C006475 ITB.pdf

Invitation to Bid with Best and Final Offers

Issue Date: October 19, 2023

Title: ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory

Bid #: C006475

Bids Due: November 1 @ 2:00 P.M. EST

Box Link: Bid Documents Link Here

Submit Bids To: Central Florida Tourism Oversight District Richard Parente, Senior Procurement Analyst bids@oversightdistrict.org

(689) 254-3539

SECTION 1. GENERAL INFORMATION

1.1 Central Florida Tourism Oversight District (“CFTOD”, “Owner”, or “District”) is issuing this solicitation for its Planning and Engineering Department.

1.2 CFTOD requests qualified companies submit your bid and qualifications for consideration in the selection for the ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory project.

1.3 All dates and information contained herein may be extended, changed, or updated within the listing by addendum issued by CFTOD.

SECTION 2. TIME SCHEDULE

2.1 The District will attempt to use the following time schedule which will result in the award of a contract.

DESCRIPTION DATE

NON-MANDATORY Site Visit at 9:00 A.M. EST (Location and Instructions Provided in Section 3) October 25, 2023

All Written Questions and Inquiries are due by or before 12:00 P.M. EST October 27, 2023

Bid Packages due by or before 2:00 P.M. EST November 1, 2023

Bid Evaluation/ Final Negotiations November 6, 2023

Final Bid Award Announced November 8, 2023

NOTE: These dates are estimated dates only and are subject to change.

SECTION 3. INSTRUCTIONS TO BIDDERS

3.1 Meeting location for the Non-Mandatory Site Visit is at the following address:

EPCOT Central Energy Plant 751 Backstage Lane Lake Buena Vista, FL 32830 https://reedycreek.box.com/s/j5ojnp0kd7iyvrcbrm6tz0x8nrzeoj1o

ITB # C006475 Page 2 of 5

Please provide full name (listed on driver’s license) of all participants by close of business on October 23, 2023, so that the names can be submitted to security for gate access.

For all those who are attending the non-mandatory site visit please remember to bring/wear closed toed shoes, pants and eye and ear protection.

3.2 All bids must be electronically submitted by or before 2:00 PM, on the listing end date/bid close date to bids@oversightdistrict.org for consideration.

3.3 Bids may not be submitted by any other means other than as described in Section 3.2. CFTOD will not accept bids sent by U.S. Mail, private couriers, fax, or email.

3.4 Any bids received after the stated time and date will not be considered.

3.5 Bids not conforming to the instructions will be subject to disqualification at the sole option of the District.

SECTION 4. INQUIRIES

4.1 All questions must be submitted electronically via email to Richard Parente at rparente@oversightdistrict.org.

Responses will returned electronically, and provided to all bidders. In the Subject Line of the email, clearly indicate the following: C006475 ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory.

4.2 If necessary, an addendum will be emailed to all bidders.

4.3 It is our standard policy no addendum will be issued later than three (3) calendar days prior to the date for receipt of bids, except an addendum withdrawing the solicitation or one which includes postponement of the date for receipt of bids.

4.4 No verbal or written information which is obtained other than by information in this document, or by addendum, will be binding on the District.

SECTION 5. QUALIFICATION OF BIDDERS

5.1 Contractor must have previous experience re-tubing Cleaver Brooks-manufactured multi-pass fire tube boilers. The tube-to-tube sheet attachment experience must be ‘rolled and beaded’ at the front tube sheet and ‘rolled and welded’ at the rear tube sheet.

5.2 Contractor shall provide a reference list of at least two (2) clients where it has provided services in a similar capacity within the past five (5) years. It is at CFTOD’s discretion to determine if a Contractor is qualified based upon submitted references. See EXHIBIT D – Client Reference List.

5.3 Contractor shall provide a copy of their ASME ‘R’ symbol stamp Certificate of Authorization issued by The National Board of Boiler and Pressure Vessel Inspectors (“NBBI”).

SECTION 6. LOBBYING/BIDDER CONTACT/ANTI-COLLUSION

6.1 BIDDERS ARE HEREBY ADVISED THAT CONTACT IS NOT PERMITTED WITH ANY CFTOD

PERSONNEL OR BOARD MEMBER DURING THE BID PERIOD RELATED TO OR INVOLVED WITH THIS

REQUEST. BIDDERS ARE RESTRICTED FROM DISCUSSING THEIR SUBMITTALS AND THIS

SOLICITATION WITH COMPETING FIRMS UNDER THIS SOLICITATION. ALL ORAL OR WRITTEN

INQUIRIES MUST BE DIRECTED THROUGH THE ASSIGNED PROCUREMENT PERSONNEL.

6.2 Any bidder or any individuals that lobby on behalf of the bidder or interact with other bidders during the time specified will result in rejection/ disqualification of their bid under said solicitation.

6.3 Bidders shall not divulge, discuss, or compare this solicitation with any other bidder or collude with any other bidder in the preparation of their bid in order to gain an unfair advantage in the award of this contract. By submitting a bid, ITB # C006475 Page 3 of 5

Bidder acknowledges all information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, F.S.

SECTION 7. MODIFICATION OR WITHDRAWAL OF BID

7.1 A Bid may not be modified, withdrawn, or cancelled by the Bidder for ninety (90) days following the time and date designated for the receipt of Bids, and each Bidder so agrees in submitting its Bid. Prior to the date and time of receipt of Bids, a Bidder may withdraw its Bid and resubmit at any time before the date and time stipulated for receipt of Bids. The Bid Guarantee shall be in an amount sufficient for the Bid as modified or submitted.

