CN-700000-21003.pdf

Agency Term Contract

ATC-21-003

Tilt Skillets and Steam Kettles

This Contract is between the State of Florida, Department of Corrections (Department), an agency of the State of Florida with offices at 501 S. Calhoun Street, Tallahassee, FL 32399, and Chefs

Depot, dba Culinary Depot, Inc. (Contractor). The Department and Contractor are collectively referred to herein as “Parties,” and individually as a “Party.” All capitalized terms shall have the meaning assigned to them in the Contract, unless otherwise defined here.

The Contractor responded to the Department’s Invitation to Bid (ITB), No: FDC ITB-21-004, Tilt

Skillets and Steam Kettles. The Department has accepted the Contractor’s negotiated pricing and enters into this Contract in accordance with the terms and conditions of ITB-21-004, and Section

287.057(5), Florida Statutes (F.S.).

Accordingly, and in consideration of the mutual promises contained in the Contract, the Parties agree as follows:

I. Scope of Work

The services and/or commodities to be provided by the Contractor pursuant to this Contract are defined and described in Exhibits A and B.

II. Contract Term

The initial term of this Contract is for three (3) years. The initial Contract term shall begin on the last date signed by all Parties.

III. Renewal Terms

The Department and the Contractor may renew the Contract in whole or in part, for a renewal term not to exceed three (3) years, or portions thereof, at the renewal pricing specified in the

Contractor’s original submission, upon mutual agreement of the Parties as set forth in the

Contract.

IV. Contract

This Contract, together with the following attached documents (Exhibits), sets forth the entire understanding of the Parties and supersedes all prior agreements, whether written or oral, with respect to such subject matter.

All Exhibits attached to this Contract are incorporated in their entirety and form as part of this

Contract. The Contract has the following Exhibits:

a) Exhibit A: FDC ITB-21-004 and all Addenda, in reverse order of issuance; and

b) Exhibit B: Contractor’s Negotiated Pricing.

In case of conflict, the documents shall have priority in the order listed:

a) The Agency Term Contract;

b) Exhibit A: FDC ITB-21-004 and all Addenda, in reverse order of issuance; then

c) Exhibit B: Contractor’s Negotiated Pricing.

V. Amendments

No oral modifications to this Contract are acceptable. All modifications to this Contract must be in writing and signed by both Parties, except changes to Section VII., below. Any future amendments of the Contract, which alter the definition of the services, shall define the services in the same format as Exhibit A.

Notwithstanding the order listed in Section IV, amendments issued after Contract execution may expressly change the provisions of the Contract. If an amendment expressly alters the Contract, then the most recent amendment will take precedence.

VI. Contract Notices

In addition to the provisions in Section 38 of Form PUR 1000 (10/06), Contract notices may be delivered by email to the Contractor’s designated contact person as prescribed in Section VII.

VII. Contract Management

The Department employee who is primarily responsible for maintaining the Contract

Administration file is:

Contract Administrator

Bureau of Procurement

Florida Department of Corrections

501 S. Calhoun Street, Suite 328

Tallahassee, FL 32399

Telephone: (850) 717-3700

Email: purchasing@fdc.myflorida.com

The Department’s Contract Manager is:

Geoff Pitts, Operations Manager C Office of Contract Management & General Services Florida Department of Corrections

501 S. Calhoun Street Tallahassee, FL 32399-2500 Telephone: (850) 717-3958 Email: Geoff.Pitts@fdc.myflorida.com

The Department may appoint a different Contract Administrator or Manager, which will not require an amendment to the Contract, by sending written notice to the Contractor. Any communication to the Department relating to the Contract shall be addressed to the Department’s Contract

Manager, or designee.

The Contractor has assigned the following individual(s) to serve as the designated contact person for this Contract:

Primary Contact:

Yitzi Shaps, Sales Executive Culinary Depot

67 RT 59

Spring Valley, NY 10977 Telephone: (845) 414-2402 Fax: (845) 352-2700 Email: yitzis@culinarydepot.com

All questions and customer service issues concerning this Contract shall be directed to the

Contractor’s designated contact person(s), above. It will be the designated contact person’s responsibility to coordinate with necessary Department personnel, as required, to answer questions and resolve issues. The Contractor must provide written notice to the Department’s

Contract Manager, or designee, if a new employee is designated as the contact person for this

Contract.

VIII. Termination

A. Termination at Will

This Contract may be terminated by either Party at will upon no less than 30 calendar days’ written notice, unless a shorter period of time is mutually agreed upon by both

Parties. Notice shall be delivered by certified mail (return receipt requested), by other method of delivery whereby an original signature is obtained, or in person with proof of delivery.

B. Termination for Lack of Funds

In the event funds to finance this Contract become unavailable, the Department may terminate the Contract upon no less than 24 hours’ written notice to the Contractor.

Notice shall be delivered by certified mail (return receipt requested), facsimile, by other method of delivery whereby an original signature is obtained, or in person with proof of delivery. The Department shall be the final authority as to the availability of funds.

