ESBD_File_347920_802-24-42672 Install Access Points _Multi-Locations.pdf

Price Request for DIR Contract - Services

BID F.O.B. AGENCY RECEIVING

ROOM

UNLESS OTHERWISE SPECIFIED

BELOW

Respondent must be an authorized DIR Contract vendor.

Offerors that do not have an authorized contract under the above referenced contract number will not be considered.

Offeror Signature

AUTHORIZED

SIGNATURE

DATE

Offeror Formal Quote Attached:

Texas ID Number Name of Firm Street Address City-State-Zip Telephone No.

Email Address

DESTINATION IF DIFFERENT

FROM ABOVE

Texas Parks and Wildlife Department (See Attachment A for locations)

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 920-37, 962-46 Quantity Unit of Measure

Unit Price

Extension

1 Replace all existing Mikrotik indoor wireless access points with new Meraki-based access points in twenty-three(23) TPWD facilities across Texas per the attached scope of work.

Price shall be a lump sum, inclusive of all expenses and incidentals needed to successfully complete the services described herein.

1 LOT $ $

OFFEROR MUST SIGN BELOW

Response Deadline: January 18, 2024 by 2:00 pm CST

Pricing Request No: 802-24-42672

DIR Contract No:

SEND INVOICE TO:

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

RETURN BIDS TO

IT.Purchasing@tpwd.texas.g ov

838-40

1. Scope of Work: Texas Parks and Wildlife Department (TPWD) is seeking to replace all existing Mikrotik indoor wireless access points with new Meraki-based access points at twenty-three (23) TPWD facilities across Texas as per attached Scope of Work, Attachment A.

2. Term of Contract: Contract shall commence upon date of award and continue through April 30, 2024, unless sooner terminated under the terms of contract. TPWD Prefers the work to be completed within two months of award.

2.1. Contract Extensions: In the event that the contract(s), if any, resulting from the award of this PR 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.

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

3. Contractor Requirements

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

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

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

3.4. 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.

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

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

3.7. Contractor is responsible for the prompt removal of all debris, litter and rubbish regularly throughout the project.

3.8. 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.

3.9. Contractor shall be solely responsible for any damage attributable to Contractor’s operation. Contractor, at their own expense, shall repair any such damage immediately. The repair work is subject to acceptance by TPWD.

3.10. Contractor is responsible for any and all clean up caused by the operation.

4. TPWD RESPONSIBILITIES:

4.1. TPWD will designate a Contract/Project Manager upon contract award.

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

4.3. TPWD will monitor vendor performance. Failure to provide services in accordance with requirements specified herein and the resulting contract(s) and adherence to the TPWD Terms and Conditions may be considered, by TPWD, as unsatisfactory performance by the contractor. An unsatisfactory performance may result in negative vendor performance, or cancellation of the contract or both.

5. SAFETY: ALL EQUIPMENT USED ON GOVERNMENT PROPERTY WILL BE IN

ACCORDANCE WITH O.S.H.A. REGULATIONS. ALL SAFETY EQUIPMENT WILL BE

USED AT ALL TIMES WHEN OPERATING EQUIPMENT ON GOVERNMENT

PROPERTY.

6. Additional Services After Award: Where found to be in the best interest of TPWD, this contract may be amended in writing to provide for additional services, provided that such additional services are within the original scope and intent of the contract. For example, additional clearing services are needed during the term of contract. In such cases, the contractor shall provide a written quotation for performing the additional work. TPWD contracting section will execute an amendment for additional services, no additional services shall be performed without a fully executed amendment to the contract.

7. Modifications of Contract Terms and/or Amendments

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

Contract.

7.2. The Contract may only be modified or amended upon mutual written agreement of TPWD Purchaser(s) and the Contractor. An Amendment or Purchase Order Change Notice will be issued to document any changes to the Contract such as statement of work, pricing, terms, delivery, etc.