SECTION 8. AWARD

8.1 CFTOD reserves the right to accept or reject any or all bids.

8.2 CFTOD reserves the right to waive any irregularities and technicalities and may, at its sole discretion, request clarification or other information to evaluate any or all bids.

8.3 CFTOD will negotiate an agreement with the awarded bidder. If an agreement cannot be reached with the selected bidder, CFTOD reserves the right to negotiate with the next bidder (or subsequent bidder) until an agreement is reached.

8.4 The basis of award will be the grand total of Items 1.1 through 2.1 on EXHIBIT B – Bid Pricing Form.

SECTION 9. BOND REQUIREMENTS

9.1 Bid Bond: Not applicable to this project

9.2 Performance and Payment Bond: Not applicable to this project

SECTION 10. DRAWINGS, SPECIFICATIONS AND PERMITS RELATED TO THIS PROJECT

10.1 Drawings: Not applicable to this project

10.2 Specifications: See equipment make and model listed in EXHIBIT A – Scope of Services.

SECTION 11. DELAY DAMAGES SUBJECT TO THIS PROJECT

The Owner may incur financial loss if the Work is not substantially and finally complete in the timeframes included in the EXHIBIT A – Scope of Services. The Contractor shall be liable for damages.

Liquidated Damages: For each boiler hot pass re-tube, Contractor will be assessed damages of $1,000.00 per day for delays attributable to Contractor past the agreed to final completion date.

SECTION 12. CFTOD REQUIRED CLAUSES

12.1 MATERIALS. All materials submitted in response to this solicitation shall become the property of CFTOD.

12.2 COST INCURRED IN RESPONDING. All costs directly or indirectly related to bid preparation, representation or clarification shall be the sole responsibility of and be borne by the proposer.

12.3 PUBLIC ENTITY CRIMES. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a consultant, supplier, sub-consultant, or consultant under a contract with any public entity; and may not transact business any public entity in excess of the threshold

ITB # C006475 Page 4 of 5 amount provided in s. 287.017 for CATEGORY TWO ($35,000) for a period of 36 months following the date of being placed on the convicted vendor list.

12.4 E-VERIFY. The Proposer shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Proposer during the term of the contract and shall expressly require any sub-consultants performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the sub-consultant during the contract term.

12.5 INTELLECTUAL PROPERTY RIGHTS. The proposer will indemnify and hold harmless, CFTOD from liability of any nature or kind, including costs and expenses for or on account of any copyrighted, service marked, trademarked, patented or un-patented invention, process, article or work manufactured or used in the performance of the contract, including its use by CFTOD. If the proposer uses any design, device, materials or works covered by letters, service mark, trademark, patent, copyright, or any other intellectual property right, it is mutually agreed and understood without exception that the proposal prices will include all royalties of costs arising from the use of such design, device, or materials in any way involved in the work. This article will survive the termination of any contract with CFTOD.

12.6 SUBCONTRACTS. Nothing contained in this specification will be construed as establishing any contractual relationship between any sub-contractor and CFTOD.

A. The proposer will be fully responsible to CFTOD for the acts and omissions of the sub-contractor and their employees.

B. After award of the contract, any changes in sub-consultants requires prior CFTOD written approval.

12.7 AGREEMENT. A contract will be drafted after award for any work to be performed as a result of this solicitation.

This solicitation, the submitted proposal, all attachments, and any addendum released, and the corresponding contract will constitute the complete agreement between the proposer and Central Florida Tourism Oversight District. Should there be any conflict between the terms of this solicitation, the submitted proposal, and the terms of the agreement (Contract), the terms of the Contract shall be final and binding. The solicitation shall control where in conflict with the submitted proposal.

12.8 DISTRICT INSURANCE REQUIREMENTS.

A. The Contractor/Consultant shall at its expense procure and maintain during the life of this Contract and for two

(2) years thereafter (and shall require the same from its Subcontractors and Sub-subcontractors) the following types and minimum amounts of insurance:

i. Commercial General Liability Insurance including liability assumed under written contract, bodily injury, property damage, personal and advertising injury, and products/completed operations liability written on an occurrence basis with minimum combined single limits for bodily injury and property damage of $1,000,000 per occurrence;

ii. Automobile Liability coverage for all owned, non-owned and hired vehicles written on an occurrence basis, with minimum combined single limits of $1,000,000 per occurrence;

iii. Workers’ Compensation Insurance providing statutory benefits and Employer’s Liability Insurance with minimum limits of $1,000,000 per occurrence;

iv. Umbrella Liability on a follow-form basis providing coverage excess of the underlying policies required by i., ii, and iii. above in an amount of at least $1,000,000 per occurrence; and

Contractor is not required to commercially insure its owned, rented or borrowed machinery, tools, equipment, office trailers, vehicles, and other property but agrees that Owner is not responsible for and Contractor holds Owner harmless for loss, damage or theft of such items.

B. All insurance required under this Article shall be with companies and on forms authorized to issue insurance in Florida and with an insurer financial strength rating from AM Best of no less than A- or an equivalent rating from a similar, recognized ratings agency unless such requirements are waived, in writing, by the Owner’s Risk Manager. Certificates of insurance (or copies of policies, if required by the Owner) shall be furnished to the Owner.

