ESBD_File_355005_IFB 407-24-006 Furniture for Enforcement.pdf

Texas Commission on Law Enforcement

INVITATION FOR BID

of

Office Furniture

IFB 407-24-006

Release Date: 04/03/2024

NIGP CLASS/ITEM CODES:

425-18, 425-48, 425-58, 425-64

6330 E HWY 290 STE 200, Austin, TX 78723

Table of Contents

RESPONSE SHEET / CHECKLIST

1.0 INTRODUCTION AND OVERVIEW

1.1 Background

2.0 ITEMS REQUIRED

2.1 Assumptions and Constraints

2.2 Payment

3.0 PROPOSAL AND SUBMISSION INFORMATION

3.1 Point-of-Contact for this Procurement

3.2 Calendar of Events

3.3 Submittal of Questions

3.4 Exceptions

3.5 Evaluation Process

3.51 Preliminary Review

3.52 Proposal Evaluation

3.53 Best and Final Offers

3.54 Award of the Contract

4.0 GENERAL PROPOSAL CONDITIONS

5.0 REQUIRED CONDITIONS OF THE CONTRACT

5.1 Introduction

5.2 Failure to Comply

5.3 Taxpayer I.D. Number

5.4 Signature Authority

5.5 Prohibited Interest

6.0 RESPONDENT AFFIRMATIONS

7.0 STANDARD CONTRACTUAL TERMS AND CONDITIONS

7.1 Delivery

7.2 Payment

7.3 Warranties

7.4 General

RESPONSE SHEET / CHECKLIST

To submit a proposal, please return this signed page with your proposal.

1. Cost / Pricing (Please include any necessary attachments for cost/pricing including a price sheet if needed)

2. HUB Subcontracting Plan (if total amount $100,000 or over)

3. Contact information and affirmation

By signing below, I understand the requirements and agree with the terms and conditions of IFB 407-24-006

Email signed proposal, any attachments, and any other pertinent information to purchasing@tcole.texas.gov with IFB 407-24-006 in the subject line.

Respondent’s Business Name:

Respondent’s Business Address:

City, State, Zip:

Texas Identification #:

Respondent’s Name:

Phone Number:

Fax Number:

E-Mail Address:

Authorized Signature:

Printed Name:

Title:

Date:

mailto:purchasing@tcole.texas.gov

1.0 INTRODUCTION AND OVERVIEW

The Texas Commission on Law Enforcement (TCOLE) is seeking new office furniture to furnish offices in it’s expanded space.

1.1 Background

The Texas Commission on Law Enforcement (TCOLE) is a state agency created by an act of the 59th Legislature, which became effective on August 30, 1965. The mission of TCOLE, as a regulatory State agency, is to establish and enforce standards to ensure that the people of Texas are served by highly trained and ethical law enforcement, corrections, and telecommunications personnel. TCOLE strives to meet its mission through screening, developing, monitoring resources, and setting standards for its licensed community.

Due to hiring staff for legislatively added positions, TCOLE has expanded their office space to include extra offices. New furniture is being sought out to furnish this new space.

Any contract resulting from this IFB will include furniture, delivery, and installation.

2.0 ITEMS REQUIRED

The following are the furniture descriptions and quantity TCOLE is looking to procure:

Preferred Material: Standard Laminate Preferred Colors: Mahogany, gray, black

Item Description Preferred Dimensions Quantity Desk with full height drawers on the right 72w x 36d x 29.5h 6 Desk with full height drawers on the left 72w x 36d x 29.5h 6 Return with full height drawers on the right 60w x 24d x 29.5h (max.)

48w x 24d x 29.5h (min.)

Return with full height drawers on the left 60w x 24d x 29.5h (max.)

48w x 24d x 29.5h (min.)

Credenza with drawers on both sides 60w x 24d x 29.5h 12 Hutch with cabinet doors 60w x 15d x 36h 12

Bids must include:

1. Pictures of furniture

2. Delivery and installation quotes

3. Estimated date of delivery and installation

2.1 Assumptions and Constraints

Assumptions: TCOLE will remove any furniture in the offices where the new furniture will be installed. The space will be clear and available for installation. If needed, the furniture can be delivered one day and installed the next day. The area it can be stored in is secure.

Constraints: TCOLE is open for business Monday through Friday, 8:00 AM – 5:00 PM.

Delivery and installation needs to be during normal business hours.

2.2 Payment

Payment will be made after the completion of the delivery, installation, and proper invoicing is received. Payments over $5,000 are subject to the 30-day hold as mandated by Texas statute (Texas Government Code 2251.021).

NOTE: TCOLE will not consider any changes to TCOLE or State of Texas terms and conditions of this Solicitation unless such request to amend the terms and/or conditions has been included in the response. Many terms and conditions are enumerated in law and may not be amended or waived. Any terms and conditions attached to a Response will not be considered unless specifically referred to in the Response.

3.0 PROPOSAL AND SUBMISSION INFORMATION

3.1 Point-of-Contact for this Procurement

TCOLE Purchasing

E-mail: purchasing@tcole.texas.gov

Respondents shall make no contact concerning this IFB with TCOLE personnel, except to the Point-of-Contact listed above. Any questions concerning this IFB shall be submitted in writing, via email, to TCOLE Point-of-Contact. Failure to comply with this requirement may result in disqualification of Respondent’s Proposal.

