ESBD_390676_1736886612741_802-25-57228_RFP_Furniture Reupholstery and Restoration.pdf

Texas Parks and Wildlife Department Purchasing and Contracting C-1

4200 Smith School Road Austin, Texas 78744

REQUEST FOR PROPOSALS

RFP No. 802-25-57228

Furniture Reupholstery and Restoration Battleship Texas State Historic Site

NIGP Class/Items: 931-44, 936-88

RFP Issue Date: January 14, 2025 Questions Due: January 17, 2025; 2:00 PM CT

Mandatory Site Visit: Schedule per RFP Section II, Subsection 2 Proposal Due Date: January 28, 2025; 2:00 PM CT

Purchaser: Nicole Ernzen, CTCD, CTCM 361-413-8984 Purchasing.Bidbox@tpwd.texas.gov

ATTENTION: It is the responsibility of interested parties to periodically check the Electronic State Business Daily (ESBD) website for updates to this solicitation prior to submitting a response. The Respondent’s failure to periodically check the ESBD will in no way release the selected contractor from “addenda or additional information” resulting in additional cost to meet the requirements of the RFP.

RFP No. 802-25-57228 Page 2 of 43

Table of Contents

SECTION I – GENERAL INFORMATION AND STATEMENT OF WORK

1. Introduction

2. Background

3. Solicitation Method and Intent

4. Contract Term

5. Qualifications and Experience

6. Scope of Work and Specifications

7. Contractor Requirements

8. TPWD Responsibilities

9. Performance Measures

10. Adding New Products/Services to Contract After Award

11. Modifications of Contract Terms and/or Amendments

12. Insurance

13. Subcontracting

14. Contract Administration

15. Invoicing and Payment

SECTION II – PROPOSAL REQUIREMENTS

1. Schedule of Events

2. Mandatory Pre-Proposal Site Inspection

3. Inquiries

4. Proposal Content

5. Proposal Submission

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6. Delivery of Proposals

7. Evaluation and Award

SECTION III – GENERAL TERMS AND CONDITIONS

EXHIBIT A – EXECUTION OF PROPOSAL

EXHIBIT B – PRICE SHEET

EXHIBIT C – COMPANY PROFILE

EXHIBIT D – PAST PROJECTS WITH CORRESPONDING REFERENCES

EXHIBIT E – TECHNICAL PROPOSAL

EXHIBIT F – RESPONSE SUBMISSION CHECKLIST

ATTACHMENT 1 – PHOTOS OF FURNITURE

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SECTION I – GENERAL INFORMATION AND STATEMENT OF WORK

1. INTRODUCTION

Texas Parks and Wildlife Department (TPWD) is soliciting proposals for the assessment and subsequent restoration and reupholstery of approximately two (2) upholstered couches and twenty-five (25) upholstered chairs, including two loungers and remaining office chairs, at the Battleship TEXAS located at Pier A in Gulf Copper Shipyard, 2920 Todd Road, Galveston, Texas 77554 in Galveston County as per the following scope of work. Services mut be completed and chairs delivered to Battleship TEXAS no later than August 31, 2025.

2. BACKGROUND

2.1. USS Texas (BB-35), the second ship in the United States Navy named in honor of the US state of Texas, is a New York-class battleship. The ship was launched on 18 May 1912 and commissioned on 12 March 1914. The ship is currently docked in Galveston undergoing restoration. The furniture is meant to date from the ship’s service period 1912-1948. The furniture is currently stored on the ship.

2.2. The majority of the chairs needing restoration are from the GoodForm line produced by the General Fireproofing Company of Youngstown, Ohio. This fireproofing company began manufacturing aluminum chairs in 19291. They were contracted by the US Navy in 1936 to produce furniture for Navy vessels which had to be durable enough to “withstand a torpedo blast”, this meant the use of aluminum for reduced oxidation and the minimal joint welds to ensure stability. 2 The agency believes that the line of padded seating we have is “original Comfort Master executive office chair” which would make sense for an officer’s quarters.3

3. SOLICITATION METHOD AND INTENT

3.1. The Request for Proposal (RFP) solicitation method allows qualified respondents to submit a written proposal addressing pricing, qualifications, experience, location, availability, approach and other factors that will be employed to ensure successful accomplishment of the requirements set forth herein. TPWD will review, compare and evaluate responses based on the criteria and weights identified in this RFP.

3.2. It is TPWD’s intent to identify qualified vendors and award one contract. It is TPWD’s sole discretion to determine best value.

4. CONTRACT TERM

4.1. Initial Contract Term: The contract shall commence on Date of Award and continue through August 31, 2025, unless sooner terminated under the terms of the contract.

1 https://collectiononline.design-museum.de/#/en/object/39502?_k=9suwbl 2 https://dorsetfinds.wordpress.com/2012/09/30/see-worthy-good-form-navy-chairs-ca-1939/ 3 http://www.pastpresentfuture.net/archives/gf.html https://collectiononline.design-museum.de/#/en/object/39502?_k=9suwbl

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4.2. Contract Extensions: In the event that the contract(s), if any, resulting from the award of this RFP shall terminate or be likely to terminate prior to the making of an award for a new contract for the identified products and/or services, TPWD may, with the written consent of the awarded supplier(s), extend the contract for a period of time as may be necessary to permit TPWD continued supply of the identified products and/or services (not to exceed twelve month extension period). Any extensions shall be at the same terms and conditions, plus any approved changes.

