT SUBMIT MATERIAL YOU CONS ID ER TO BE CO FIDENTIAL, A

TRADE SECRET, OR OTHERWISE NOT SU BJECT TO PUBLIC DISCLOSURE.

Submiss ion of any bid, proposal , or other document to the Purchasing Section constitutes your explicit consent to the subsequent public disclosure of the bid, proposal , or document. The

Purchasing Section wi ll disc lose any document labeled "confidential," "proprietary," "trade secret," "private," or labeled with any other claim against public disclosure of the documents , to include any "trade secrets" as defined by West Virginia Code§ 47-22-1 et seq. All submissions are subject to public disclosure w ithout notice.

31. LICENSING: In accordance with West Virginia Code of State Rules §148-1-6.1. e, Vendor must be licensed and in good standing in accordance with any and all state and local laws and requirements by any state or local agency of West Virginia, including, but not limited to, the West Virginia Secretary of State ' s Office, the West Virginia Tax Department, West Virginia Insurance Commission, or any other state agency or political subdivision. Obligations related to political subdivisions may include, but are not limited to, business licensing, business and occupation taxes, inspection compliance, permitting, etc. Upon request, the Vendor must provide all necessary releases to obtain information to enab le the Purchasing Section Director or the Agency to verify that the Vendor is licensed and in good standing with the above entities.

Vendor shall notify all subcontractors providing commodities or services related to this Contract that as subcontractors, they too are required to be licensed, in good standing, and up-to-date on all state and local obligations as described in this section.

32. ANTITRUST: In submitting a bid to, signi ng a contract with, or accepting an Award Document from any agency of the State of West Virginia, the Vendor agrees to convey, sel l, assign, or transfer to the State of West Virginia al l rights, title , and interest in and to all causes of action it may now or hereafter acqui re under the antitrust laws of the United States and the State of West Virginia for price fixing and/or unreasonable restraints of trade re lating to the particular commodities or services purchased or acquired by the State of West Virginia. Such assignment shall be made and become effective at the time the purchasing agency tenders the initial payment to Vendor.

33. VENDOR NON-CONFLICT: Neither Vendor nor its representatives are permitted to have any interest, nor shall they acquire any interest, direct or indirect, which would compromise the performance of its serv ices hereunder. Any such interests shall be promptly presented in detail to the Agency.

34. VENDOR RELATIONSHIP: The relationship of the Vendor to the State shall be that of an independent contractor and no principal-agent relationship or employer-employee relationship is contemplated or created by this Contract. The Vendor as an independent contractor is solely liable for the acts and omissions of its employees and agents . Vendor shall be responsible for selecting, supervising, and compensating any and all individuals employed pursuant to the terms of this So licitation and resulting contract. Neither the Vendor, nor any employees or subcontractors of the Vendor, shall be deemed to be employees of the State for any purpose whatsoever. Vendor shall be exclusively responsible for payment of employees and contractors for all wages and salaries, taxes, withho ld ing payments, penalties, fees , fr inge benefits, professional liabi lity insurance premiums, contributions to insurance and pension, or other deferred compensation plans, including but not limited to, Workers ' Compensation and Social Security obligations, licensing fees , etc. and the fil ing of all necessary documents, forms , and returns pertinent to all of the foregoing . Vendor shal l hold harmless the State, and shall provide the State and Agency with a defense against any and al l claims includ ing, but not limited to, the foregoing payments, withholdings, contributions, taxes, Social Security taxes, and employer income tax returns .

35. INDEMNIFICATION: The Vendor agrees to indemnify, defend, and hold harmless the State and the Agency, their officers, and employees from and against: (1) Any claims or losses for services rendered by any subcontractor, person, or firm performing or supplying services, materials , or supplies in connection with the performance of the Contract; (2) Any claims or losses resulting to any person or entity injured or damaged by the Vendor, its officers, employees, or subcontractors by the publication, translation, reproduction, delivery, performance, use, or disposition of any data used under the Contract in a manner not authorized by the Contract, or by Federal or State statutes or regulations; and (3) Any failure of the Vendor, its officers, employees, or subcontractors to observe State and Federal laws including, but not limited to, labor and wage and hour laws.