3.2 Calendar of Events

The following table provides a timeline of events. TCOLE reserves the right to waive or modify specific terms and conditions contained in this IFB, and to waive, modify or extend deadlines specified herein.

Date & Time (CST) Event

04/03/2024 IFB Posted to the Electronic State Business Daily

(ESBD)

04/10/2024 Deadline for TCOLE Receipt of Vendor Questions – All

04/12/2024 Anticipated Date TCOLE Response to Written Questions

04/26/2024 Deadline for TCOLE Receipt of IFP Responses

05/01/2024 Anticipated Contract Award Date

3.3 Submittal of Questions

1. All questions shall, to the highest degree possible, cite the specific IFB section and paragraph number(s) to which the question refers. Any questions received by TCOLE prior to the date and time detailed in the Schedule of Events will be answered in a question-and-answer document issued by TCOLE. Only answers provided in writing by TCOLE will be considered official.

2. All query submissions must include the identity of the IFB#, sender, the sender’s title, Respondent’s name, mailing address, telephone number, and facsimile number or e-mail address as applicable. Submissions that do not reference the IFB# will be considered non-compliant and will not receive a response.

3. Questions must be submitted to the point-of-contact via e-mail using the point-of-contact information found in Section III.A. TCOLE is not responsible for questions received after the submittal deadlines. Email submissions must have the IFB# mailto:purchasing@tcole.texas.gov referenced in the email “Subject” line.

4. Answers to all questions submitted in accordance with these requirements may be made available on the Electronic State Business Daily (ESBD) website no later than the date and time indicated in the Calendar of Events in Section III.B.

5. Only information in the materials constituting this IFB, including its appendices, attachments, exhibits, forms, the question-and-answer document(s), and any IFB addenda issued shall be binding on TCOLE.

RESPONDENTS ARE SOLELY RESPONSIBLE FOR ALLOWING SUFFICIENT

TIME TO PERMIT TIMELY DELIVERY BY ANY DELIVERY SERVICE OR

AGENT TO THE TCOLE PROCUREMENT EMAIL INBOX, AND TCOLE SHALL

NOT BE RESPONSIBLE FOR THE FAILURE OF ANY DELIVERY SERVICE OR

AGENT TO TIMELY DELIVER RESPONSES. ALL RESPONSES SHALL BE

RECEIVED BY TCOLE, PRIOR TO, OR AT THE REQUIRED DEADLINE.

TCOLE’S TIME AND DATE STAMP WILL BE THE FINAL DETERMINANT OF

WHETHER A PROPOSAL HAS BEEN TIMELY RECEIVED BY TCOLE. ANY

RESPONSE RECEIVED BY TCOLE AFTER THE REQUIRED DUE DATE AND

TIME SHALL BE DEEMED TO BE A LATE RESPONSE AND SHALL NOT BE

EVALUATED.

6. All Proposals and accompanying documentation delivered to TCOLE on or before the IFB submittal deadline, become the property of TCOLE and will not be returned.

7. Required Organization, Content, and Requirements of Submitted Proposal

The Respondent’s submitted Proposal shall include all information and provide their best response to the specifications, terms and conditions contained in this IFB. Each Respondent shall be solely responsible for its thorough understanding of the IFB, including any attachments, exhibits, and/or forms. In addition, each Respondent shall be solely responsible for its Proposal and all documentation submitted. Respondents are cautioned to pay particular attention to the clarity and completeness of their Proposal. Respondents shall be as succinct as possible.

Respondents should provide detailed descriptions of how they will fulfill each requirement. The clarity and completeness of a Proposal may be considered by TCOLE evaluators. TCOLE has no responsibility to point out weaknesses in a Proposal.

3.4 Exceptions

Any exceptions to the specifications, requirements, terms and/or conditions in this IFB, shall be explicitly set forth in your Proposal. Respondent shall identify the specific IFB section and the proposed modification(s).

The quantity and substance of exceptions will be considered in evaluation of Respondent’s Proposal. At TCOLE’ sole discretion, Respondent’s exceptions may result in disqualification of Respondent’s Proposal.

3.5 Evaluation Process

3.51 Preliminary Review

Each Proposal will be automatically date and time-stamped when received electronically. Proposals received after the IFB submittal deadline shall not be accepted.

1. All timely Proposals will be reviewed to determine which Proposals meet the minimum qualifications and the specified requirements.

2. TCOLE may reject any or all proposals and may, at TCOLE’ sole discretion, waive any immaterial deviation or defect in a proposal if it is in TCOLE’ best interest. A TCOLE waiver of an immaterial deviation or defect shall in no way modify the IFB documents or excuse the proposal from full compliance with the IFB requirements.

3. Proposals submitted in response to this IFB are irrevocable for 180 calendar days following the IFB submittal deadline.

3.52 Proposal Evaluation

Evaluation and selection of a Respondent will be based upon the responses to the requirements presented in this IFB. Special attention will be given to the knowledge and experience of the proposed personnel, the experience and capabilities of the firm, communication, account management practices, and the value of services provided by the Respondent. TCOLE is not required to select the lowest priced proposal; however they may select the proposal that in its judgment represents the best combination of demonstrated competence, experience, knowledge, qualifications, and reasonableness of the proposed fees for the services.

