Model Term Bid for Services (08/08/2012) ITB# 12-DC-8380R

GENERAL

SEALED BIDS: All price sheets and this form must be executed and submitted in a sealed envelope.

1. EXECUTION OF BID: Bid must contain a manual signature of vendor’s authorized representative in the space provided above. Bid must be typed or printed in ink. Use of erasable ink or pencil is not permitted. All corrections made by bidder to his bid price must be initialed.

2. NO BID: If not submitting a bid, respond by returning only this bidder acknowledgment form, marking it "NO BID" and explain the reason in the space provided above.

3. BID OPENING: Sealed bids must be received prior to the bid opening date and time. Copies of bid tabulations will not be provided at the bid opening. A bid may not be altered after opening of the bids. Bid files may be examined during normal working hours by appointment only and pursuant to Chapter 119.071, F.S.

4. TAXES: The State of Florida does not pay Federal Excise and Sales taxes on direct purchases of tangible personal property. Tax exemption number/certificate will be provided upon request. This exemption does not apply to purchases of tangible personal property made by Successful Bidder(s)s who use the tangible personal property in the performance of contracts for the improvement of state owned real property as defined in Chapter 192, F.S.

5. CASH DISCOUNTS: Cash discounts for prompt payment shall not be considered in determining the lowest net cost for bid evaluation purposes.

6. MISTAKES: Bidders are expected to examine the specifications, delivery schedule, bid prices, and all instructions pertaining to supplies and services. Failure to do so will be at bidder’s risk. In case of mistake(s) in extension(s), the unit price will govern and extensions will be corrected and initialed by the department’s procurement official before final tabulations are posted. All corrections made by bidder to his unit bid price(s), including corrections made with white out, must be initialed.

7. CONDITION AND PACKAGING: It is understood and agreed that any item offered or shipped as a result of this bid shall be new, and the most current standard model available at the time of the bid, unless otherwise stated. All containers shall be suitable for storage or shipment, and all prices shall include standard commercial packaging.

8. SAFETY STANDARDS: Unless otherwise stipulated in the bid, all manufactured items and fabricated assemblies shall comply with applicable requirements of Occupational Safety and Health Act and any standards thereunder.

CONDITIONS

9. INVOICING AND PAYMENT: INTEREST PENALTIES: Payment shall be made in accordance with Section 215.422, F.S., which states the Successful Bidder(s)s rights and the State agencies responsibilities concerning interest penalties and time limits for payment of invoices.

Vendors providing goods and services to an agency should be aware of the following time frames:

Upon receipt, an agency has five (5) working days to inspect and approve the goods and services, unless the bid specifications, purchase order or contract specifies otherwise. An agency has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date the invoice is received or the goods or services are received, inspected and approved. If a payment is not available within 40 days, a separate interest penalty set by the Comptroller pursuant to Section 55.03 F.S., will be due and payable, in addition to the invoice amount, to the vendor. To obtain the applicable interest rate, contact the agency finance and accounting office. The interest penalty provision applies after a 35 day time period to health care providers, as defined by rule. Interest penalties of less than one (1) dollar will not be enforced unless the vendor requests payment. Invoices which have to be returned to a vendor because of vendor preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the agency. Vendor payment history may be viewed on-line @ https://flair.dbf.state.fl.us/caspub/vnpayhst.htm. A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual 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 at (850) 413-5516. The Department will review the conditions and circumstances surrounding non-payment, and unless there is a bonafide dispute, may, in writing, authorize the contract supplier to reject and return purchase orders from said agency until such time as the agency complies with the provisions of Section 215.422, F.S.

10. DELIVERABLES: Unless actual date is specified (or if any specified dates to begin work cannot be met), in the space provided above, show the number of days required to begin work after receipt of a purchase order. This date may become a basis for making an award (see Special Conditions). Delivery of materials, if applicable, shall be Monday through Friday, 8:00 a.m. to 11:30 a.m. and 1:00 p.m. to 4:00 p.m., Eastern Standard Time, excluding State of Florida holidays, unless otherwise specified.

11. ADDITION OR DELETION OF TERMS OR CONDITIONS: No addition or deletion of the terms or conditions included with the bid response shall be evaluated or considered and any and all such revisions shall have no force and effect and are inapplicable to this bid. If submitted either purposely through intent or design or inadvertently appearing separately in transmittal letters, specifications, literature, price lists or warranties, it is understood and agreed the general and special conditions in this bid solicitation are the only conditions applicable to this bid and the bidders authorized signature affixed to the bidder acknowledgment form attests to this.

BIDS WILL BE OPENED: 5/7/13 @ 3:00 P.M. BID NO. 12-DC-8388-A

Page 1 of 68 Pages

AGENCY RELEASE DATE:

April 2, 2013

BID TITLE:

Visiting Park Vending –

Regions I, II, and III

FEDERAL TAX ID NUMBER:

43-1856999

DELIVERY DATE WILL BE 30 DAYS after receipt of Purchase Order

VENDOR NAME:

Keefe Commissary Network, L.L.C.

REASON FOR NO BID:

POSTING OF BID TABULATIONS

Bid tabulations with recommended awards will be posted for review by interested parties on the Department of Management Services Vendor Bid System and will remain posted for a period of 72 hours.