7.3. 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.

8. INSURANCE: If installation of any kind at TPWD site is required and agreed upon, 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

Employer’s Liability Bodily Injury by Accident Bodily Injury by Disease Bodily Injury by Disease

$500,00 Ea. Accident $500,000 Ea. Employee $500,000 Policy Limit

Commercial General Liability General Aggregate Applies Per Project

$500,000 Bodily Injury & Property Damage – Ea.

Occurrence $1,000,000 Aggregate Expense Each Person $5,000 Medical Expense Per 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

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 requirement a statement to that fact.

8.1. 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.

8.2. 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 Shatoya R. Smith, 4200 Smith School Road Austin, TX 78744; or it.purchasing@tpwd.texas.gov Inquiries:

9. Contact: All requests, questions, or other communications about this Solicitation shall be made in writing addressed to the following person:

Shatoya R. Smith Phone: 512-389-8630 Texas Parks & Wildlife Department 4200 Smith School Road, Austin, Texas 78744 Email:

IT.Purchasing@tpwd.texas.gov

9.1. Clarifications: TPWD will allow written requests for clarification of this Solicitation.

Questions may be emailed to the point-of-contact listed above. Questions should be submitted in the following format: a) Reference the Solicitations Number; b) Reference the

Section number, Page number, Paragraph number, and passage being questioned; and c) Question.

9.2. 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 inquiries described in Section 9.1 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 purpose of conducting business unrelated to this solicitation.

Attachment A - Wireless Refresh Project

Scope of work is to replace all existing Mikrotik indoor wireless access points with new Meraki-based access points in twenty-three (23) TPWD facilities across Texas. The table below shows the physical address for each facility and the number of indoor access points currently installed.

Each office will have different layouts. Typical offices will have a central gathering/conference area, an employee office area/front desk/reception area. Vendor will have latitude to select the proper location of each access point to optimize signal coverage.

TPWD requests that the awarded vendor will complete all the deliverables in this statement of work within a two-month period. Exceptions will be made for unforeseen circumstances.

Law Enforcement Offices (LEO)

Facility Address City Zip IAP

Beaumont Law Enforcement Office 5655 Eastex Freeway Beaumont 77706

Brownsville Law Enforcement Office 5460 Paredes Line Road Brownsville 78526

Brownwood Law Enforcement Office 301 Main St Brownwood 76801

Corpus Christi Law Enforcement Office 5541 Bear Lane

Corpus Christi 78405

Fort Worth Law Enforcement Office 5400 Airport Freeway Haltom City 76117

Garland Law Enforcement Office 346 Oaks Trail Garland 75043 2

La Marque Law Enforcement Office 14037 Delany Road La Marque 77568

Laredo Law Enforcement Office 5119 Bob Bullock Loop Laredo 78041 1

Lufkin Law Enforcement Office 4100 S. Medford Drive Lufkin 75901 1

Mount Pleasant Law Enforcement Office 212 S. Johnson

Mount Pleasant 75455

North Houston Law Enforcement Office

350 N. Sam Houston Parkway East Houston 77060

Rusk Law Enforcement Office 580 W. Sixth St Rusk 75785 1

San Angelo Law Enforcement Office 3407 S. Chadbourne San Angelo 76904

Wichita Falls Law Enforcement Office 4822 Kemp Blvd Wichita Falls 76308

Coastal Fisheries Office (CFO)

CCA/CPL Marine Development Center

4300 Waldron Road Corpus Christi

78418 6

Dickinson Marine Lab 1502 FM 517 East Dickinson 77539 4

Palacios Coastal Field Station 2200 Harrison Palacios 77465 1

Perry Bass Research Center 3864 FM RD 3280 Palacios 77465 2

Port Arthur Coastal Field Station 601 Channelview Drive Port Arthur 77640 2

Port O'Connor Coastal Field Station

418 S. 16th Street Port O'Connor

77982 2

Inland Fisheries Office (IFO)

Corpus Christi CFO - Flour Bluff 6300 Ocean Drive Suite

Corpus Christi

78412 3

Inland Fisheries District Office San Angelo

3407 S Chadbourne Suite A

San Angelo 79544 1

John D. Parker East Texas Fish Hatchery

900 CR 218 Brookeland 75931 2

Scope of Work for Wireless Refresh Project

TPWD will provide an IT technical point of contact to work remotely with vendor during each site engagement. Technical point of contact will coordinate site visits and act as liaison between vendor and facility staff.