4.3. Termination: The contract shall terminate upon full performance of all requirements contained in the contract, unless otherwise extended or renewed, as provided in accordance with the contract terms and conditions.

4.4. Amendments: The contract may be amended in writing by mutual consent of the parties.

4.5. Quantities: Unless this RFP states otherwise, the resulting contract award does not guarantee volume or a commitment of funds.

5. QUALIFICATIONS AND EXPERIENCE

5.1. Minimum Qualifications and Experience: Respondent (and awarded contractor) shall meet the following minimum qualifications:

5.1.1. Shall be engaged in the business of restoring and reupholstering historic furniture for a minimum of five (5) years within the past five (5) years, services similar in type and quantity to those listed herein. Recent start-up businesses do not meet the requirements of this solicitation. (A start-up business is defined as a new company that has no previous operations history or expertise in the relevant business and is not affiliated with a company that has that history of expertise.)

5.1.2. Shall have available the necessary qualified personnel, skills, qualifications, organization, facilities, equipment and supplies required to fulfill all requirements under this RFP and any resulting contract.

5.1.3. Shall be in good financial standing. TPWD reserves the right to request a copy of the respondent’s audited or un-audited financial statement.

5.2. Supporting Documentation: Respondent shall complete and submit Exhibit C – Company Profile, Exhibit D – Past Projects with Corresponding References with proposal to provide documentation to support the above qualifications. (Ref: Section II, Subsection 4.3.)

6. SCOPE OF WORK AND SPECIFICATIONS

Contractor shall provide furniture assessment, restoration, reupholstery and related services in accordance with the following scope of work.

6.1. Contractor shall provide an assessment of what services are needed to restore the furniture with their proposal response submission, outlining steps to renovate the following mid-century metal furniture pieces. The furniture inventory consists of two upholstered couches and twenty-five upholstered chairs, of which two are loungers and the remaining chairs are office chairs. A site visit is required, see Section II, Subsection 2 for site visit scheduling details.

6.2. Kick-Off Meeting: Contractor shall participate in an on-site, in-person kick-off meeting with TPWD Battleship and/or Battleship Foundation staff after contract award. TPWD will review and approve of all products and work plan before commencing work.

RFP No. 802-25-57228 Page 6 of 43

6.3. Contractor shall pick up, protectively wrap, and transport the items from Battleship Texas to

Contractor’s workshop for restoration and reupholstery work.

6.4. Contractor shall remove old fabric.

6.5. Contractor shall clean and repair metal frames as required.

6.6. Contractor shall replace foam, batting, springs, and webbing as required.

6.7. Contractor shall replace fabric and welting with perforated marine-grade black vinyl.

6.8. Contractor shall take photos of completed work and share with TPWD Project Manager.

6.9. Contractor shall protectively wrap and load up the items and coordinate with TPWD Project Manager to select a day to return the items to the Battleship Texas clean and dust-free.

6.10. Contractor shall include inventory tracking/chain of custody.

6.11. Contractor shall provide all material and labor to restore and reupholster the furniture. TPWD prefers the furniture to be restored with perforated marine-grade vinyl over foam padding.

7. CONTRACTOR REQUIREMENTS

7.1. Contractor agrees to conduct all its services under the awarded contract by and through appropriate communications with TPWD. No work, installation or other services shall be undertaken by Contractor except with the prior written authorization by TPWD. Contractor understands and agrees that work, installation or other service performed without prior written authorization of the TPWD is work outside the scope of this contract and shall be performed exclusively at Contractor’s risk.

7.2. Contractor shall provide service in accordance with requirements specified herein and the resulting contract(s) and adhere to the TPWD Terms and Conditions.

7.3. Contractor shall provide all labor, materials and equipment necessary to meet requirements of the specified services throughout the term of the contract.

7.4. Contractor is responsible for all costs incurred in the performance of the contract.

7.5. Contractor shall comply with all laws, ordinances, statutes and regulations pertaining to the services requested herein, and shall obtain such permits, licenses or other authorizations as may be required.

7.6. Contractor shall follow relevant safety rules and conduct the work in a safe manner.

8. TPWD RESPONSIBILITIES

8.1. TPWD will designate a Contract and Project Manager upon contract award.

8.2. TPWD will furnish no material, labor, equipment, or facilities unless otherwise provided for in this contract.

9. PERFORMANCE MEASURES

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9.1. Contractor will be responsible for the performance of any contractual obligations that may result from an award based on this RFP and shall not be relieved due to non-performance of any or all subcontractor(s).

By submitting a proposal, the Respondent commits to providing the goods and services required in the RFP. The successful Respondent(s) will be required to abide by TPWD policies, procedures, standards and guidelines relevant to the execution of this contract.

9.2. TPWD will measure and evaluate the Contractor’s and/or subcontractor’s performance under the contract.

If the Contractor or subcontractor does not meet any standards for deliverables and/or performance incentives (if applicable), TPWD may impose remedies if the Contractor or subcontractor(s) fails to meet their responsibilities as outlined in the RFP and the terms and conditions of the contract. All services and deliverables under the contract shall be provided at an acceptable quality level and in a manner consistent with acceptable industry standards, customs, and practices. In the event TPWD deems that the Contractor’s performance does not meet an acceptable quality level of service and deliverables, TPWD may seek or negotiate remedies with the Contractor.

10. ADDING NEW PRODUCTS/SERVICES TO CONTRACT AFTER AWARD

Following the contract award, additional products/services of the same general category that could have been encompassed in the award of this contract, and that are not already on the contract, may be added. A formal written request will be sent to successful respondent to quote on the proposed additional products/services.

Respondent shall submit proposals to TPWD as instructed. All prices are subject to negotiation with the Best and Final Offer (“BAFO”). TPWD may accept or reject any or all proposals and may issue a separate solicitation for the products/services after rejecting some or all of the responses. The products/services covered under this provision shall conform to the specifications as outlined in the request.

11. MODIFICATIONS OF CONTRACT TERMS AND/OR AMENDMENTS

11.1. The terms and conditions of the Contract shall govern all transactions under the Contract.

11.2. The Contract may only be modified or amended upon mutual written agreement of TPWD Purchaser(s) and the Contractor.

11.3. Terms and conditions that do not conflict with the Contract and are acceptable to the Contractor(s) may be added in a Purchase Order and given effect. No additional term or condition added in a Purchase Order can conflict with or diminish a term or condition of the Contract. In the event of a conflict between Purchase Order and the Contract, the Contract term shall control.

12. INSURANCE

12.1. Contractor shall procure and maintain during the entire period of their performance under this contract the following minimum insurance.

Type of Insurance Each Occurrence/Aggregate Workers Compensation STATUTORY LIMITS Employer's Liability Bodily Injury by Accident Bodily Injury by Disease Bodily Injury by Disease

$1,000,000 Ea. Accident $1,000,000 Ea. Employee $1,000,000 Policy Limit

Commercial General Liability General Aggregate Applies Per Project

$2,000,000 Aggregate $5,000 Medical Expense each person $50,000 Damage to Premises Rented to You $2,000,000 Products Completed Operations

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$1,000,000 Personal & Advertising Liability $1,000,000 Each Occurrence

Automobile Liability All Owned, Hired and Non-Owned Vehicles $1,000,000 Combined Single Limit

12.2. Policy must contain an additional insured endorsement: The State of Texas, acting through Texas Parks and Wildlife Department and its officers and employees, is listed as an additional insured and loss payee.

12.3. The required coverage is to be with companies licensed in the state of Texas, with an “A” rating from A.M.

Best, and authorized to provide the corresponding coverage.

12.4. Prior to the commencement of the job and not later than ten (10) days following award, the Contractor shall furnish to TPWD, for approval, a certificate of insurance as proof that the required insurance is in full force and effect. The certificate of insurance shall be sent to: Nicole Ernzen / Purchasing & Contracting, Texas Parks & Wildlife Department, 4200 Smith School Road, Austin, Texas 78744;

purchasing.bidbox@tpwd.texas.gov or may be faxed to 512-389-4677.

13. SUBCONTRACTING

Refer to Section III – General Terms and Conditions, Paragraph 56 – Subcontractors.

14. CONTRACT ADMINISTRATION

TPWD will maintain on-going review and status of Contractor’s progress toward completion of services and will certify whether contractor’s billings are reasonably comparable with the work completed. Payment(s) will not be made until all work has been reviewed and accepted by TPWD.

Administration of the contract is a joint responsibility of TPWD State Parks Division and the TPWD Purchasing & Contracting Branch. TPWD purchasing staff will be responsible for administering the contractual business relationship with the contractor. Upon issuance of contract, TPWD will designate an individual who will serve as the contract manager and point-of-contact between the agency and the contractor. The contract manager does not have any express or implied authority to vary the terms of the contract, amend the contract in any way or waive strict performance of the terms or conditions of the contract. This individual’s contract management and contract administration responsibilities include, but are not limited to:

14.1. Monitoring the contractor’s progress and performance and ensuring services conform to established specification requirements.

14.2. Managing the financial aspects of the contract including approval of payments.

14.3. Meeting with the contractor to schedule service, and as needed to review progress, discuss problems, and consider necessary action.

14.4. Identifying a breach of contract by assessing the difference between contract performance and non-performance.

14.5. Other areas as identified by the State of Texas Procurement and Contract Management Guide, latest edition.

15. INVOICING AND PAYMENT

mailto:purchasing.bidbox@tpwd.texas.gov

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The following procedures apply to invoicing and payment in addition to those listed in Section III, General Terms and Conditions, Paragraph 9:

15.1. Contractor to submit invoice(s) to: Texas Parks & Wildlife Department, Accounts Payable, 4200 Smith

School Road, Austin, Texas 78744.

15.2. Invoices must show:

15.2.1. Name of Contractor exactly as shown on the contract, Texas Payee Identification Number (PIN), and correct "Remit to" address

15.2.2. Name of receiving entity

15.2.3. Contract/purchase order number

15.2.4. Description, quantity, unit of measure, unit price, extended price of each item

15.2.5. Total price

15.2.6. Discount, if applicable, extended and deducted to arrive at a NET TOTAL for invoice

15.2.7. Attach supporting documentation, if required

15.3. Payment:

15.3.1. The contractor will be paid for the services performed as invoiced. If another payment mechanism is agreed to by the parties, then contractor will be paid in accordance with the agreement approved by the parties.

15.3.1.1. Respondent may include in their proposal response phases of work to be completed, including the milestone payments, if all furniture cannot be accommodated at one time.

Agreed upon payment schedule will be included in a fully executed contract.

15.3.2. Under no circumstances shall TPWD be obligated to make any payment (whether a progress payment or final payment) to Contractor, if any of the following conditions exists:

15.3.2.1. Contractor is in breach of this contract;

15.3.2.2. Any portion of a payment is for services that were not performed in accordance with this contract provided, however, payment shall be made for those services which were performed in accordance with this contract;

15.3.2.3. Contractor has failed to make payments promptly to consultants or other third parties used in connection with services for which TPWD has made payment to Contractor;

15.3.2.4. If TPWD, in good faith, determines that the balance of the unpaid fees are not sufficient to complete the services in accordance with this contract; or if Contractor has failed to achieve a level of performance necessary to maintain the project schedule. No deductions shall be made from Contractor’s compensation on account of liquidated damages or other sums withheld from payments to other contractors or on account of the cost of changes in the Work other than those for which Contractor may be liable.

15.3.3. Payment normally will be made to the Contractor within 30 days after receipt of a properly prepared invoice or the receipt of and the acceptance of services ordered, whichever is later.

State agencies are required by state law to pay properly submitted invoices within 30 days or the Contractor may charge a late payment fee established by law.

15.3.4. Payments for services purchased with state appropriated funds will be made through state warrants issued by the Comptroller of Public Accounts. Payments by qualified ordering entities will be made through the entities local payment system.

15.3.5. Electronic payment may be available through some ordering entities. Contact Accounts Payable at 512-389-4833 for additional information.

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SECTION II – PROPOSAL REQUIREMENTS

1. SCHEDULE OF EVENTS

TPWD intends to proceed according to the following schedule. These dates represent a tentative schedule of events. TPWD reserves the right to change the dates in the schedule of events above upon written notification to prospective Respondents through a posting on the Electronic State Business Daily as an Addendum.

Event Date/Time RFP Issue Date: January 14, 2025 Site Inspection: Schedule per RFP Section II, Subsection 2 Questions Due: January 17, 2025; 2:00 PM CT Proposal Due Date: January 28, 2025; 2:00 PM CT

2. MANDATORY PRE-PROPOSAL SITE INSPECTION

Respondents are required to attend a pre-proposal site inspection to become thoroughly familiar with job conditions, determine materials and work needed to successfully complete the service. Failure to give proper consideration in the response submission to site conditions will not constitute grounds for additional compensation.

Attendees are required to sign-in to document attendance.

To schedule a site visit, contact Amanda Carter at amanda.carter@tpwd.texas.gov or 737-243-2971. A secondary contact for site visits is Travis Davis with the Battleship Texas Foundation at travis@battleshiptexas.org or 832- 841-3500 ext. 103. Site visits shall occur between the date of RFP issuance and one day prior to proposal due date.

3. INQUIRIES

3.1. CONTACT: All requests, questions, or other communications about this Solicitation shall be made in writing to TPWD’s Purchasing Department, addressed to the following person:

Nicole Ernzen, Purchaser Texas Parks & Wildlife Department 4200 Smith School Road Austin, Texas 78744

Contact Info:

Phone 361-413-8984 Fax 512-389-4677 Email: purchasing.bidbox@tpwd.texas.gov

3.2. CLARIFICATIONS: TPWD will allow written requests for clarification of this Solicitation. Questions may be faxed or e-mailed to the point-of-contact listed in Section II, Subsection 3.1. Questions should be submitted in the following format: a) Reference the Solicitation number; b) Reference the Section number, Page number, Paragraph number, and Text of passage being questioned; and c) Question.

3.3. DEADLINE FOR SUBMISSION OF QUESTIONS: To provide TPWD with sufficient time to adequately prepare responses to vendor inquiries, all questions must be submitted by the deadline specified in Section II, Subsection 1.

3.4. ANSWERS TO QUESTIONS: The target date for answering questions is within three business days after deadline for questions. Official answers will be posted as an addendum to this solicitation, on the Electronic State Business Daily at http://www.txsmartbuy.com/esbd. Respondent names will be removed from questions in the responses released. TPWD reserves the right to amend answers prior to the proposal submission deadline. If respondents do not have Internet access, copies may be obtained through the point of contact listed above. Note: It is the responsibility of interested parties to periodically mailto:amanda.carter@tpwd.texas.gov mailto:travis@battleshiptexas.org http://www.txsmartbuy.com/esbd

RFP No. 802-25-57228 Page 11 of 43 check the ESBD for updates to the procurement prior to submitting a proposal. Respondent’s failure to periodically check the Electronic State Business Daily (ESBD) will in no way release the selected vendor from “addenda or additional information” resulting in additional costs to meet the solicitation requirements.

3.5. PROHIBITED COMMUNICATIONS: Upon issuance of this solicitation, TPWD, its representative(s), or partners will not answer questions or otherwise discuss the contents of this Solicitation with any potential Respondent or their representative(s), except for the written inquires described in Section II, Subsection

3.2 above. Attempts to ask questions by phone or in person will not be allowed or recognized as valid.

Failure to observe this restriction may disqualify respondent. Respondent shall rely only on written statements issued through or by TPWD’s purchasing staff. This restriction does not preclude discussions between affected parties for the purposes of conducting business unrelated to this solicitation.

4. PROPOSAL CONTENT

Below is a summary of required and requested information. Proposals submitted without this information will be evaluated accordingly. TPWD reserves the right, in its sole judgment and discretion, to waive minor technicalities and errors in the best interest of the state.

4.1. GENERAL RESPONSE FORMAT:

Respondents shall submit one (1) proposal signed. In addition, Respondents should submit one (1) copy of the proposal. Pricing should not be included in the submitted copies.

4.2.