C. Termination for Cause

If a breach of this Contract occurs by the Contractor, the Department can terminate the Contract for cause. The Department may elect to afford, at its exclusive option, an opportunity for the

Contractor to cure the breach for cause within 30 calendar day upon written notice by the Department. Any breach of this Contract which is still left uncured by the Contractor after the Department has elected to provide 30 calendar days to cure (remedy) the breach, may result in the Department’s termination of this Contract upon 24 hours written notice by the

Department. If the Department does not elect to afford an opportunity for the Contractor to cure a breach (e.g. instances of egregious Contractor conduct or other Contractor actions which may be harmful to the Department), the Department may immediately terminate this Contract for cause, upon 24 hours’ written notice to the Contractor, as described in this section. Notice shall be delivered by certified mail (return receipt requested), in person with proof of delivery, or by another method of delivery whereby an original signature is obtained. If applicable, the

Department may employ the default provisions in Chapter 60A-1, Florida Administrative Code

(F.A.C.). The provisions herein do not limit the Department’s right to remedies at law or in damages.

D. Termination for Unauthorized Employment

Violation of the provisions of Section 274A of the Immigration and Nationality Act shall be grounds for unilateral cancellation of this Contract.

IX. Assignment

The Contractor shall not assign its responsibilities or interests under this Contract to another party without prior written approval of the Department’s Contract Manager, or designee. The

Department shall, at all times, be entitled to assign or transfer its rights, duties, and obligations under this Contract to another governmental agency of the State of Florida upon providing written notice to the Contractor.

X. Subcontracts

The Contractor is fully responsible for all work performed under this Contract. The Contractor may, upon receiving written consent from the Department’s Contract Manager, or designee, enter into written subcontract(s) for performance of certain obligations under this Contract. No subcontract, into which the Contractor enters with respect to performance of any obligations, shall in any way relieve the Contractor of any responsibility for the performance of its contractual duties. All payments to subcontractors shall be made by the Contractor.

It is understood and agreed that the Department shall not be liable to any subcontractor for any expenses or liabilities incurred under the subcontract and that the Contractor shall be solely liable to the subcontractor for all expenses and liabilities under this Contract. All subcontractors are subject to the same background check requirements as are referenced in Exhibit A.

XI. Price Decreases

Any price decrease effectuated during the Contract period by reason of market change or special sales offered to other customers shall be passed on to the Department. This shall also apply to all in-place equipment on a rent or lease plan. Price increases are not accepted, unless otherwise stated. All prices are firm and shall be held for the duration of the Contract term. Equitable price adjustments shall only be considered if they are received and justified in accordance with the PUR

1000, as referenced in Exhibit A.

XII. Additions/Deletions

During the term of the Contract, the Department reserves the right to add or delete the number of commodities or services, when considered to be in its best interest. Pricing shall be comparable to amounts awarded. Further, the Department reserves the right to add or delete institutions and/or satellite facilities to the list of delivery locations.

XIII. Delivery

Product(s) shall be shipped as Free on Board (FOB) Destination, and arrive within 30 days of

Purchase Order issuance, or at the time mutually agreed upon between both Parties. Deliveries of goods, or provision of services, must be made between 8:30 a.m. to 4:00 p.m., local time, Monday through Friday, excluding State holidays, unless otherwise stated herein or on a subsequent Contract.

XIV. Other Conditions

A. Public Records

The Contractor agrees to: (a) keep and maintain public records required by the

Department in order to perform the service; (b) upon request from the Department’s custodian of public records, provide the Department with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as provided by law; (c) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Contract if the Contractor does not transfer the records to the Department; and (d) upon completion of the

Contract, transfer, at no cost, to the Department all public records in possession of the

Contractor or keep and maintain public records required by the Department to perform the service. If the Contractor transfers all public records to the Department upon completion of the Contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Department, upon request from the Department’s custodian of public records, in a format that is compatible with the information technology systems of the Department. Pursuant to

Section §287.058(1)(c), F.S, the Department is allowed to unilaterally cancel the

Contract for refusal by the Contractor to allow public access to all documents, papers, letters, or other material made or received by the Contractor in conjunction with the

Contract unless the records are exempt from §24(a) of Art. I of the State Constitution and either Section §119.07(1), F.S. or Section §119.071, F.S.

If the Contractor has questions regarding the application of

Chapter 119, Florida Statutes, to the Contractor’s duty to provide public records relating to this Contract, contact the custodian of public records at:

Florida Department of Corrections

ATTN: Public Records Unit

501 South Calhoun Street

Tallahassee, Florida 32399-2500

Telephone: (850) 717-3605

Fax: (850) 922-4355

Email: CO.PublicRecords@fdc.myflorida.com

B. Confidentiality

The Contractor shall ensure all staff assigned to this Contract maintains confidentiality with reference to individual receiving services in accordance with applicable local, state, and federal laws, rules and regulations. The Department and the Contractor agree that all information and records obtained in the course of providing services under this Contract shall be subject to confidentiality and disclosure provisions of applicable federal and state statutes and regulations adopted pursuant there to.

The Contractor agrees to keep all Department personnel information (i.e. FDC staff telephone numbers, addresses, etc.) strictly confidential and shall not disclose said information to any person, unless released in writing by the Department.

C. Disputes

Any dispute concerning performance of the terms of this Contract shall be resolved informally by the Contract Managers. Any dispute that cannot be resolved informally shall be reduced to writing and delivered to the Department’s Chief Financial Officer

(CFO), or designee. The Department’s CFO, or designee, shall decide the dispute, reduce the decision to writing, and deliver a copy to the Parties, the Contract Managers and the Department’s Contract Administrator.

mailto:CO.PublicRecords@fdc.myflorida.com

D. Notices

All notices required or permitted by this Contract shall be given in writing and by hand-delivery or email to the respective Parties. All notices by hand-delivery shall be deemed received on the date of delivery and all notices by email shall be deemed received when they are transmitted and not returned as undelivered or undeliverable.

