ESBD_File_340767_802-24-42355_Combination Modular Wall System.pdf

INVITATION FOR BID

SEND INVOICE TO: RETURN BIDS TO BIDDER MUST SIGN BELOW

Texas Parks and Wildlife Department ATTN: Accounts Payable 4200 Smith School Road Austin, Texas 78744

Purchasing.BidBox@tpwd.texas.gov, FAX 512-389-4677, or return to:

TPWD - Purchasing and Contracting

4200 Smith School Road Austin, Texas 78744

BID DUE DATE 2:00

PM

November 7, 2023

REQUISITION NO. 802-24-42355

By signing this bid, By signing this bid, bidder certifies that if a Texas address is shown as the address of the bidder, bidder qualifies as a Texas bidder as defined in Title 34 TAC Rule 20.32(68).

FAILURE TO MANUALLY SIGN THE BID ABOVE WILL DISQUALIFY BID.

AWARD NOTICE: The State reserves the right to make an award on the basis of low line-item bid, low total of line items, or in any other combination that will serve the best interest of the State and to reject any and all bid items in the sole discretion of the State.

Item Description Class/Item 150-91 Quantity Unit of Measure Unit Price Extension

Texas Parks and Wildlife Department (TPWD) is seeking bids for a combination modular wall system to create two (2) offices, approximately 10’ x 9’ each. Walls shall be floor to ceiling with glass panels at top to ensure sufficient lighting as per attached specifications dated October 2023.

Mandatory Pre-bid Site Inspection Required. See Section 3 for Site Visit Information.

1.

Combination Wall System Panels and installation for two 10 x 9’ office spaces.

Example: DIRTT or TPWD approved equivalent.

Specify Make/Model ________________________

Estimated delivery/installation after receipt of order

Respondents shall provide a Lot price that includes all parts and services necessary for proper product installation. A line-item price sheet shall also be included and shall include any proposed options.

LOT

Offered by a Historically Underutilized Business certified by CPA.

FAILURE TO

MANUALLY

SIGN WILL

DISQUALIFY BID

AUTHORIZED SIGNATURE DATE

SHOW BID OPENING

DATE AND REQUISITION

NUMBER ON SEALED BID

ENVELOPE AND SHOW

RETURN ADDRESS OF FIRM

BIDDER AGREES TO

COMPLY WITH ALL

CONDITIONS OF THIS BID.

BID F.O.B. AGENCY RECEIVING ROOM

UNLESS OTHERWISE SPECIFIED BELOW

DESTINATION IF DIFFERENT THAN ABOVE

Texas Parks and Wildlife Department Information Technology Division 4200 Smith School Road Austin, Texas 78744

See instructions for Texas ID Number in General Terms & Conditions Bidder Must Fill in

TEXAS ID NUMBER

Name of Firm Street Address City–State-Zip Telephone No.

Email address mailto:Purchasing.BidBox@tpwd.texas.gov

IFB No. 802-24-42355 Page 2 of 28

IFB_Goods_042023

PREFERENCES

See Appendix 22 of the State of Texas Procurement and Contract Management Guide regarding preferences.

Check below to claim a preference under Title 34 TAC Rule 20.38

□ Goods produced or offered by a Texas bidder that is owned by a Texas resident service-disabled veteran

□ Goods produced in Texas or offered by a Texas bidder that is not owned by a Texas resident service-disabled veteran

□ Agricultural products grown in Texas

□ Agricultural products offered by a Texas bidder

□ Services offered by a Texas bidder that is owned by a Texas resident service-disabled veteran

□ Services offered by a Texas bidder that is not owned by a Texas resident service-disabled veteran

□ Texas Vegetation Native to the Region

□ USA produced supplies, materials or equipment

□ Products of persons with mental or physical disabilities

□ Products made of recycled, remanufactured, or environmentally sensitive materials including recycled steel

□ Energy Efficient Products

□ Rubberized asphalt paving material

□ Recycled motor oil and lubricants

□ Products produced at facilities located on formerly contaminated property

□ Products and services from economically depressed or blighted areas

□ Vendors that meet or exceed air quality standards

□ Recycled or Reused Computer Equipment of Other Manufacturers

□ Foods of Higher Nutritional Value

FOR FURTHER INFORMATION CONTACT PURCHASER:

Christina M. Brown - PHONE 903-920-2185 Email: purchasing.bidbox@tpwd.texas.gov

IFB No. 802-24-42355 Page 3 of 28

Solicitation 802-24-42355 Combination Modular Wall System Panels

1) INTRODUCTION: Texas Parks and Wildlife Department (TPWD) is seeking bids for a combination modular wall system to create two (2) offices, approximately 10’ x 9’ each. Walls shall be floor to ceiling with glass panels at top to ensure sufficient lighting as per attached specifications dated October 2023.