Failure to file a protest within the time prescribed in Section 120.57(3), 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.

VENDOR MAILING ADDRESS:

1371 Tradeport Drive

CITY – STATE – ZIP

Jacksonville, Fl 32218-9427

PHONE:

(904)741-6776

TOLL FREE: (800)392-8381

FAX: (904)741-6963

I certify that this bid is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a bid for the same materials, supplies or equipment, and is in all respects fair and without collusion or fraud. I agree to abide by all conditions of this bid and certify that I am authorized to sign this bid for the bidder and that the bidder is in compliance with all requirements of the Invitation to Bid, including but not limited to, certification requirements. In submitting a bid to the Department of Corrections , the bidder offers and agrees that if the bid is accepted, the bidder will convey, sell, assign or transfer to the Department of Corrections all rights, title and interest in and to all causes of action it may now or hereafter acquire under the Anti-trust laws of the United States and the State of Florida for price fixing relating to the particular commodities or services purchased or acquired by the Department of Corrections. At the States discretion, such assignment shall be made and become effective at the time the agency tenders final payment to the bidder.

Original Signature on File

AUTHORIZED SIGNATURE (manual)

William Bosco, Group Vice President

AUTHORIZED SIGNATURE & TITLE (printed or typed)

SUBMIT BIDS TO:

Department of Corrections Carlton Building, 501 S. Calhoun Street Tallahassee, FL 32399-2500 Telephone: 850-717-3683

Telephone Number: (850)

STATE OF FLORIDA

DEPARTMENT OF CORRECTIONS

INVITATION TO BID

Bidder Acknowledgement for an

AGENCY TERM CONTRACT FOR SERVICES

CLASS AND GROUP:

991-590 https://flair.dbf.state.fl.us/caspub/vnpayhst.htm

Model Term Bid for Services (08/08/2012) ITB# 12-DC-8388

TABLE OF CONTENTS

SECTION 1– DEFINITIONS

SECTION 2 – INTRODUCTION

2.1 Background and Statement of Purpose

2.2 Contract

2.3 Overview

SECTION 3 – SCOPE OF SERVICES

3.1 General Description of Services

3.2 Rules, Regulations and Governance

3.3 Communications

3.4 Service Locations and Service Times

3.5 Contractor’s Responsibilities

3.6 Department’s Responsibilities

SECTION 4 – PROCUREMENT RULES AND INFORMATION

4.1 Procurement Manager

4.2 Timeline

4.3 Procurement Rules

4.3.1 Mandatory Vendor Registration

4.3.2 Submission of Bids

4.3.3 Bid Opening

4.3.4 Costs of Preparing Bid

4.3.5 Disposal of Bids

4.3.6 Bid Rules for Withdrawal

4.3.7 Rejection of Bids

4.3.8 Site Visits and Bidder’s Conference

4.3.9 Bid Inquiries

4.3.10 Cost Discussions

4.3.11 Verbal Instructions

4.3.12 No Prior Involvement and Conflicts of Interest

4.3.13 Department of State Licensing Requirements

4.3.14 Filing Notices of Intent to Protest or Formal Protest

4.3.15 Unauthorized Employment of Alien Workers

SECTION 5 – BID FORMAT AND CONTENTS

5.1 Responsiveness Requirements

5.2 Business/Corporate References

5.3 Contact for Contract Administration

5.4 Addenda

5.5 Certificate of Insurance

5.6 Price Sheet Submission Requirements

SECTION 6 – AWARD OF CONTRACT

6.1 Posting of Recommended Award

6.2 Basis of Award

6.3 Identical Tie Bids

SECTION 7 – CONTRACT TERMS AND CONDITIONS

7.1 Contract

7.2 Termination

7.2.1 Termination at Will

7.2.2 Termination for Unauthorized Employment

7.3 Payments and Invoices

7.4 Travel Expenses

7.5 Vendor’s Expenses

7.6 Contract Management

7.6.1 Department’s Contract Manager

7.6.2 Department’s Contract Administrator

7.7 Contract Management Changes

7.8 Records

7.8.1 Disclosure of Bid Contents

7.8.2 Audit Records

7.8.3 Retention of Records

7.9 Employment of Department Personnel

7.10 Non-Discrimination

7.11 Americans with Disabilities Act

7.12 Bidder’s Insurance

7.13 Copyrights, Right to Data, Patents and Royalties

7.14 Disputes

7.15 Independent Contractor Status

7.16 Assignment

7.17 Severability

7.18 Use of Funds for Lobbying Prohibited

7.19 Reservation of Rights

7.20 Convicted Felons Certification

7.21 Scope Changes after Contract Execution

7.22 State Initiatives

7.22.1 Diversity in Contracting

7.23 Contract Modifications

ATTACHMENT 1 – BUSINESS/CORPORATE REFERENCE

ATTACHMENT 2 – CONTACT FOR CONTRACT ADMINISTRATION

ATTACHMENT 3 – ADDENDUM ACKNOWLEDGMENT FORM

ATTACHMENT 4 – SAMPLE CERTIFICATE OF INSURANCE

ATTACHMENT 5 – PURCHASE ORDER TERMS AND CONDITIONS

EXHIBIT A - CORRECTIONAL INSTITUTIONS/FACILITIES

EXHIBIT B – MASTER VENDING LIST

EXHIBIT C – VISTOR’S PARK VENDING EQUIPMENT AND SAMPLE VISITOR’S COUNT

EXHIBIT D – SECURITY GUIDELINES

EXHIBIT E – SPECIAL VISITOR’S DAYS

PRICE INFORMATION SHEET

SECTION 1– DEFINITIONS

The following terms used in this Invitation to Bid (“ITB”), unless the context otherwise clearly requires a different construction and interpretation, have the following meanings:

1.1 Balance of Line: Balance of line refers to additional items that may be needed by the Department. Awards are not based on pricing submitted for balance of line items, but bidders must submit pricing for all balance of line items in order for their bid to be considered responsive. When balance of line items are listed in a solicitation, the Department will clearly indicate what items will be considered in the basis for award.