TCOLE will evaluate proposals received in response to this IFB. Respondents will be evaluated based on ability to provide services with the following criteria (weight percentages listed are estimates only):

1. Capacity and Experience to provide the requested services (40%).

2. Level of needs met in the submitted proposal (40%).

3. Cost (20%).

4. In the evaluation of submitted proposals, TCOLE may take into account any and all information provided within each proposal, including, but not limited to:

• Respondent’s relevant qualifications, skills, ability, and capacity to perform the required services;

• Respondent’s understanding of the needs and operational requirements of

TCOLE;

• Quality of Respondent’s plan for providing the required services;

• Respondent’s experience providing similar services to similar organizations/agencies;

• Respondent’s personnel relevant experience, training, skills, and qualifications;

• Pricing provided by Respondent;

• Quantity and extent of exceptions to the terms of the IFB;

• Level of effort and quality of information provided in response to the TCOLE

IFB sections;

• Respondent’s ability to follow the directions provided, in submitting their Proposal;

• Best value according to Texas Government Code, Title 10; Subtitle D, Chapter

2156.007 (d).

While TCOLE is under no obligation to do so, it may ask questions of any Respondent to seek clarification of a proposal or to ensure the Respondent understands the scope of the work or other terms of the IFB. TCOLE reserves the right to contact any Respondent, at any time, to clarify, verify, or request additional documentation or information with regard to this IFB. Requested information may vary by Respondent. TCOLE may give consideration to additional information, if TCOLE deems such information relevant.

Respondent shall provide any TCOLE requested information within five (5) working days of request. Failure to respond to TCOLE’s request may disqualify the proposal from further consideration.

3.53 Best and Final Offers

Upon completion of finalist interviews, a contract may be awarded, or TCOLE may request a Best and Final Offer (BAFO). TCOLE is not required to request a BAFO, and thus reserves the right to request, or not request a BAFO. Therefore, Respondents are encouraged to submit their best pricing with their initial proposal submission.

3.54 Award of the Contract

Award will be made to the Respondent deemed to have submitted the best value to TCOLE. TCOLE reserves the right to award a contract that will best serve the interest of TCOLE and the State of Texas. TCOLE specifically reserves the right not to award this project to any Respondent that TCOLE considers to be non-responsible and/or to make no award of this IFB at all.

The Respondent selected for award in connection with this IFB will not necessarily receive the fee stated in the proposal if a lesser fee is negotiated and determined to be appropriate by TCOLE.

Respondent will enter into a contract between Respondent and TCOLE. The Contract shall incorporate by reference this IFB, the Respondent’s Proposal, and any other information Respondent may be required to provide.

4.0 GENERAL PROPOSAL CONDITIONS

A. This IFB does not commit TCOLE to pay any costs incurred prior to the execution of a contract. Issuance of this IFB in no way obligates TCOLE to award a contract or to pay any costs incurred in the preparation of a proposal.

B. Any award is contingent upon a contract acceptable to TCOLE being executed.

TCOLE reserves the right to negotiate any terms and provisions of the contract after a Respondent has been selected for award.

C. By submitting a proposal, Respondent submitting the proposal agrees to waive any claim it has or may have against TCOLE and its trustees, officers, employees, agents, and attorneys, if any, and any trust fund managed by one or more of the above named entities arising out of or in connection with:

(1) the administration, evaluation, or recommendation of any proposal;

(2) the waiver of any requirement under this IFB;

(3) the acceptance or rejection of any proposal; and/or

(4) the award of a contract.

D. TCOLE may issue addenda, amendments, and clarifications regarding this IFB that

TCOLE believes are necessary. All such addenda, amendments, and clarifications issued by TCOLE become part of the IFB. Addenda, amendments, and clarifications to the IFB during the initial solicitation posting period, may be issued in writing and posted to the Electronic State Business Daily. Respondent shall acknowledge all addenda by indicating receipt on FORM A – EXECUTION OF PROPOSAL. Only written addenda, amendments, and clarifications signed or sent by authorized TCOLE personnel shall be relied on.

E. TCOLE reserves the right to terminate or modify this IFB and to reject any or all proposals submitted. TCOLE reserves the right to enter into discussions and negotiations with one or more firms selected at TCOLE’s discretion, to determine the best value for TCOLE. TCOLE is not under any obligation to hold these discussions or negotiations with each firm that submits a proposal. In accordance with Chapter 1575 and Chapter 1579 of the Texas Insurance Code, the Trustee is not required to select the lowest cost proposal but may also consider other qualifications. TCOLE may take into consideration any factor it considers relevant, such as past experiences, financial stability, the ability to perform the requirements of the IFB, and other relevant criteria. TCOLE is not required to accept for consideration any proposal that fails to address or does not comply with each of the requirements set forth in this IFB.

F. It is the policy of TCOLE to promote and encourage contracting and subcontracting opportunities for State of Texas certified Historically Underutilized Businesses (HUBs) in compliance with Texas Government Code 2161.001-253 and Texas Administrative Code (TAC), Title 34, Part 1, Chapter 20, Subchapter D, Division 1, 20.285.