TPWD will provide the Meraki indoor access points for this project including ceiling-mounted hardware to attach to suspended ceiling grid. If a facility requests additional access points beyond what is being installed, the vendor may pull extra from the bulk device order to supplement. IT point of contact should be notified of the change in quantity.

TPWD can either ship access points to each facility prior to vendor installation date or can ship access points directly to vendor in bulk. Whichever method is preferred. Vendor will return unused access points in the original boxes to TPWD at the end of the project.

All indoor access points will be ceiling-mounted (preferred) or wall-mounted unless otherwise specified by local staff. Vendor has latitude to mount access points in the best locations to provide optimum signal coverage. Vendor can also change the number of access points needed for a particular location to ensure signal coverage.

Network cabling options:

o Homerun new CAT6 network cabling from the building IDF/MDF patch panel or network switch to new AP locations. If the run terminates in the patch panel, vendor will provide a patch cable of appropriate length to connect into the network switch.

o Reuse existing network cabling run if access point is in the proper location only if the cabling is in good condition (no frayed or crimped areas along the length). Vendor may need to re-terminate the RJ45 connectors if they look loose, worn or are broken.

Vendor will connect newly run or reused network cable to the new access points and ensure that the device is powered via PoE.

Vendor will prepare a document showing the location of each access point (i.e., conference room, common area, lab area, etc.), the network switch port each AP is using, a picture of the access point placement, and note the device’s MAC address. The vendor sends this information to the IT point of contact after each facility is completed through the term of the project.

TPWD staff are responsible for configuring the access point for operation.

Wireless Access Point Specifications

All wireless access points are based on Cisco Meraki MR-series devices. Indoor access points will be MR36-HW (Cloud Managed WiFi 6 Indoor Access Point | 802.11ax | MR36 | Cisco Meraki) or MR44- HW (MR44 | Cisco Meraki). TPWD reserves the right to change access point models. All access points come with ceiling grid mounting hardware.

Exceptions

Some existing wireless access points will be desktop-based appliances. If there is only one Ethernet connection being made to these devices, and they are not being utilized as network switches, they may be disconnected and returned to TPWD. If there are multiple Ethernet connections, and the device is being used as a desktop switch, document and report the device to TPWD for later replacement. See the picture for an example of these devices.

Examples of desktop-based appliances

GENERAL TERMS AND CONDITIONS – INFORMATION TECHNOLOGY PROJECTS

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. Gov’t Code: The Texas Government Code.

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

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

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

1.7. 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.

1.8. 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.

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

1.10. 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.)

1.11. 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.

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:

a) The Vendor has a score less than C or Legacy Unsatisfactory in the Vendor Performance System,

b) Currently under a Corrective Action Plan through the Texas Comptroller of Public Accounts (CPA),

c) Having repeated negative Vendor Performance Reports for the same reason,

d) 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.

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 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:

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.