1.2 Bidder: A legally qualified corporation, partnership or other entity submitting a bid to the Department pursuant to this ITB.

1.3 Bill Validator: A device within a vending machine used for accepting at least $1 & $5 bills through an electronic controller to enable a purchase.

1.4 Breach of Contract: A failure of the Contractor(s) to perform in accordance with the terms and conditions of the Contract which may result from this ITB.

1.5 Changer: A machine that makes change for coins or bills without a vend of merchandise (also called a bill changer).

1.6 Contract: The agreement which results from this ITB between the Successful Bidder(s) and the Department.

1.7 Contractor: The organization or individual providing services to the Department in accordance with the terms of the Contract resulting from this ITB. The term Contractor shall include all employees, subcontractors, agents, volunteers, and anyone acting on behalf of, in the interest of, or for, the Contractor.

1.8 Department or Owner: The Florida Department of Corrections referred to in this ITB document.

1.9 Desirable Conditions: The use of the words “should” or “may” in this ITB indicate desirable attributes or conditions, but are permissive in nature. Deviation from, or omission of, such a desirable feature, will not in itself cause rejection of a proposal.

1.10 Mandatory Responsiveness Requirements: Terms, conditions or requirements that must be met by the Bidder to be responsive to this ITB. These responsiveness requirements are mandatory. Failure to meet these responsiveness requirements will cause rejection of a bid. Any bid rejected for failure to meet mandatory responsiveness requirements will not be evaluated.

1.11 Material Deviations: The Department has established certain requirements with respect to bids to be submitted by bidders. The use of shall, must or will (except to indicate simple futurity) in this ITB indicates a requirement or condition which may not be waived by the Department except where the deviation therefrom is not material.

A deviation is material if, in the Department’s sole discretion, the deficient response is not in substantial accord with this ITB’s requirements, provides an 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. Material deviations cannot be waived and shall be the basis for rejection of a bid.

1.12 Meter or Counter: A machine-attached device that records the number of vending cycles.

1.13 Meter Reading: The count obtained from a meter representing number of vending transactions.

1.14 Minor Irregularity: A variation from the ITB terms and conditions which does not affect the price of the bid or give the bidder an advantage or benefit not enjoyed by the other bidders or does not adversely impact the interests of the Department.

1.15 Outdated Product: Any product offered for sale that exceeds the manufacturer’s expiration, best by, use by, sell by or guaranteed fresh by date.

1.16 P-Card: Refers to the State of Florida’s purchasing card program, using the Visa platform.

1.17 Percentage Commission: A fractional amount of the bidder’s gross monthly sales which are paid to the

Department, on a monthly basis, for the operation of vending services.

1.18 Purchase Order: The Contract document issued by the Department to the Successful Bidder(s) to procure goods and services.

1.19 Responsible Vendor: A Vendor who has the capability in all respects to fully perform the contract requirements and the integrity and reliability that will assure good faith performance.

1.20 Responsive Bid: A bid, submitted by a responsive and responsible vendor that conforms in all material respects to the solicitation.

1.21 Successful Bidder(s) or Contractor(s): The business or entity submitting the lowest responsive bid, meeting all requirements of the Department’s ITB, who will be providing services to the Department in accordance with the terms of the Contract which results from this ITB.

1.22 Vending Machine: As utilized in this ITB, a vending machine shall include, but not be limited to, a self-contained device for the dispensing of foodstuffs, liquids, or other products when money is inserted into the device.

1.23 Vendor, Respondent and Bidder: A legally qualified corporation, partnership or other entity submitting a bid to the Department pursuant to this ITB.

GENERAL CONTRACT CONDITIONS (PUR 1000)

The General Contract Conditions are outlined in PUR 1000 which is a downloadable document incorporated in this bid by reference. There is no need to return this document with the bid response.

http://dms.myflorida.com/content/download/2933/11777

GENERAL INSTRUCTIONS TO RESPONDENTS (PUR 1001)

The General Instructions to Respondents are outlined in PUR 1001 which is a downloadable document incorporated in this bid by reference. There is no need to return this document with the bid response.

http://dms.myflorida.com/content/download/2934/11780

SECTION 2 – INTRODUCTION

2.1 Background and Statement of Purpose

The Department is currently seeking competitive bids from qualified, responsive and responsible vendors for the provision of VENDING MACHINES, VENDING PRODUCTS AND RELATED SERVICES at Visiting Parks in Regions I, II and III (Exhibit A). The State of Florida has a current total inmate population of approximately one hundred thousand (100,000). The purpose of this Invitation to Bid (ITB) is to secure competitive bids, from qualified bidders, to furnish the services referenced above.