Respondent is encouraged to become HUB certified if applicable. More information may be found at this link: https://comptroller.texas.gov/purchasing/vendor/hub/

Definitions of State of Texas HUB certifiable businesses can be found in TAC, Title 34, Part 1, Chapter 20, Subchapter D, Division D, 20.181. Please ensure that potential HUB subcontractor’s status is “A” (Active).

The HUB Subcontracting Plan (HSP) is monitored throughout the contract. Vendors must amend their HSPs if there is any change in subcontracting during the performance of the contract from what was proposed in the HSP by submitting a written justification to the contract manager. If the contract manager approves the change, the agency must amend the contract and ensure that a good faith effort has been made for any subcontracting changes that the prime contractor proposes.

Vendors are required to submit Prime Contractor Progress Assessment Reports (PARs) to the contracting agency with each invoice. The PAR is used to verify the https://comptroller.texas.gov/purchasing/vendor/hub/ vendor’s compliance with the HSP, and the contract manager must review each PAR for compliance with the HSP.

G. The initial term of the contract shall be for one (1) year starting on the date indicated in the finalized contract. TCOLE may, in its sole discretion, exercise the option to extend the contract for up to three (3) additional one (1) year periods. To exercise the option to extend the term, TCOLE will notify Respondent; such notice may be by Purchase Order issuance.

5.0 REQUIRED CONDITIONS OF THE CONTRACT

5.1 Introduction

The Contract between TCOLE and the Respondent will include the IFB as may be finally amended and/or clarified, Respondent’s Proposal as amended or clarified, if applicable, and any other information Respondent may be required to provide. The terms and conditions of any agreements, amendments, modifications, or other documents submitted by the Respondent that conflict with or in any way purport to amend or add to any of the terms and conditions of the Contract are specifically objected to by TCOLE and are of no force or effect without the express written agreement of TCOLE. The Contract may be amended within the contract period by mutual consent of the parties.

No modification or amendment to the Contract shall become valid unless in writing and signed by both parties. All correspondence regarding modifications or amendments to the Contract must be forwarded to TCOLE for prior review and approval. Unless required by law, Respondent agrees that it shall not publicize the Contract or disclose, confirm, or deny any details thereof to third parties or use any photographs or video recordings of TCOLE’s or participating entities’ employees or use the name of TCOLE name in connection with any sales promotion or publicity event without the prior express written approval of TCOLE.

5.2 Failure to Comply

Failure to comply with the procedures required by TCOLE or any other applicable guidelines shall be cause for the immediate imposition of liquidated damages, the assessment of performance guarantee penalties, and/or immediate cancellation of the Contract, at TCOLE’s option. Should TCOLE assess liquidated damages, liquidated damages shall continue to accrue until TCOLE is satisfied that the circumstances resulting in liquidated damages have been corrected.

5.3 Taxpayer I.D. Number

Respondent must obtain a Vendor Identification Number in order to receive payments issued through the Comptroller of Public Accounts of the State of Texas. Respondent will be required to complete a Payment Identification Form (W-9) and submit it to TCOLE to receive payment in addition to an Application for Texas Identification Number (AP-152) if needed.

5.4 Signature Authority

By submitting the Response, Respondent represents and warrants that the individual submitting this document and the documents made part of this Response is authorized to sign such documents on behalf of the Respondent and to bind the Respondent under any contract that may result from the submission of this Response.

5.5 Prohibited Interest

A Board member, officer, director or employee of TCOLE may not have a direct interest in the gains or profits from any contract executed by TCOLE pursuant to this IFB and may not receive any pay or emolument for any service performed for Respondent.

In the case where a Board member, officer, director or employee of TCOLE receives any payment from Respondent for any services performed for Respondent or for any gains or profits from any contract executed by TCOLE pursuant to this IFB, TCOLE may terminate its relationship with Respondent immediately. Under such circumstances, Respondent must complete any outstanding TCOLE transactions and provide transition data and information as required to a new Respondent within thirty (30) days. TCOLE may not consider proposals from Respondent for two (2) full years thereafter.

Respondent will be required to hold TCOLE harmless for any costs, expenses and damages associated with such termination. This provision will survive termination of the contract.

Respondent 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 in connection with the submitted Response. Violation of this requirement may result in the termination of the Contract at the discretion of

TCOLE.

6.0 RESPONDENT AFFIRMATIONS

1. All statements and information prepared and submitted in the response to this IFB are current, complete, and accurate.

2. Respondent represents and warrants that all statements and information prepared and submitted in this document are current, complete, true, and accurate.

Submitting a Response with a false statement or material misrepresentations made during the performance of a contract is a material breach of contract and may void the submitted Response and any resulting contract.

3. Respondent represents and warrants that, in accordance with Section 2155.005 of the Texas Government Code, neither Respondent nor the firm, corporation, partnership, or institution represented by Respondent, or anyone acting for such a firm, corporation or institution has (1) violated any provision of the Texas Free Enterprise and Antitrust Act of 1983, Chapter 15 of the Texas Business and Commerce Code, or the federal antitrust laws, or (2) communicated directly or indirectly the contents of this Response to any competitor or any other person engaged in the same line of business as Respondent.