Both Parties may change their contact information and Contract Manager by written notice given to the other Party as provided above.

E. Prison Rape Elimination Act (PREA)

The Contractor shall report any violations of the Prison Rape Elimination Act (PREA)

Federal Rule 28 C.F.R. Part 115 to the Department’s Contract Manager, or designee.

F. Insurance

The Contractor agrees to provide adequate insurance coverage on a comprehensive basis and to hold such insurance at all times during the existence of this Contract. The

Contractor accepts full responsibility for identifying and determining the type(s) and extent of insurance necessary to provide reasonable financial protection for the

Contractor and the Department under this Contract. Upon the execution of this

Contract, the Contractor shall furnish the Department’s Contract Manager, or designee, written verification of such insurance coverage. Such coverage may be provided by a self-insurance program established and operating under the laws of the State of

Florida. The Department reserves the right to require additional insurance where appropriate.

If the Contractor is a state agency or subdivision as defined in Section 768.28, F.S., the Contractor shall furnish the Department, upon request, written verification of liability protection in accordance with Section 768.28, F.S. Nothing herein shall be construed to extend any Party’s liability beyond that provided in Section 768.28., F.S.

G. Employee Status

This Contract does not create an employee/employer relationship between the Parties.

It is the intent of the Parties that the Department and Contractor are independent contractors under this Contract and neither is the employee of the other for all purposes, including, but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social

Security Act, the Federal Unemployment Tax Act, the provisions of the Internal

Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. The Parties shall each retain sole and absolute discretion in the judgment of the manner and means of carrying out their activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Contract shall be those of each individual Party. Services provided by each Party pursuant to this Contract shall be subject to the supervision of each

Party. In providing such services, neither Party nor its agents shall act as officers, employees, or agents of the other Party. The Parties agree that they are separate and independent enterprises, and that each has the ability to pursue other opportunities.

This Contract shall not be construed as creating any joint employment relationship between the Parties and neither Party will be liable for any obligation incurred by the other Party, including, but not limited to, unpaid minimum wages and/or overtime premiums.

H. Force Majeure

Neither party shall be liable for loss or damage suffered as a result of any delay or failure in performance under this Contractor or interruption of performance resulting directly or indirectly from acts of God, fire, explosions, earthquakes, floods, water, wind, lightning, civil, or military authority, acts of public enemy, war, riots, civil disturbances, insurrections, pandemics, strikes, or labor disputes.

I. Annual Appropriation

The State of Florida’s and the Department’s performances and obligations to pay for goods and services under this Contract are contingent upon an annual appropriation by the Legislature. The costs of services paid under any other Contract or from any other source are not eligible for reimbursement under this Contract.

J. Cooperation with Inspector General

In accordance with Section 20.055(5), F.S., the Contractor understands and will comply with its duty to cooperate with the Inspector General in any investigation, audit, inspection, review, or hearing concerning this Contract.

K. Scrutinized Companies Contractor Certification

The Contractor certifies they are not listed on the Scrutinized Companies that Boycott

Israel List, created pursuant to Section 215.4725, F.S., and they are not currently engaged in a boycott of Israel. If the resulting Contract exceeds $1,000,000.00 in total, not including renewal years, the Contractor certifies that they are not listed on either 1) the Scrutinized Companies with Activities in Sudan List, or 2) the Scrutinized

Companies with Activities in the Iran Petroleum Energy Sector List created under

Sections 215.473, F.S., and 215.4725, F.S., and further certifies they are not engaged in business operations in Cuba or Syria, as stated in Sections 287.135(2)(b)2, F.S.

Pursuant to Sections 287.135(5), F.S., and 287.135(3), F.S., the Contractor agrees the

Department may immediately terminate the Contract for cause if the Contractor is found to have submitted a false certification or if the Contractor is placed on the Scrutinized

Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, the Scrutinized Companies that Boycott Israel

List, or is engaged in a boycott of Israel, or has engaged in business operations in Cuba or Syria during the term of the Contract. Any company that submits a bid or proposal for a Contract, or intends to enter into or renew a Contract with an agency or local governmental entity for commodities or services, of any amount, must certify that the company is not participating in a boycott of Israel.

L. Cooperation with the Florida Senate and Florida House of Representatives

In accordance with Florida law, the Contractor agrees to disclose any requested information, relevant to the performance of this Contract, to members or staff of the

Florida Senate or Florida House of Representatives, as required by the Florida

Legislature. The Contractor is strictly prohibited from enforcing any nondisclosure clauses conflictive with this requirement.

M. E-Verify

Per Executive Order 11-116, The provider agrees to utilize the U.S. Department of

Homeland Security’s E-Verify system, https://e-verify.gov/employers, to verify the employment eligibility of all new employees hired during the contract term by the

Provider. The Provider shall also include a requirement in subcontracts that the subcontractor shall utilize the E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. Bidders meeting the terms and conditions of the E-Verify System are deemed compliant with this provision.

Beginning January 1, 2021, every public employer, contractor, and subcontractor shall register with and use the E-Verify system to verify the work authorization status of all newly hired employees. A public employer, contractor, or subcontractor shall not enter into a contract unless each party to the contract registers with and uses the E-Verify system in accordance with Section 448.095, F.S.