2.2 Contract

As a result of this ITB, the Successful bidder shall be awarded a three (3) year contract, which may be renewed in accordance PUR 1000 #26.

Purchases shall be accomplished through issuance of a MyFloridaMarketPlace (MFMP) purchase order(s).

2.3 Overview

The successful bidder shall provide VENDING MACHINES, VENDING PRODUCTS AND RELATED SERVICES at Visiting Parks in Regions I, II and III, as specified in Section 3, Minimum Technical Specifications and Scope of Service, of this Invitation to Bid. A bidder may bid on one (1), two (2), or all three

(3) regions. There will be a separate award for each region.

The Department will make an award, by Region, to the responsive, responsible bidder submitting the highest “PERCENTAGE COMMISSION”. Therefore, up to three (3) awards may be made. The Department reserves the right to add and/or delete locations or services based upon the mission or needs of the Department.

The Department is requesting bids from qualified bidders with at least three (3) years of business/corporate experience within the last five (5) years in the provision of vending services.

As provided in Section 287.042(16), Florida Statutes, other state agencies may purchase from the resulting contract, provided that the Department of Management Services has determined that the contract's use is cost-effective and in the best interest of the State. Upon such approval, the Contractor may, at its discretion, sell these commodities or services to additional agencies, upon the terms and conditions contained herein.

THE BALANCE OF THIS PAGE IS INTENTIONALLY LEFT BLANK.

SECTION 3 – SCOPE OF SERVICES

This section contains the Scope of Service that will be required in any contract that may be executed as a result of this ITB. By submitting a bid each bidder specifically acknowledges and agrees that in addition to all requirements noted elsewhere in this ITB, all requirements referencing “Contractor” contained within the Scope of Services below will be applicable to the bidder should he/she be deemed the successful bidder as defined as the business or entity meeting all requirements of the Department’s ITB.

For administrative purposes throughout this document, the Department is referring to a bidder, offeror or vendor as “Contractor” and any contract to be issued as a result of this ITB as “the Contract” or “this Contract”. This does not mean or imply that any person or firm submitting a bid to the ITB as a bidder, offeror or vendor will ultimately be awarded a contract or otherwise become a contractor as that term is commonly understood. By utilizing the term “Contractor” and “this Contract” or “the Contract” throughout this ITB, the Department will be able to more quickly and efficiently transfer terms and conditions from this ITB document into a contract document.

All services to be performed by, or under the direction of the Contractor under any resultant contract shall meet or exceed the minimum requirements outlined in this ITB. Under no circumstances shall service delivery meeting less than the minimum service requirements be permitted without the prior written approval of the Department; otherwise, it shall be considered that services bid will be performed in strict compliance with the requirements and rules, regulations and governance contained in this ITB and bidders shall be held responsible therefore.

3.1 General Description of Services

The Successful bidder shall supply products listed on the Master Vending List (Exhibit B) at Visiting Parks in Region I, Region II and Region III. This list may be modified by the Department during the term of the Contract.

3.2 Rules, Regulations and Governance

3.2.1 The Contractor shall provide all services in accordance with all applicable federal and state laws, rules and regulations, and Department of Corrections’ rules and procedures. All such laws, rules and regulations, current and/or as revised, are incorporated herein by reference and made a part of this ITB and any resulting contract. The Contractor and the Department shall work cooperatively to ensure service delivery in complete compliance with all such rules and regulations.

3.2.2 The Contractor shall ensure that all Contractors’ staff providing services under this ITB complies with prevailing ethical and professional standards, and the rules, procedures and regulations noted above.

3.2.3 Should any of the above laws, standards, rules or regulations, Department procedures, or directives change during the course of this procurement or resultant Contract term, the updated version will take precedence.

3.2.4 The Contractor shall not enter into written subcontract(s) for performance of functions under the Contract.

3.2.5 The Contractor agrees to make any modifications required in order to meet or comply with changes necessitated by operation of law or due to changes in practice standards or regulations or changes in the Department’s mission.

3.2.6 Any changes in the Scope of Service required to ensuring continued compliance with State or Federal laws, statutes or regulations or Department policy will be made in accordance with Section 7.25 Scope Changes After Contract Execution.

3.3 Communications

3.3.1 Contract communications shall be in three forms: routine, informal and formal. For the purposes of the Contract(s) resulting from this ITB, the following definitions shall apply:

Routine: All normal written communications generated by either party relating to service delivery.

Routine communications must be acknowledged or answered within thirty (30) calendar days of receipt (use of email is acceptable).

Informal: Special written communications deemed necessary based upon either contract compliance or quality of service issues. Must be acknowledged or responded to within fifteen (15) business days of receipt (use of email is acceptable).

Formal: The same as informal but more limited in nature and usually reserved for significant issues such as Breach of Contract, failure to provide satisfactory performance, imposition of liquidated damages, or termination. Formal communications shall also include requests for changes in the scope of the Contract and billing adjustments. Must be acknowledged upon receipt and responded to within seven (7) days of receipt.

3.3.2 The Contractor shall respond to Informal and Formal communications in writing, transmitted by facsimile and/or email.