2) REQUIREMENTS: TPWD currently has existing Herman Miller modular workstations and is seeking bids for compatible floor to ceiling modular walls to create two 10’ x 9’ office spaces. Combination wall system shall match existing DIRTT system, finishes and layouts for future flexibility and configuration. Quotes shall be for standalone wall system and installation services only, no worksurfaces or accessories needed.

See Attachment A – office drawing for reference only. It is the Respondents responsibility to ensure size and measurements of walls are appropriate for the space.

3) MANDATORY SITE VISIT: Respondents are required to attend a mandatory pre-bid site visit to inspect sites to become familiar with conditions to determine number and type of panels and installation services that will be required.

a) Site visits will be scheduled by appointment only.

b) TPWD Site Visit Contact: Arnie Montemayor, 512-389-4386 or Arnie.montemayor@tpwd.texas.gov.

4) COMBINATION MODULAR WALL SYSTEM TO CREATE TWO (2) OFFICE SPACES WITH PRIVACY

WALLS. SPECIFICATIONS SHALL MEET OR EXCEED THE FOLLOWING:

a) Example: DIRTT Combination Wall Panels, or TPWD approved equivalent.

b) Office Size: Approximately 10 feet by nine feet each with a shared middle wall. See Attachment A.

c) Combination Wall Panels:

i) Quantity: To be determined by Respondent at Site visit

ii) Site installed panels with factory applied finish and cutouts as determined by site visit.

iii) Shall mechanically fasten to a factory finished and assembled aluminum structural frame.

iv) Panels may be monolithic or segmented to span off module, or across multiple frames vertically or horizontally and shall allow for configuration as required by TPWD.

v) Shall be manufactured and designed with components that can be disassembled and relocated if so required for future reconfigurations.

vi) Shall be capable of supporting accessories hung on panels in an office setting.

vii) Color/Finish: Chromacoat Plus in Nuwhite, or TPWD approved equivalent.

viii) Wall panel thickness: Four (4) inches mailto:Arnie.montemayor@tpwd.texas.gov

IFB No. 802-24-42355 Page 4 of 28

ix) Width: Six (6) inches

x) Insulation thickness: One inch (1”), or thickness required to match existing wall panel insulation thickness.

xi) Wall Cavity:

(1) Depth: Three inches (3”)

(2) Cavity shall be open, continuous vertically and horizontally free of impediments to allow for the routing of mechanical and/ or electrical components.

xii) Wall panels shall fasten to an aluminum structural frame.

xiii) Shall be capable of accepting extrusions and co-extrusions to fill caps between panels, at ceiling connection areas, and base of connections.

xiv) Shall provide acoustics to allow for sound reduction in shared workspaces.

xv) Shall be manufactured of a fire-resistant material.

xvi) Painted: Chromacoat Plus in Nuwhite, with clear anodized aluminum finish, or TPWD approved equivalent and shall match existing modular wall system.

d) Doors: Each office shall have a solid door with glass window in door or a glass panel to the side of the door. Respondents may propose door options with line-item pricing for each option. TPWD will review bids and will select options at time of award.

5) INSTALLATION SERVICES: Awarded Contractor will be responsible for installing Modular Wall Office

Systems at TPWD.

a) Service Requirement: Services shall include, but are not limited to:

i) Furnish all labor, tools, equipment, materials, and incidentals to install Combination Wall Panels.

ii) Jobsite must be cleared daily so as not to disrupt employees or normal operations of affected area(s).

iii) Upon completion of work, area will be cleaned, and all debris accumulated will be removed from the jobsite.

iv) Upon final acceptance of the installation by TPWD, the Contractor shall furnish to TPWD the available manufacturer’s warranty on all installed products.

v) All work shall be performed during regular business hours. Regular business hours are 8:00 AM –

5:00 PM Monday through Friday.

vi) Successful Respondent shall begin installation of Combined Wall System Panels on a set date as agreed upon between TPWD and contractor.

b) Contractor Requirements:

i) Contractor is responsible for all materials and equipment stored at the work site.

ii) Contractor is responsible for the prompt removal of al debris, litter, and rubbish regularly throughout the term of the project.

iii) Contractor shall be solely responsible for the safe operation of all equipment used and for the safety of all personnel employed by or under contract to the Contractor.