ITB # C006475 Page 5 of 5

C. CANCELLATION. All such insurance required by this Article shall provide that the coverage thereunder may not be reduced or canceled unless thirty (30) days unrestricted prior written notice thereof is furnished to Contractor, who agrees to promptly relay any such notice received to Owner.

D. ADDITIONAL INSUREDS. Each liability policy required herein (except Workers’ Compensation or Professional Liability) shall schedule as Additional Insureds, on a primary and non-contributory basis, the Owner and its affiliated entities and their supervisors, officers, employees, agents and assigns.

E. WAIVERS. The Contractor hereby waives, and will require its Subcontractors and Sub- subcontractors to waive and to require its and their insurers to waive their rights of recovery or subrogation against the Owner and its affiliated entities, supervisors, officers, employees, agents and assigns.

F. CLAIMS. The Contractor and its Subcontractors and Sub-subcontractors shall assist and cooperate in every manner possible in connection with the adjustment of all claims arising out of the operations conducted under or in connection with the Work and shall cooperate with the insurance carrier or carriers of the Owner and of the Contractor, its Subcontractors and Sub-subcontractors in all litigated claims and demands which arise out of said operations and which the said insurance carrier or carriers are called upon to adjust or resist.

SECTION 13. EXHIBITS AND ATTACHMENTS

EXHIBIT A – Scope of Services

EXHIBIT B – Bid Pricing Form*

EXHIBIT C – Bid Submittal Affidavit*

EXHIBIT D – Client Reference List*

EXHIBIT E – Sample Contract

*Submit with your bid

EXHIBIT A - Scope of Services

ITB No.: C006475 Project: ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory

SECTION 1. SCOPE OF SERVICES OVERVIEW

1.1 The scope of work for the ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory project shall include, but not be limited to, labor, materials, equipment and tools necessary to adequately stock material to replace straight boiler tubes for the hot passes of three (3) 1980 Cleaver Brooks Model CB 800-125 fire tube boilers at the EPCOT Central Energy Plant (the “ECEP Boilers”) as described below.

SECTION 2. SCOPE OF SERVICES

2.1 Contractor shall maintain on-hand stock of one hundred twenty-six (126), 2.5” x .105”, SA 178A straight boiler tubes for the hot pass re-tube of one (1) ECEP boiler. Up to three (3) total re-tubes over the duration of the contract are expected including, but not limited to, the following:

A. Contractor shall always maintain on-hand stock of tubes for one (1) complete re-tube at any given time for the duration of the contract with immediate replacement of stock material if utilized to perform a re-tube.

B. One hundred twenty-six (126) tubes must be fully functioning for a complete re-tube. Contractor shall maintain extra tubes, as deemed necessary, to ensure a full inventory in the event any tubes are broken, damaged or otherwise not functioning.

C. Contractor shall maintain stock of original equipment manufacturer (“OEM”) boiler waterside and fireside gaskets.

D. Owner will purchase and take possession of any unused stock material at the expiration of the contract.

2.2 Contractor shall commence performing re-tubes for the hot passes of ECEP Boilers as needed and within five (5) days of Owner request including, but not limited to, the following:

A. Disconnect and remove the burner as required from the boiler for access;

B. Open the boiler firesides and dispose of gaskets;

C. Open the boiler watersides and dispose of gaskets;

D. Remove one hundred twenty-six (126) tubes in the hot pass of the ECEP Boiler;

E. Clean and prepare all tube holes;

F. Clean and prepare all tube ends;

G. Clean and prepare all tube sheets;

H. Inspect the ECEP Boiler for any other required or recommended repairs while the boiler is open;

I. Install the one hundred twenty-six (126) tubes;

J. Stab, roll, weld and de-stress all one hundred twenty-six (126) tubes;

K. Perform re-tube in accordance with ASME code and procedure requirements;

L. Close and install waterside gaskets;

M. Perform hydrostatic test and provide completed test forms to Owner;

N. Install fireside gaskets and ropes;

O. Re-install and connect the burner as required; and P. Fire the burner and perform combustion flue gas analysis test, when necessary, making adjustments to achieve acceptable manufacturer’s performance criterion.

ITB # C006475 Page 2 of 4

SECTION 3. SCOPE EQUIPMENT SPECIFICATIONS

ITB # C006475 Page 3 of 4

SECTION 4. PROJECT MILESTONE SCHEDULE

4.1 Owner will attempt to use the following time schedule, which will result in the final completion of the above scope of services.

MILESTONE DESCRIPTION START DATE COMPLETION DATE

Notice to Proceed / Contract Execution November 15, 2023

Final Completion September 30, 2025

NOTE: These dates are estimated dates only and are subject to change.

SECTION 5. EMPLOYEES

5.1 The Contractor shall perform the basic services outlined within this Scope of Work between the hours of 6:00 A.M.

and 6:00 P.M., Monday through Friday, or as deemed necessary and approved by Owner. These hours are subject to change depending on the time of year and as a result of special events or holidays. Contractor shall perform the services as scheduled until Owner has accepted the work as being complete.

5.2 Owner will designate where Contractor's crew will take breaks, lunches, and use restroom facilities. Employee personal vehicles will be parked only in areas designated by the Owner.

5.3 Owner reserves the right to refuse any Contractor's employee who does not meet or conform to Owner’s policies.

Contractor's employees shall be required to maintain a level a professional appearance at all times while performing required tasks in or out of guest view. This includes a level of professional hygiene that includes all contractor provided uniforms.

5.4 Contractor shall be responsible for initiating, maintaining and supervising safety precautions and programs in connection with the services, and shall provide all protection to prevent injury to all persons involved in any way in the services.