3.3.3 A date/numbering system shall be utilized for tracking of all formal communications.

3.3.4 The only personnel authorized to use formal contract communications are the Department’s Deputy

Secretary of Institutions and Re-entry, Assistant Secretary of Institutions, Deputy Assistant Secretary of Institutions, Bureau Chief of Institutional Support Services, Contract Manager, Contract Administrator, and the Contractor’s CEO or Project Manager. Designees or other persons authorized to utilize formal contract communications must be agreed upon by both parties and identified in writing within ten (10) business days of execution of the Contract resulting from this ITB. Notification of any subsequent changes must be provided in writing prior to issuance of any formal communication from the changed designee or authorized representative.

3.3.5 In addition to the personnel named under Formal Contract Communications, personnel authorized to use

Informal Contract Communications include any other persons so designated in writing by the parties.

3.3.6 In addition to the contract communications noted in Section 3.3, if there is an urgent administrative problem, the Department shall make contact with the Contractor and the Contractor shall orally respond to the Contract Manager within two (2) hours. If a non-urgent administrative problem occurs, the Department will make contact with the Contractor and the Contractor shall orally respond to the Contract Manager within forty eight (48) hours. The Contractor or Contractor’s designee at each institution shall respond to inquiries from the Department by providing all information or records that the Department deems necessary to respond to inquiries, complaints or grievances from or about inmates within three (3) business days of receipt of the request.

3.4 Service Locations and Service Times

3.4.1 Institutions/Facility Locations: The facilities to be included under this Contract for each region are indicated in Exhibit A.

3.4.2 Add/Delete Institutions/Facilities for Services: The Department reserves the right to add or delete institutions/facilities receiving or requiring services under any contract resulting from this ITB upon thirty (30) calendar days written notice. Such additions or deletions may be accomplished by letter and do not require a Contract amendment.

3.4.3 Service Times: Vending machines shall be provided by the Contractor twenty-four (24) hours/day, seven (7) days/week. Money collection, product replenishment, machine maintenance and repair shall be provided by the Contractor between the hours of 8:00 a.m. and 4:30 p.m. EST, Monday through Friday, or as otherwise coordinated with the shift Officer in Charge.

3.5 Contractor’s Responsibilities

3.5.1 Equipment to be Provided

The Contractor shall install, at no cost to the Department, vending equipment at those locations within the Region(s) as listed in Exhibit A. All equipment shall be equipped with “bill” validators as well as a coin and/or item counters. The Contractor must demonstrate a reliable system of accounting for sales.

If the accounting system is not accepted by the Department, the Department reserves the right to immediately cancel the contract and proceed to the next responsive bidder representing the highest returns to the Department.

Exhibit C, Visitor’s Park Vending Equipment and Visitor’s Number Count, lists the type of available utilities and provides a snapshot of the number of visitors at each facility for the time period of 01/01/2012 to 12/31/2012. This list is provided for informational purposes only and should not be construed as providing any information regarding number of transactions or revenues to be realized under any contract resulting from this ITB.

The Contractor shall provide at each Visiting Park location the type of vending equipment and supplies listed below:

1. Cold drink and snack machines only;

2. A minimum of one cold drink and one snack machine will be installed at each Visiting Park location (The actual number of vending machines located at each visiting park will range from two

(2) to five (5) in number depending on space, institutional size, and mission of institution); and

3. Bill validators will be required on each machine, and a separate currency changer may be required by the Contract Manager or designee.

Either the Department or the Contractor may initiate a written request for addition or deletion of vending equipment. Any request by the Contractor to add/delete equipment based on volume of sales, must include sales records in support of the change requested. Any disputes concerning equipment changes shall be resolved pursuant to Section 7.16, Disputes.

The total number of machines allocated to each location, as indicated in Exhibit C, must be installed no later than twenty-one (21) calendar days after execution of the contract. If the Department deems it necessary to delete or add additional machines after the initial installation, the Contract Manager or designee will notify the Contractor in writing. By executing a contract under this ITB, the Contractor agrees to such additions/deletions and shall have thirty (30) calendar days to comply from the date of the notification. Any additional machines shall be provided on the same terms and conditions as contained in the executed Contract(s) that results from this ITB.

3.5.2 Products to be Provided

The approved list of products to be dispensed in the vending machines can be found in Exhibit B, Master Vending List. This list also establishes the maximum price that may be charged for each of the listed products. Contractor shall sell only those products listed on the Master Vending List or approved substitute products in vending machines placed in Visiting Parks. Products offered must be in appropriate containers to ensure freshness and suitability for consumption. Products offered for resale must be within the manufacturer’s expiration, best by, use by, sell by, or guaranteed fresh by date. The

Department shall have the exclusive right to add or to delete any product to be dispensed in the vending machines based on volume of sales or other factors, without a formal contract amendment.

If the Department deems it necessary to add or to delete products after the initial installation, the Contract Manager or designee will notify the Contractor in writing. By executing a contract under this ITB, the Contractor agrees to such additions/deletions and shall have thirty (30) calendar days from the date of the notification to comply. Any additions shall be provided on the same terms and conditions as contained in the executed Contract.

Any request by the Contractor to provide alternate or substituted products shall be submitted in writing and must be approved in writing by the Contract Manager or designee. Substitute products must be of the same quality and must be packaged in the same manner (proportion size, volume and/or weight, as applicable) as the product sought to be substituted. The Department reserves the right to reject any request for substitution if, in the Department’s sole discretion, the substituted product is not of the same quality or packaging (proportion, weight, volume, etc.) as the product sought to be substituted. Requests for alternate or substituted products shall be granted or denied within fifteen (15) business days of receipt of written request.

3.5.3 Services to be Provided

The Contractor shall:

3.5.3.1 Collect all money from each machine and record ending meter reading and cash collections for an accurate accounting of sales and cash collections for each machine. A copy of this accounting will be provided to the contract manager upon request;

3.5.3.2 Submit timely Monthly Sales Reports as required under Section 3.5.5, Reporting;

3.5.3.3 Provide all maintenance and repairs to the machines at no cost to the Department, as specified in Section 3.5.4., Operational Requirements;

3.5.3.4 Return a minimum of once-per-week to each facility, on a regularly scheduled day as determined by the Warden or his/her designee, to replenish vending stock and vending supplies, if applicable, and to clean and sanitize all machines;

3.5.3.5 Return within twenty-four (24) hours prior to Special Visitor’s Days, Exhibit E, to replenish vending stock and vending supplies, if applicable, and to clean and sanitize all machines;

3.5.3.6 Be responsible for the vending machines’ electrical connections;

3.5.3.7 Respond to any request by the institution or facility for supplies, service or assistance within twenty-four (24) hours of initial request;

3.5.3.8 Provide the Warden of each institution with an office telephone number, email address and cell and/or pager number for at least two (2) individuals who can be reached twenty-four

(24) hours per day, seven (7) days per week in regard to equipment or services to be provided under the resultant contract;

3.5.3.9 Remove within twenty-four (24) hours notice any outdated product(s) identified by facility staff and/or department monitoring staff; and

3.5.4.0 Verify the counter or meter reading of Contractor’s machines at time of installation (by the Warden or his/her designee).

3.5.4 Operational Requirements

3.5.4.1 Within thirty (30) calendar days after execution of the contract, the Contractor shall obtain and submit copies of all applicable licenses required to do business in the respective counties comprising the awarded region or with the State of Florida.

3.5.4.2 The Contractor shall be required to have all machines installed and fully operational at all locations, within thirty (30) calendar days of execution of the Contract that results from this ITB.

3.5.4.3 The Contractor shall repair any non-functioning machine to full operating capacity within twenty-four (24) hours of notice or replace said machine within the same time period.

3.5.4.4 The Master Vending List, Exhibit B, establishes the price list for all approved products.

These prices will not be increased except upon written request of the Contractor and only as a result of Manufacturers’ price increases or increases in the cost of raw materials, and only on the anniversary date of the Contract. Any requests for price increases to products must be submitted in writing to the Contract Manager at least ninety (90) calendar days prior to the annual anniversary date of the Contract. If the Contractor fails to timely submit a price increase request in writing by the required date, price increases will not be entertained by the Department until the following year’s anniversary date.

3.5.4.5 In order to add/delete equipment based on volume of sales, Contractor shall submit a written request to the Contract Manager, with sales records to substantiate the change requested. Any disputes concerning equipment changes shall be resolved pursuant to Section 7.16, Disputes.

3.5.5 Reporting

A Monthly Sales Report shall be submitted on a monthly basis to the Contract Manager no later than the 10th day of the month following the month being reported. This report shall include the following:

3.5.5.1 A list of gross sales of each vending machine by product name, product type and location;

3.5.5.2 Total gross sales by each institution and region;

3.5.5.3 Copy of the restocking reports by each institution and by machine;

3.5.5.4 Commission payable to the Department per institution per visitor’s park.

3.5.6 Refunds

The Contractor will be responsible for processing and making all refunds of monies lost due to malfunctions of vending machines. The Contract Manager shall review and approve the process within fifteen (15) business days of Contract execution. The Contractor shall post notices in clearly visible locations informing patrons how to request refunds. The notice shall provide the contractor’s name and contact phone number.

3.5.7 Equipment Ownership

The Contractor is acknowledged to be the owner of all machines, equipment and/or merchandise which may be brought upon the Department's property by the Contractor, and nothing in this agreement will give the Department any interest, outside of the interest stated in the Contract, in such machines, equipment or merchandise.

3.5.8 Contractor Staff Conduct for Facility Access

The Contractor or designee shall make prior arrangements with the Warden or designee regarding access to the facilities for the purposes of delivering equipment, providing services or providing maintenance of equipment.

The Contractor’s staff shall adhere to the standards of conduct prescribed in Chapter 33-208, Florida Administrative Code, and as prescribed in the Department’s personnel policy and procedure guidelines, particularly rules of conduct, security procedures, and any other applicable rules, regulations, policies and procedures of the Department.

In addition, the Contractor shall ensure that all staff adheres to the following requirements:

3.5.8.1 The Contractor’s staff shall not display favoritism to, or preferential treatment of, one offender or group of offenders over another.

3.5.8.2 The Contractor’s staff shall not deal with any offender except in a relationship that supports services under this Contract resulting from this ITB. Specifically, contractor’s staff must never accept for themselves or any member of their family, any personal (tangible or intangible) gift, favor, or service from an offender or an offender’s family or close associate, no matter how trivial the gift or service may seem. The Contractor shall report to the Contract Manager or designee any violations or attempted violation of these restrictions. In addition, no contractor’s staff member shall give any gifts, favors or services to offenders, their family or close associates.

3.5.8.3 The Contractor’s staff shall not enter into any business relationship with offenders or their families (example – selling, buying or trading personal property), or personally employ them in any capacity.

3.5.8.4 The Contractor’s staff shall not have outside contact (other than incidental contact) with an offender being served or their family or close associates, except for those activities that are to be rendered under the Contract.

3.5.8.5 The Contractor’s staff shall not engage in any conduct which is criminal in nature or which would bring discredit upon the Contractor or the State. In providing services pursuant to the Contract resulting from this ITB, the Contractor shall ensure that its employees avoid both misconduct and the appearance of misconduct.

3.5.8.6 Any violation or attempted violation of the restrictions referred to in this section regarding

Contractor’s staff conduct shall be reported by phone and in writing to the Contract Manager or designee, including proposed action to be taken by the Contractor. Any failure to report a violation or take appropriate disciplinary action against the offending party or parties shall subject the Contractor to appropriate action, up to and including termination of the Contract resulting from this ITB.

3.5.8.7 The Contractor shall report any incident described above, or requiring investigation by the

Contractor, in writing, to the Contract Manager or designee within twenty-four (24) hours, of the Contractor’s knowledge of the incident.

3.5.9 Contractor Staff Employment Regulations

3.5.9.1 The Contractors’ staff assigned to the Contract resulting from this ITB shall be subject, at the Department’s discretion and expense, to a Florida Department of Law Enforcement

(FDLE) Florida Crime Information Center/National Crime Information Center (FCIC/NCIC) background/criminal records check. This background check will be conducted by the Department and may occur or re-occur at any time during the Contract period. The Department has full discretion to require the Contractor to disqualify, prevent, or remove any staff from any work under the Contract. The Department is under no obligation to inform the Contractor of the records check findings or the criteria for disqualification or removal. In order to carry out this records check, the Contractor shall provide the following data for any individual Contractor staff assigned to the Contract: Full Name, Race, Gender, Date of Birth, Social Security Number, Driver’s License Number and State of Issue.

3.5.9.2 The Contractor shall ensure that the Contract Manager or designee is provided the information needed to have the NCIC/FCIC background check conducted prior to any new Contractor staff being hired or assigned to work under the Contract. The Contractor shall not offer employment to any individual or assign any individual to work under the Contract, who has not had an NCIC/FCIC background check conducted.

3.5.9.3 No person who has been barred from any Department institution or other facility shall provide services under the Contract resulting from this ITB.

3.5.9.4 The Contractor shall not permit any individual to provide services under this Contract who is under supervision or jurisdiction of any parole, probation or correctional authority.

Persons under any such supervision may work for other elements of the Contractor’s agency that are independent of the contracted services.

3.5.10 Facility and Staff Security

3.5.10.1 The Contractor or designee shall provide the institution or facility with the following items before entering the facilities:

3.5.10.1.1 A list of tools that the Contractor and/or designee will bring into the institution or facility. These tools will be inventoried upon arrival and departure.

3.5.10.1.2 A current picture identification of the Contractor and/or designee, Driver’s

License or State of Florida ID card.

3.5.10.2 The Contractor shall ensure that staff wears attire suitable for the position, either a standard uniform or business casual dress.

3.5.10.3 The Contractor’s staff shall be subject to searches of their person or searches of equipment and/or products at any time.

3.5.10.4 The Contractor’s staff shall be subject to the requirements of Section 7.22 Convicted

Felons Certification, of this ITB and may be denied access to the facility by the Warden or designee.

3.5.10.5 The Contractor shall provide training to its current and incoming staff on the Department’s security procedures (provided in Exhibit D) on an annual basis. The Department reserves the right to bar access to any staff not attending and completing this training.

3.6 Department’s Responsibilities

3.6.1 Provide utilities to operate machines;

3.6.2 Conduct background checks on Contractor employees, at no cost to the Contractor, who are responsible for carrying out the services under the contract that results from this ITB, as described in Section 3.5.9., Contractor Staff Employment Regulations;

3.6.3 Grant the Contractor or designee access to the Department’s premises, subject to any safety concerns or issues, between the hours of 8:00 a.m. and 4:30 p.m., Monday through Friday, for the purposes of providing service, equipment or maintenance. The Contractor may be granted access to a facility at times other than 8:00 a.m. to 4:30 p.m., Monday through Friday, to complete these services only if approved by the Warden or Officer-in-Charge; and

3.6.4 Assume no liability for damage to equipment or loss of inventory or funds and shall not be liable for same.

3.7 Performance Measures

The Department desires to contract with a provider who clearly demonstrates its willingness to be held accountable for the achievement of certain performance measures in successfully delivering services under this Contract. Therefore, the Department has developed the following Performance Measure categories which shall be used to measure Contractor’s performance and delivery of services:

1) Performance Outcomes and Standards; and

2) Other Contract Requirements.

A description of each of the Performance Measure categories is described below:

3.7.1 Performance Outcomes, Measures, and Standards

Listed below are the key Performance Outcomes, Measures and Standards deemed most crucial to the success of the overall desired service delivery. The Contractor shall ensure that the stated performance outcomes and standards (level of achievement) are met. All performance shall be measured monthly.

3.7.1.1 Outcome: Commission Payments: All monthly commission payments due to the

Department shall be timely received within fifteen (15) business days after the final day of the previous month.

Measure: The number of days from the first (1st) day of the month to the date payment is received by the Department.

Standard: One hundred percent (100%) of payments shall be received timely. This performance outcome shall be measured on a monthly basis.

3.7.1.2 Outcome: Fill Rate: All vending machines are expected to be filled with one hundred percent (100%) of available slots filled.

Measure: The fill-rate shall be the actual items displayed in the machines at the institution/facility.

Standard: Achievement of outcome must meet or exceed ninety-eight percent (98%) of fill-rate for each institution/facility on a monthly basis.

3.7.1.3 Outcome: Vending Products: All vending items received are expected to meet the Department of Correction’s Master Vending List (Exhibit B).

Measure: The product items shall be measured by comparing offered items in the machine to the current master vending list on a monthly basis.

Standard: One hundred percent (100%) of offered items must comply with the master vending list.

By execution of this Contract the Contractor hereby acknowledges and agrees that its performance under the Contract shall meet the standards set forth above.

3.7.2 Other Contract Requirements

Standard: The Department will monitor the Contractor's performance to ensure maximum compliance with other contract requirements including, but not limited to the following:

3.7.2.1 Terms and Conditions of the Contract not involving delivery of services listed above; and

3.7.2.2 Timely submittal of all required reports outlined in Section 3.5.5, Reporting.

Measure: The Contractor shall achieve one hundred percent (100%) compliance with all requirements after the time frames allowed for corrective action on identified deficiencies. Performance for compliance with Sections 3.1 shall be measured on a monthly basis beginning the second (2nd) month after services have been implemented except if earlier action is determined necessary by the Contract Manager.

3.8 Monitoring and Evaluation

The Department’s Contract Manager or designated Department staff will perform monitoring during the term of the Contract, but not less than once a year to ensure contract compliance. Monitoring shall include periodic review of compliance with contract service delivery including but not limited to, review of the specific contract requirements:

3.8.1 Reporting Submission

3.8.2 Operations performance

3.8.3 Equipment performance

3.8.4 Equipment maintenance

The Contract Manager or designee will provide a written monitoring report to the Contractor within three (3) weeks of the monitoring visit. When issues of non-compliance are identified in the monitoring report, a written Corrective Action Plan (CAP) will be required of the Contractor. The CAP is to be submitted to the Contract Manager within ten (10) business days of receipt of the monitoring report. If necessary, a follow-up monitoring visit will be scheduled by the Contract Manager, and will occur within thirty (30) calendar days of the original monitoring visit at which time full compliance must be met. Failure to correct deficiencies after thirty (30) calendar days of receipt of a written monitoring report notating the deficiencies may result in a determination of breach of contract and termination of services.

The Department reserves the right for any Department staff to make scheduled or unscheduled, announced or unannounced visits to the Contractors place of business.

3.9 Liquidated Damages

By executing the Contract resulting from this ITB, the Contractor expressly agrees to the imposition of liquidated damages, in addition to all other remedies available to the Department by law.

The Department’s Contract Manager, or designee, will provide written notice to the Contractor’s Representative of all liquidated damages assessed accompanied by detail sufficient for justification of assessment.

The Contractor shall forward a cashier’s check or money order to the Contract Manager, payable to the Department in the appropriate amount, within ten (10) business days of receipt of a written notice of demand for damages due.

Liquidated Damages for Failure to meet Performance Outcomes, Measurements, and Standards

The Contractor hereby acknowledges and agrees that its performance under the Contract must meet the Performance Outcomes, Measures, and Standards established in Section 3.7. If the Contractor fails to meet any of these Performance Measures, the Department will impose Liquidated Damages in the following amounts per occurrence:

3.9.1 First occurrence: Two hundred and fifty dollars ($250.00)

3.9.2 Second occurrence: Five hundred dollars ($500.00)

3.9.3 Third occurrence: One thousand dollars ($1,000.00)

The Department does not waive any other remedies it may have under law or by the terms of this contract by imposition of liquidated damages.

3.10 Deliverables

The following services or service tasks are identified as deliverables for the purposes of this ITB:

3.10.1 Timely submission of monthly commission payments.

3.10.2 A minimum fill rate at institutions/facilities identified in Exhibit A.

3.10.3 Vending products from the master product list identified in Exhibit B.

3.10.4 Compliance with Other Contract Requirements as identified in Section 3.7.2.

4.3.5 Disposal of Bids

All bids become the property of the State of Florida and will be a matter of public record subject to the provisions of Chapter 119, Florida Statutes.

4.3.6 Bid Rules for Withdrawal

A submitted bid may be withdrawn by submitting a written request for its withdrawal to the Department, signed by an authorized representative of the bidder within seventy-two (72) hours after the bid due date indicated in the Timeline.

Any submitted bid that has not been properly withdrawn shall remain a valid bid for twelve (12) months after the bid opening date.

4.3.7 Rejection of Bids

In accordance with PUR 1001 #16, the Department shall reject any and all bids containing material deviations.