REQUIRED RESPONSE CONTENT:

Respondent MUST include the following documentation in their response submission. Failure to submit with response will result in disqualification of the proposal.

4.2.1. Exhibit A – Execution of Proposal: Respondent must submit original signed, dated and completed Exhibit A - Execution of Proposal.

4.2.2. Exhibit B – Compensation and Fees Schedule: Include completed Exhibit B – Pricing

Schedule. Pricing should not be included in the submitted copies.

4.3. ADDITIONAL RESPONSE CONTENT:

Respondent shall include the following additional documentation in their response submission, or within one business day of TPWD request. Failure to submit this additional documentation by TPWD designated deadline may result in disqualification of the proposal.

4.3.1. Exhibit C – Company Profile: Include completed Exhibit C (or reasonable facsimile).

4.3.2. Exhibit D – Past Projects with Corresponding References: Include completed Exhibit D (or reasonable facsimile).

4.3.3. Exhibit E – Technical Proposal: Include Technical Proposal – tabbed Exhibit E, including numbered responses corresponding to each of the items listed in Exhibit E.

4.3.4. Addenda: Respondent shall acknowledge receipt of any addendums generated as part of this solicitation. The respondents should include the signed and dated addendum(s) with their response submission.

5. PROPOSAL SUBMISSION

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5.1. All proposals shall be received and time stamped by TPWD prior to 2:00 PM Central Time on the date specified in Section II, Subsection 1 and the place specified in Section II, Subsection 6. Late proposals will not be considered under any circumstance and will be returned unopened.

5.2. Proposals should be placed in a sealed envelope/package and correctly identified with RFP number, submittal deadline/opening date and time. It is the Respondent’s responsibility to appropriately mark and deliver the proposal to TPWD by the specified date.

5.3. Hard copies are not required, and electronic submissions via email can be accepted; Respondent may submit via hard copy OR electronic. If submitting electronically, TPWD can only accept an attachment to the email and cannot accept a link to a file.

5.4. Receipt of all addenda to this RFP should be acknowledged by returning a signed copy of each addendum to the response.

5.5. Respondents to this RFP are responsible for all costs of proposal preparation.

5.6. Proposals shall be submitted to TPWD Headquarters, Purchasing & Contracting, as noted in Section II, Subsection 6 below.

5.7. All submitted proposals become the property of TPWD after the RFP submittal due date/ deadline.

Responses submitted shall constitute an offer for a period of ninety (90) days or until selection is made by TPWD, whichever is earlier.

5.8. When Proposals are opened, only the names of the Respondents who submitted proposals will be read.

Prices and terms will not be divulged until after contract award.

6. DELIVERY OF PROPOSALS

E-MAIL submittals are preferred for this solicitation. If hard copies are submitted, Respondent shall submit to TPWD by one of the following methods:

7. EVALUATION AND AWARD

7.1. A contract will be awarded to the responsible respondent(s) who submits the proposal determined to be the best value to the State and who meet all requirements included in this solicitation.

7.2. Cash discounts offered by the respondent will NOT be a factor in proposal evaluation.

7.3. Proposals may be withdrawn by written notice at any time prior to award. An e-mail to the purchaser name identified in Section II, Subsection 2 above will be acceptable as a written notice for withdrawn. No proposals will be returned after award.

U.S. Postal Service Overnight/Express Mail Email

Texas Parks and Wildlife Dept.

Purchasing & Contracting C-1 4200 Smith School Road Austin, TX 78744

TPWD – Mail Room Attn: Purchasing & Contracting C-1 4200 Smith School Road Austin, TX 78744 Hours – 8:00 AM to 5:00 PM

Purchasing.Bidbox@tpwd.texas.gov

NOTE: Proposals must be date stamped in Purchasing & Contracting prior to the due date and time.

mailto:Purchasing.Bidbox@tpwd.texas.gov

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7.4. Step 1 – Administrative Review by Purchasing: Only a complete response with the listed required submittal documents will be considered. Failure to meet the minimum qualifications and submit the required documents will result in a response being declared non-responsive. Proposals that do not conform to the instructions included in this RFP may be rejected by TPWD. TPWD reserves the right to reject any or all proposals and to waive informalities and minor irregularities in proposals received. No proposal received in TPWD Purchasing and Contracting Section after the exact date and time specified as the deadline for responses will be considered.

7.5. Step 2 – Initial Evaluation: A TPWD evaluation committee will evaluate and score each response based on established criteria. Respondents shall not contact members of the evaluation team. Responses will be evaluated according to the respondent’s ability to best satisfy TPWD requirements. Respondent’s submission is evaluated and scored on a weighted system to determine the best value as follows:

Evaluation Criteria Weight Compensation and Fees 40% Qualifications, Experience, Capability, Facilities, Equipment, Technical Proposal, Etc. (based on Exhibits C, D, E) 60%

Total 100%

7.6. Step 3 – Short List: At TPWD’s sole discretion, a short-list may be developed. Then, TPWD may check references.

7.6.1. References may include past performance evaluations. References will be scored on a pass/fail basis. Any negative responses received may be grounds for disqualification of the proposal.

7.7. Step 4 - Best and Final Offer (BAFO): The evaluation committee will determine if discussions and/or Best and Final Offers are necessary. Award of a contract may be made without discussions or Best and Final Offers, if in the best interest of the state.

7.7.1. Discussions: The evaluation committee may determine that discussions are necessary to clarify or verify a written proposal.