5.5 Any and all complaints or calls for assistance from Owner or its agents or representatives shall be responded to by Contractor within twenty-four (24) hours of Owner’s issuance of such complaints or calls and all repairs or work which precipitated such complaint shall be diligently and professionally completed by Contractor.

5.6 Contractor shall cause all of its employees to behave in a friendly, respectable, and courteous manner towards Owner, guests, staff, and management. In the event the Owner believes that any of Contractor's employees are acting other than as herein required, or Owner or its agents determine that any of such employees are not performing their duties in a competent manner, Owner shall so advise Contractor and Contractor shall promptly arrange to correct the deficiencies or to replace such employee as reasonably approved by Owner. Contractor shall maintain continuous and regular communications with Owner concerning safety and other factors that relate to the performance requirements hereunder and concerning any injury or damage to guests or Contractor's employees that may result or occur in connection with the Services to be provided by Contractor hereunder.

5.7 All services shall be approved by and scheduled through the Owner or its authorized representative.

5.8 Contractor shall make walk/ride-through reviews of the entire site related to visual observations and shall make repairs and adjustments necessary. Owner may attend the walk/ride-through.

5.9 Contractor shall be required to provide response correspondence to any service requests sent via the Owner.

5.10 All services, whether performed by the Contractor, its subcontractors, or anyone directly or indirectly employed by any of them, and all applicable equipment, machinery, materials, tools, and like items used in the services, shall be in

ITB # C006475 Page 4 of 4 compliance with, and conform to: (a) all applicable laws, ordinances, rules, regulations, and orders of any public, quasi-public, or other governmental authority; and (b) all codes, rules, regulations, and requirements, of the Owner and its insurance carriers relating thereto. In the event of conflicting requirements, the more stringent shall govern.

5.11 Contractor shall at all times keep the general area in which the services are to be performed clean and free from accumulation of waste materials or rubbish (including, without limitation, hazardous waste), caused by performance of the Services, and shall continuously throughout performance of the services remove and dispose of all such materials. The Owner may require the Contractor to comply with such standards, means, and methods of cleanup, removal, disposal as the Owner may make known to the Contractor and/or as required by any applicable laws. In the event the Contractor fails to keep clean of such rubbish and waste in the affected areas, and the Owner incurs the clean-up cost, the Owner will deduct the expenses incurred from any sums then or thereafter due the Contractor.

SECTION 6. QUALITY CONTROL

6.1 Contractor shall establish a quality control quality assurance program specific to this contract scope and shall maintain and monitor the program throughout the life of the contract.

6.2 The Owner will have the right at any stage of the operation to reject any or all work and material that in the Owner's opinion does not meet the requirements of these scope of services.

SECTION 7. DAMAGE

7.1 Any damages caused by Contractor shall be repaired by Contractor within twenty-four (24) hours, or shall be repaired by the Owner and back-charged at the current rate per man hour plus material plus twenty percent (20%) on material only. Any materials required to correct damages caused by Contractor shall be the responsibility of Contractor.

7.2 Should the Owner elect to have Contractor perform any work outside the scope of services, the Owner may request a lump sum proposal for the Work or may direct Contractor to proceed on a time and material basis.

7.3 Contractor shall report all damages to the Owner immediately.

SECTION 8. SAFETY

8.1 All Contractors’ equipment shall be properly maintained with all safety equipment intact and operational.

8.2 Contractor shall acquire all necessary certifications and ensure all employees hold such certifications as applicable for their work on the project.

8.3 Contractor shall be responsible for the safety of its employees and shall, at a minimum, require applicable personal protective equipment (“PPE”) including, but not limited to, eye, hearing and hand protection.

8.4 Contractor shall obtain a hot work permit for all welding performed.

SECTION 9. QUALIFICATIONS

9.1 Contractor must have previous experience re-tubing Cleaver Brooks-manufactured multi-pass fire tube boilers. The tube-to-tube sheet attachment experience must be ‘rolled and beaded’ at the front tube sheet and ‘rolled and welded’ at the rear tube sheet.

9.2 Contractor shall provide a reference list of at least two (2) clients where it has provided services in a similar capacity within the past five (5) years. It is at CFTOD’s discretion to determine if a Contractor is qualified based upon submitted references. See EXHIBIT D – Client Reference List.

9.3 Contractor shall provide a copy of their ASME ‘R’ symbol stamp Certificate of Authorization issued by NBBI.

Bid #

Project:

Bidder:

ITEM DESCRIPTION QTY UNIT UNIT PRICE TOTAL

1.1 2.5” x .105”, SA 178A Straight Boiler Tubes (Minimum of 126 EA Functioning) 3 EA -$ -$

1.2 OEM Boiler Waterside Gaskets 3 EA -$ -$

1.3 OEM Boiler Fireside Gaskets 3 EA -$ -$

ITEM DESCRIPTION QTY UNIT UNIT PRICE TOTAL

2.1 Boiler Hot Pass Re-Tube Service* 3 EA -$ -$

*All labor, incidental materials (not covered in Part A), equipment, tools, testing and reports for a complete re-tube shall be included

NOT-TO-EXCEED FEE TOTAL

SUBTOTAL

EXHIBIT B – Bid Pricing Form

GRAND TOTAL

Fill In All Pink Areas And Totals Should Automatically Tabulate.