36. NO DEBT CERTIFICATION: The State is prohibited from awarding a contract to any bidder that owes a debt to the State or a political subdivision of the State. By submitting a bid, or entering into a contract with the Agency, Vendor is affirming that ( 1) for construction contracts, the vendor is not in defau lt on any monetary obligation owed to the state or a political subdivision of the state, and (2) for al l other contracts , that neither vendor nor any related party owe a debt as defined above and that neither Vendor nor any related party are in employer default as defined in the statute cited above unless the debt or employer default is permitted under the statute.

37. CONFLICT OF INTEREST: Vendor, its officers or members or employees, shall not presently have or acquire an interest, direct or indirect, which would conflict with or compromise the performance of its obligations hereunder. Vendor shall periodically inquire of its officers , members and employees to ensure that a conflict of interest does not arise. Any conflict of interest discovered shall be promptly presented in detail to the Agency.

38. REPORTS: Vendor shall provide the Agency and/or the Purchasing Section with the following reports identified by a checked box below:

[{]Such reports as the Agency and/or the Purchasing Section may request. Requested reports may include, but are not limited to, quantities purchased, agencies utilizing the contract, total contract expenditures by agency, etc.

0 Quarterly reports detailing the total quantity of purchases in units and dollars, along with a listing of purchases by agency. Quarterly reports should be delivered to the Purchasing Section via email at JoAnn.Adkins@ kl2.wv.us.

39. BACKGROUND CHECK: In accordance with W. Va. Code§ 15-2D-3, the State reserves the right to prohibit a service provider' s employees from accessing sensitive or critical information or to be present at the Capitol complex based upon results addressed from a criminal background check. Service providers should contact the West Virginia Division of Protective Services by phone at (304) 558-9911 for more information.

40. PREFERENCE FOR USE OF DOMESTIC STEEL PRODUCTS: Except when authorized by the Director of the Purchasing Division pursuant to W. Va. Code§ SA-3-56, no contractor may use or supply steel products for a State Contract Project other than those steel products made in the United States. A contractor who uses steel products in violation of this section may be subject to civi l penalties pursuant to W. Va. Code§ SA-3-56. As used in this section:

a. "State Contract Project" means any erection or construction of, or any add ition to, alteration of or other improvement to any building or structure, including, but not limited to, roads or highways, or the installation of any heating or cooling or ventilating plants or other equipment, or the supply of and materials for such projects, pursuant to a contract with the State of West Virginia for which bids were solicited on or after June 6, 200 l.

b. "Steel Products" means products rolled, formed, shaped, drawn, extruded , forged, cast, fabricated or otherwise similarly processed , or processed by a combination of two or more or such operations, from steel made by the open heath , basic oxygen, electric furnace, Bessemer or other steel making process . The Purchasing Division Director may, in writ ing, authorize the use of foreign steel products if:

c. The cost for each contract item used does not exceed one tenth of one percent (.1 %) of the total contract cost or two thousand five hundred dollars ($2,500.00), whichever is greater. For the purposes of this section, the cost is the value of the steel product as delivered to the project; or

d. The Director of the Purchasing Division determines that specified steel materials are not produced in the United States in sufficient quantity or otherwise are not reasonably avai lable to meet contract requirements.

41. PREFERENCE FOR USE OF DOMESTIC ALUMINUM, GLASS, AND STEEL: In Accordance with W. Ya. Code§ 5-19-1 et seq. , and W. Va. CSR§ 148-10-1 et seq., for every contract or subcontract, subject to the limitations contained herein, for the construction, reconstruction, alteration , repair, improvement or maintenance of publ ic works or for the purchase of any item of machinery or equipment to be used at sites of pub lic works, on ly domestic aluminum, glass or steel products shall be supp lied unless the spend ing officer determines, in writing, after the receipt of offers or bids, ( 1) that the cost of domestic aluminum, glass or steel products is unreasonable or inconsistent with the public interest of the State of West Virginia, (2) that domestic aluminum, glass or steel products are not produced in sufficient quantities to meet the contract requ irements, or (3) the availab le domestic a luminum, glass, or steel do not meet the contract specifications. This provision on ly applies to public works contracts awarded in an amount more than fifty thousand dollars ($50,000) or public works contracts that require more than ten thousand pounds of stee l products.