4. Pursuant to Section 2155.004(a) of the Texas Government Code, Respondent certifies that neither Respondent nor any person or entity represented by Respondent has received compensation from TCOLE to participate in the preparation of the specifications or solicitation on which this Response or contract is based.

Under Section 2155.004(b) of the Texas Government Code, Respondent certifies that the individual or business entity named in this Response or contract is not ineligible to receive the specified contract and acknowledges that the contract may be terminated and payment withheld if this certification is inaccurate.

5. Respondent represents and warrants that if selected for award of a contract as a result of the Solicitation, Respondent will submit to TCOLE a Certificate of Interested Parties prior to contract execution in accordance with Section 2252.908 of the Texas Government Code.

6. Under Section 231.006 of the Family Code, the vendor or applicant certifies that the individual or business entity named in this contract, bid or application is not ineligible to receive the specified grant, loan, or payment and acknowledges that this contract may be terminated and payment may be withheld if this certification is inaccurate in addition to other remedies set out in 231.006(f).

7. Under Section 669.003 of the Texas Government Code, Respondent certifies that it does not employ, or has disclosed its employment of, any former executive head of the TCOLE. Respondent must provide the following information in the Response:

Name of Former Executive:

Name of State Agency:

Date of Separation from State agency:

Position with Respondent:

Date of Employment with Respondent:

8. In accordance with Section 2252.901 of the Texas Government Code, Respondent represents and warrants that none of its employees including, but not limited to, those authorized to provide services under the contract, were former employees of the TCOLE during the twelve (12) month period immediately prior to the date of execution of the contract.

9. Pursuant to Section 572.069 of the Texas Government Code, Respondent certifies that it has not employed and will not employ a former state officer or employee who participated in a procurement or contract negotiations for Agency involving Respondent within two (2) years after the date that the contract is signed or the procurement is terminated or withdrawn. This certification only applies to former state officers or employees whose state service or employment ceased on or after September 1, 2015.

10.For professional services procurements: In accordance with Section 2252.901 of the

Texas Government Code, Respondent represents and warrants that for professional services contracts as described by Chapter 2254 of the Texas Government Code, if a former employee of TCOLE was employed by Respondent within one year of the employee’s leaving TCOLE, then such employee will not perform services on projects with Respondent that the employee worked on while employed by TCOLE.

11.Pursuant to Section 2155.4441, Texas Government Code, Respondent agrees that during the performance of a contract for services it shall purchase products and materials produced in Texas when they are available at a price and time comparable to products and materials produced outside Texas.

12.Respondent certifies that it is not listed in the prohibited vendors list authorized by

Executive Order No. 13224, “Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism”, published by the United States Department of the Treasury, Office of Foreign Assets Control. Entities ineligible for federal procurement are listed at https://www.sam.gov/portal/SAM/#1

13. Respondent and warrants that TCOLE’s payments to Respondent and Respondent’s receipt of appropriated or other funds under the contract are not prohibited by Sections 556.005 or 556.0055 of the Texas Government Code.

14.Respondent represents and warrants that the provision of goods and services or other performance under the contract will not constitute an actual or potential conflict of interest or reasonably create an appearance of impropriety.

15.Respondent warrants that TCOLE will not be responsible for any costs directly or indirectly related to preparation of a response or any participation in oral presentations or negotiations.

16.Respondent warrants that Respondent will not engage in employment practices that have the effect of discrimination against employees or prospective employees because of age, religion, race, color, sex, disability, or national origin and will submit a report as TCOLE may hereafter require to assure compliance. Vendor represents and warrants that it shall not discriminate against any person on the basis of race, color, national origin, creed, religion, political belief, sex, sexual orientation, age, and disability in the performance of this PO. Respondent represents and warrants its compliance with all applicable duly enacted state and federal laws governing equal employment opportunities.

17.Respondent certifies by signature hereon that either (a) its Texas State Franchise taxes are current, or (b) it is not subject to the Texas State Franchise Tax. Making a false statement as to corporate franchise status with regard to a state contract shall be grounds for the cancellation of the contract at TCOLE’s option.

18.Respondent warrants that purchases made for State of Texas use are exempt from the State Sales Tax and Federal Excise Tax. Agency will furnish Tax Exemption Certificates upon request. Respondent represents and warrants that it shall pay all taxes or similar amounts resulting from the contract, including, but not limited to, any federal, State, or local income, sales or excise taxes of Respondent or its employees. TCOLE shall not be liable for any taxes resulting from the contract. Sales tax is not applicable to any parts, material, labor, or specialized service furnished hereunder on all amounts becoming payable by TCOLE to Respondent under the contract.

19.Respondent shall comply with all laws, regulations, requirements, and guidelines applicable to a vendor providing services and products required by the contract to the State of Texas, as these laws, regulations, requirements, and guidelines currently exist and as amended throughout the term of the contract. TCOLE reserves the right, in its sole discretion, to unilaterally amend the contract prior to award and throughout the term of the contract to incorporate any modifications necessary for https://www.sam.gov/portal/SAM/#1

TCOLE’s compliance, as an agency of the State of Texas, with all applicable state and federal laws, regulations, requirements, and guidelines.

20.Respondent represents and warrants that it is not aware of and has received no notice of any court or governmental agency actions, proceedings or investigations, etc., pending or threatened against Respondent or any of the individuals or entities included in the Response within the five (5) calendar years immediately preceding the submission of the Response that would or could impair Respondent’s performance under the contract, relate to the solicited or similar goods or services, or otherwise be relevant to TCOLE’s consideration of the Response. If Respondent is unable to make the preceding representation and warranty, then Respondent instead represents and warrants that it has included as a detailed attachment in its Response a complete disclosure of any such court or governmental agency actions, proceedings or investigations, etc. that would or could impair Respondent’s performance under the contract, relate to the solicited or similar goods or services, or otherwise be relevant to TCOLE’s consideration of the Response. In addition, Respondent represents and warrants that it shall notify TCOLE in writing within five

(5) business days of any changes to the representations or warranties in this clause and understands that failure to so timely update TCOLE shall constitute breach of contract and may result in immediate termination of the contract.

21.Respondent understands that TCOLE will comply with the Texas Public Information

Act (TPIA) (Chapter 552 of the Texas Government Code) as interpreted by judicial rulings and opinions of the Attorney General of the State of Texas. Information, documentation, and other material in connection with this Solicitation or any resulting contract may be subject to public disclosure pursuant to the Texas Public Information Act. In accordance with Section 2252.907 of the Texas Government Code, Respondent is required to make any information created or exchanged with the State pursuant to the 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.

22.Respondent authorizes TCOLE to submit any requested information related to

Respondent’s proposal or the procurement thereof, including information labeled by Respondent as confidential and proprietary, to the Office of the Attorney General (“Attorney General”) pursuant to Section 552.301 of the TPIA for a ruling about whether it is excepted from disclosure. In the event that Respondent’s proprietary interests are at stake in the release of the requested information, TCOLE will provide Respondent with notice pursuant to Section 552.305 of the TPIA about the existence of the request and of Respondent’s opportunity to submit arguments to the Attorney General concerning why the information should not be disclosed in response to the request. TCOLE will reasonably cooperate with Respondent in coordinating the production of requested information to the Attorney General for review. However, Respondent acknowledges that it is Respondent’s responsibility to make any legal argument to the Attorney General or the appropriate court of law regarding the applicability of any exception to disclosure based on Respondent’s proprietary interests.

23.Respondent acknowledges that TCOLE is not obligated under Respondent’s proposal to seek an Attorney General ruling where Respondent’s proprietary interests are not at stake in the release of the requested information. In that event, Respondent acknowledges that TCOLE will make the information available to the requestor, unless TCOLE reasonably believe that it is otherwise excepted from disclosure under the TPIA. Respondent waives any claim against and releases from liability TCOLE, its trustees, officers, employees, agents, and attorneys with respect to thereof that is determined by the Attorney General, a court of law, or TCOLE to be subject to disclosure under the TPIA.

24.Respondent acknowledges that it may have in its possession or custody during the term of any applicable agreement or seven-year retention period following this procurement, information that is subject to a TPIA request, subpoena, discovery request, or other legal request, order, or process requiring TCOLE to produce such information (“Request”). As required by law, Respondent shall identify, produce, and transfer such information to TCOLE within the time period requested by and at no up-front cost to TCOLE. Within the requirements of law, Respondent will be provided a reasonable amount of time to respond to TCOLE based on the scope and size of the Request.

25.Respondent shall timely prepare and provide TCOLE with ad hoc reports and other information responsive to Requests in a form that is accessible to the public, determined acceptable by TCOLE after consultation with Respondent, and consistent with Section 552.231(b) of the TPIA. Respondent acknowledges that the preparation of such reports and other information may require that Respondent program or manipulate existing TCOLE data. For avoidance of doubt, Respondent shall not otherwise be required to create new data in order for TCOLE to respond to a Request.

26.Respondent agrees to formulate and provide TCOLE with cost and employee time estimates for producing ad hoc reports or other information responsive to Requests when requested by TCOLE. Pursuant to the cost rules of the Attorney General, including Section 70.2 of title 1 of the Texas Administrative Code, the estimates shall be solely based on “actual costs” to be incurred by Respondent in preparing the information, which are the sum of all direct costs plus a proportional share of overhead or indirect costs determined in accordance with generally accepted methodologies. TCOLE agrees to reimburse Respondent for its respective share of costs incurred in preparing information responsive to Requests, up to the total amount of payment TCOLE received from a requestor for those services and in accordance with the Attorney General’s cost rules established under Section

552.262 of the TPIA.

27.If Respondent at any time during the term of the contract provides a discount on the final contract costs, Respondent will notify TCOLE in writing ten (10) calendar days prior to effective date of discount. TCOLE will generate a Purchase Order Change Notice and send a revised Purchase Order to Respondent.

28.Respondent certifies that if a Texas address is shown as the address of the

Respondent on this Response, Respondent qualifies as a Texas Bidder as defined in Section 2155.444(c) of the Texas Government Code.

29.Respondent represents and warrants its compliance with the requirements of the

Americans with Disabilities Act (ADA) and its implementing regulations, as each may be amended.

30.Respondent shall promptly notify TCOLE in the event that any representations and warranties provided herein are no longer true and correct. Respondent acknowledges that all of its representations and warranties contained in any part of the Proposal are material and have been relied upon by TCOLE in selecting a Respondent to provide the services specified herein and in entering into a contract with Respondent.

Further, Respondent warrants and represents that all of its statements and representations made to TCOLE prior to being selected to provide the services specified herein, and made herein and during the negotiation of the contract, are material, true and correct.

31.Respondent certifies that it and its principals are not suspended or debarred from doing business with the state or federal government as listed on the State of Texas Debarred Vendor List maintained by the Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the General Services Administration.

32.Vendor will comply with security provisions at all times, including the prohibition on bringing firearms or other weapons on state grounds or in state buildings. 37 TEX.

ADMIN. CODE § 3.146. Persons, equipment, and vehicles may be subject to search to ensure public safety. Vendors will cooperate with officers carrying out their official duties.

33.The contract shall be binding upon and shall inure to the benefit of TCOLE and Respondent and to their representatives, successors, and assigns.

7.0 STANDARD CONTRACTUAL TERMS AND CONDITIONS

All goods/services must be listed on a Purchase Order (PO) form. If any changes to the scope of work are made, the Vendor must obtain a new or revised PO (Purchaser Order Change Notice (POCN) from the Texas Commission on Law Enforcement of Texas (TCOLE). TCOLE is only obligated to pay for the goods/services listed on the PO. By accepting the PO and providing goods and/or services to TCOLE, the Vendor agrees to comply with the Standard Purchase Order Terms and Conditions (POTCs). In the event of any conflict or inconsistency between these POTCs and any other part of the PO, the terms of the POTCs shall prevail. TCOLE disclaims any terms and conditions provided by the Vendor, unless agreed upon in writing by both parties. In the event of any conflict between these POTCs and any terms and conditions provided by Vendor, the terms and conditions provided herein shall prevail.

7.1 Delivery

1. Inspection and Tests: TCOLE has the right of inspection and approval and may reject and return goods or require re-performance of services at Vendor’s expense if defective or not in compliance with TCOLE’s specifications. Defects will not be deemed waived by TCOLE’s failure to notify Vendor upon receipt of goods or completion of services or by payment of invoice. Tests may be performed on samples submitted with the bid or quote, if requested, or on samples taken from regular shipment. All costs shall be borne by the Vendor in the event goods fail to meet or exceed all conditions and requirements. Goods delivered and rejected in whole or in part may, at TCOLE's option, be returned to the Vendor or held for disposition at Vendor's expense. Latent defects may result in revocation of acceptance.

2. Late Delivery: If delay is foreseen, Vendor shall give written notice to TCOLE. Vendor must keep TCOLE advised at all times of status of order. Default on promised delivery (without accepted reasons) or failure to meet specifications authorizes TCOLE to purchase goods or services elsewhere and charge full increase, if any, in cost and handling to defaulting Vendor.

7.2 Payment

1. TAXES: TCOLE is exempt from most sales, excise, and use taxes. TCOLE shall furnish tax-exemption certificates upon request. Vendor shall not collect or pay taxes for which exemption certificates have been furnished.

2. PRICE INCREASE: If prices are higher than specified in the purchase order, the prices must be approved by TCOLE in writing.

3. WITHHOLDING/RECOUPMENT OF PAYMENTS: TCOLE may withhold or recoup payments due or paid under this Purchase Order, in whole or in part, in the event of Vendor’s noncompliance with any term or provision of this Purchase Order, any Federal or state law or regulation, or any TCOLE rules or standards, including but not limited to requirements specifically stated on the Purchase Order, relating to Vendor’s performance under the Purchase Order.

4. STATE DEBT OR DELINQUENT TAXES: The Comptroller is prohibited from issuing any payment to a person or entity that has been reported as having an indebtedness or delinquency to the State. Pursuant to Section 2252.903, Texas Government Code, Respondent agrees that any payments due under the contract shall be directly applied towards eliminating any debt or delinquency it has to the State of Texas including, but not limited to, delinquent taxes, delinquent student loan payments, and delinquent child support. Vendor agrees to comply with all applicable laws regarding satisfaction of debts or delinquencies to the State of Texas.

5. PREPAYMENT: TCOLE may, at its discretion, prepay if vendor requires or provide a deposit.

7.3 Warranties

1. In addition to all warranties established by law, Vendor hereby represents, warrants, and agrees that all goods and services covered by this PO will be new, merchantable, fit for the purpose intended, of best quality and workmanship, free from material defects in design, material, and workmanship, and will substantially conform to any specifications, drawings, samples, or other descriptions furnished or adopted by TCOLE, and/or to any samples furnished by Vendor. Services are warranted by Vendor to be performed in a professional and workmanlike manner in substantial compliance with applicable specifications.

2. Manufacturer’s standard warranty shall apply unless otherwise stated in the solicitation.

3. All goods delivered or services provided pursuant to this PO will conform to standards established for such goods and services by all applicable laws.

4. Vendor warrants that the title to all material, supplies and equipment furnished is free of liens and encumbrances.

7.4 General

1. INDEPENDENT CONTRACTOR: Respondent and Respondent’s employees, representatives, agents, subcontractors, suppliers, and third-party service providers shall serve as independent contractors in providing the services under the contract.