NOT-TO-EXCEED TOTAL

SUBTOTAL

PART B. LABOR AND EQUIPMENT FOR ECEP BOILER HOT PASS RE-TUBES

C006475

Fill In All Pink Areas And Totals Should Automatically Tabulate.

PART A. ON-HAND STOCK MATERIAL FOR ECEP BOILER HOT PASS RE-TUBES

ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory

REFER TO ATTACHED EXCEL

SPREADSHEET FOR DATA ENTRY

FOR REFERENCE ONLY

EXHIBIT C - Bid Submittal Affidavit

Title: ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory

Bid #: C006475

Contact: Central Florida Tourism Oversight District Richard Parente, Senior Procurement Analyst rparente@oversightdistrict.org

(689) 254-3539

SECTION 1. BASE BID

Company Name:

We have examined all the bidding documents and the site of the Work, and submit the following bid proposal in which we affirm the following statements:

A) We will hold our Bid open and valid for ninety (90) days from the date of bid opening per Section 7 of the Invitation to Bid;

B) We will enter into a Services Agreement on the form provided by the Owner if awarded the contract based on our Bid; and

C) We will perform and complete all Base Bid Work for the Not-to-Exceed Price of:

(Base Bid in words)

DOLLARS

($______________) which covers the Contractor’s profit and general overhead and all costs and expenses of any nature whatsoever (including, without limitation, trench safety, labor, equipment, materials, and all taxes).

SECTION 2. BID DOCUMENTS AND ADDENDUM ACKNOWLEDGEMENT

Our company acknowledges receipt of the Invitation to Bid, and all other bidding documents for the Project including the following Addendums:

Addendum No. _______, dated___________________.

Addendum No. _______, dated___________________.

Addendum No. _______, dated___________________.

SECTION 3. BIDDER CHECKLIST

☐ Bidder acknowledges receipt of all Addenda.

☐ Bidder has submitted an EXHIBIT B – Bid Pricing Form.

☐ Bidder has submitted a signed EXHIBIT C - Bid Submittal Affidavit.

☐ Bidder has submitted an EXHIBIT D – Client Reference List.

☐ Bidder has submitted a copy of their ASME ‘R’ symbol stamp Certificate of Authorization issued by NBBI.

ITB # C006475 Page 2 of 2

SECTION 4. BID AFFIDAVIT; NON-COLLUSION

I, ___________________________________, as a duly authorized employee of the Company, affirm I have executed this Bid with full authority to do so and that the Company has not, directly or indirectly entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free, competitive bidding in connection with above named project with any other Bidder, and;

that all statements contained in our bid and in this affidavit are true and correct, and made with full knowledge that Central Florida Tourism Oversight District relies upon the truth of the statements contained in said Bid, and in the statements contained in this affidavit in awarding a contract for this project.

Affirmed this ________ day of _______________________, _______.

LEGAL COMPANY NAME:

By:

(Signature)

Printed Name:

Title:

Telephone:

E-Mail:

Home Office Address:

EXHIBIT D – Client Reference List

ITB No.:

Project:

C006475 ECEP Boiler Hot Pass Re-Tube Services with On-Hand Stocking Inventory

CLIENT REFERENCE LIST

Please use this form to provide at least two (2) client references for similar services performed within the past five (5) years.

CLIENT NAME

PROJECT NUMBER &

NAME

START DATE

COMPLETION

DATE

DESCRIPTION OF SERVICES PERFORMED SIMILAR TO THIS BID

CLIENT NAME

PROJECT NUMBER &

NAME

START DATE

COMPLETION

DATE

DESCRIPTION OF SERVICES PERFORMED SIMILAR TO THIS BID

CLIENT NAME

PROJECT NUMBER &

NAME

START DATE

COMPLETION

DATE

DESCRIPTION OF SERVICES PERFORMED SIMILAR TO THIS BID

CLIENT NAME

PROJECT NUMBER &

NAME

START DATE

COMPLETION

DATE

DESCRIPTION OF SERVICES PERFORMED SIMILAR TO THIS BID

EXHIBIT E – Sample Contract

Services Agreement June 2023 ed.

Project: {cmsprojectname69} Agreement No. {cmagreement356}

SERVICES AGREEMENT

THIS AGREEMENT, is made effective as of ____________________ by and between Central Florida Tourism Oversight District (herein referred to as the ("Owner"), whose mailing address is P.O. Box 10170, Lake Buena Vista, Florida 32830-0170, and {cmexternalpartyname363}, (herein referred to as the "Contractor"), whose mailing address is {cmexternalpartyaddress335}, {cmexternalpartycity336}, {cmexternalpartystate340} {cmexternalpartyzipcode341}.

W I T N E S S E T H

WHEREAS, Owner desires to employ the services of Contractor for a period beginning {cmstartingdate287} and ending {cmexpirationdate287}, or as otherwise modified as set forth in this Agreement, to perform the hereinafter described Services, and Contractor desires to be so employed.

NOW THEREFORE, in consideration of the premises and the mutual covenants and obligations contained in this Agreement, the parties agree as follows:

1. DEFINITIONS.

a. Agreement. The Agreement consists of this Services Agreement, the Scope of Services, the Special Contract Conditions, the form of Changed Service Authorization, the form of General Release, and all other documents enumerated on the List of Exhibits set forth below. The Agreement represents the entire and integrated Agreement between the parties hereto and supersedes all prior negotiations, representations or agreements, either written or oral. The Agreement may be amended or modified only as set forth below in Article 6.

b. Services. The term "Services" as used in this Agreement shall be construed to include all Services set forth in Exhibit A, all obligations of Contractor under this Agreement and where any Changed Service Authorizations have been issued pursuant to Article 6 of this Agreement, the changed Services set forth therein.