The cost of domestic alum inum, glass, or steel products may be unreasonable if the cost is more than twenty percent (20%) of the bid or offered price for foreign made aluminum, glass, or steel products . If the domestic aluminum, glass or steel products to be supplied or produced in a "substantial labor surplus area", as defined by the United States Department of Labor, the cost of domestic aluminum, glass, or steel products may be unreasonable if the cost is more than thirty percent (30%) of the bid or offered price for foreign made aluminum, glass, or steel products. This preference shall be applied to an item of machinery or equipment, as indicated above, when the item is a single unit of equipment or machinery manufactured primarily of aluminum, glass or steel , is part of a public works contract and has the sole purpose or of being a permanent part of a single public works project. This provision does not apply to equipment or machinery purchased by a spending unit for use by that spending unit and not as part of a single public works project.

All bids and offers including domestic aluminum, glass or steel products that exceed bid or offer prices including foreign aluminum, glass or steel products after application of the preferences provided in this provision may be reduced to a price equal to or lower than the lowest bid or offer price for foreign aluminum, glass or steel products plus the applicable preference. If the reduced bid or offer prices are made in writing and supersede the prior bid or offer prices, all bids or offers, including the reduced bid or offer prices, will be reevaluated in accordance with this rule.

42. PROHIBITION AGAINST USED OR REFURBISHED: Unless expressly permitted in the solicitation published by the State, Vendor must provide new, unused commodities, and is prohibited from supplying used or refurbished commodities, in fulfilling its responsibilities under this Contract.

43. VOID CONTRACT CLAUSES: This contract is subject to the provisions of West Virginia Code §SA-3-62, which automatically voids certain contract clauses that violate State law.

DESIGNATED CONTACT: Vendor appoints the individual identified in this Section as the Contract Administrator and the initial point of contact for matters relating to this Contract.

(Printed Name and Title)

(Address)

(Phone Number)/ (Fax Number)

(E-mail address)

CERTIFICATION AND SIGNATURE: By signing below, or submitting documentation through wvOASIS, I certify that I have reviewed this Solicitation in its entirety; that l understand the requirements, terms and conditions, and other information contained herein; that this bid, offer or proposal constitutes an offer to the State that cannot be unilaterally withdrawn; that the product or service proposed meets the mandatory requirements contained in the Solicitation for that product or service, unless otherwise stated herein; that the Vendor accepts the terms and conditions contained in the Solicitation, unless otherwise stated herein; that I am submitting this bid , offer or proposal for review and consideration; that this bid or offer was made without prior understanding, agreement, or connection with any entity submitting a bid or offer for the same material , supplies, equipment or services; that this bid or offer is in al l respects fair and without collusion or fraud; that this Contract is accepted or entered into witho ut any prior understanding, agreement, or connection to any other entity that could be considered a vio lation of law; that I am authorized by the Vendor to execute and submit this bid , offer, or proposal, or any documents related thereto on Vendor's behalf; that I am authorized to bind the vendor in a contractual relationship; and that to the best of my knowledge, the Vendor has properly registered with any State agency that may require registration .

By signing below, I further certify that I understand this Contract is subiect to the provisions of West Virginia Code §5A-3-62, which automatically voids certain contract clauses that violate State law.

(Company)

(Signature of Authorized Representative)

(Printed Name and Title of Authorized Representative)

(Date)

(Phone Number) (Fax Number)

ADDENDUM ACKNOWLEDGEMENT FORM

SOLICITATION NO.:

Instructions: Please acknowledge receipt of all addenda issued with this so licitation by completing this addendum acknowledgment fo rm. Check the box next to each addendum received and sign be low. Fail ure to acknowledge addenda may result in bid disqualification .