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. Under the direction of the legislative audit committee, the Contractor or other entity that is the subject of an audit or investigation by the State Auditor must provide the State Auditor with access to any information the State Auditor considers relevant to the investigation or audit. Contractor shall ensure that this paragraph concerning the State’s authority to audit funds received indirectly by subcontractors through Contractor and the requirement to cooperate is included in any subcontract it awards. Contractor shall maintain and retain supporting fiscal and any other documents relevant to showing that any payments under these Contract funds were expended in accordance with the laws and regulations of the State of Texas, including but not limited to, requirements of the Comptroller of the State of Texas and the State Auditor. Contractor shall maintain all such documents and other records relating to this Contract and the State’s property for a period of seven (7) years after the date of submission of the final invoices or until a resolution of all billing questions, whichever is later. Contractor shall make available at reasonable times and upon reasonable notice, and for reasonable periods, all documents and other information related to the work of this Contract. Contractor and the subcontractors shall provide the State Auditor with any information that the State Auditor deems relevant to any investigation or audit. Contractor must retain all work and other supporting documents pertaining to this Contract, for purposes of inspecting, monitoring, auditing, or evaluating by TPWD and any authorized agency of the State of Texas, including an investigation or audit by the State Auditor. Contractor shall cooperate with any authorized agents of the State of Texas and shall provide them with prompt access to all of such State’s work as requested. Contractor’s failure to comply with this Section shall constitute a material breach of this Contract and shall authorize TPWD and the State of Texas to immediately assess appropriate damages for such failure.

21. FORCE MAJEURE: Neither Respondent nor TPWD shall be liable to the other party for any delaying, or failure of performance, of any requirement in the Contract caused by force majeure. The existence of such causes of delay or failure shall extend the period of performance until after the causes of delay or failure have been removed, provided the non-performing party exercises all reasonable due diligence to perform.

Force majeure is defined as acts of God, fire, explosions, hurricanes, floods, epidemics, or pandemics, national or regional emergency, failures of transportation, or other causes that are beyond the reasonable control of either party and that by exercise of due foresight such party could not reasonably have been expected to avoid, and which, by the exercise of all reasonable due diligence, such party is unable to overcome. The burden of proof for the need of such relief shall rest upon the Contractor. To obtain release based on force majeure, the Contractor shall file a written request with TPWD reasonably promptly from the time the force majeure event occurs.

22. PROPRIETARY OR CONFIDENTIAL INFORMATION; TEXAS PUBLIC INFORMATION ACT:

22.1. Any proprietary, trade secret or otherwise confidential information Respondent includes in its Proposal must be clearly labeled as proprietary or confidential information, and Respondent must identify the specific exception to disclosure in the Public Information Act (PIA). Merely making a blanket claim the entire Proposal is protected from disclosure because it contains some proprietary information is not acceptable and shall make the entire Proposal subject to release under the PIA.

In order for TPWD to initiate the process of seeking an Attorney General opinion on the release of proprietary or confidential information, the specific provisions of the Proposal that are considered by the Respondent to be proprietary or confidential must be clearly labeled as described herein.

Any information which is not clearly identified as proprietary or confidential shall be deemed to be subject to disclosure pursuant to the PIA.

22.2. Information, documentation, and other material in connection with this Response or any resulting Contract may be subject to public disclosure under the Texas Public Information Act, Chapter 552 of the Texas Gov’t Code.

22.3. Contractor is required to make any information created or exchanged with the state pursuant to this Contract, and not otherwise excepted from disclosure under the Texas Public Information Act, available in a format that is accessible by the public at no additional charge to the state.

23. RIGHT TO DATA, DOCUMENTS AND COMPUTER SOFTWARE (STATE OWNERSHIP): Any software, research, reports studies, data, photographs, negatives or other documents, drawings or materials prepared by Contractor in the performance of its obligations under this Contract shall be the exclusive property of the State of Texas and all such materials shall be delivered to the State by the Contractor upon completion, termination, or cancellation of this Contract. Contractor may, at its own expense, keep copies of all its writings for its personal files. Contractor shall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of Contractor’s obligations under this Contract without the prior written consent of the State; provided, however, that Contractor shall be allowed to use non-confidential materials for writing samples in pursuit of the work. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works.

24. PUBLIC DISCLOSURE / NEWS RELEASES: No public disclosures or news releases pertaining to this solicitation shall be made without prior written approval of TPWD.

25. CONFIDENTIALITY AND SECURITY: The Contractor should not receive any sensitive or confidential information under the Contract. Any information the Contractor compiles or creates as a result of the Contract must be maintained and protected in accordance with any federal, state, or local laws and regulations that apply. The Contractor shall establish a method to secure the confidentiality of records and other information relating to clients in accordance with applicable federal and state laws, rules, and regulations. The obligations of the Contractor under this Confidentiality and Security Article shall survive this Contract and shall be included in all subcontracts.

26. TERMINATION: This Contract shall terminate upon full performance of all requirements contained in this Contract, unless otherwise extended or renewed as provided in accordance with the Contract Terms and Conditions.

26.1. Termination for Convenience: TPWD reserves the right to terminate the Contract at any time, in whole or in part, without cost or penalty, by providing 30 calendar days’ advance written notice if TPWD determines that such termination is in the best interest of the state. In the event of such a termination, the Contractor shall, unless otherwise mutually agreed upon in writing, cease all work immediately upon the effective date of termination. TPWD will be liable for payments limited only to the portion of work authorized by TPWD in writing and completed prior to the effective date of cancellation, provided that TPWD shall not be liable for any work performed that is not acceptable to TPWD and/or does not meet Contract requirements. All work products produced by the Contractor and paid for by TPWD shall become the property of TPWD and shall be tendered upon request. Termination under this paragraph shall not relieve the Vendor of any obligation or liability that has occurred prior to cancellation.

26.2. Termination for Cause/Default: If the Contractor fails to provide the goods or services contracted for according to the provisions of the Contract or fails to comply with any of the terms or conditions of the Contract, the TPWD may, upon written notice of default to the Contractor, terminate all or any part of the Contract after providing an opportunity to cure the default.

a) Contractor will be responsible for paying damages to TPWD including but not limited to re-procurement costs, and any consequential damages to the State of Texas or TPWD resulting from Contractor‘s non-performance. The defaulting Contractor will not be considered in the re-solicitation and may not be considered in future solicitations for the same type of work unless the specification or scope of work is significantly changed.

26.3. The rights and remedies of TPWD provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract.

26.4. TPWD may exercise any other right, remedy or privilege which may be available to it under applicable law of the state and any other applicable law or may proceed by appropriate court action to enforce the provisions of the Contract, or to recover damages for the breach of any agreement being derived from the Contract. The exercise of any of the foregoing remedies will not constitute a termination of the Contract unless TPWD notifies the Contractor in writing prior to the exercise of such remedy. The Contractor shall remain liable for all covenants and indemnities under the Contract. The Contractor shall be liable for all costs and expenses, including court costs, incurred by TPWD with respect to the enforcement of any of the remedies listed herein.

27. SURVIVAL OF TERMS: Termination of the Contract for any reason shall not release the Contractor from any liability or obligation set forth in the Contract that is expressly stated to survive any such termination or by its nature would be intended to be applicable following any such termination, including the provisions regarding confidentiality, indemnification, transition, records, audit, property rights, dispute resolution, and invoice and fees verification.

28. RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT: In the event that the Contract is terminated for any reason, or upon its expiration, TPWD shall retain ownership of all associated work products and documentation obtained from the Contractor under the Contract, unless otherwise specified.

29. CHANGE IN FEDERAL OR STATE REQUIREMENTS: If federal or state laws or regulations or other federal or state requirements are amended or judicially interpreted so that either TPWD or the Contractor cannot reasonably fulfill the Contract and if the Parties cannot agree to an amendment that would enable substantial continuation of the Contract, the Parties shall be discharged from any further obligations under the Contract.

30. TAXES: Purchases made for state uses are exempt from Texas State Sales Tax and Federal Excise Tax.

An Excise Tax Exemption Certificate will be furnished upon written request…