[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]

Addendum #003 1 FDC ITB-21-004

ADDENDUM #003

Solicitation Number: FDC ITB-21-004

Solicitation Title: Tilt Skillets & Steam Kettles

Bids due by: December 7, 2020 at 2:00 p.m., Eastern Time

Addendum Number: 003

Addendum Date: January 28, 2021

Failure to file a protest within the time prescribed in Section 120.57(3), Florida Statutes, or failure to post the bond or other security required by law within the time allowed for filing a bond shall constitute a waiver of proceedings under Chapter 120, Florida Statutes.

Please be advised that the information contained on the next page is applicable to the original specifications of the above-referenced solicitation. Added language to the ITB is highlighted in yellow, while deleted language has been stricken.

This Addendum includes the following changes:

Change No. 1:

A revision to the Timeline.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Addendum #003 2 FDC ITB-21-004

REVISED

TIMELINE

FDC ITB-21-004

Tilt Skillets & Steam Kettles

EVENT DUE DATE LOCATION

Release of ITB October 28, 2020 Vendor Bid System (VBS):

http://www.myflorida.com/apps/vbs

Last day for written inquires to be received by the Department

November 9, 2020 By 5:00 p.m., Eastern Time

Submit to:

Florida Department of Corrections Christian Jenkins, Procurement Officer Email: purchasing@fdc.myflorida.com

Anticipated Posting of Written Responses to

Written Inquiries November 23, Vendor Bid System (VBS):

http://vbs.dms.state.fl.us/vbs/main_menu

Sealed Bids Due and Opened

December 7, 2020 2:00 p.m., Eastern Time

Submit to:

Florida Department of Corrections Christian Jenkins, Procurement Officer 501 South Calhoun Street Tallahassee, Florida 32399-2500

Pursuant to Executive Order 20-52 and in response to the COVID-19 pandemic, visitors are not permitted to attend the bid opening in person. Bidders may attend the bid opening remotely via teleconference.

Conference Call Number: (888) 585-9008 Conference Room Number: 701-874-802

Anticipated Posting of Recommended Award February 15, 2021

January 25, 2021 Vendor Bid System (VBS):

http://vbs.dms.state.fl.us/vbs/main_menu http://www.myflorida.com/apps/vbs http://www.myflorida.com/apps/vbs mailto:purchasing@fdc.myflorida.com mailto:purchasing@fdc.myflorida.com http://vbs.dms.state.fl.us/vbs/main_menu http://vbs.dms.state.fl.us/vbs/main_menu http://vbs.dms.state.fl.us/vbs/main_menu http://vbs.dms.state.fl.us/vbs/main_menu

Solicitation Number:

Solicitation Title:

Bids due by:

Addendum Number:

Addendum Date:

ADDENDUM #002

FDC ITB-21-004

Tilt Skillets & Steam Kettles

December 7, 2020 at 2:00 p.m., Eastern Time

December 30, 2020

Failure to file a protest within the time prescribed in Section 120.57(3), Florida Statutes, or failure to post the bond or other security required by law within the time allowed for filing a bond shall constitute a waiver of proceedings under Chapter 120, Florida Statutes.

Please be advised that the information contained on the next page is applicable to the original specifications of the above-referenced solicitation. Added language to the RFP is highlighted in yellow, while deleted language has been stricken.

This Addendum includes the following changes:

Change No. 1:

A revision to the Timeline.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Addendum #002 1 ITB-21-004

EXHIBIT A

INVITATION TO BID (ITB)

FOR

TILT SKILLETS & STEAM KETTLES

FDC ITB-21-004

RELEASED ON

October 28, 2020

By the:

Florida Department of Corrections

Office of Financial Management

Bureau of Procurement

501 S. Calhoun Street

Tallahassee, FL 32399-2500

(850) 717-3700

Procurement Officer

Christian Jenkins purchasing@fdc.myflorida.com mailto:purchasing@fdc.myflorida.com

