ESBD_375117_1725042167706_696-AG-24-B026.pdf

Texas Department of Criminal Justice Bid Cover Page

This form requests basic information about the respondent and project and must be completed in its entirety, including the signature of the authorized representative.

IFB (Invitation for Bids) SOLICITATION INFORMATION

1) Solicitation Number:

696-AG-24-B026

2) Issue Date: 3) Deadline: September 23, 2024 August 30, 2024 1:00 p.m. CT

4) Contract Specialists: Tatyana Lockhart 936-437-3804 tatyana.lockhart@tdcj.texas.gov (reference Section G.2.2) Tammy Warwick 936-437-3834 tammy.warwick@tdcj.texas.gov

5) Solicitation Description

The TDCJ is seeking bids for Grain Storage to include receiving, weighing incoming/outgoing trucks, testing grain for contaminants, loading and unloading grain, pest control of storage facilities, and potentially selling grain on behalf of the TDCJ.

RESPONSE SUBMITTAL

6) Receiving Office :

TDCJ Contracts & Procurement, Contract Administration Branch 2 Financial Plaza, Suite 703, Huntsville, TX 77340

*All packages must be labeled with the Solicitation number and Contract Specialists’ names. Reference Section L.7 for complete submittal instructions.

RESPONDENT INFORMATION

7) Legal Business Name:

8) Mailing Address Information (include street, city, county, state and 9-digit zip code):

9) Payee Name and Mailing Address, including 9-digit zip code (if different from above) (remittance address if not electing Direct Deposit):

10) Federal Tax ID No. (9-digit), State of Texas Comptroller Vendor ID Number (14-digit) or Social Security Number (9-digit):

11) Type of Entity (check all that apply):

HUB Certified

Corporation (incorporated under the laws of the State of _____________) Type: ______ M/F ___

Partnership Individual Non-Profit Organization* Joint Venture *If incorporated, provide 10-digit charter number assigned by Secretary of State:

If a Foreign Entity:

Individual Partnership Joint venture Non-Profit Organization Corporation (registered for business in _________________ (country)

12) Prompt Payment Discount: _____ % _____Days or Net 30 (reference Section G.3 for additional information)

13) Tie Bid Preference:

(Section K.3, list all that apply)) ______________________________________________________________________

14) Amendments: Signed and submitted by the Bidder with Bid, or by letter or email prior to the deadline.

RESPONDENT AUTHORITY AND SIGNATURE

15) Bidder Point of Contact Name: Title:

Email address: Telephone #:

16) Bidder Authorized Signature:

696-AG-24-B026

TABLE OF CONTENTS

TABLE OF CONTENTS

SUMMARY OF KEY DATES

SECTION A – CONTRACT DEFINITIONS

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 SERVICES AND PRICES/COSTS

B.1.1 Services Being Acquired B.1.2 Pricing Instructions

B.2 PRICING SCHEDULE

B.2.1 Monthly Charges for Weight Storage B.2.2 Testing Charges B.2.3 Location of Contractor’s Storage Facility

B.3 PRICE INCREASES/DECREASES

SECTION C – DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C.1 BACKGROUND

C.2 GENERAL DUTIES AND OBLIGATIONS

C.3 SPECIFIC DUTIES, OBLIGATIONS

C.3.1 Contractor’s Duties C.3.2 Contractor’s Qualifications C.3.3 Department’s Duties C.3.4 Work Schedule

SECTION D – REQUIRED REPORTS

D.1 REPORTS REQUIRED FROM CONTRACTOR

SECTION E – INSPECTION AND ACCEPTANCE

E.1 INSPECTION OF SERVICES

E.2 INSPECTION BY STATE EMPLOYEES

E.3 MONITORING CRITERIA

E.4 AUDITS BY OTHER AGENCIES

E.5 FRAUD, WASTE, OR ABUSE

SECTION F – DELIVERIES OR PERFORMANCE

F.1 CONTRACT TERM

F.2 OPTION TO RENEW THE CONTRACT

F.3 OPTION TO EXTEND SERVICES

SECTION G – CONTRACT ADMINISTRATION DATA

G.1 CLAUSES INCORPORATED BY REFERENCE

G.2 AUTHORITY – AUTHORIZED REPRESENTATIVE, CONTRACT SPECIALIST, PROGRAM

ADMINISTRATOR(S), AND PROGRAM DIRECTOR

G.2.1 Authorized Representative G.2.2 Contract Specialist G.2.3 Program Administrator G.2.4 Program Director

G.3 INVOICE REQUIREMENTS

G.4 PAYMENTS

G.4.1 Late Payment G.4.2 Withholding of Payment G.4.3 Right to Offset

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 INSURANCE REQUIREMENTS

H.1.1 Required Provisions

H.2 SUBCONTRACTORS

H.2.1 Insurance H.2.2 Historically Underutilized Business

H.3 BOOKS AND RECORDS

H.4 ORGANIZATIONAL AND NAME CHANGE

H.5 FREE EXERCISE OF RELIGION

H.6 DELAY OF SERVICES

H.7 SECURITY

SECTION I – CONTRACT CLAUSES

I.1 ADVERTISING OF AWARD

I.2 DEFAULT AND TERMINATION

I.2.1 Default by the Contractor I.2.2 Further Opportunity to Cure I.2.3 Remedy of the Department I.2.4 Termination for Convenience I.2.5 Termination by Mutual Agreement I.2.6 Termination Procedures I.2.7 Default by the Department I.2.8 Remedy of the Contractor

I.3 NO WAIVER OF RIGHTS

I.4 TAXES/WORKERS’ COMPENSATION/UNEMPLOYMENT INSURANCE – INCLUDING

INDEMNIFICATION

I.5 NO WAIVER OF DEFENSES

I.6 INDEPENDENT CONTRACTOR

I.7 MAINTENANCE OF CORPORATE EXISTENCE AND BUSINESS

I.8 APPROVAL OF CONTRACT

I.9 NON-DISCRIMINATION

I.10 CONFIDENTIALITY

I.11 CONTRACT CHANGES

I.12 SEVERABILITY

I.13 IMMIGRATION

I.14 NO LIABILITY UPON TERMINATION

I.15 LIMITATION ON AUTHORITY

I.16 INTELLECTUAL PROPERTY INDEMNIFICATION

I.17 ELECTRONIC AND INFORMATION RESOURCES ACCESSIBILITY STANDARDS, AS

REQUIRED BY TEXAS ADMINISTRATIVE CODE, TITLE 1, PART 10, CHAPTER 213

I.18 RIGHTS TO DATA, DOCUMENTS AND COMPUTER SOFTWARE (STATE OWNERSHIP) .. 31

I.19 FORCE MAJEURE

I.20 NOTICES

I.21 SUBSTITUTIONS

SECTION J – LIST OF EXHIBITS

SECTION K – REPRESENTATIONS, CERTIFICATIONS, AND OTHER STATEMENTS OF

BIDDERS

K.1 HISTORICALLY UNDERUTILIZED BUSINESS (HUB) REPRESENTATION

K.1.1 Definition

K.2 FRANCHISE TAX REPRESENTATION

K.3 PREFERENCE CLAIM

K.3.1 Source and Specification Preferences

K.3.2 Tie-Bid Preferences K.3.3 Additional Preferences

K.4 REPRESENTATIONS OF RESPONDENT

K.4.1 Organization and Qualification K.4.2 Authorization K.4.3 No Violation of Agreements, Articles of Incorporation or Bylaws K.4.4 No Defaults under Agreements K.4.5 Compliance with Laws K.4.6 No Litigation K.4.7 Taxes K.4.8 Financial Statements K.4.9 No Adverse Change K.4.10 Disclosure K.4.11 No Collusion K.4.12 Disclosure of Interested Parties K.4.13 Notification K.4.14 Deceptive Trade Practices; Unfair Business Practices K.4.15 Prohibiting the Use of Artificial Intelligence

K.5 REPRESENTATIONS OF THE DEPARTMENT

K.5.1 Authorization K.5.2 No Violation of Agreements K.5.3 Disclosure

SECTION L – INSTRUCTIONS, CONDITIONS, AND NOTICES TO BIDDERS

L.1 AMENDMENTS TO SOLICITATIONS

L.2 LATE SUBMISSIONS, MODIFICATIONS, AND WITHDRAWALS OF BIDS

L.3 SIGNATURES ON BID SUBMITTED

L.4 BID ACCEPTANCE

L.5 CONTRACT AWARD

L.6 RIGHTS OF THE DEPARTMENT

L.7 BID PREPARATION INSTRUCTIONS

L.7.1 Submission of Bids L.7.2 Bid Submission Checklist

L.8 DISCUSSION AND CORRESPONDENCE

L.9 LEGISLATIVE BUDGET BOARD (LBB) POSTINGS

SECTION M – EVALUATION FACTORS FOR AWARD

M.1 SELECTION PROCESS

M.2 MIMIMUM QUALIFICATIONS

SUMMARY OF KEY DATES

August 30, 2024 Post to ESBD

September 6, 2024 Last Day to submit written questions for clarification to the Department.

September 13, 2024 Last Day to submit responses to clarification questions.

September 23, 2024 Deadline for receipt of Bids in Receiving Office Late Responses will not be accepted.

November 30, 2024 Service Commencement Date

696-AG-24-B026 Section A

SECTION A – CONTRACT DEFINITIONS

The following terms used in the Contract shall, unless the context indicates otherwise, have the meanings set forth below:

Aflatoxin - poisonous and cancer-causing chemicals that are produced by certain molds (Aspergillus flavus and Aspergillus parasiticus) which grow in soil, decaying vegetation, hay, and grains.

Authorized Representative - the person designated in writing to act for and on behalf of a party of the Contract, which designation has been furnished to the other party hereto as described in Section G.2.1.

Biennium - any of the two-year periods beginning on September 1 and ending August 31 of odd numbered years, which periods are used for budgetary purposes by the State of Texas.

Contract Specialist - the Department employee responsible for non-technical administration of the Contract, as described in Section G.2.2.

Contract Term - the duration of the Contract as specified in Section F.1.

Contractor - the individual, partnership, or corporation who performs services under the Contract.

Day(s) - calendar Days, unless otherwise specified.

Department - the Texas Department of Criminal Justice (TDCJ).

Department Policy/Policies - all written policies, procedures, standards, guidelines, directives, and manuals of the TBCJ and the Department applicable to providing the Services specified under the Contract.

Event of Default - any of the events or circumstances described in Sections I.2.1 and I.2.7.

Fiscal Year (FY) - any of the one-year periods beginning September 1 and ending August 31 which periods are used for annual budgetary purposes by the State of Texas.

Fumonisin - toxins produced by the molds Fusarium moniliforme (F. verticillioides), Fusarium proliferatum (F. proliferatum), and other Fusarium species that grow on agricultural commodities in the field or during storage.

Hundredweight (cwt.) - a unit of measurement for weight used in certain commodities trading contracts.

In North America, a cwt. is equal to 100 pounds and is also known as a short hundredweight.

Monthly Invoice - the Contractor’s invoice submitted no later than 10 Days after the end of the preceding month, based on the Contractor’s rate and yielding the Contractor payment to be made by the Department.

Non-Appropriation - the failure by the Texas Legislature, as part of its budgetary process, to appropriate money to be used for the Payments due hereunder.

Payment(s) - the amount(s) agreed to be paid by the Department to the Contractor for Services under the Contract.

Payment in Kind - selling grain to pay for Services with the proceeds of sale.

PD - a TDCJ Personnel Directive.

696-AG-24-B026 Section A

Program Administrator(s) - the Department employee(s) that is/are responsible for technical administration of the Contract, as described in Section G.2.3.

Service Commencement Date - the date on which the Contractor shall begin providing services.

Services - performance by the Contractor providing grain storage in accordance with the terms and conditions of the Contract.

TBCJ - the Texas Board of Criminal Justice.

696-AG-24-B026 Section B

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 SERVICES AND PRICES/COSTS

B.1.1 Services Being Acquired

The Contractor shall, in accordance with the terms of the Contract, provide all necessary personnel and Services, and otherwise do all things necessary for, or incidental to, providing grain storage services listed hereunder.

B.1.2 Pricing Instructions

The Bidder shall complete the pricing schedule in Section B.2. The Bidder shall submit pricing for each item in which they are interested in providing Services and state the location and mileage of the storage facility in Section B.2.3.

B.2 PRICING SCHEDULE

B.2.1 Monthly Charges for Weight Storage

In Charge for Green Weight $ Per cwt.

Out Charge for Dry Weight $ Per cwt.

Drying Charge Grain 15% - 17% $ Per cwt.

(To include shrinkage)

Drying Charge Grain 17%-19% $ Per cwt.

(To include shrinkage)

Charge for Storage $ Per cwt.

List below any additional shrinkage:

B.2.2 Testing Charges

Testing for Aflatoxin $__________ Per Test

Testing for Fumonisin $__________ Per Test

696-AG-24-B026 Section B

B.2.3 Location of Contractor’s Storage Facility

_________ Miles from Lovelady, Texas X $1.50 per mile = $_______________

B.3 PRICE INCREASES/DECREASES

The Contractor may submit a written request for a price increase, which shall not exceed the Producer Price Index (PPI) Industry Data, Series ID PCU4931304931301, published by the Bureau of Labor Statistics at https://www.bls.gov/data, to the Department, no later than March 1 of each year. The base index shall be the index announced for the month in which the Solicitation was issued. The Department will permit unit price adjustments when correlated with the price index specified herein, unless otherwise indicated. Upon review, the Department may adjust unit prices for price index decreases. The Department may, at its sole discretion, adjust prices in writing with signature approval of the Department’s Authorized Representative.

The formula to calculate price increases is as follows:

(B – A) ÷ A x 100 = Percent of allowable price increase* A = August 2024 Index

B = Current/latest Index

*The resulting percent shall be rounded to the nearest one hundredth of one percent (0.0X)

696-AG-24-B026 Section C

SECTION C – DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C.1 BACKGROUND

The Department requires a Contractor to provide all necessary personnel, tools, material, equipment, and transportation required for grain storage, and otherwise do all things necessary for, or incidental to, providing the Services as identified in the Contract.

C.2 GENERAL DUTIES AND OBLIGATIONS

The Contractor shall provide the Services in accordance with applicable federal and state law, including all constitutional, legal, and court ordered requirements, whether now in effect or hereafter effected or implemented. The Contractor shall comply with the Department’s policies, procedures, personnel directives, and regulations during the Contract Term. The Contractor shall comply with the Department’s safety requirements and reporting procedures.

C.3 SPECIFIC DUTIES, OBLIGATIONS

C.3.1 Contractor’s Duties

A. The Contractor shall receive grain delivered by the Department in standard-size belly dump trailers, in all weather conditions.

B. The Contractor shall weigh each truckload on certified scales and account to the Department for each incoming truckload delivered.

C. The Contractor shall test each batch of grain delivered for Aflatoxin and Fumonisin. Positive results shall be reported to the Department.

D. The Contractor shall store grain testing higher than 20 parts per billion (ppb) for Aflatoxin or higher than 5 parts per million (ppm) for Fumonisin, separate from other grain stored.

E. The Contractor shall store grain testing lower than 20 ppb for Aflatoxin and lower than 5 ppm for Fumonisin with other grain, as long as the other grain does not exceed the 20 ppb or 5 ppm threshold.

F. The Contractor shall store Department owned grain at 15% or less moisture content.

G. The Contractor shall load grain onto the Department’s trailers or a grain purchaser’s trailers under the instruction of the Department.

H. The Contractor shall weigh each outgoing truck loaded on a certified scale and account to the Department for each loaded truck.

I. The Contractor shall, if directed by the Department’s Program Administrators, sell grain on behalf of the Department at the current market rate. Charges owed to the Contractor by the Department shall be deducted from the Department’s proceeds from any such sale. The Contractor shall be required to submit copies of all weigh tickets along with the bill of sale to the Department’s Accountant V.

696-AG-24-B026 Section C

C.3.2 Contractor’s Qualifications

A. The Contractor shall be prepared, willing, and able to receive grain Monday through Friday, from 8:00 a.m. to 5:00 p.m., excluding holidays.

B. The Contractor shall, during harvest season (July through September), be able to receive grain on Saturdays and Sundays from 10:00 a.m. to 5:00 p.m.

C. The Contractor shall be able to receive at least 15 loads per Day.

D. The Contractor shall be able to load grain Monday through Friday from 8:00 a.m. to 5:00 p.m., excluding holidays.

E. The Contractor shall be able to load at least three loads per Day.

F. The Contractor shall provide proper pest control and storage to prevent loss of grain from pests, mold, or other diseases. The Contractor shall be required to compensate the Department for the loss of any grain due to pests, molds, or other diseases.