Acknowledgment: I hereby acknowledge receipt of the fo llowing addenda and have made the necessary revisions to my proposal, plans and/or specification, etc.

Addendum umbers Rece ived:

(Check the box next to each addendum received)

□Addendum No. 1 D Addendum No. 2 D Addendum No. 3 D Addendu m No. 4 D Addendum No. 5

D Addendum No. 6 D Addendum No. 7 D Addendum No. 8 D Addendum No. 9 □Addendum No. 10

I understand that fa ilure to confirm the rece ipt of addenda may be cause for rejection of thi s bid .

I further understand that any verbal representation made or assumed to be made during any oral d iscuss ion held between Vendor's representatives and any state personne l is not binding. Only the informat ion issued in writing and added to the specifications by an offici al addendum is binding.

Company

Authorized Signature

Date

OTE: This addendum acknowledgement shou ld be submitted with the bid to exped ite document processing.

Version ED 2.1.2021

Software as a Service Addendum

1. Definitions:

Acceptable alternative data center location means a country that is identified as provid ing equivalent or stronger data protection than the United States, in terms of both regulation and enforcement. DLA Piper's Privacy Heatmap sha ll be utilized for this analysis and may be found at https://www.dlapiperdataprotection.com/index.html?t=world-map&c=US&c2=IN

Authorized Persons means the service provider's employees, contractors , subcontractors or other agents who have responsibility in protecting or have access to the publ ic jurisdiction's personal data and non-public data to enable the service provider to perform the services required .

Data Breach means the unauthorized access and acquisition of unencrypted and unredacted personal data that compromises the security or confidential ity of a public jurisdiction's personal information and that causes the service provider or public jurisdiction to reasonably believe that the data breach has caused or will cause identify theft or other fraud .

Individually Identifiable Health Information means information that is a subset of health information , including demographic information collected from an individual , and (1) is created or received by a health care provider, health plan , employer or health care clearinghouse; and

(2) relates to the past, present or future physical or mental health or cond ition of an individual ;

the provision of health care to an individual ; or the past , present or future payment for the provision of health care to an individual ; and (a) that identifies the individual ; or (b) with respect to which there is a reasonable basis to believe the information can be used to identify the individual.

Non-Public Data means data, other than personal data , that is not subject to distribution to the public as public information. It is deemed to be sensitive and confidential by the public jurisdiction because it contains information that is exempt by statue, ordinance or administrative ru le from access by the general public as public information .

Personal Data means data that includes information relating to a person that identifies the person by first name or first initial , and last name, and has any of the following personally identifiable information (PII) : government-issued identification numbers (e.g., Social Security.

Driver's license, state identification card) ; financial account information , including account number, credit or debit card numbers, protected student/education records , or protected health information (PHI) .

Protected Health Information (PHI) means individually identifiable health information transmitted by electron ic media , maintained in electronic media, or transmitted or maintained in any other form or medium. PHI excludes education records covered by the Family Educational Rights and Privacy Act (FERPA), as amended , 20 U.S.C. 1232G, records described at 20 U.S .C. 1232g(a)(4)(B)(iv) and employment records held by a covered entity in its role as employer.

Protected student/Education records.

(a) The term means those records that are:

(1) Directly related to a student; and

(2) Maintained by an educational agency or institution or by a party acting for the agency or institution.

(b) The term does not include:

(1) Records that are kept in the sole possession of the maker, are used only as a personal memory aid , and are not accessible or revealed to any other person except a temporary substitute for the maker of the record .

(2) Records of the law enforcement unit of an educational agency or institution , subject to the provisions of 34 C.F.R §99 .8.

(3) (i) Records relating to an individual who is employed by an educational agency or institution that:

(A) Are made and maintained in the normal course of bus iness;

(B) Relate exclusively to the ind ividual in that individual's capacity as an employee; and

(C) Are not available for use for any other purpose.

(4) Records relating to an individual in attendance at the agency or institution who is employed as a result of his or her status as a student are education records and not excepted under paragraph (b)(3)( i) of this…