Neither Respondent nor TCOLE is an agent of the other and neither may make any commitments on the other party’s behalf. Should Respondent subcontract any of the services required in the contract, Respondent expressly understands and acknowledges that in entering into such subcontract(s), TCOLE is in no manner liable to any subcontractor(s) of Respondent. In no event shall this provision relieve Respondent of the responsibility for ensuring that the services performed under all subcontracts are rendered in compliance with the contract. Respondent shall have no claim against TCOLE 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. The contract shall not create any joint venture, partnership, agency, or employment relationship between Respondent and

2. GOVERNING LAW AND VENUE: The contract shall be governed by and construed in accordance with the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the contract is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific venue is otherwise identified in a statute which directly names or otherwise identifies its applicability to the contracting TCOLE.

3. MEDIA RELEASES: Respondent shall not use TCOLE’s name, logo, or other likeness in any press release, marketing material, or other announcement without TCOLE’s prior written approval. TCOLE does not endorse any vendor, commodity, or service.

Respondent is not authorized to make or participate in any media releases or public announcements pertaining to this procurement, the Response, or the services to which they relate without TCOLE’s prior written consent, and then only in accordance with explicit written instructions from TCOLE.

4. DISPUTE RESOLUTION: The dispute resolution process provided for in Chapter 2260 of the Texas Government Code must be used to attempt to resolve any arising under the contract.

5. INDEMNIFICATION: RESPONDENT SHALL DEFEND, INDEMNIFY AND HOLD

HARMLESS THE STATE OF TEXAS AND TCOLE, AND/OR THEIR OFFICERS, AGENTS,

EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES

FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL

RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF, OR RESULTING

FROM ANY ACTS OR OMISSIONS OF RESPONDENT OR ITS AGENTS, EMPLOYEES,

SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN

THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE

ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY

RESPONDENT WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS

STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND RESPONDENT

MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE

CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL.

RESPONDENT AND TCOLE AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH

OTHER OF ANY SUCH CLAIM.

6. STANDARD OF CARE FOR ARCHITECTURAL AND ENGINEERING CONTRACTORS:

Pursuant to Section 2254.0031 of the Texas Government Code, which incorporates by reference Section 271.904(d) of the Texas Local Government Code, Respondent shall perform services (1) with professional skill and care ordinarily provided by competent engineers or architects practicing under the same or similar circumstances and professional license, and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect.

7. NO WAIVER OF SOVEREIGN IMMUNITY: Nothing in this PO shall be construed as a waiver of TCOLE’s or the State’s sovereign immunity. The failure to enforce or any delay in the enforcement of any privileges, rights, defenses, remedies, or immunities available to TCOLE under this PO or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. TCOLE does not waive any privileges, rights, defenses, remedies, or immunities available to TCOLE as an agency of the State of Texas, or otherwise available to TCOLE, by entering into this PO or by its conduct prior to or subsequent to entering into this PO.

8. LIMITED LIABILITY: TCOLE will not be liable for any incidental, indirect, special, or consequential damages under contract, tort (including negligence), or other legal theory. TCOLE's liability to Vendor under the PO will not exceed the total charges to be paid by TCOLE to Vendor under the PO.

9. DAMAGE TO GROUNDS AND BUILDINGS: Vendor shall be financially responsible for any and all damage done by its employees, agents, and subcontractors to TCOLE grounds and buildings. Vendor is responsible for the removal of all debris resulting from work performed under the PO.

10.ELECTRICAL ITEMS: All electrical items must meet all applicable OSHA standards and regulations, and bear the appropriate listing from Underwriters Laboratory (UL), Factory Mutual Resource Corporation (FMRC), or National Electrical Manufacturers Association (NEMA).

11.PATENTS AND COPYRIGHTS: Vendor shall indemnify, save and hold harmless TCOLE and the State of Texas from and against claims of patent, trademark, copyright, trade secret or other proprietary rights violations or infringements arising from TCOLE’s or Vendor’s use of or acquisition of any services or other items provided to TCOLE by Vendor or otherwise to which TCOLE has access as a result of Vendor’s performance under this PO. Respondent represents and warrants that it has determined what licenses, certifications and permits are required under the contract and has acquired all applicable licenses, certifications, and permits. Vendor agrees that for the exclusive use by TCOLE for State business, TCOLE is free to reproduce without royalty, all manuals, publications, maintenance programs, diagnostics and documentation pertaining to any product developed as a result of the PO.

12.LICENSE GRANT: Respondent hereby grants to Agency a non-exclusive, perpetual, irrevocable, worldwide, transferable, fully paid, royalty-free, right and license:

(a) to reproduce, modify, distribute, store, publicly perform, publicly display, create derivative works of, and otherwise exploit the deliverables, in each case without any restrictions and without accounting to Respondent; and

(b) to sublicense any or all such rights to third parties.

13.PROPERTY RIGHTS: For purposes of the contract, the term “Work” is defined as all work papers, work products, materials, approaches, designs, specifications, systems, software, programs, source code, documentation methodologies, concepts, intellectual property or other property developed, produced or generated in connection with the services provided under the contract. TCOLE and Respondent intend this agreement to be a contract for the services and each considers the Work and any and all documentation or other products and results of the services to be rendered by Respondent to be a work made for hire.