7.7.2. Oral Presentations: TPWD may, at its discretion, elect to have respondents provide oral presentations of their proposals.

7.7.3. BAFO: A request for a Best and Final Offer is at the sole discretion of TPWD and will be requested in writing. If requested, respondent(s) shall submit a final price and any added value. If more than one respondent reaches this level, the negotiated terms, references, BAFO and added values will be the considered in the award. TPWD will make the final determination on the best value.

7.7.4. The evaluation committee will evaluate the finalists and make a recommendation for award.

7.8. AWARD: TPWD reserves the right to award a contract to a single contractor, or award to more than one contractor, whichever provides the best value to TPWD in performance of this service. TPWD will be the sole judge of best value. (Refer to Section III, Item 3.3 for Best Value criteria.)

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SECTION III – GENERAL TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS

MARCH 2022

(ITEMS BELOW APPLY TO AND BECOME A PART OF THE CONTRACT)

Any Contract awarded as a result of this solicitation will contain the General Terms and Conditions listed below in this Section. Subcontractors are also obliged to comply with these provisions.

1. DEFINITIONS: As used throughout this solicitation, the following terms have the meaning set forth below.

All other terms have the meaning set forth in Webster’s II New College Dictionary.

1.1. Bidder: An individual or entity that submits a bid. The term includes anyone acting on behalf of the individual or entity that submits a bid, such as an agent, employee and representative. See Respondent.

1.2. Contractor: The individual, corporation, company, partnership, firm, or organization that has to furnish the materials and has to perform the work as stated in the solicitation.

1.3. ESBD: The Electronic State Business Daily, which is available online at http://www.txsmartbuy.com/esbd .

1.4. Gov’t Code: The Texas Government Code.

1.5. Owner: Texas Parks and Wildlife Department, an agency of the State of Texas.

1.6. Party/Parties: Either the TPWD and Respondent separately or collectively.

1.7. Respondent: Any person or Vendor who submits a Bid/Proposal/Offer in response to this solicitation.

1.8. Services: Includes the use of labor, materials, facilities, equipment, and any other need that is necessary or incidental to the successful completion of the Contract.

1.9. Subcontractor: Any supplier, distributor, Contractor, person, or firm furnishing to the Contractor, materials or services necessary or incidental to the performance of the Contract between TPWD and Contractor.

1.10. TAC: The Texas Administrative Code, which is the publication for administrative rules.

1.11. Texas Identification Number: A unique 11-digit number assigned by the Texas Comptroller of Public Accounts. When a Payee first contracts with a state agency, that Payee must provide either a federal Employer Identification Number (EIN) or a Social Security number (SSN). The Texas Identification Number (TIN) is based on this number. (Note: If Respondent does not have a TIN, or does not know their TIN, they may list their EIN or SSN on the “Texas Identification Number” line of the Vendor Information Block of their RFP, RFO, IFB or RFQ response.)

1.12. TPWD: Texas Parks and Wildlife Department acting on behalf of the State of Texas.

2. SPECIFICATIONS:

2.1. The goods/services provided shall be in accordance with the purchase specifications herein. TPWD will decide the answers to all questions that may arise as to the interpretation of the specifications and the quality, or acceptability of goods/services provided. TPWD will decide the rate of progress of the work and the acceptable fulfillment of the goods/service on the part of the Contractor.

2.2. Catalogs, brand names or manufacturer's references are descriptive only, and indicate type and quality desired. Bids/Proposals on brands of like nature and quality will be considered unless advertised under Texas Gov't Code §2155.067. If the Respondent is offering brands other than the references, response should show manufacturer, brand or trade name, and other description of product offered. If Respondent is offering brand(s) other than brand(s) specified, illustrations and http://www.txsmartbuy.com/esbd

RFP No. 802-25-57228 Page 15 of 43 complete description of product offered are requested to be made part of the bid. Failure to take exception to specifications or reference data will require Respondent to furnish specified brand names, numbers, etc.

2.3. Unless otherwise specified, items shall be new and unused and of current production.

2.4. Samples, when requested, must be furnished free of expense to the State. If not destroyed in examination, they will be returned to the Respondent, on request, at Respondent's expense. Each sample should be marked with Respondent's name and address, and requisition number. Do not enclose in or attach response submission to sample.

2.5. The State will not be bound by any oral statement or representation contrary to the written specifications of this Solicitation.

2.6. Manufacturer's standard warranty shall apply unless otherwise stated in the solicitation.

3. AWARD OF A PURCHASE ORDER: Standard Purchase Order Terms and Conditions apply. If a conflict exists between the standard Purchase Order Terms and Conditions and specific language in this solicitation, the language in the solicitation shall prevail.

3.1. A response to a solicitation is an offer to Contract with TPWD based on the terms, conditions and specifications contained in the solicitation. Responses do not become Contracts unless and until they are accepted through an authorized TPWD designee by issuance of a Purchase Order.

3.2. This procurement will be conducted in accordance with the State Purchasing Act, Title 10, Subtitle D, Chapters 2151 through 2177, of the Texas Gov’t Code (TGC) and TPWD rules. Any Contract resulting from this procurement shall consist of one (1) document. This document will contain all of the rights and duties of the parties extracted from the relevant terms and conditions of this solicitation (including its attachments, exhibits, supplements, and addenda); the successful Contractor’s response; any TPWD request for a Best and Final Offer; and any successful Contractor’s Best and Final Offer, if applicable.