2. SCOPE OF SERVICES.

a. A description of the nature, scope and schedule of Services to be performed by Contractor under this Agreement in accordance with the following List of Exhibits:

i. Exhibit A, Scope of Services and Pricing, ___ page

ii. Exhibit B, Special Contract Conditions, 15 pages

3. BASIS FOR COMPENSATION AND PAYMENTS.

Not to Exceed Fee

a. Owner shall pay to Contractor, for its Basic Services and in consideration of the terms and conditions of this Agreement, a fee for time reasonably and properly incurred by Contractor in performance of its Basic Services based upon the hourly rates shown on the attached Rate Schedule incorporated herein by reference plus all Reimbursable Expenses as defined below. However, in no event shall the fee exceed Dollars and 00/100 Cents ({cmsoriginal_feeamt173}); and the Reimbursable Expenses shall in no event exceed ({cmsoriginal_reimbamt174}).

b. Payments shall be made monthly for Basic Services plus Reimbursable Expenses incurred. Contractor shall invoice Owner, in the form required by Owner, on the first day of each calendar month for Basic Services rendered during the preceding month plus Reimbursable Expenses incurred.

c. Reimbursable Expenses shall include only the following actual and necessary costs and expenses, without markup, reasonably and properly incurred by Contractor in connection with the Services rendered under this Agreement:

Services Agreement: {cmagreement356} Date: {cmsfinalapprovaldatetime296}

Direct expenses as determined and approved by Owner and as expressly allowed under Owner's Reimbursable Expense Guidelines attached hereto and incorporated herein by reference.

d. Contractor shall provide any and all backup required by Owner in connection with time spent and Reimbursable Expenses incurred.

e. Owner shall pay each invoiced amount (or uncontested portion thereof) on or about the thirtieth day following receipt of each invoice.

f. All invoices should reference the contract number and be submitted to the following address:

Central Florida Tourism Oversight District C/O: Reedy Creek Energy Services – Utilities Division

Attention: Accounts Payable P.O. Box 690759

Orlando, Florida 32869 All invoices shall be sent to WDW.RCES.Billing@disney.com

g. Contractor shall be compensated for any Additional Services based upon the Rate

Schedule; such amounts to be invoiced and paid in accordance with the terms of Paragraphs b, c, d, and e herein;

provided, however, that Contractor shall not be entitled to compensation for Additional Services unless Contractor has obtained prior written authorization of Owner to perform the same.

h. Owner retains the right to reduce any portion of Contractor's Services at any time.

4. REPRESENTATIONS, WARRANTIES, AND COVENANTS.

Contractor hereby represents to Owner that: (a) it has the experience and skill to perform the Services as set forth in this Agreement; (b) that it shall comply with all applicable federal, state, and local laws, rules, codes, and orders of any public, quasi public or other government authority; (c) it is duly licensed to observe and perform the terms, covenants, conditions and other provisions on its part to be observed or performed under this Agreement; (d) it has by careful examination satisfied itself as to: (i) the nature, location and character of the general area in which the Services are to be performed including, without limitation, the surface conditions of the land and all structures and obstructions thereon, both natural and manmade, the surface water conditions of the general area and, to the extent pertinent, all other conditions; and (ii) all other matters or things which could in any manner affect the performance of the Services.

5. INSURANCE; INDEMNIFICATION.

A. The Contractor shall at its expense procure and maintain during the life of this Contract and for two (2) years thereafter (and shall require the same from its Subcontractors and Sub-subcontractors) the following types and minimum amounts of insurance:

i. Commercial General Liability Insurance including liability assumed under written contract, bodily injury, property damage, personal and advertising injury, and products/completed operations liability written on an occurrence basis with minimum combined single limits for bodily injury and property damage of $1,000,000 per occurrence;

ii. Automobile Liability coverage for all owned, non-owned and hired vehicles written on an occurrence basis, with minimum combined single limits of

iii. Workers’ Compensation Insurance providing statutory benefits and Employer’s Liability Insurance with minimum limits of $1,000,000 per occurrence;

iv. Umbrella Liability on a follow-form basis providing coverage excess of the underlying policies required by i., ii, and iii. above in an amount of at least

v. If Contractor is providing any kind of professional service or advice including design, architectural, surveying, legal, financial, accounting or similar then Contractor will also carry Professional Liability/Errors & Omissions insurance with a limit of at least $1,000,000 per occurrence. This insurance may be on a claims-made form if there is a retroactive date that precedes the first date of work or services under this agreement and is maintained for at least 2 years following the conclusion of work.

vi. If Contractor is using, transporting or disposing of any hazardous materials, potentially harmful materials, chemicals, waste or similar then Contractor will also carry Pollution Liability insurance with a limit of at least $1,000,000 per occurrence. This insurance may be on a claims-made form if there is a retroactive date that precedes the first date of work or services under this agreement and is maintained for at least 2 years following the conclusion of work.

vii. If work will include the use or operation of any crane, total limit of Umbrella liability insurance will be at least $4 million.

viii. If Contractor is using any kind of aircraft including unmanned aerial vehicles (drones) then use must be approved by Owner and liability insurance satisfactory to Owner must be obtained.

Contractor is not required to commercially insure its owned, rented or borrowed machinery, tools, equipment, office trailers, vehicles, and other property but agrees that Owner is not responsible for and Contractor holds Owner harmless for loss, damage or theft of such items.