IFB No. 802-24-42355 Page 5 of 28

iv) Contractor shall be solely responsible for any damage attributable to the Contractor’s operation.

Contractor, at their own expense, shall repair any such damage immediately. The repair work is subject to inspection and acceptance by TPWD.

v) Contractor shall provide all labor, equipment, supervision, and any other necessary and incidental materials to complete this project.

vi) Contractor may be permitted to leave equipment on site per TPWD’s staff direction. TPWD will not be responsible for contractor equipment left on site.

vii) Contractor understands and agrees that work, installation, or any other service performed without the prior written approval of TPWD is work outside the scope of this contract and shall be performed exclusively at Contractor’s risk and own expense.

viii) Contractor shall comply with all laws, ordinances, statutes, and regulations pertaining to the installation requested herein, and shall obtain any permits, licenses, or other authorizations that may be required.

ix) Unless otherwise specified, the Contractor shall furnish and pay for all labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for the proper execution and completion of this contract.

6) CRIMINAL BACKGROUND CHECKS:

a) Contractor represents and warrants that Contractor and Contractor’s employees or subcontractors performing installation as required in this solicitation, and any Contract awarded as a result of this solicitation, have not been convicted of a felony criminal offense, or that, if such conviction has occurred, Contractor has fully advised TPWD as to the facts and circumstances surrounding the conviction.

b) Contractor’s employees and subcontractors that will complete any installation services will be subject to a criminal background check. A complete criminal background check shall be completed by TPWD before any employee performs installation services and may be requested at any time thereafter.

c) TPWD reserves the right to waive any findings that do not impact the successful completion of the installation and / or safety of TPWD staff or that of the public. It is at TPWD’s sole discretion to determine potential impact or risk.

7) INSURANCE:

a) If installation is included in the award, Contractor shall procure and maintain during the entire period of performance under this contract, the following minimum insurance. TPWD may consider alternate insurance limits, other than those listed below, as part of Best Value justification for award of a contract with the State.

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

$500,000 Ea. Accident $500,000 Ea. Employee $500,000 Policy Limit

IFB No. 802-24-42355 Page 6 of 28

Commercial General Liability General Aggregate Applies Per Project

$500,000 Bodily Injury & Property Damage - Each Occurrence

$1,000,000 Aggregate Limit $5,000 Medical Expense Each Person $500,000 Personal Injury & Advertising Liability $1,000,000 Products / Completed Operations

Aggregate Limit Automobile Liability All Owned, Hired and Non-Owned

Vehicles $500,000 Combined Single Limit

b) Note: Worker’s Compensation is required by an ‘employer’ which is defined as ‘a person who employs one or more employees. If Respondent has no employees, such insurance is not required. If Respondent claims they have no employees, TPWD will require a statement to that fact.

c) 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.

d) 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.

e) The Certificate of Insurance shall be sent to: Christina M. Brown, Purchasing & Contracting, Texas Parks and Wildlife Department, 4200 Smith School Road, Austin, Texas 78744 or may be mailed to purchasing@tpwd.texas.gov. Email is the preferred method of receipt for Certificate of Insurance.

8) TERM OF CONTRACT: Contract shall commence upon the issuance of a contract by TPWD and automatically expire upon delivery and installation.

a) Contract Extensions: The Purchase Order (Contract) may be extended by TPWD due to changes ordered in the work or due to unforeseeable delays not within the control of or arising from the fault of either party. Claims or extensions of time must be made in writing and shall be supported by sufficient written evidence to justify the claim. Extensions shall be granted by written Change Order.

b) The Contract shall terminate upon full performance of all requirements contained in this contract, unless otherwise extended, as provided in accordance with the contract terms and conditions.