G. The Contractor’s facility shall be located in one of the following counties: Anderson, Austin, Brazos, Brazoria, Burleson, Colorado Falls, Freestone, Fort Bend, Grimes, Houston, Lee, Leon, Limestone, Madison, McLennan, Milam, Robertson, Walker, Waller, Washington, or Wharton.

C.3.3 Department’s Duties

A. The Department will attempt to deliver grain in batches of two to six trucks.

B. The Department will attempt to deliver grain at less than 15% moisture content but cannot guarantee that grain will be delivered at less than 15% moisture content.

C. The Department’s Accountant V will perform a market survey prior to approving the sale of grain by the Contractor to ensure the Department is receiving the fair market rate.

D. The Department will notify the Contractor by July 15 of the anticipated storage needs.

C.3.4 Work Schedule

The Department’s Program Administrators shall coordinate the dates and times of Services.

696-AG-24-B026 Section D

SECTION D – REQUIRED REPORTS

D.1 REPORTS REQUIRED FROM CONTRACTOR

REPORTS AND DATA

DUE DATE REPORT ITEM AUTHORITY

Prior to Service Commencement and upon renewal or replacement of the policy.

Insurance Certificates and Policies to the Contract Specialist

Contract Section H.1

By the fifth of the following month

HUB Subcontracting Plan (HSP) Prime Contractor Progress Assessment Report to the Contract Specialist

Contract Section H.2.2.C And Exhibit J.2

Monthly Invoices, Weigh Tickets, Bill of Sales to the Program Administrator and Accountant V

Contract Section C.3.1.I And Section G.3

Quarterly Report listing litigation to the Contract Specialist

Contract Section K.4.6.E

Other Copy of each subcontract to the Contract Specialist

Contract Section H.2.D

Additional reports may be required from the Contractor during the Contract.

696-AG-24-B026 Section E

SECTION E – INSPECTION AND ACCEPTANCE

E.1 INSPECTION OF SERVICES

A. The Department and other government regulatory agencies have the right to inspect and test all Services called for by the Contract, to the extent practicable at all times and places during the Contract Term. The Department shall perform inspections in a manner that will not unduly interfere with the Contractor’s performance of Services. The Contractor shall furnish, and shall require subcontractors to furnish, at no increase in the Contract price, all reasonable facilities and assistance for the safe and convenient performance of these duties.

B. The designated Department representative that oversees the programmatic area will inspect and accept the work performed and Services delivered to ensure compliance with the Contract requirements insofar as the work is concerned. The Program Administrator(s) will determine the adequacy of performance by the Contractor in accordance with the terms and conditions of the Contract.

C. If, subject to the outcome of an audit or inspection, it is determined that the Contractor is in non-compliance with any provisions of the Contract and/or that money is owed to the Department by the Contractor, then the Department may exercise its rights of recovery of money owed as authorized in Section G.4.2 of the Contract.

1. If any of the Services are non-compliant with the Contract requirements, as identified by the Department, the Contractor shall be notified describing the specific areas of non-compliance. The Contractor shall have a 20-Day period to file a written response detailing corrective action(s) taken to address all items of non-compliance. The response must include supporting documentation which verifies execution of corrective action(s) taken.

Unless otherwise specified, or previously agreed to by the Department, the submission of a corrective action plan shall not be accepted as corrective action. For all items of non-compliance satisfactorily resolved by agreement between the Contractor and the Department, no further action regarding such items shall be taken. Any areas of non-compliance shall be corrected within 20 Days or by the date of the Department approved extension.

2. If any of the Services are non-compliant with the Contract requirements, as identified by a government regulatory agency, the Contractor must resolve all items identified as non-compliant by the deadline established by the agency.

E.2 INSPECTION BY STATE EMPLOYEES

The Contractor shall provide entry at all times to the TBCJ and the Department’s authorized employees/agents for inspections and other official purposes. The Governor, members of the Legislature and all other members of the Executive and Judicial Departments of the State, as well as any other persons designated by the Department including Office of the Inspector General, shall be admitted to monitor the delivery of Services.

E.3 MONITORING CRITERIA

A. The Department shall devise its own procedures for monitoring the quality of the Contractor’s performance under the Contract and Department Policies.

696-AG-24-B026 Section E

B. The Contractor shall cooperate fully with the Department in obtaining the requisite information needed to complete such audits and to assess the quality of the Contractor’s performance.

C. Monitoring may include, but is not limited to, document reviews and on-site audits conducted by Authorized Representatives of the Department. Such monitoring by the Department shall not relieve the Contractor of any of its obligations under the Contract.

D. The Program Administrator(s) and other Department staff shall provide written findings regarding non-compliant conditions, processes, procedures, and observations that could, if not addressed by the Contractor, become an item of non-compliance as described in Section E.1.

E.4 AUDITS BY OTHER AGENCIES

A. Upon receipt of an audit pertaining to the provision of services under the Contract that, are conducted by agencies or entities other than the Department, the Contractor shall provide copies thereof to the Department within 30 Days. The Contractor shall provide copies of responses to the audit to the Department within seven Days of issuance.

B. Audits or monitoring reports may include allegations or complaints involving operations of the Contractor and its employees (including consultants, independent contractors, and their employees, agents, and volunteer workers).

C. The Contractor is to retain all original audits that are conducted by other agencies for a period of seven years from close of audit. If those records are still in their retention period at the termination of the Contract, all originals must be physically transferred to the Department.

E.5 FRAUD, WASTE, OR ABUSE

A. In accordance with Texas Government Code, Chapter 321, the State Auditor’s Office (SAO) is authorized to investigate specific acts or allegations of impropriety, malfeasance, or nonfeasance in the obligation, expenditure, receipt, or use of state funds.

B. If there is a reasonable cause to believe that fraud, waste, or abuse has occurred at this agency, it can be reported to the SAO by calling 1-800-892-8348 or at the SAO’s website at http://www.sao.texas.gov/. It can also be reported to the TDCJ Office of the Inspector General at 1-866-372-8329, the TDCJ Internal Audit Division at 936-437-7100, or Crime Stoppers at 1-800-832-8477.

696-AG-24-B026 Section F

SECTION F – DELIVERIES OR PERFORMANCE

F.1 CONTRACT TERM

The Contract Term will consist of a one-year and nine-month Base Period. The Contract may be renewed per Section F.2, Option to Renew the Contract, for one two-year Option Period.

Term Dates Base Period November 30, 2024 – August 31, 2026 Option Period September 1, 2026 – August 31, 2028

F.2 OPTION TO RENEW THE CONTRACT

A. The Department may, at its sole discretion, issue a modification to renew the Contract for the Option Period, provided the Department gives the Contractor a written preliminary notice of its intent to renew at least 60 Days before the Contract expires. If a preliminary notice has not been provided to the Contractor at least 60 Days before the Contract expires, a modification to renew the Contract for the Option Period may be mutually agreed to by the parties and executed in writing with the authorized signatures.

B. The preliminary notice does not commit the Department to a renewal.

C. If the Department exercises this option, the renewed Contract shall be considered to include this option provision.

D. The Department may exercise its option to renew the Contract for a two-year Option Period, for a potential Contract duration of three years and nine months.

F.3 OPTION TO EXTEND SERVICES

A. To address the immediate operational or service delivery needs, the Department may require continued performance beyond the Contract Term, pursuant to Section F.2, of any Services specified in the Contract.

B. The Department may exercise an extension of services under this Section for a maximum of one year.

C. Any extension made pursuant to this Section shall comply with the General Appropriations Act in effect at time of award.

696-AG-24-B026 Section G

SECTION G – CONTRACT ADMINISTRATION DATA

G.1 CLAUSES INCORPORATED BY REFERENCE

The Contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contract Specialist will make their full text available.

G.2 AUTHORITY – AUTHORIZED REPRESENTATIVE, CONTRACT SPECIALIST, PROGRAM

ADMINISTRATOR(S), AND PROGRAM DIRECTOR

G.2.1 Authorized Representative

A. In the case of the Contractor, its President or any Vice President shall designate the Authorized Representative in writing. The Contractor’s Authorized Representative may designate other persons to assist such Authorized Representative in the performance of certain obligations required by the Contract.

B. In the case of the Department, the Executive Director is hereby designated as its Authorized

Representative. The Executive Director has designated the Chief Financial Officer to act in his/her behalf on matters requiring signature approval of the Authorized Representative. The Director of Manufacturing, Agribusiness and Logistics has been designated as the Authorized Representative to act on behalf of the Chief Financial Officer on all matters pertaining to the daily operations of these Services as outlined in the Contract. The Department’s Authorized Representatives may designate other persons to assist such Authorized Representatives in the performance of certain obligations of the Contract.

C. At any time, any party may designate any person as its Authorized Representative by delivering to the other party a written designation signed, if on behalf of the Contractor by its President or any Vice President, or if on behalf of the Department by the Executive Director.

Such designations shall remain effective until new written instruments are filed with, or such notice is given to, the other party that such designations have been revoked.

D. The Department’s Authorized Representative (the Executive Director) or his/her designated representative (Chief Financial Officer) is the only person authorized to make or approve changes in any of the requirements of the Contract, and notwithstanding any clauses contained elsewhere in the Contract, the said authority remains solely with the Executive Director or his/her designated representative. In the event the Contractor makes any change at the direction of any person other than the Executive Director or his/her designated representative, the change will be considered to have been made without authority and no adjustment will be made in the Contract price to cover any increase in cost incurred as a result thereof.

G.2.2 Contract Specialist

A. The Contract Specialist for administration of the Contract is Tatyana Lockhart.

B. The telephone number for the Contract Specialist is 936-437-3804.

C. The email address is tatyana.lockhart@tdcj.texas.gov.

D. The Contract Specialist is responsible for general administration of the Contract, negotiation of any changes, and final issuance of written changes/modifications to the Contract. The

Contract Specialist assignment for the Contract may be changed at any time by the Department. The Contractor will be notified of this change.

G.2.3 Program Administrator

A. The Program Administrators for the Contract are listed below:

Name Phone Number Email Address Mike Corley 936-661-6627 mike.corley@tdcj.texas.gov Adam Humphrey 936-661-5113 adam.humphrey@tdcj.texas.gov Kyle Weatherford 936-355-9728 kyle.weatherford@tdcj.texas.gov

B. The fax number of the Program Administrators is 936-437-6648.

C. The Program Administrators represent the Executive Director in the administration of technical details within the scope of the Contract. The Program Administrators are also responsible for the final inspection and acceptance of all reports and such other responsibilities as may be specified in the Contract.

D. The Program Administrators are not authorized to make any representations or commitments of any kind on behalf of the Executive Director of the Department or the State of Texas.

E. The Program Administrators do not have the authority to alter the Contractor’s obligations or to change the Contract specifications, price, terms, or conditions.

F. The Program Administrator(s) assignment for the Contract may be changed at any time by the Department. The Contractor will be notified of this change.

G.2.4 Program Director

A. The Contractor shall provide a Program Director for the Contract who shall be responsible for the overall management and coordination of this Contract and act as the central point of contact with the Department.