B. All insurance required under this Article shall be with companies and on forms authorized to issue insurance in Florida and with an insurer financial strength rating from AM Best of no less than A- or an equivalent rating from a similar, recognized ratings agency unless such requirements are waived, in writing, by the Owner’s Risk Manager. Certificates of insurance (or copies of policies, if required by the Owner) shall be furnished to the Owner.

C. CANCELLATION. All such insurance required by this Article shall provide that the coverage thereunder may not be reduced or canceled unless thirty (30) days unrestricted prior written notice thereof is furnished to Contractor, who agrees to promptly relay any such notice received to Owner.

D. ADDITIONAL INSUREDS. Each liability policy required herein (except Workers’

Compensation or Professional Liability) shall schedule as Additional Insureds, on a primary and non-contributory basis, the Owner and its affiliated entities and their supervisors, officers, employees, agents and assigns.

E. WAIVERS. The Contractor hereby waives, and will require its Subcontractors and Sub-subcontractors to waive and to require its and their insurers to waive their rights of recovery or subrogation against the Owner and its affiliated entities, supervisors, officers, employees, agents and assigns.

F. CLAIMS. The Contractor and its Subcontractors and Sub-subcontractors shall assist and cooperate in every manner possible in connection with the adjustment of all claims arising out of the operations conducted under or in connection with the Work and shall cooperate with the insurance carrier or carriers of the Owner and of the Contractor, its Subcontractors and Sub-subcontractors in all litigated claims and demands which arise out of said operations and which the said insurance carrier or carriers are called upon to adjust or resist.

G. INDEMNIFICATION. The Contractor shall indemnify the Owner from and against any and all claims, suits, judgments, damages, losses and expenses (including attorneys' fees) of any nature whatsoever to the extent caused by the negligence, recklessness or intentional wrongful misconduct (which includes, without limitation, any failure of the Contractor or any of its Subcontractors or Sub-subcontractors to perform and complete the Work in strict compliance with the Contract Documents, unless such failure has been specifically waived by the Owner in writing upon final acceptance of the Work) of the Contractor or any persons employed or utilized by the Contractor in the performance of the Contract, including without limitation, any Subcontractor or Sub-subcontractor (or their employees), utilized by the Contractor in the performance of the Work. The provisions of this paragraph shall survive the expiration or sooner termination of this Agreement.

6. MODIFICATIONS, ADDITIONS, OR DELETIONS TO THE SERVICES.

a. A Changed Service Authorization shall be a writing by the Owner that shall consist of additions, deletions, or other modifications to the Agreement agreed to by the Contractor.

b. The Owner may, from time to time, without affecting the validity of the Agreement, or any term or condition thereof, issue Changed Service Authorizations which may identify additional or revised Scope of Services, or other written instructions and orders, which shall be governed by the provisions of the Agreement. The Contractor shall comply with all such orders and instructions issued by the Owner. Upon receipt of any such Changed Service Authorization, the Contractor shall promptly proceed with the Changed Service Authorization, and the resultant decrease or increase in the amount to be paid the Contractor, if any, shall be governed by the provisions of Article 3 in this Agreement.

7. PROTECTION OF PERSONS AND PROPERTY.

a. The Contractor shall be responsible for initiating, maintaining and supervising safety precautions and programs in connection with the Services, and shall provide all protection to prevent injury to all persons involved in any way in the Services and all other persons, including, without limitation, the employees, agents, guests, visitors, invitees and licensees of the Owner who may visit or be affected thereby.

b. All Services, whether performed by the Contractor, its Subcontractors, or anyone directly or indirectly employed by any of them, and all applicable equipment, machinery, materials, tools and like items used in the Services, shall be in compliance with, and conform to: (a) all applicable laws, ordinances, rules, regulations and orders of any public, quasi-public or other governmental authority; and (b) all codes, rules, regulations and requirements of the Owner and its insurance carriers relating thereto. In the event of conflicting requirements, the more stringent shall govern.

c. The Contractor shall at all times keep the general area in which the Services are to be performed clean and free from accumulation of waste materials or rubbish (including, without limitation, hazardous waste), caused by performance of the Services, and shall continuously throughout performance of the Services remove and dispose of all such materials. The Owner may require the Contractor to comply with such standards, means and methods of cleanup, removal or disposal as the Owner may make known to the Contractor. In the event the Contractor fails to keep the general area in which the Services are to be performed clean and free from such waste or rubbish, or to comply with such standards, means and methods, the Owner may take such action and offset any and all costs or expenses of whatever nature paid or incurred by the Owner in undertaking such action against any sums then or thereafter due to the Contractor.

8. BOOKS AND RECORDS.

Contractor shall maintain comprehensive books and records relating to any Services performed under this Agreement, which shall be retained by Contractor for a period of at least four (4) years from and after the completion of such Services. Owner, or its authorized representatives, shall have the right to audit such books and records at all reasonable times upon prior notice to Contractor. The provisions of this paragraph shall survive the expiration or early termination of this Agreement.

9. PROMOTION/CONFIDENTIALITY.

The Contractor, by virtue of this Agreement, shall acquire no right to use, and shall not use, the name of the Owner or the Owner’s Representative (either alone or in conjunction with or as a part of any other word, mark or name) or any marks, fanciful characters or designs of either of them or any related, affiliated or subsidiary companies: in any advertising, publicity or promotion; to express or imply any endorsement of the Contractor's Work or services; or in any other manner whatsoever (whether or not similar to the uses hereinabove specifically prohibited). Contractor may, during the course of its engagement hereunder, have access to and acquire knowledge regarding plans, concepts, designs, materials, data, systems and other information of or with respect to Owner or Owner’s Representative, or any subsidiaries or affiliated companies thereof, which may not be accessible or known to the general public (“Confidential Information”). Confidential Information that is specific as to techniques, equipment, processes, products, concepts or designs, etc. shall not be deemed to be within the knowledge of the general public merely because it is embraced by general disclosures in the public domain. Any knowledge acquired by Contractor from such Confidential Information or otherwise through its engagement hereunder shall not be used, published or divulged by Contractor to any other person, firm or corporation, or used in any advertising or promotion regarding Contractor or its services, or in any other manner or connection whatsoever without first having obtained the written permission of Owner, which permission Owner may withhold in its sole discretion. Contractor specifically agrees that the foregoing confidentiality obligation applies to, but is not limited to, any information disclosed to Contractor in any document provided to Contractor pursuant to or in connection with this Agreement, including but not limited to, a Request for Proposal, Request for Estimate, Request for Quotation or Invitation to Bid, except to the extent Contractor must disclose such information to compile and prepare its proposed price for work or services performed hereunder. The provisions of this Article shall survive the expiration or earlier termination of this Agreement.

10. ASSIGNMENT.

This Agreement is for the personal services of Contractor and may not be assigned by Contractor in any fashion, whether by operation of law, or by conveyance of any type including, without limitation, transfer of stock in Contractor, without the prior written consent of Owner, which consent Owner may withhold in its sole discretion.

Owner retains the right to assign all or any portion of this Agreement at any time. Upon such assignment, and provided the Assignee shall, in writing, assume Owner's obligations under this Agreement, Owner shall be automatically released and discharged from any and all of its obligations under this Agreement, and Contractor shall thenceforth look solely to the Assignee for performance of Owner's obligations under this Agreement.

11. SUSPENSION OR TERMINATION.

Anything in this Agreement to the contrary notwithstanding, Owner shall, in its sole discretion and with or without cause, have the right to suspend or terminate this Agreement upon seven (7) days prior written notice to Contractor.

In the event of termination, Owner's sole obligation and liability to Contractor, if any, shall be to pay to Contractor that portion of the fee earned by it, plus any earned amounts for extra Services performed pursuant to Articles 3 and 6, through the date of termination.

12. SUBCONTRACTORS.

If the Contractor desires to employ Subcontractors in connection with the performance of its Services under this Agreement:

a. Nothing contained in the Agreement shall create any contractual relationship between the Owner and any Subcontractor. However, it is acknowledged that the Owner is an intended third-party beneficiary of the obligations of the Subcontractors related to the Services.

b. Contractor shall coordinate the services of any Subcontractors, and remain fully responsible under the terms of this Agreement, Contractor shall be and remain responsible for the quality, timeliness and the coordination of all Services furnished by the Contractor or its Subcontractors.

c. All subcontracts shall be in writing. Each subcontract shall contain a reference to this Agreement and shall incorporate the terms and conditions of this Agreement to the full extent applicable to the portion of the Services covered thereby. Each Subcontractor must agree, for the benefit of the Owner, to be bound by such terms and conditions to the full extent applicable to its portion of the Services.

13. NOTICE.

a. Notices required or permitted to be given under this Agreement shall be in writing, may be delivered personally or by mail, telex, facsimile, cable, or courier service, and shall be deemed given when received by the addressee. Notices shall be addressed as follows:

If to Owner: Central Florida Tourism Oversight District 10450 Turkey Lake Road, Box #690519 Orlando, Florida 32869 Attention: Contracting Officer

If to Contractor: {cmexternalpartyname363} {cmexternalpartyaddress335}

{cmexternalpartycity336}, {cmexternalpartystate340} {cmexternalpartyzipcode341} Attention: {cmexternalpartycontactname343} or to such other address as either party may direct by notice given to the other as hereinabove provided.

b. Notwithstanding the foregoing, any notice sent to the last designated address of the party to whom a notice may be or is required to be delivered under this Agreement shall not be deemed ineffective if actual delivery cannot be made due to a change of address of the party to whom the notice is directed or the failure or refusal of such party to accept delivery of the notice.

14. OWNERSHIP OF WORK PRODUCT

a. All drawings, data, ideas, concepts, molds, models, tooling, improvements, inventions, or other tangible or intangible work product in whole or in part conceived, produced, commissioned or acquired by Contractor hereunder (“Work Product”) shall be and remain the sole and exclusive property of Owner when produced, whether or not fixed in a tangible medium of expression, except that Contractor may retain copies of such Work Product for its permanent reference, but shall not use such copies in any manner whatsoever without the express written consent of Owner and shall keep same confidential in accordance with the requirements of Article 9 entitled Promotion/Confidentiality. In the event of early termination of this Contract, in whole or in part, Contractor shall deliver to Owner all Work Product whether complete or not.

b. Without limiting the forgoing, Contractor agrees that any and all Work Product shall be deemed to be "works made for hire" for Owner as the author, creator, or inventor upon creation; provided, however, that in the event and to the extent that such Work Product is determined not to constitute "works made for hire" as a matter of law, Contractor hereby irrevocably assigns and transfers such property, and all right, title and interest therein, whether now known or hereafter existing including, but not limited to, patents and copyrights, to Owner and its…