9) QUANTITIES: Quantities listed are projected order quantities. TPWD reserves the right to increase or decrease quantities prior to award depending on bid results and budget constraints. Unless solicitation document states otherwise, the resulting contract award does not guarantee volume or commitment of funds.

TPWD will only pay for actual goods received or services performed.

10) REFERENCED BRAND EXAMPLE: Catalogs, brand names or manufacturer's references are descriptive only, and indicate type and quality desired. Proposals on brands of like nature and quality will be considered.

If proposing other than the referenced brands/model number, Respondent must show manufacturer, brand or trade name, product number and provide complete descriptive information of product offered and include with response. Failure to take exception to specifications or reference data will require Respondent to furnish specified brand names, numbers, etc.

mailto:purchasing@tpwd.texas.gov

IFB No. 802-24-42355 Page 7 of 28

11) REQUIREMENTS:

a) Condition of Product: New Equipment ONLY; NO re-manufactured or “gray market” items. All items must be covered by the manufacturer’s warranty. The unit(s) shall be made ready for continuous operation upon delivery. Responded is cautioned that any unit delivered to the FOB point that does not meet specifications in every aspect will not be accepted.

b) All Parts: All parts not specifically mentioned which are necessary for the unit to be complete and ready for operation or which are normally furnished as standard equipment shall be furnished by the vendor. All parts shall conform in strength, quality, and workmanship to the accepted standards of the industry.

c) Manuals: Manuals containing illustrated parts list, operating and service instructions for the unit shall be delivered with unit. Manual shall outline all necessary service and operating instructions for the unit delivered and provide necessary warning and safety precautions.

d) Warranty Requirements: The units shall be warranted against defects in material and workmanship for the standard manufacturer’s warranty. Vendor shall furnish warranty and a list of warrantied repair companies to TPWD at time of delivery. The warranty begins on the date the unit is determined to meet specifications and accepted by TPWD.

12) DELIVERY AND ACCEPTANCE:

a) Freight Charges: Shipping shall be F.O.B. destination; therefore, unit prices must include all shipping, handling, fuel surcharges and delivery and installation fees.

b) Delivery Schedule:

i) Respondent shall provide delivery terms with bid response. Delivery, and completion of installation if applicable, may be a factor in determining best value award.

ii) TPWD does not have equipment to unload units upon delivery. Delivery shall be made by means and method that does not require TPWD to unload at no additional cost to TPWD.

iii) Vendor must contact TPWD point of contact to schedule delivery date and installation and time.

Delivery and installation shall be coordinated with TPWD Contact named herein.

c) Delivery Address: TPWD Headquarters, 4200 Smith School Road, Austin, Texas 78744. Delivery contact: Arnie Montemayor, 512-389-4386, arnie.montemayor@tpwd.texas.gov.

d) Delivery Delays: If delay is foreseen, Contractor shall give written notice to TPWD and must keep TPWD advised at all times of status of order. Default in promised Delivery Days After Receipt of Order (ARO) without accepted reasons or failure to meet specifications authorizes TPWD to purchase goods and services of this contract elsewhere and charge any increased costs for the goods and services, including the cost of re-soliciting, to the Contractor.

e) Compliant Products: Delivery does not occur until the Contractor delivers products, materials or services in full compliance with the specifications to Customer’s F.O.B. destination, unless delivery is specifically accepted, in whole or in part, by the Customer. Providing products, materials or services which do not meet all specification requirements does not constitute delivery. Customer reserves the mailto:john.wyatt@tpwd.texas.gov

IFB No. 802-24-42355 Page 8 of 28 right to require new delivery or a refund in the event that materials or products not meeting specifications are discovered after payment has been made.

f) Acceptance: All equipment ordered will be subject to acceptance inspection and performance testing upon receipt. Acceptance inspection and performance testing will not take more than five (5) working days, weather permitting. Vendor will be notified within this time frame of any units not delivered in full compliance with the purchase order specifications.

7) INQUIRIES:

a) 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:

Christina M. Brown, Purchaser Phone 903-920-2185 Texas Parks & Wildlife Department Fax 512-389-4677 4200 Smith School Road, Austin, Texas 78744 Purchasing.BidBox@tpwd.texas.gov

b) CLARIFICATIONS: TPWD will allow written requests for clarification of this Solicitation. Questions may be faxed or e-mailed to the point-of-contact listed above. 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.

c) 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 (b) 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.