3.3. Best Value – TPWD will be the sole judge of best value. Award will be based on Best Value criteria and may include, but is not limited to:

3.3.1. Best meets the goals and objectives of the solicitation as stated above.

3.3.2. Best meets the quality and reliability of the proposed services.

3.3.3. Effect of the proposed solution on agency productivity.

3.3.4. Provides the most customer focused solution that will best meet the needs of the public.

3.3.5. Experience in successfully providing services in this solicitation.

3.3.6. Past Performance: A Respondent’s past performance will be measured based upon pass/fail criteria in compliance with applicable provisions of Gov't Code §§2155.074, 2155.075, 2156.007, 2157.003, and 2157.125. Respondents may fail this selection criterion for any of the following conditions:

• The Vendor has a score less than C or Legacy Unsatisfactory in the Vendor

Performance System,

• Currently under a Corrective Action Plan through the Texas Comptroller of Public

Accounts (CPA),

• Having repeated negative Vendor Performance Reports for the same reason,

• Having Purchase Orders that have been cancelled in the previous 12 months for non-performance (i.e., late delivery, etc.).

3.3.7. Contractor performance information is located on the CPA web site at:

www.txsmartbuy.com/vpts. CPA may conduct reference checks with other entities regarding past performance. In addition to evaluating performance through the Vendor Performance Tracking System (as authorized by 34 Texas Administrative Code §20.115), CPA may examine other sources of vendor performance including, but not limited to, http://www.txsmartbuy.com/vpts

RFP No. 802-25-57228 Page 16 of 43 notices of termination, cure notices, assessments of liquidated damages, litigation, audit reports, and non-renewals of Contracts. Any such investigations shall be at the sole discretion of CPA, and any negative findings, as determined by CPA, may result in non-award to the Respondent.

4. UNIT PRICES: Respondents must price per unit shown. Unit prices shall govern in the event of extension errors.

5. FREIGHT: Quote FOB destination, freight prepaid and allowed unless otherwise stated within the specifications.

6. DELIVERY:

6.1. Show number of days required to place material in receiving agency's designated location under normal conditions. Delivery days mean calendar days, unless otherwise specified. Failure to state delivery time obligates Respondent to deliver in 14 calendar days. Unrealistic delivery promises may cause solicitation to be disregarded.

6.2. If delay is foreseen, Contractor shall give written notice to the TPWD. Contractor must keep the TPWD advised at all times of status of order.

6.3. Default in promised delivery (without accepted reasons) or failure to meet specifications authorizes the TPWD to purchase supplies elsewhere and charge full increase, if any, in cost and handling to defaulting Contractor.

6.4. Substitutions: No substitutions permitted without written approval of TPWD.

6.5. Delivery shall be made during normal working hours only unless prior approval has been obtained from ordering agency. Normal working hours are 8:00 AM until 5:00 PM Monday through Friday except State and National holidays.

7. TESTING AND INSPECTION:

7.1. TPWD may test and inspect goods and services purchased under the Contract to ensure compliance with the specifications of this solicitation and the Contract. TPWD may also test and inspect goods and services before they are purchased under the Contract. Authorized TPWD personnel shall have access to the Respondent's place of business for the purpose of inspecting the goods. To the extent practical, TPWD inspections will not disrupt the Respondent's daily operations. Tests shall be performed on samples submitted with the Bid/Proposal or on samples taken from regular shipments. All costs of testing and inspection shall be borne by the Respondent.

In the event the goods tested fail to meet or exceed all conditions and requirements of the solicitation and Contract, the goods will be rejected in whole or in part, at the State's option, and returned to the Respondent or held for disposition at the Respondent's expense. Latent defects may result in cancellation of the Contract at no expense to the state.

7.2. If material fails to meet specifications, the Respondent will be notified by fax, mail, or e-mail. The Respondent will have ten (10) working days after receipt of the notification to remove the rejected material from state property. Material will be removed at the Respondent’s expense. Material not removed in the allotted time period will be disposed by TPWD. The Respondent will be charged for all disposable expenses conducted by TPWD.

8. CHANGES: TPWD may at any time, by a written order, make changes within the general scope of this Contract, in the definition of services to be performed, and the time (i.e., hours of the day, days of the week, etc.) and place of performance thereof. If any such change causes an increase or decrease in the cost of, or the time required for the performance of any part of the services under this Contract, whether changed or not changed by any such order, an equitable adjustment shall be made in the Contract price or time of performance or both and the Contract shall be modified in writing accordingly. Any claim by the Contractor

RFP No. 802-25-57228 Page 17 of 43 for adjustment under this clause must be asserted within 30 days from the date of receipt by the Contractor of the notification of change, provided, however, that TPWD, if it decides that the facts justify such action, may receive and act upon such claims asserted at any time prior to final payment under this Contract.

Failure to agree to any adjustment shall be a dispute concerning a question of fact within the meaning of the clause of this Contract entitled "Dispute Resolution."

9. INVOICING AND PAYMENT:

9.1 Invoices: In order to receive payment under the Contract, the Contractor must submit an original invoice to TPWD, which will be designated in the Purchase Order as the "Bill To" address. To be a proper invoice that may be accepted and paid, the invoice must include the following information and/or attachments: (1) Name and address of the Contractor. (2) The Contractor's Texas Identification Number (TIN). (3) The Contractor's invoice remittance address. (4) The Purchase Order number authorizing the delivery of products or services. (5) A description of what the Contractor delivered, including, as applicable, the time period, serial number, unit price, quantity, and total price of the products and services. If the invoice is for a lease, the Contractor must also include the payment number (e.g., 1 of 36).

9.2 Disputed Invoices: As stated above, the Contractor will receive notice of an error in an invoice submitted for payment by not later than the 21st day after the date the invoice was received by the TPWD. If an invoice dispute is resolved in favor of the Contractor, the Contractor is entitled to receive interest on the unpaid balance of the invoice, beginning on the date the invoice became overdue, pursuant to Gov't Code §2251. 021. If a dispute is resolved in favor of the TPWD, the Contractor shall submit a corrected invoice that must be paid in accordance with Section 2251.021.

The unpaid balance accrues interest if the corrected invoice is not paid by the appropriate date.

9.3 Time and Manner of Payment: Pursuant to Texas Gov’t Code Chapter 2251, payment by TPWD is overdue on the 31st day after the later of: (1) the date the TPWD receives the goods under the Contract; (2) the date the performance of the service under the Contract is completed; or (3) the date the TPWD receives the invoice for the goods or service. Payment by a political subdivision Customer whose governing body meets only once a month or less frequently is overdue on the 46th day after the later event of: (1) the date TPWD receives the goods under the Contract; (2) the date the performance of the service under the Contract is completed; or (3) the date TPWD receives the invoice for the goods or service.

10. PATENTS, TRADEMARKS, OR COPYRIGHTS: Respondent agrees to defend and indemnify the TPWD and State from claims involving infringement or violation of patents, trademarks, copyrights, trade secrets, or other proprietary rights, arising out of the TPWD's or the State's use of any good or service provided by the Respondent as a result of this solicitation.

11. PROHIBITION ON LOBBYING: The Respondent shall comply with the provisions of a federal law known generally as the Lobbying Disclosure Act, 2 U.S.C. §1601 et seq. By submitting a Bid/Proposal, the Respondent certifies that it shall not and has not used federally appropriated funds to pay any person or organization for influencing or attempting to influence any officer or employee of any federal agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal Contract, grant, or any other award covered by 31 U.S.C. §1352. It also certifies that the Respondent shall disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award by completing and submitting Standard Form LLL.

12. ANTI-TRUST AND ASSIGNMENT OF CLAIMS: The undersigned affirms under penalty of perjury of the laws of the State of Texas that (1) in connection with this Response, neither I nor any representative of the Respondent have violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm Code Chapter 15; (2) in connection with this Response, neither I nor any representative of the Respondent have violated any federal antitrust law; and (3) neither I nor any representative of the Respondent have directly or indirectly communicated any of the contents of this Response to a competitor of the Respondent or any other company, firm, partnership or individual engaged in the same line of business as the

RFP No. 802-25-57228 Page 18 of 43

Respondent. The successful Contractor hereby assigns to TPWD, any and all claims for overcharges associated with any contract resulting from this solicitation which arise under the antitrust laws of the United States 15 U.S.C.A., Section 1, et seq. (1973), and which arise under the antitrust laws of the State of Texas, Texas Business and Commercial Code Ann. Sec. 15.01, et seq. (1967).

13. DEBTS AND DELINQUENCIES: As required by Gov't Code §2252.903, the Respondent agrees that any payments due under the Contract shall be directly applied towards eliminating any debt or delinquency is has to the State of Texas including, but not limited to, delinquent taxes, delinquent student loan payments, and delinquent child support.

14. DISPUTE RESOLUTION:

14.1. The dispute resolution process provided for in Chapter 2260 of Texas Gov’t Code and TPWD regulations shall be used by TPWD and the Respondent to resolve all disputes arising under this Contract. The Contractor shall comply with such rules, as revised from time to time.

14.2. If the Contractor's claim for breach of Contract cannot be resolved informally with TPWD, it shall be submitted to the negotiation process provided in Chapter 2260. To initiate the process, the Contractor shall submit written notice, as required by Chapter 2260. The notice shall also be given to the individual identified in the Contract for receipt of notices. Any informal resolution efforts shall in no way modify the requirement or toll the timing of the formal written notice of a claim for breach of Contract required under § 2260.051 of Texas Gov’t Code. Compliance by the Contractor with Chapter 2260 is a condition precedent to the filing of a contested case proceeding under Chapter 2260.

14.3. The contested case process provided in Chapter 2260 is the Contractor's sole and exclusive process for seeking a remedy for an alleged breach of Contract by TPWD if the Parties are unable to resolve their disputes as described above.

14.4. Compliance with the contested case process provided in Chapter 2260 is a condition precedent to seeking consent to sue from the Legislature under Chapter 107, Civil Practices and Remedies Code. Neither the execution of the Contract by TPWD nor any other conduct of any representative of TPWD relating to the Contract shall be considered a waiver of sovereign immunity to suit.

14.5. Notwithstanding any other provision of the Contract to the contrary, unless otherwise requested or approved in writing by TPWD, the Contractor shall continue performance and shall not be excused from performance during the period any breach of Contract claim or dispute is pending under either of the above processes; however, the Contractor may suspend performance during the pendency of such claim or dispute if the Contractor has complied with all provisions of Gov't Code §2251.051, and such suspension of performance is expressly applicable and authorized under that law.

15. FRAUD, WASTE, AND ABUSE: By submitting a Response to this Solicitation, the Respondent represents and warrants that it has read and understood and shall comply with CPA’s Anti-Fraud Policy, found at:

https://comptroller.texas.gov/about/policies/ethics.php, as such…