B. The Program Director shall have full authority to act for the Contractor in the performance of the required Services.

C. The Program Director or a designated representative shall meet with the Program

Administrator(s) to discuss problems as they occur.

G.3 INVOICE REQUIREMENTS

A. Original Monthly Invoices and weigh tickets for all charges incurred by the Department shall be submitted to the office designated below no later than 10 Days after the end of the preceding month:

Preferred Email: ag_business_office@tdcj.texas.gov

Or mailed to: TDCJ – Manufacturing, Agribusiness, and Logistics Division

ATTN: Accountant V P.O. Box 4013, Rm 116

Huntsville, Texas 77342-4013

B. The Department shall, at its sole option, authorize the sale of grain at the current market rate in quantities sufficient to cover all charges owed to the Contractor by the Department as per Section C.3.1.I, or initiate a payment voucher for Payment of all charges owed to the Contractor by the Department.

C. The Contractor may offer the Department a prompt payment discount, such as, of 1% discount for payment withing 10 Days (see Bid Cover Page, Block 12), if the Contractor desires expedited Payments. Prompt payment discounts and payment terms must be stated on each invoice.

D. The Contractor’s invoice shall include the following:

1. Contract Number.

2. Name of business and remittance address.

3. Invoice date.

4. Descriptions, price, and quantity of services rendered.

5. Prompt payment discount.

6. Name, title, phone number, and complete mailing address of responsible official to whom payment is to be sent.

G.4 PAYMENTS

A. It is recommended that the Contractor receive Payments via Electronic Funds Transfer (EFT), also known as Direct Deposit.

B. Regardless as to whether Direct Deposit is chosen, upon Contract award, the Contractor shall submit a completed Vendor Maintenance Direct Deposit and Substitute W-9 Form to the following address:

Texas Department of Criminal Justice Accounts Payable P.O. Box 4018 Huntsville, Texas 77342-4018

C. If the Contractor has previously submitted a completed Vendor Maintenance Direct Deposit and Substitute W-9 Form to the Department for another separate contract, another form is not required to be submitted.

The form and instructions can be found at the following link on the TDCJ website:

https://www.tdcj.texas.gov/divisions/bfd/acct_accts_pay.html.

D. Payment is to be made monthly by the Department to the Contractor after all Services are rendered and invoices with required reports have been submitted accurately and completely.

E. Partial Payments may be made when the amount of the invoice is sufficient, in the opinion of the Department, to justify processing the Payment.

F. The Contractor shall have 30 Days from receipt of Payment to submit a request for consideration to review any discrepancies or inaccuracies.

G.4.1 Late Payment

Any amount owed to the Contractor more than one Day beyond the date such amount is due, as described in Section G.4 hereof, shall accrue interest each Day that such amount is not paid at the rate specified by Texas Government Code, Section 2251.025, provided, however, that this provision shall not excuse failure by the Department to make Payment in strict accordance with the Contract.

G.4.2 Withholding of Payment

A. The Department shall have the right to withhold the Payment to the Contractor until the following failures have been corrected.

1. Failure to submit reports as required in Section D.

2. Failure to respond to audit reports as set forth in Section E.1.C.

3. Failure to correct identified areas of non-compliance to the satisfaction of the Department within 20 Days upon receipt of notification.

B. The Contractor agrees that the Department shall not pay interest to the Contractor for monies so withheld.

C. The Payment withheld shall be released upon the Department’s satisfaction that compliance has been achieved for 30 Days.

D. Except for disputed issues, such withholding of final Payment by the Department shall not exceed 120 Days from the date of Contract termination.

G.4.3 Right to Offset

In the event the Department determines the Contractor owes money to the Department under any contract or purchase order, the Department, upon providing the Contractor with written notice of its intent to offset, shall have the right to withhold monies due to the Contractor with respect to the Contract or purchase order or with respect to any contract or purchase order with the Department and apply such monies to the money due to the Department.

696-AG-24-B026 Section H

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 INSURANCE REQUIREMENTS

A. Prior to the approval of the Contract by the Department, the Contractor shall procure, pay for, and maintain the following insurance written by companies approved by the State of Texas and acceptable to the Department. It is recommended that coverage be with a company or companies having both a Financial Strength Rating of “A” or better and Financial Size Category Class of “VII” or better from A.M. Best Company, Inc.

B. The insurance shall be evidenced by delivery to the Department of certificates of insurance executed by the insurer or its authorized agent stating coverage, limits, expiration dates and compliance with all applicable required provisions.

C. Upon request, the Department shall be entitled to receive without expense, copies of the policies and all endorsements. Copies and changes to the initial insurance policies, including extensions, renewals, cancellations, and revisions shall be submitted to the Contract Specialist within 30 Days of the effective date.

D. Subject to the Contractor’s right to maintain reasonable deductibles, the Contractor shall obtain and maintain in full force and effect for the duration of the Contract and any extension hereof, at the Contractor’s sole expense, insurance coverage in the following type(s) and amounts:

1. Workers' Compensation with statutory limits; Employers Liability with minimum limits for bodily injury:

a. By accident, $1,000,000 per each accident; and

b. By disease, $1,000,000 per employee with a per policy aggregate of $1,000,000.

2. Commercial Automobile Liability Insurance covering owned, hired, and non-owned vehicles, with a minimum combined bodily injury (including death) and property damage limit of $1,000,000 per occurrence. Such insurance shall include coverage for loading and unloading hazards.

3. Commercial General Liability Insurance including, but not limited to, Premises/Operations, Personal & Advertising Injury, Products/Completed Operations, independent contractors, and Contractual Liability with minimum combined bodily injury (including death) and property damage limits of $1,000,000 per occurrence, $2,000,000 products/completed operations aggregate and $2,000,000 general aggregate.

a. Civil Rights Liability must be provided with the same liability limits. It may be included with the General Liability Policy or written on a separate policy.

b. Liability coverage shall include coverage for damage to property and injury to persons caused by boiler and other equipment malfunction. The policy shall contain an endorsement to include coverage for the property of third parties.

c. The Department shall be named as an additional insured by using endorsement

CG2026 or broader.

Note: If the insurance described above is written on a claims-made form, coverage shall be continuous (by renewal or extended reporting period) for not less than 60 months following completion of the Contract and acceptance by the Department. Coverage, including any renewals, shall have the same retroactive date as the original policy applicable to the Contract.

H.1.1 Required Provisions

The Contractor agrees that with respect to the above required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, the following required provisions:

A. Name the Department and its officers, employees, and elected representatives as additional insured to all applicable coverages.

B. Waive subrogation against the Department, its officers, employees, and elected representatives, for bodily injury (including death), property damage or any other loss, to all applicable coverages.

C. Provide that the Contractor’s insurance is the primary insurance in regard to the Department, its officers, employees, and elected representatives.

D. Provide that all provisions of the Contract concerning liability, duty, and standard of care, together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies.

E. Ensure that all certificates of insurance identify the Service or product being provided and the name of the responsible party.

F. The Contractor, through an insurance agent licensed by the State of Texas, shall obtain all insurance coverage and an insurance company licensed to issue such coverage in this State shall provide such coverage. No “self-insurance” coverage shall be acceptable. All policies shall include a provision requiring a written notice of cancellation to the Department.

G. All insurance coverage obtained by the Contractor shall continue in full force and effect during the Contract Term. No Contract shall be entered into between the Contractor and the Department unless insurance coverage binders are received by the date scheduled for the execution of the Contract. Proof of insurance policies must be delivered prior to the Service Commencement Date.

H. The Contractor may choose the amount of deductible for any other insurance coverage required (above) to be obtained by the Contractor. The deductible may exceed 5% of the required yearly aggregate limit of coverage for each occurrence. The Contractor is responsible for the first dollars to be paid for any such claim.

I. The Contractor is responsible for the first dollar defense coverage. All general liability and professional liability policies shall provide defense in addition to the policy limits.

J. The limits required herein are the minimum acceptable. However, these limits are not to be construed as being the maximum the Contractor may wish to purchase for their own benefit.

K. As respect to the total limits of liability required, any combination of primary and/or umbrella coverage may satisfy those totals. However, if an umbrella is used, coverage must be at least as broad as the primary coverage.

H.2 SUBCONTRACTORS

A. The Contractor may subcontract for the performance of any of its responsibilities to provide services pursuant to the Contract.

B. No subcontract may be entered into unless the Department provides prior written approval, which approval may not be unreasonably withheld.

C. If a subcontractor is deemed to be needed for an event of an emergency nature, verbal approval may be obtained through an authorized Department representative. The Contractor shall submit a written request with supporting documentation for approval, by the Department, as soon as possible.

D. The Contractor shall furnish to the Department copies of all subcontracts, without regard to the amount of annual payments.

E. Any arrangement by the Contractor with an affiliate or member company to provide services under the Contract shall be subject to the subcontractor provisions of this Section.

F. No contractual relationship shall exist between the Department and any subcontractor, and the Department shall accept no responsibility whatsoever for the conduct, actions, or omissions of any subcontractor selected by the Contractor.

G. The Contractor shall be responsible for the management of the subcontractors in the performance of their work.

H. A subcontractor may not work directly for the Department in any manner and shall not be included in Contract negotiations, renewals, audits, or any other discussions except at the Department’s request.

I. Unless waived in writing by the Department, the subcontract shall contain the following:

1. An acknowledgement that the subcontract is subject to the Contract between the Department and the Contractor (the “Master Contract”).

2. The subcontractor shall agree to comply with the terms of the Master Contract to the extent applicable with respect to goods and services being provided under the subcontract. It is the intention of the parties of the subcontract that the subcontractor shall “stand in the shoes” of the Contractor with respect to fulfilling the duties and obligations of the Contractor to the Department under the Master Contract.

3. The Department’s approval of a subcontract does not relieve the Contractor of its duty to perform under the Master Contract.

4. The Department shall be deemed a “third party beneficiary” to the subcontract.

5. The subcontract shall contain the required Authority to Audit Clause referenced in Exhibit

J.1, paragraph 39, and the required Non-Discrimination Clause referenced in Section I.9.

H.2.1 Insurance

The Contractor shall require all subcontractors to obtain, maintain and keep in force insurance coverage in accordance with accepted industry standards and the Contract during the time they are engaged hereunder.

H.2.2 Historically Underutilized Business

A. The Contractor shall make a good faith effort to award necessary subcontracts to Historically Underutilized Businesses (HUBs) in accordance with Texas Government Code, Sections 2161.181, 2161.252(b), and Texas Administrative Code, Title 34, Part 1, Chapter 20, Subchapter D, Division 1, Rule 20.285. Pursuant to these rules, the Bidder shall submit a HUB Subcontracting Plan (HSP) (Exhibit J.2) as part of the bid submission. An HSP is required even if the Contractor will not subcontract any of the Services.

B. The Contractor shall seek written approval from the Department prior to making any modifications to its HSP.

C. The Prime Contractor Progress Assessment Report (PAR) (Exhibit J.2) shall be submitted to the Contract Specialist listed in Section G.2.2 by the fifth Day of the following month, regardless if subcontractors are not utilized or there is no subcontracting.

D. If subcontractors are utilized, corresponding invoices must be attached to the PAR to validate the amount paid to the subcontractor(s) for that period.

E. During the term of the Contract, the Department shall monitor the Contractor’s subcontracting activity by reviewing the PAR to determine if it complies with the HSP.

F. The PAR shall be a condition for payment of the prime Contractor’s invoice.

H.3 BOOKS AND RECORDS

The Contractor must retain all financial records, including supporting documents, statistical records, and any other records or books, relating to the Contractor’s performance under the Contract. These records must be maintained in accordance with the Department’s Records Retention Schedule. The Contractor will grant access to all books, records, and documents pertinent to the Contract to the Department, SAO, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract.

H.4 ORGANIZATIONAL AND NAME CHANGE

The Contractor shall submit written notification to the Department of any changes in the Contractor’s name, address, telephone number, fax number, and/or email address with an effective date of such change. The Contractor shall submit to the Department a copy of any registration “to do business as,” “DBA,” or “also known as,” “AKA,” and any legal corporate name change filed with the Secretary of State.

H.5 FREE EXERCISE OF RELIGION

The Contractor is prohibited from substantially burdening an employee’s or Offender’s free exercise of religion.

H.6 DELAY OF SERVICES

The Contractor shall meet its obligations to commence Services within the time frames defined by the Contract. In the event the Contractor fails to meet those time frames as defined by the Contract, absent extensions from the Department, the Department will have the right to obtain the Services from another source and charge the cost thereof to the Contractor for each Day that Services are not performed due to delays caused by the Contractor’s nonperformance. The Department will provide written notification to the Contractor by certified mail, return receipt requested, of the charges which will include the date of imposition and the amount that has accrued daily as of the date of the notification.

H.7 SECURITY

The Contractor’s employees and representatives, vehicles and equipment will always be under security surveillance and are subject to inspection at any time while on the Department’s property.

The Contractor agrees to abide by all Department Policies and Unit rules and regulations on the Department’s property. These rules prohibit the introduction of alcohol, narcotics, weapons, gambling paraphernalia, pagers, and cell phones into the Department’s leased or owned property.

Pagers or cell phones are allowed in personal or company vehicles or non-secured areas. The Contractor’s employees may not carry more than $25.00 in cash into any Department Units.

Tobacco products are allowed in personal or company vehicles or in designated smoking areas.

All vehicles must be kept locked when not in use and the Contractor’s employees must stay with the vehicle when it is unlocked.

696-AG-24-B026 Section I

SECTION I – CONTRACT CLAUSES

I.1 ADVERTISING OF AWARD

The Contractor agrees not to refer to awards in commercial advertising in such a manner as to state or imply that the product(s) or Service(s) provided are endorsed or preferred by the Department or is considered by the Department to be superior to other products or services.

I.2 DEFAULT AND TERMINATION

I.2.1 Default by the Contractor

Each of the following shall constitute an Event of Default on the part of the Contractor:

A. A Material Failure to keep, observe, perform, meet, or comply with any covenant, agreement, term, or provision of the Contract to be kept, observed, met, performed, or complied with by the Contractor hereunder, when such failure continues for a period of 20 Days after the Contractor’s receipt of written notice thereof.

B. A Material Failure to meet or comply with Department Policy, any Court Order, federal or state requirement or law, when such failure continues for a period of 20 Days after the Contractor’s receipt of written notice thereof.

C. A Material Failure to comply with any Department Policy for which the Contractor has been expressly required to comply, and for which the Contractor has not received a prior written waiver from the Department when such failure continues for a period of 20 Days after the Contractor’s receipt of written notice thereof.

D. Insolvency of the Contractor as evidenced by any of the following occurrences:

1. Its inability to pay its debts.

2. Any general assignment for the benefit of creditors.

3. Any decree or order appointing a receiver or trustee for it or substantially all its property to be entered and, if entered without its consent, not to be stayed or discharged within 60 Days.

4. Any proceedings under any law relating to bankruptcy, insolvency, or the reorganization or relief of debtors to be instituted by or against it and, if contested by it, not to be dismissed or stayed within 60 Days.

5. Any judgment, writ of attachment or execution, or any similar process to be issued or levied against a substantial part of its property which is not released, stayed, bonded, or vacated within 60 Days after issue or levy.

E. The discovery by the Department that any statement, representation, or warranty in the

Contract is false, misleading, or erroneous in any material respect; or

F. A failure by the Contractor to comply with contractual terms and conditions, resulting in a breach of security or health and safety standards. This Event of Default may result in the immediate termination of the Contract.

I.2.2 Further Opportunity to Cure

A. If an Event of Default of the type specified in Section I.2.1 occurs and the Contractor reasonably believes that such Event of Default cannot be cured within the 20 Days allowed in Section I.2.1 but that such Event of Default can be cured through a diligent, on-going, and conscientious effort on the part of the Contractor, within a reasonable period not to exceed three months, then the Contractor may, within the 20-Day cure period, submit a detailed plan for curing the Event of Default to the Department.

B. Upon receipt of any such plan for curing an Event of Default, the Department shall promptly review such plan and at its discretion, which must be reasonable in the circumstances, may allow, or not allow, the Contractor to pursue such plan of cure.

C. The decision of the Department will be communicated in writing to the Contractor.

D. The Department agrees that it will not exercise its remedies thereunder with respect to such

Event of Default for so long as the Contractor diligently, conscientiously, and timely undertakes to cure the Event of Default in accordance with the approved plan.

E. If the Department does not allow the Contractor an extension of the cure period, the 20 Days shall be tolled during the period…