8) BID RESPONSE INSTRUCTIONS:

a) Bid Submission:

i) Submission Deadline: All bids shall be received, and time stamped at TPWD prior to 2:00 PM Central

Time on the “Bid Due” date specified on the IFB Cover Page (page 1). Late bids will not be considered under any circumstance and will be returned.

ii) General Format: Respondent shall submit bid response, signed dated and completed.

iii) Bid Delivery: Bids may be returned via email to Purchasing.BidBox@tpwd.texas.gov, mail, hand-delivery or fax to 512-389-4677. Preferred method of bid delivery is by email.

iv) Bids returned by mail or hand delivery should be placed in a sealed envelope and correctly identified with IFB number, submittal deadline/opening date and time. Bids returned by fax should include a fax cover sheet correctly identified with IFB number, submittal deadline/opening date and time. It is the Bidder’s responsibility to appropriately mark and deliver the bids to TPWD by the specified date.

v) Respondents are responsible for all costs of bid preparation.

IFB No. 802-24-42355 Page 9 of 28

b) Bid Content: Below is a summary of required and requested information. Bids 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.

i) Bid Form: Respondent must submit the IFB form, signed, dated and completed. Failure to submit this information will result in disqualification of bid.

ii) Brand Name/Model: Respondents to specify Brand/Model of quoted product. Failure to take exception to specifications or referenced data will require Respondent to furnish specified brand name and model, etc. (Respondent may be required to submit product spec sheets and/ or other documentation prior to award.)

iii) Descriptive Literature: Respondent should provide descriptive literature (product specification sheets) with response submission. Literature to address all salient characteristics, and clearly document that the offered product meets salient characteristics stated in the specifications. (Note: Respondent may be required to submit product specification sheets and/ or other documentation prior to award.)

iv) Delivery Time: Respondent to specify delivery and installation time from receipt of TPWD order.

c) Response Period: Responses shall be binding for a period of sixty (60) business days from bid due date.

No other costs, rates, or fees shall be payable to the Successful Respondent unless expressly agreed upon in writing by TPWD.

9) EVALUATION AND AWARD:

a) An award will be made on an all or none basis. Only responses submitted by the bid opening, with required submittal documents and meeting qualifications will be considered. Failure to submit the required information may be cause for rejection of the bid response. TPWD reserves the right to waive informalities and minor irregularities in bids received.

b) TPWD reserves the right to consider respondent qualifications, equipment, facility, references; conduct studies and other investigations as necessary to evaluate any response; request additional relevant information; disqualify bid based on unsatisfactory reference checks, reports, and records of service.

c) Award: TPWD will award a Contract to the respondent whose quote is considered to be the Best Value to

TPWD, price and other factors considered. The following factors may be used to evaluate bids:

i) Lowest Price

ii) Ability, Qualifications and Experience - Meeting or Exceeding the Requirement

iii) Delivery / Service Schedule

iv) Past Performance

10) INVOICING AND PAYMENT: The following procedures apply to invoicing and payment in addition to those listed in the General Terms and Conditions, Para. 9:

a) Contractor to submit invoice(s) to: Texas Parks & Wildlife, Accounts Payable, 4200 Smith School Road, Austin, Texas 78744.

b) Invoices must show:

IFB No. 802-24-42355 Page 10 of 28

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

ii) Name of receiving entity

iii) Contract/purchase order number

iv) Description, quantity, unit of measure, unit price, extended price of each item

v) Total price

vi) Discount, if applicable, extended and deducted to arrive at a NET TOTAL for invoice

vii) Attach supporting documentation, if required

c) Payment:

i) 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.

ii) 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.

iii) 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.

d) Electronic payment may be available through some ordering entities. Contact Accounts Payable at 512-

389-4833 for additional information.

11) BIDDER AFFIRMATION

a) Bidder has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant connection with the submitted bid.

b) Pursuant to Texas Government code, Title 10, Subtitle D, Section 2155.004(a), the bidder has not received compensation for participation.

IFB No. 802-24-42355 Page 11 of 28

ATTACHMENT A

TPWD Drawing of Office Space.