Page 18 of 66 FDC ITB-21-004

Table of Contents

TIMELINE

SECTION 1.0 INTRODUCTORY MATERIALS

1.1 Statement of Purpose

1.2 Contract Term and Renewal

1.3 Conflicts and Order(s) of Precedence

1.4 Definitions

SECTION 2.0 SCOPE OF WORK

2.1 Specifications

2.2 Estimated Quantities

2.3 Substitutions

2.4 Minimum Order

2.5 Damaged Commodities and Warranty

2.6 Financial Consequences

SECTION 3.0 NON-TECHNICAL SPECIFICATIONS

3.1 Addition/Deletion of Items or Locations

3.2 Summary Reports

3.3 Delivery

3.4 Records and Documentation

3.5 Purchasing Card (PCard) Program

3.6 Vendor Ombudsman

3.7 Payment and Invoicing

SECTION 4.0 PROCUREMENT RULES AND INFORMATION

4.1 General Instructions to Respondents (PUR 1001)

4.2 Bidder Inquiries

4.3 Cost of Bid Preparation

4.4 Instructions for Bid Submittal

4.5 Price Page

4.6 Mandatory Responsiveness Requirements

4.7 Disclosure of Bid Submittal Contents

4.8 Bid Opening

4.9 Bid Evaluation

Page 19 of 66 FDC ITB-21-004

4.10 Florida Preference

4.11 Basis of Award

4.12 Disposal of Bids

4.13 Bid Rules for Withdrawal

4.14 Addenda

4.15 Verbal Instruction Procedure/Discussions

4.16 No Prior Involvement and Conflict of Interest

4.17 State Licensing Requirements

4.18 MyFloridaMarketPlace (MFMP)

4.19 Confidential, Proprietary, or Trade Secret Material

4.20 E-Verify

4.21 Vendor Substitute W-9

4.22 Scrutinized Companies Certification

4.23 Identical Tie Bids

4.24 Rejection of Bids

4.25 Inspector General

4.26 Protest Procedures

4.27 Cooperation with the Florida Senate and Florida House of Representatives

SECTION 5.0 SPECIAL CONDITIONS

5.1 General Contract Conditions (PUR 1000)

5.2 Modifications after Contract Execution

5.3 State Initiatives

5.4 Subcontracts

5.5 Copyrights, Right to Data, Patents, and Royalties

5.6 Independent Contractor Status

5.7 Assignment

5.8 Severability

5.9 Use of Funds for Lobbying Prohibited

5.10 Employment of Department Personnel

5.11 Legal Requirements

5.12 Insurance

5.13 Annual Appropriation

5.14 Tax Exemption

Page 20 of 66 FDC ITB-21-004

5.15 Prison Rape Elimination Act (PREA)

Attachment I – Price Page

Attachment II – Bidder’s Contact Information and Certification

Attachment III – Certification of Drug-Free Workplace Program

Attachment IV – Service/Delivery Locations

Attachment V – Security Requirements

Page 21 of 66 FDC ITB-21-004

TIMELINE

FDC ITB-21-004

EVENT DATE/TIME LOCATION

Release of ITB October 28, 2020 Vendor Bid System http://www.myflorida.com/apps/vbs

Last day for written

Inquiries to be received by the Department

November 9, By 5:00 p.m., Eastern Time

Submit to:

Florida Department of Corrections

Christian Jenkins, Procurement Officer

Email: purchasing@fdc.myflorida.com

Anticipated Posting of

Written Responses to

Written Inquiries

November 23, Vendor Bid System:

http://www.myflorida.com/apps/vbs

Sealed Bids Due and

Opened

December 7, 2:00 p.m., Eastern Time

Submit to:

Florida Department of Corrections

Christian Jenkins, Procurement Officer

501 South Calhoun Street

Tallahassee, Florida 32399-2500

Pursuant to Executive Order 20-52 and in response to the COVID-19 pandemic, visitors are not permitted to attend the bid opening in person. Bidders may attend the bid opening remotely via teleconference.

Conference Call Number: (888) 585-9008

Conference Room Number: 701-874-802

Anticipated Posting of

Recommended Award

December 28, Vendor Bid System:

http://www.myflorida.com/apps/vbs http://www.myflorida.com/apps/vbs mailto:purchasing@fdc.myflorida.com http://www.myflorida.com/apps/vbs

Page 22 of 66 FDC ITB-21-004

SECTION 1.0 INTRODUCTORY MATERIALS

1.1 Statement of Purpose

The purpose of this Invitation to Bid (ITB) is to secure Responsive Bids, from Responsible

Bidders, to provide tilt skillets & steam kettles to various correctional institutions throughout the State of Florida, as specified by the Florida Department of Corrections (Department) in Attachment I. The Department is issuing this solicitation to establish a new Agency Term

Contract(s) (ATC).

1.2 Contract Term and Renewal

As a result of this ITB, the successful Responsible Bidder(s) will be awarded a three (3) year Contract, which may be renewed for up to three (3) renewal years, or portions thereof, per Section 287.057(13), Florida Statutes (F.S.), at the same prices, terms, and conditions. Purchases may be accomplished through the issuance of

MyFloridaMarketPlace (MFMP) Purchase Orders (POs).

1.3 Conflicts and Order(s) of Precedence

All Bids are subject to the terms of the following sections of this ITB, which in case of conflict shall have the following order of precedence:

1) Addenda, in reverse order of issuance;

2) Invitation to Bid (ITB), including attachments;

3) General Contract Conditions (Form PUR 1000) (Section 5.1); then

4) General Instructions to Respondents (Form PUR 1001) (Section 5.1)

1.4 Definitions

The terms used in this ITB, unless the context otherwise clearly requires a different construction and interpretation, have the following meanings:

a. Agency Term Contract (ATC or Contract): A written agreement between the

Department and awarded Bidder that is mandatory for use by the entire Department, is a result of this ITB, and off of which Purchase Orders (PO) shall be issued.

b. Bid: A Bidder’s response to this ITB, which the Bidder shall submit on approved forms.

c. Day: A calendar day, unless otherwise noted.

d. Department (FDC): The Florida Department of Corrections.

e. Mandatory Responsiveness Requirements: Terms, conditions, and requirements that must be met by the Bidder to be considered responsive to this solicitation.

f. Material Deviation(s): A deviation which, in the Department’s sole discretion, is not in substantial accord with the ITB’s requirements, provides a substantial competitive

Page 23 of 66 FDC ITB-21-004 advantage to one Bidder over other Bidders, has a potentially significant effect on the quantity or quality of items Bid, or on the cost to the Department.

g. Minor Irregularity: A variation from the ITB terms and conditions which does not give the Bidder a substantial competitive advantage or benefit not enjoyed by other

Bidders, and not adversely impact the interests of the Department.

h. PCard: The State of Florida’s purchasing card program which utilizes the Visa platform.

i. Responsible Bidder: A Bidder who can fully perform all aspects of the Contract requirements, and the integrity and reliability to ensure good faith performance.

j. Responsive Bid: A Bid submitted by a Responsible Bidder that conforms to all material aspects of this ITB.

k. Specifications: The detailed conditions and requirements of the ITB and Contract, including technical specifications, and other descriptions of the work, as outlined in the ITB documents.

l. Subcontract: An agreement between the Bidder and any other person, or organization, wherein that person or organization agrees to perform any contractual duties for the Bidder, specifically related to securing, or fulfilling, the Bidder’s obligations to the Department, under the terms of any Contract. The successful

Bidder is not relieved of its duties under the Contract when it enters a Subcontract.

m. Vendor : A legally qualified corporation, partnership, or other business entity that submits a Bid to the Department in response to this ITB.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Page 24 of 66 FDC ITB-21-004

SECTION 2.0 SCOPE OF WORK

2.1 Specifications

The awarded Bidder(s) shall provide tilt skillets & steam kettles, as specified in Attachment

I, Price Page. This Attachment has the specifications for the items to be provided under this ITB and Contract. All commodities must be bid as specified, and will be considered deliverables in the Contract. Shipping destinations include all sites listed in Attachment IV, Service/Delivery Locations.

2.2 Estimated Quantities

Quantities listed are given only as a guideline for preparing a Bid and awarding a

Contract, and should not be construed as representing actual quantities to be purchased.

2.3 Substitutions

The Bidder will be required to provide only the commodities awarded. Substituted items delivered or provided to the Department without prior approval by the Department’s

Contract Manager, or designee, are prohibited, and may be returned at the Bidder’s expense, and may lead to termination of the Contract.

In the event the commodity specified can no longer be provided, for reasons beyond the

Bidder’s control (i.e., product discontinuance), the Bidder shall provide an alternate product request to the Department’s Contract Manager, or designee. The alternate product must meet or exceed all terms, conditions, and requirements applicable to the product that was originally specified. A product sample may be required for review by the

Department before acceptance.

2.4 Minimum Order

There is no minimum order; however, the Department will avoid placing orders that split standard packaging.

2.5 Damaged Commodities and Warranty

The Bidder shall be responsible for filing, processing, and collecting all damage claims.

However, to assist the Bidder in the expeditious handling of damage claims, the

Department’s ordering office will:

1) Record any evidence of visible damage on all copies of the delivery carrier’s Bill of

Lading.

2) Report damage (visible or concealed) to the carrier and Bidder, confirming such reports, in writing, within 15 days of delivery, requesting that the carrier inspect the damaged merchandise.

3) Retain the item and its shipping container, including inner packing material, if applicable, until inspections are performed by the carrier and disposition given by the

Bidder.

Page 25 of 66 FDC ITB-21-004

4) Provide the Bidder with a copy of the carrier’s Bill of Lading and Damage Inspection

Report.

The Bidder shall guarantee the proper functionality of all commodities purchased against manufacturing or design defects. Such defects will be cured promptly by the Bidder after notification by the Department. The Department shall incur no costs related to the curing of defective commodities. If the Bidder completes installation for a commodity, the

Bidder’s workmanship shall be guaranteed for a period of 60 days. During that period, the Bidder shall correct any product deficiencies related to installation or workmanship at no cost to the Department.

All purchased commodities shall include the manufacturer’s Standard Warranty for a period of one (1) year beginning on the date the Department installs the equipment. The

Vendor shall provide pricing for an additional two (2) or three (3) years of the manufacturer’s standard warranty.

2.6 Financial Consequences

The Department desires to contract with a Bidder who clearly demonstrates its willingness to be held accountable for the achievement of successful Contract performance upon execution of the Contract. The Bidder agrees it will be assessed a reasonable amount of financial consequences, in accordance with Florida Statute, which are not intended to be a penalty, and are solely intended to incentivize performance under the Contract. Accordingly, and unless otherwise stated in this ITB, financial consequences shall be assessed of $100 per calendar day for each day the Bidder fails to complete a service, or for each day the Bidder fails to deliver commodities, after the time allowed by the Contract, or subsequent purchase order, subject to the force majeure provisions of the Contract.

Allowing completion of work, after the time allowed, shall not act as a waiver of financial consequences by the Department. Failure to provide required reports shall also result in the assessment of this $100 per calendar day financial consequence if this ITB or the

Contract requires reports.

Nothing in this section shall be construed to make the Bidder liable for delays that are beyond their reasonable control. The Department’s Contract Manager, or designee, shall determine as to what the term “reasonable” will mean in the context of any delay.

Nothing in this section shall limit the Department’s right to pursue other remedies at equity or law if damages occur.

Page 26 of 66 FDC ITB-21-004

SECTION 3.0 NON-TECHNICAL SPECIFICATIONS

3.1 Addition/Deletion of Items or Locations

The Department reserves the right to add or delete commodities/services or locations serviced in the Contract when considered to be in its best interest and within the general scope of this ITB. Pricing shall be comparable to amounts awarded as a result of this ITB.

3.2 Summary Reports

The Bidder shall provide the Department’s Contract Manager, or designee, a report of

Contract sales at the end of each quarter (March, June, September, and December, unless otherwise specified by the Department’s Contract Manager or designee). The report shall summarize, at a minimum: total number of units sold during the quarter, total dollar value of units sold during the quarter, total number of units sold by delivery location for the quarter, total number of units sold for the quarter, and total dollar value sold for the entire Contract term to date. The Department may, at its discretion, develop the format the Bidder must use for reporting. Any report format developed by the

Department shall be incorporated into and shall become a part of the Contract. A summary report shall also be required for time periods that include less than three (3) full months of business (such as the beginning or end of the Contract term). Failure to provide this information within 30 calendar days following the end of each quarter shall result in the assessment of financial consequences, as indicated in Section 2.6, or termination of the Contract.

3.3 Delivery

Product(s) shall be shipped as Free on Board (FOB) destination, and arrive within 45 calendar days of PO issuance for orders up to five (5) items, and 75 calendar days of PO issuance for orders of more than five (5) items, unless another time frame is agreed upon by the ordering location. Deliveries must be made between 8:30 a.m. and 4:00 p.m., local time, Monday through Friday, excluding State holidays, unless otherwise stated herein or on a subsequent Contract. The Bidder shall be solely responsible for the shipment until delivery at the designated facility.

3.4 Records and Documentation

To the extent that information is utilized in the performance of the Contract or generated as a result of it, and to the extent that information meets the definition of “public record,” as defined in Section 119.011(12), F.S., said information is recognized by the Bidder to be a public record and, absent a provision of law or administrative rule or regulation requiring otherwise, shall be made available for inspection and copying by any person upon request as provided in Chapter 119, F.S. The Bidder agrees to (a) keep and maintain public records required by the Department in order to perform the service; (b) upon request from the Department’s custodian of public records, provide the

Department with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in

Chapter 119, F.S., or as otherwise provided by law; (c) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term, and

Page 27 of 66 FDC ITB-21-004 following completion of the Contract if the Bidder does not transfer the records to the

Department; and (d) upon completion of the Contract, transfer, at no cost, to the

Department all public records in possession of the Bidder or keep and maintain public records required by the Department to perform the service. If the Bidder transfers all public records to the Department upon completion of the Contract term, then the Bidder shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Bidder keeps and maintains public records upon completion of the Contract, the Bidder shall meet all applicable requirements for retaining public records.

All records stored electronically must be provided to the Department, upon request from the Department’s custodian of public records, in a format that is compatible with the information technology systems of the Department. Unless a greater retention period is required by State or federal law, all documents pertaining to the program contemplated by this ITB shall be retained by the Bidder for a period of five (5) years after the termination of the Contract or longer as may be required by any renewal or extension of the Contract. According to Section 287.058(1)(c), F.S., the Department is allowed to unilaterally cancel the Contract for refusal by the Bidder to allow public access to all documents, papers, letters, or other material made or received by the Bidder in conjunction with the Contract unless the records are exempt from Section 24(a) of Art. I of the State Constitution and Sections 119.07(1) and 119.071, F.S.

The Bidder further agrees to hold the Department harmless from any claim or damage including reasonable attorney’s fees and costs or from any fine or penalty imposed as a result of failure to comply with the public records law or improper disclosure of confidential information and promises to defend the Department against the same at its expense.

3.5 Purchasing Card (PCard) Program

The State of Florida has implemented the use of a PCard using the Visa platform. Upon mutual agreement of the Department and Bidder, the Bidder will receive payments via the PCard in the same manner as other Visa purchases. To find out more about the

State’s purchasing card program, a Bidder may visit: www.dms.myflorida.com.

3.6 Vendor Ombudsman

A Vendor Ombudsman has been established within the Florida Department of Financial Services. The duties of this office include acting as an advocate for Vendors who may be experiencing problems in obtaining timely payment(s) from a State agency. The Vendor Ombudsman may be contacted by calling the Florida Department of Financial Services’ at (850) 413-5516 or toll-free at 800-342-2762.

3.7 Payment and Invoicing

Pricing for the Contract will be at a fixed-rate. The Department will compensate the awarded Bidder for the delivery of commodities and/or services, as specified in

Attachment I, Price Page. All charges must be billed in arrears, in accordance with

Section 215.422, F.S. The Bidder must include any and all supporting documentation, as well as its name, mailing address, tax identification (ID) number/FEIN, PO number, and items provided.

http://www.dms.myflorida.com/

Page 28 of 66 FDC ITB-21-004

SECTION 4.0 PROCUREMENT RULES AND INFORMATION

4.1 General Instructions to Respondents (PUR 1001)

The General Instructions to Respondents are outlined in form PUR 1001 and are incorporated in this ITB by reference. The PUR 1001 is available as a downloadable document at http://dms.myflorida.com/content/download/2934/11780. Any terms and conditions set forth within this ITB document shall supersede any and all conflicting terms and conditions set forth within form PUR 1001. There is no need to return this document with the Bid response.

4.2 Bidder Inquiries

Questions related to this ITB, must be received in writing, via email, by the Procurement

Officer listed below, within the time indicated in the Timeline. Oral inquiries, or those submitted after the period specified in the Timeline, will not be acknowledged.

Responses to written questions will be posted on the Vendor Bid System (VBS) on or about the date referenced in the Timeline. The VBS is located at http://www.myflorida.com/apps/vbs.

Christian Jenkins, Procurement Officer

Bureau of Procurement

Florida Department of Corrections

501 South Calhoun Street

Tallahassee, FL 32399-2500

Telephone: (850) 717-3700

Email: Purchasing@fdc.myflorida.com

Between the release of the solicitation, and the end of the 72-hour period following posting of notice of intention to award (72-hour period excludes Saturdays, Sundays, and State holidays), Bidders responding to this solicitation, or persons acting on their behalf, may not contact any employee, or officer, of the executive, or legislative branches of government, concerning any aspect of this solicitation, except in writing to the Procurement Officer as provided in this solicitation. Violation of this provision may be grounds for rejecting a response, as per Section 287.057(23), F. S.

Any person requiring special accommodation in responding to this solicitation because of a disability should contact the Bureau of Procurement at (850) 717-3700, at least five

(5) days before any pre-solicitation conference, solicitation opening or public meeting.

For the hearing or speech impaired, please contact the Bureau of Procurement by using the Florida Relay Service, which can be reached at 1-800-955-8771 (TDD).

4.3 Cost of Bid Preparation

Neither the Department nor the State of Florida is liable for any costs incurred by a

Bidder in response to this ITB.

4.4 Instructions for Bid Submittal

Each Bid response shall be prepared simply and economically, providing a straightforward, concise delineation of the Bidder’s capabilities to satisfy the requirements of this ITB. Elaborate bindings, colored displays, and promotional material http://dms.myflorida.com/content/download/2934/11780 http://dms.myflorida.com/content/download/2934/11780 http://www.myflorida.com/apps/vbs mailto:Purchasing@fdc.myflorida.com

Page 29 of 66 FDC ITB-21-004 are discouraged. The emphasis in each Bid must be on completeness and clarity of content. To expedite the review of Bids, Bidders must adhere to the following:

1) Bids may be sent by U.S. Mail, Courier, Overnight, or hand-delivered to the location indicated in the Timeline. Electronic submission of bids will not be accepted for the

ITB.

2) All Bids must be submitted in a sealed envelope/package with the relevant ITB number and the date and time of the Bid opening marked clearly on the outside of the envelope/package.

3) It is the Bidder’s responsibility to ensure its Bid submitted is delivered to the proper place and time, as stipulated in the Timeline. The Department’s clocks will stamp

Bids when received, and provide the official time for Bid opening.

4) Late Bids will not be accepted and will not be opened.

5) A Bidder shall submit one (1) original Bid in paper format, and one (1) electronic copy in searchable PDF format on a CD/DVD or flash drive (not password protected). The electronic copy must contain the entire Bid, as submitted, including all supporting and signed documents. If the Bidder chooses to submit a redacted copy of their Bid, as outlined in Section 4.19, the Bidder should submit one (1) redacted hard copy and one (1) redacted electronic copy, in searchable PDF format (in addition to the non-redacted version), on a CD/DVD or flash drive (not password protected).

4.5 Price Page

The Bidder shall complete, sign, date, and return Attachment I, Price Page. By submitting a Bid(s) in response to this ITB, each Bidder warrants its agreement to the prices provided and will hold pricing as Bid throughout the Contract term. Bids should be submitted with the most favorable pricing terms the Bidder can offer the State. Any modifications, qualifications, counteroffers, deviations, or challenges will not be accepted and may render a Bid non-responsive.

Bids must be firm prices and be inclusive of all packaging, handling, shipping and delivery charges, environmental and fuel service fees, and any other relevant and related charges.

If a Bidder submits an Attachment I, Price Page, that includes inconsistencies, inaccuracies, or is incomplete, it may be rejected by the Department. All calculations will be reviewed and verified. The Department may correct mathematical errors;

however, in the event of any miscalculation, unit prices shall prevail.

4.6 Mandatory Responsiveness Requirements

All Bidders must submit the following mandatory documentation with their Bid. Any Bid rejected for failure to meet Mandatory Responsiveness Requirements will not be reviewed further.

1) Price Page – Attachment I

2) Florida Preference Letter, as outlined in Section 4.10

3) Bidder’s Contact Information and Certification – Attachment II

4) Certification of a Drug-Free Workplace Program form, if applicable – Attachment III

Page 30 of 66 FDC ITB-21-004

4.7 Disclosure of Bid Submittal Contents

All documentation produced as part of this solicitation shall become the exclusive property of the Department, and may not be removed by the Bidder or its agents or returned. The Department shall have the right to use any or all ideas or adaptations of the ideas presented in any Bid. The selection or rejection of a Bid shall not affect this right.

4.8 Bid Opening

Bids are due and will be publicly opened at the time, date, and location specified in the

Timeline. Bid responses received late (after the Bid opening date and time) will not be accepted nor considered, and modification by the Bidder of submitted Bids will not be allowed unless the Department has requested additional information. Department staff will not be held responsible for the inadvertent opening of a Bid response if it is not properly sealed, addressed, or identified. The name of all Bidders submitting Bids will be made available to interested parties upon written request to the Procurement Officer.

4.9 Bid Evaluation

Bids that do not meet the requirements specified in this ITB may be considered nonresponsive. The Department reserves the right to accept or reject any and all Bids, or separable portions thereof, and to waive any Minor Irregularity, technicality, or omission(s) if the Department determines that doing so will serve its best interest(s).

The…