IFB No. 802-24-42355 Page 12 of 28

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 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.

http://www.txsmartbuy.com/esbd

IFB No. 802-24-42355 Page 13 of 28

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, 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.

http://www.txsmartbuy.com/vpts

IFB No. 802-24-42355 Page 14 of 28

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 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

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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 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:

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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 Policy currently reads and as it is amended throughout the term of the Contract.

16. NAME CHANGES AND SALES:

16.1. If the Contractor changes its name or is sold to another entity, it must provide written notification to

TPWD. The Contractor, in its notice, shall describe the circumstances of the name change or sale, state its new name, provide the new Tax Identification Number, and describe how the change will impact its ability to perform the Contract. If the change entails personnel changes for personnel performing the responsibilities of the Contract for the Contractor, the Contractor shall identify the new personnel and provide resumes to TPWD, if resumes were originally required by the Solicitation. TPWD may request other information about the change and its impact on the Contract and the Contractor shall supply the requested information within five (5) working days of receipt of the request.

16.2. TPWD may terminate the Contract due to a sale of or change to the Contractor that materially alters the Contractor's ability to perform under the Contract. The TPWD has the sole discretion to determine if termination is appropriate.

17. CONTRACTOR RESPONSIBILITIES:

17.1. Contractor agrees to comply with all terms and conditions contained in this solicitation and resulting

Contract.

17.2. Contractor guarantees services offered will meet or exceed the written specifications identified in this solicitation.

17.3. Permits: Contractor shall be responsible, at the Contractor’s expense, for obtaining any and all permits or licenses required by city, county, state, or federal rules, regulations, law, or codes that pertain to the Contract.

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17.4. Electrical Items: All electrical items provided by the Contractor to TPWD under the Contract must meet all applicable OSHA standards and regulations, and bear the appropriate listing from UL, FMRC, or NEMA.

17.5. Executive Head: Pursuant to Gov't Code §669.003, the TPWD may not enter into a contract with a person who employs a current or former Executive Head of a state agency until four years have passed since that person was the executive head of the state agency. By submitting a Proposal, the Respondent certifies that it does not employ any person who was the Executive Head of a state agency in the past four years. If Section 669.003 applies, Respondent shall complete the following information in order for the response submission to be evaluated:

Name of former executive: ________________________________ Name of state agency: ___________________________________ Date of separation from state agency: _______________________ Position with Respondent: _________________________________ Date of employment with Respondent: _______________________

17.6. Contractor agrees to take precautions necessary to protect person or property against injury or damage and be responsible for such injury or damage.

17.7. Contractor agrees to comply with Federal law or State Worker’s Compensation laws which are applicable to the work required or performed under this Contract and to pay or cause to be paid all compensation, medical or hospital bills which may become due or payable thereunder, and to protect and indemnify TPWD from and against any and all liability by reason of injury to employees of Contractor or subcontractor.

17.8. Contractor shall provide all labor, equipment, and materials (unless otherwise stated herein) necessary to furnish the goods or perform the service. All employees of the Contractor shall be a minimum of 17 years of age and experienced in the type of work to be performed. Only the Contractor and its employees will be allowed on state property during working hours.

18. TERMINATED CONTRACTS: By submitting a Response, the Respondent certifies that it has not had a Contract terminated or been denied the renewal of any Contract for non-compliance with policies or regulations of any state or federally funded program within the past five (5) years nor is it currently prohibited from contracting with a governmental agency. If the Respondent does have such a terminated Contract, the Respondent shall identify each and provide an explanation for the termination.

19. INDEPENDENT CONTRACTOR: The Contract shall not render the Contractor an employee, officer, or agent of the TPWD for any purpose. The Contractor is and shall remain an independent Contractor in relationship to the TPWD. The TPWD shall not be responsible for withholding taxes from payments made under the Contract. The Contractor shall have no claim against the TPWD for vacation pay, sick leave, retirement benefits, social security, worker's compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind.

20. RIGHT TO AUDIT / RECORDS RETENTION: Under Section 2262.154 of the Texas Gov’t Code, the State Auditor may conduct an audit or investigation of any entity receiving funds from the state directly under any Contract or indirectly through a subcontract under the Contract. The acceptance of funds by the Contractor or other entity or person directly under the Contract or indirectly through a subcontract under the Contract acts as acceptance of the authority of the State Auditor’s Office, TPWD or any successor agency, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds.