Document ID: RFP 605 2100000103 Page: 1

Commonwealth of Kentucky

SOLICITATION

Addenda: No Addenda #:

TITLE: Audit Services - Cave-In Rock Ferry

Date Issued:

10/15/20 Record Date:

2020-10-12

Solicitation Closes Date:

11/10/20 Time:

14:00

Solicitation No:

RFP 605 2100000103

Online Bidding Prohibited: Yes

For Information Call:

Laura Hagan 502-782-3980

Bid Receiving Location:

Bid Receiving

See Terms & Conditions for Bid Submission Instructions

Other KY

Vendor Customer Number:

Vendor Name:

Phone Number:

Fax Number:

Email Address:

Ordering

Address:

City, State, Zip:

Contact Name:

Contact Email:

Contact Phone Number:

Payment

Address:

City, State, Zip:

Contact Name:

Contact Email:

Contact Phone Number:

Ownership Type

__ Sole Proprietorship __ Partnership __ Corporation __ Other_________________________

SIGNATURE OF AUTHORIZED AGENT IS REQUIRED UNLESS RESPONSE

IS SUBMITTED ELECTRONICALLY. FAILURE TO SIGN SHALL RENDER

THE BID INVALID.

Signature X_________________________________________ FEIN#____________________ Date____________

All offers subject to all terms and conditions contained in this solicitation.

Document ID: RFP 605 2100000103 Page: 2

Line Items

Commodity Group: Default Commodity Group

Line CL Description Quantity UOM Unit Cost Line Total or Contract Amnt

1 Audit Services 0.00000

Comm Code Comm Description Manufacturer Model # Manuf Part #

94620PS PSC-Auditing

Extended Description See Section 2.00.

Shipping Information KYTC Office of Audits

200 Mero Street 4th Floor Frankfort KY 40601

Billing Information KYTC Office of Audits

200 Mero Street 4th Floor Frankfort KY 40601

Document ID: RFP 605 2100000103 Page: 3

Submission Checklist

The following items will be required to be submitted with bid:

Item Cost Proposal - 300 points Staffing and Expertise - 400 points Work Plan and Approach - 300 points

Revised December 2019

PROPOSAL SUBMISSION CHECKLIST

The vendor MUST include the following with the proposal submission.

If the items highlighted below are not submitted with the proposal submission, the Commonwealth MUST deem the proposal non-responsive and SHALL NOT consider for award.

All other items MUST be submitted prior to award.

_____ SIGNED AND COMPLETED SOLICITATION (Section 8.10 of this RFP)

_____ *PROPOSED SOLUTION (TECHNICAL) UNDER SEALED COVER AND BY CLOSING DATE

Section(s) 8.00 and 8.10 of this RFP

_____ *PROPOSED SOLUTION (COST) UNDER SEALED COVER AND BY CLOSING DATE

Section(s) 8.00 and 8.20 of this RFP

_____ TRANSMITTAL LETTER – Section 8.10 of this RFP

_____ PROOF OF REGISTRATION WITH SECRETARY OF STATE BY A FOREIGN ENTITY

(Section 8.00 of the Personal Service Contract Terms and Conditions of this RFP)

_____ REQUIRED AFFIDAVIT(S) – Section 8.10 of this RFP

*The Commonwealth defines SEALED as “a closure that must be broken to be opened and that thus reveals tampering” (Merriam-Webster Dictionary, https://www.merriam-webster.com/dictionary/seal

REQUEST FOR PROPOSAL

FOR

PERSONAL SERVICE CONTRACT

Transportation Cabinet Audit Services – Cave-In-Rock Ferry

RFP 605 2100000103

This document constitutes a Request for Proposals for a Personal Service Contract from qualified individuals and organizations to furnish those services as described herein for the Commonwealth of Kentucky, Transportation Cabinet.

Offerors are advised that any personal service contract resulting from this RFP must comply with all applicable provisions of KRS 45A and KRS 12.210 prior to becoming effective.

A contract, based on this RFP, may or may not be awarded. Any contract award from this RFP is invalid until properly approved and executed by the Finance and Administration Cabinet and filed with the Legislative Research Commission, Government Contract Review Committee.

1.00 Purpose and Background

The Kentucky Transportation Cabinet (Cabinet) and the Ohio River Ferry Authority, Inc., Operating Assistance for the Ohio River Ferry Authority, Inc., (Authority) have a contract for Fiscal year 2021 and Fiscal year 2022, or July 1, 2020 through June 30, 2022. The contract is administered through the Crittenden County Fiscal Court Judge Executive. A subcontract was entered between the Ohio River Ferry Authority, Inc. and Lonnie Ray Lewis, Inc. d/b/a Cave-In-Rock Ferry also for July 1, 2020 through June 30, 2022. Both contracts are for the operation of the Cave-In-Rock Ferry.

Lonnie Ray Lewis, d/b/a Cave-In-Rock Ferry is to provide ferry service for the traveling public to connect Kentucky Route 91 in Crittenden County, Kentucky and Illinois Route 1 in Hardin County, Illinois. The Lonnie

Document Description Page 4

2100000103 Audit Services - Cave-In Rock Ferry https://www.merriam-webster.com/dictionary/seal

Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry provides ferry service on a daily basis for 16 hours on the Ohio River from 6:00am to 10:00pm, unless adverse weather conditions exist as defined in the contract terms.

The Cabinet pays the Authority through the Crittenden County Fiscal Court a set dollar amount per full hour of operation for a maximum of 16 hours per day operated. Ferry operations in excess of 16 hours or outside of 6:00am to 10:00pm must have prior written approval from the Cabinet to be reimbursed. The contract identifies total yearly payments not to exceed a certain dollar amount.

The Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry is regulated by the United States Coast Guard to operate with all required safety measures, including necessary equipment updates. Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry cost is evenly split between the Commonwealth of Kentucky and the State of Illinois and is operated for the benefit of the driving public of both states. Under the contract the Transportation Cabinet has the right to audit Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry. Upon the completion of Fiscal Year 2020 (July 1, 2019-June 30, 2020), the Transportation Cabinet will conduct an audit to determine the documented operating expenses for the ferry operation. Below is the contract language for audit and inspection of records. Please note, in Article VII below, the listed AUTHORITY is Ohio River Ferry Authority, Inc., the Transportation Cabinet is listed as CABINET.

The contract between the Cabinet and the Ohio River Ferry Authority, administered by the Crittenden County Fiscal Court is herein attached as Exhibit A. The contract between The Ohio River Ferry Authority, administered by the Crittenden County Fiscal Court and Lonnie Ray Lewis, Inc. DBA Cave in Rock Ferry is herein attached as Exhibit B.

ARTICLE VII. AUDIT AND INSPECTION

Section A. Inspection of Records. The AUTHORITY and its subcontractors shall permit the CABINET, or their authorized representatives, to inspect and approve all phases of the Project and all relevant Project data and records to be performed in accordance with Kentucky law and with ferry operator being contemporaneously informed of any issues with the opportunity to address those issues prior to the report of any inspection or audit being issued. The AUTHORITY and its subcontractors, as defined in KRS 45A.030(7), agrees that the contracting agency, the Finance and Administration Cabinet, the Auditor of Public Accounts, and the Legislative Research Commission, or their duly authorized representatives, shall have access to any books, documents, papers, records, or other evidence, which are directly pertinent to this contract for the purpose of financial audit or program review. Furthermore, any books, documents, papers, records, or other evidence provided to the contracting agency, the Finance and Administration Cabinet, the Auditor of Public Accounts, or the Legislative Research Commission which are directly pertinent to the contract shall be subject to public disclosure regardless of the proprietary nature of the information, unless specific information is identified and exempted and agreed to by the Secretary of the Finance and Administration Cabinet as meeting the provisions of KRS 61.878(1)(c) prior to the execution of the contract. The Secretary of the Finance and Administration Cabinet shall not restrict the public release of any information, which would otherwise be subject to public release if a state government agency were providing the service. The AUTHORITY will incorporate the foregoing requirements of this paragraph in all subcontracts for services covered by this AGREEMENT.

Section B. Subcontracts. The AUTHORITY hereby acknowledges it is responsible to inform any entity it intends to hire or use as a contractor, as defined in KRS 45A.030(7), that the contracting agency, the Finance and Administration Cabinet, the Auditor of Public Accounts, and the Legislative Research Commission, or their duly authorized representatives, shall have access to any of the contractor’s books, documents, papers, records, or other evidence, which are directly pertinent to this AGREEMENT for the purpose of financial audit or program. The AUTHORITY shall submit two

(2) copies of these audits to the CABINET within 30 days after the audit is completed.

Section C. Audit Requirements. The AUTHORITY hereby acknowledges its duty to the CABINET to determine whether it is subject to the Single Audit Act of 1984, OMB Circular A-133 “Audits of States, Local Governments and Non-Profit Organizations.” If the AUTHORITY is subject to this Act, the AUTHORITY shall provide the CABINET with two (2) copies of any audits or reviews prepared as a result of that Act within 30 days after the audit is completed. The AUTHORITY shall also permit representatives of these agencies to review any audit(s) performed by the AUTHORITY or any other entity and to audit the books and accounts of the AUTHORITY pertaining to the Project. All audits or inspections shall be performed in accordance with Kentucky law and with ferry operator being contemporaneously informed of any issues with the opportunity to address those issues prior to the report of any inspection or audit being issued.

Section D. Audit Schedule. Upon the completion of Fiscal Year 2020, the CABINET will conduct an audit to determine the documented operating expenses for the ferry operation. Only those properly documented expenses for direct costs related to the operation and maintenance of the ferry shall be considered. The results of the audit shall not modify the payment rate outlined in Article 1, Section B for Fiscal Year 2021 or Fiscal Year 2022. However, the results of the CABINET’s

Document Description Page 5 audit may impact the negotiation of the payment rate for Fiscal Year 2023 and beyond which may result in future payments going up or down depending on negotiations. The AUTHORITY will incorporate the foregoing requirements of this paragraph in all subcontracts for services covered by this AGREEMENT.

2.00 Scope of Work

The Transportation Cabinet is seeking a Certified Public Accounting (CPA) Firm to audit Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry to determine the operating costs for the fiscal year ended June 30, 2020

(FY2020),

1. The scope of the audit shall be a financial statement audit or other relevant audit type of Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry to be performed in accordance with auditing standards generally accepted in the United States of America; and the standards contained in Government Auditing Standards (GAGAS), issued by the United States General Accounting Office.

This audit should determine the annual operational costs for the company to provide ferry services at Cave-In-Rock Crossing. Calculated costs should only be for the equipment solely dedicated to the ferry operation. Lonnie Ray Lewis, Inc owns a large number of vessels.

Some are used for the ferry operation and others are used for revenue service.

Costs should be allowable for the ferry operations and not co-mingled with any other businesses owned by the operator. The operator has extensive farm operations in both Illinois and Kentucky. Only costs directly related to the operation of the ferry should be considered. Only properly documented expenses for direct costs related to the operation and maintenance of the ferry shall be considered.

The audit should consider all maintenance or upgrades necessary to permit operation of the ferry service in compliance with US Coast Guard Standards, Subchapter M. The auditor should document the required changes and upgrades being made are under the specific direction of the US Coast Guard , not optional upgrades.

Maintenance and upgrade costs should only apply for dedicated ferry vessels. The Kentucky Transportation Cabinet, Division of Planning can provide an annual report declaring the equipment used for the ferry operation. Verification can be made with Lonnie Ray Lewis, Inc., d/b/a Cave-In-Rock Ferry.

The auditor shall conduct the audit in accordance with accepted maritime auditing practices and maritime law, if applicable.

2. The auditor shall provide any other forms or reports related to the audited financial statements to the Transportation Cabinet in a timely manner.

3. The auditor shall provide a report to the Transportation Cabinet, identifying total operating costs for FY2020, including any unallowable costs and reasons they were unallowable. In addition, auditor shall provide the Transportation Cabinet with a list of all maintenance, upgrade, depreciation schedules for all maintenance and upgrades necessary to permit operation of the ferry service for the foreseeable future to be in compliance with US Coast Guard Standards. A formal exit conference before issuance of the report is requested by the Transportation Cabinet. The Transportation Cabinet my also request the auditor to have additional conferences with other concerned parties.

An additional exit conference may be requested to include Lonnie Ray Lewis, Inc., d/ b/a Cave-In-Rock Ferry.

3.00 Evaluation Criteria

The Transportation Cabinet will evaluate the proposals based on the following evaluation factors:

Document Description Page 6

Technical Proposal Scoring Criteria

After determining that a proposal includes all required information and data, the Transportation Cabinet will evaluate the proposal based on the following evaluation factors:

Evaluation Criteria

Points

Possible Staffing and Expertise –Score is based on qualifications and previous experience of the individual or individuals proposed for the engagement. All proposers must offer the services of at least one Certified Public Accountant.

The individual or team proposed may not be replaced with alternates without the consent of the Cabinet. Provide resumes for all members of the proposed team. Provide information on previous auditing experience with Kentucky State Government, especially any waterway transportation experience which is preferred. Maximum consideration will be given to individuals who have prior experience with auditing in-land waterway transportation, ferry operations, and has familiarity with maritime law and U.S. Coast Guard regulations. Bidders should provide information of prior audits completed by the firm identifying all relevant work.

400 points

Work Plan and Approach –Describe the approach the firm will use in completing the required services. Describe the type of audit you suggest to meet the scope of work. Describe the timing, schedule, and total time estimates, including sequence of meetings and events required to satisfy the scope of work. Provide sample audits and/or templates that may be used or modified to meet the needs of the Cabinet. Discuss required information the Cabinet staff will need to provide to the firm. Identify challenges that could interfere with a timely, thorough, and complete audit. Offer options or strategies for overcoming those challenges.

300 points

Total Points Possible

700 points

KYTC may request documentation or clarification from the vendor for any information provided in their response to this RFP.

Cost Proposal Evaluation There will be a maximum of 300 points possible for the Cost Proposal.

Vendor shall only provide cost on the attached Cost Proposal Form (Attachment D), otherwise the proposal may be deemed non responsive.

Per Government Contract Review Committee Policy #99-5 – Fees paid by an agency shall not exceed the committee's maximum rate schedule:

Principal or Partner not to exceed $125/hour Senior Auditor or Manager not to exceed $100/hour Junior Auditor or Staff Auditor not to exceed $75/hour

Document Description Page 7

Total Points Possible for Proposal

Criteria Points Possible

Technical Proposal 700 points

Cost Proposal 300 Points

Total Points Possible 1000 points

Oral Presentations/Demonstrations, if required 250 points

Total Points Possible - With Oral Presentations/

Demonstrations 1250 points

4.00 Schedule of RFP Activities

The following schedule presents the major activities associated with the RFP distribution, written questions and proposal submission. The Commonwealth reserves the right at its sole discretion to change the Schedule of Activities, including the associated dates and times.

Release of RFP October 15, 2020

Written Questions due by: TIME October 23, 2020

Anticipated Commonwealth Response to Written Questions October 29, 2020

Proposals Due by: 2:00pm November 10, 2020

Bids shall be submitted electronically. See Section 8.00

*NOTE: ALL TIME REFERENCES ARE TO THE EASTERN TIME ZONE.

5.00 Offeror’s Conference – Not Applicable

6.00 Point of Contact

The Agency Contact named below shall be the sole point of contact throughout the procurement process.

All communications, oral and written (regular mail, express mail, electronic mail or fax), concerning this procurement shall be addressed to:

Laura Hagan, CPPO, CPPB KYTC Division of Purchases 200 Mero Street, 4th Floor East Frankfort, KY 40622 Phone: 502-782-3980 Laura.Hagan@ky.gov

From the issue date of this RFP until a Contractor(s) is selected and the selection is announced, Offerors shall not communicate with any other Commonwealth staff concerning this RFP.

7.00 Questions Regarding this RFP

Questions must be submitted in writing to the Agency Contact. The Commonwealth will respond to salient questions in writing by issuing an Addendum to the Solicitation. The Addendum shall be posted to the Commonwealth’s eProcurement page.

8.00 Proposal Submission

All proposal submissions shall be submitted via Secure File Transfer on https://ftp.ky.gov

You can find complete instructions by viewing Attachment E.

Proposals shall be submitted in three (3) parts and labeled accordingly: The Technical Proposal, the Cost Proposal, and the Proprietary Information.

Please use the following method to label submitted documents:

Document Description Page 8

2100000103 Audit Services - Cave-In Rock Ferry mailto:Laura.Hagan@ky.gov https://ftp.ky.gov

RFB 21.103 – Offeror Name – Technical/Cost/Proprietary Proposal

All proposals must be received no later than November 10, 2020 by 2:00pm.

HARD COPY OR FACSIMILE PROPOSALS SHALL NOT BE CONSIDERED.

Each qualified offeror shall submit only one (1) proposal. Alternate proposals shall not be allowed.

Failure to submit as specified shall result in a non-responsive proposal.

The vendor should complete the "Vendor" box on the face of the solicitation. An authorized representative of the vendor shall sign where indicated on the face of the solicitation. If the solicitation is not signed the proposal shall be deemed non-responsive.

Acknowledgment of Addenda

It is the vendor's responsibility to check the web site for any modifications to this solicitation. Vendors are encouraged to acknowledge each addendum by signing and submitting the latest addendum with their response. However, signing the face of the solicitation as indicated above constitutes the vendor’s acknowledgement of and agreement to be bound by the terms of all addenda issued.

Failure to specifically acknowledge addenda will not excuse the vendor from adhering to all changes to the requirements of the solicitation set forth therein nor provide justification for any pricing changes.

All submitted technical and cost proposals shall remain valid for a minimum of six (6) months after the proposal due date.

8.10 Format of Technical Proposal

The Technical Proposal must be arranged and labeled in the manner set forth below.

Transmittal Letter – a Transmittal letter shall be submitted on Offeror’s letterhead, and signed by an agent authorized to bind the Offeror. The Transmittal letter shall include the following:

a. A statement that deviations are included, if applicable.

b. A statement that proprietary information is included, if applicable.

c. A statement that, if awarded a contract as a result of this Solicitation, the Offeror shall comply in full with all the requirements of the Kentucky Civil Rights Act, and shall submit all data required by KRS 45.560 to 45.640.

d. A sworn statement that, pursuant to KRS 11A.040, that Offeror has not knowingly violated any provisions of the Executive Branch Code of Ethics.

e. A statement certifying that the price in this proposal was arrived at independently without collusion, consultation, communication, or agreement as to any matter relating to such prices with any other Offeror or with any competitor.

f. A statement affirming that the Offeror is properly authorized under the laws of the Commonwealth of Kentucky to conduct business in this state and will remain in good standing with the Office of the Kentucky Secretary of State for the duration of any awarded contract resulting from this Solicitation.

Document Description Page 9

g. The name, address, telephone number, fax number and email address and website address, if available, of the contract person to serve as a point of contact for day-to-day operations.

h. Subcontractor information to include the name of the company, address, telephone number and contact name, if applicable.

i. Foreign entity’s organization number issued by the Secretary of State in a certificate of authority or a statement of foreign qualification, if applicable.

Completed and Signed Solicitation and Addenda – An authorized representative MUST complete and sign the Solicitation form and include the following:

a. “Vendor” box and “Payment” box should be completed.

b. Vendor shall indicate ownership type.

c. Vendor shall provide “FEIN” if applicable.

d. Vendor shall provide date the form is completed and signed.

e. Signed face of the most recent Addenda, if applicable.

Attachment A - Signed and Notarized Required Affidavit for Bidders or Offerors

Attachment B- Signed and Notarized Required Affidavit for Bidders, Offerors and Contractors Claiming Resident Bidder Status – if applicable.

*Offerors not claiming Resident Bidder Status need not submit this affidavit.

Attachment C - Signed and Notarized Required Affidavit for Bidders, Offerors and Contractors Claiming Qualified Bidder Status – if applicable.

*Offerors not claiming Qualified Bidder Status need not submit this affidavit.

Response to the Technical Portion of the RFP – Please provide a detailed response to the technical requirements outlined in the Evaluation Criteria. No cost information shall be provided in the technical portion.

8.20 Format of Cost Proposal

The Cost Proposal must be submitted under separate cover from the Technical Proposal and must be arranged and labeled in the manner specified. The proposal with the lowest price receives the maximum score. The remaining proposals with the next lowest price receives points by dividing the lowest price by the next lowest price and multiplying that percentage by the available points.

8.30 Certification Regarding Debarment and Suspension

In accordance with Federal Acquisition Regulation 52.209-5, the Offeror shall certify, by signing the Solicitation, that to the best of its knowledge and belief, the Offeror and/or its Principals is (are) not presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any state or federal agency.

For the purposes of this certification, “Principals”, means officers, directors, owners, partners, and persons having primary management or supervisory responsibilities within a business entity (e.g., general manager, plant manager, head of subsidiary, division, or business segment, and similar positions.

9.00 Rules of Procurement

To facilitate this procurement, various rules have been established. These are described in the following paragraphs.

Offerors should review and comply with the General Conditions and Instructions for Solicitation/Contract listed under “Response to Solicitation” located on the eProcurement web page at http://finance.ky.gov/services/policies/Documents/FAP%20110-10-00.pdf

Document Description Page 10 http://finance.ky.gov/services/policies/Documents/FAP%20110-10-00.pdf

The procurement process will provide for the evaluation of proposals and selection of the winning proposal in accordance with state law and regulations. KRS Chapter 45A of the Kentucky Model Procurement Code provides the regulatory framework for the procurement of services by state agencies.

9.10 Technical Proposal Evaluation

The Transportation Cabinet will evaluate the proposal based on the technical portion of the Evaluation Criteria. Each Offeror is responsible for submitting all relevant, factual and correct information with their offer to enable the evaluator(s) to afford each vendor the maximum score based on the available data submitted by the Offeror. Past Offeror Performance may be considered in the award of this Contract. Offerors with a record of poor performance in the last twelve (12) months may be found non-responsible and ineligible for award.

9.20 Cost Proposal Evaluation

The Transportation Cabinet will evaluate the proposal based on the cost portion of the Evaluation Criteria.

Offeror shall only provide cost on the attached Cost Proposal Form; otherwise, the proposal may be deemed non-responsive.

9.30 Right to Reject/Waiver of Minor Irregularities

The Commonwealth reserves the right at its discretion to reject any and all offers. The Commonwealth also reserves the right at its discretion to waive informalities and minor irregularities in offers received.

9.40 Clarification of Proposals

The Commonwealth reserves the right at its discretion to request additional information as may reasonably be required for selection and to reject any proposals for failure to provide additional information on a timely basis.

The Commonwealth reserves the right to conduct discussions with any Offeror who has submitted a proposal to determine the Offeror’s qualifications for further consideration. Such discussions shall not disclose any information derived from proposals submitted by other Offerors.

9.50 Best and Final Offers

The Commonwealth reserves the right at its discretion to request a Best and Final Offer (BAFO) for technical and/or cost proposals. Offerors are cautioned to propose their best possible offers at the outset of the process, as there is no guarantee that any Offeror will be allowed an opportunity to submit a Best and Final technical and/or cost offer.

9.60 Vendor Response and Public Inspection

This RFP specifies the format, required information and general content of proposals to be submitted in response to the RFP. The Transportation Cabinet shall not disclose any portions of the proposals prior to contract award to anyone outside the Transportation Cabinet, representatives of the agency for whose benefit the contract is proposed, representatives of the federal government, if required, and the members of the evaluation committee. After a contract is awarded in whole or in part, the Commonwealth shall have the right to duplicate, use, or disclose all proposal data submitted by Offerors in response to this RFP as a matter of public record.

Any and all documents submitted by an Offeror in response to the RP shall be available for public inspection after contract award pursuant to the Kentucky Open Records Act, KRS 61.870 to 61.884 (“the Act”). When responding to a request to inspect records submitted in response to this RFP, the Commonwealth will not redact or withhold any information or documents unless the records sought are exempt from disclosure pursuant to KRS 61.878 or other applicable law. Similarly, no such documents shall be exempt from public disclosure, regardless of the Offeror’s designation of the information contained therein as “proprietary,” “confidential,” or otherwise, except in cases where the requested documents (or information contained therein) would be excluded from application of the Act under KRS 61.878(1)(c).

The Commonwealth of Kentucky shall have the right to use all system ideas, or adaptations of those ideas, contained in any proposal received in response to this RFP. Selection or rejections of the proposal will not affect this right.

9.70 Reciprocal Preference for Kentucky Resident Bidders and Preferences for a Qualified Bidder

Document Description Page 11

The scoring of bids/proposals is subject to the reciprocal preference for Kentucky resident bidders and preferences for a Qualified Bidder or the Department of Corrections, Division of Prison Industries (See KRS 45A.490(1), (2), 45A.492, 45A.494 and KAR 200 5:410).

Vendors not claiming resident bidder or qualified bidder status need not submit the corresponding affidavit.

Determining the residency of a bidder for purposes of applying a reciprocal preference

Any individual, partnership, association, corporation, or other business entity claiming resident bidder status shall submit the attached Required Affidavit for Bidders, Offerors and Contractors Claiming Resident Bidder Status as part of its response. The Transportation Cabinet reserves the right to request documentation supporting a bidder’s claim of resident bidder status. Failure to provide such documentation upon request shall result in disqualification of the bidder or contract termination.

As part of its response, a nonresident bidder shall submit its certificate of authority to transact business in the Commonwealth of Kentucky, Secretary of State. The location of the principal office identified therein shall be deemed the state of residency for that bidder. If the bidder is not required by law to obtain said certificate, the state of residency for that bidder shall be deemed to be that which is identified in its mailing address as provided in its bid.

Preferences for Qualified Bidder or the Department of Corrections, Division of Prison Industries

(200 KAR 5:410)

Pursuant to KRS 45A.470 and 200 KAR 5:410, Kentucky Correctional Industries will receive a preference equal to twenty (20) percent of the maximum points awarded to a bidder in a solicitation. In addition, the following “qualified bidders” will receive a preference equal to fifteen (15) percent of the maximum points awarded to a bidder in a solicitation. New Vision Industries, Inc., any nonprofit corporation that furthers the purposes of KRS Chapter 163 and any qualified nonprofit agencies for individuals with severe disabilities as defined in KRS 45A.465(3). Any bidder claiming “qualified bidder” status, other than New Vision Industries, Inc., shall submit a notarized affidavit affirming that it meets the requirements to be considered a qualified bidder as part of its response to the solicitation (affidavit form included as part of this RFP). If requested, failure to provide documentation proving qualified bidder status to a public agency, if requested, may result in disqualification of the bidder or contract termination.

9.80 Right to Use Oral Presentations to Verify/Expand on Proposal The Commonwealth reserves the right at its discretion to require Oral Presentations by some or all of the Offerors to verify or expand on the Technical or Cost Proposals.

9.85 Oral Presentation Evaluation Criteria

The highest ranking vendors may be requested to provide oral presentations/demonstrations to answer questions or to clarify the understanding of the evaluators in accordance with the requirements of this RFP. The oral presentation shall be scheduled at the discretion of the Commonwealth. The Commonwealth reserves the right not to require oral presentations/demonstrations at its discretion or in the event that they would not affect the final rankings.

9.90 Negotiation

After conducting the evaluation to determine the best proposal received, the Transportation Cabinet reserves the right to negotiate a fair and reasonable compensation based on the pricing submitted in the offeror’s proposal. If the negotiations fail to reach an agreement on a fair and reasonable compensation rate, the Transportation Cabinet reserves the right to proceed to the next highest ranked proposal. Other terms and conditions relating to the technical and/or cost proposals may be negotiated at the sole discretion of the Commonwealth.

9.95 Best Interests of the Commonwealth

The Commonwealth will rank all proposals in the manner set forth in the Evaluation Criteria. However, the Commonwealth reserves the right to reject any or all proposals in whole or in part before, during, or after negotiation based on the best interests of the Commonwealth.

Document Description Page 12

CONTRACT AWARD, TERMS, AND CONDITIONS

10.00 Notification of Award

To view the award of contract(s), including the contractor(s) receiving the award(s) for this solicitation, access the Kentucky Vendor Self Service Site at http://emarsonline1311.state.ky.us/webapp/ vssprdonline/AltSelfService.

Offerors can search for the solicitation title or number in the keyword search field or filter their search for only awarded solicitations by clicking on “Advanced Search” and changing the status to “awarded.” The award(s) information can be accessed by clicking on the details button of the solicitation and clicking the “Notice of Award” tab. It is the Offeror’s responsibility to review this information in a timely fashion. No other notification of the results of an Award of Contract will be provided to unsuccessful Offerors.

10.10 Beginning of Work

This Contract is not effective and binding until approved by the Secretary of the Finance and Administration Cabinet and filed with the Legislative Research Commission’s Government Contract Review Committee.

The Contractor shall not commence any billable work until a valid Contract has been fully executed. This Contract, including the components referenced in Section 10.20, shall represent the entire agreement between the parties. Prior negotiations, representations, or agreements, either written or oral, between the parties hereto relating to the subject matter hereof shall be of no effect upon this Contract.

10.20 Contract Components and Order of Precedence

The Commonwealth’s acceptance of the Contractor’s offer in response to the Solicitation, indicated by the issuance of a Contract Award, shall create a valid contract between the Parties consisting of the following:

1. Procurement Statutes, Regulations and Policies

2. Any written Agreement between the Parties.

3. Any Addenda to the Solicitation.

4. The Solicitation and all attachments

5. Any Best and Final Offer.

6. Any clarifications concerning the Contractor’s proposal in response to the Solicitation.

7. The Contractor’s proposal in response to the Solicitation.

In the event of any conflict between or among the provisions contained in the Contract, the order of precedence shall be as enumerated above.

10.30 Contract Term and Renewal Option

The initial term of the Contract is anticipated to be from December 1, 2020 through June 30, 2022.

This agreement is not effective until the Secretary of the Finance and Administration Cabinet or his authorized designee has approved the Contract and until the Contract has been filed with the Legislative Research Commission, Government Contract Review Committee.

The Commonwealth reserves the right to renew this contract for up to two (2) additional two (2) year periods.

Renewal shall be subject to prior approval from the Secretary of the Finance and Administration Cabinet, or this authorized designee, and the LRC Government Contract Review Committee in accordance with KRS 45A.695 and KRS 45A.705.

10.40 Changes and Modifications to the Contract

Pursuant to 200 KAR 5:311, no modification or change of any provision in the Contract shall be made, or construed to have been made, unless such modification is mutually agreed to in writing by the Contractor and the Commonwealth, and incorporated as a written amendment by the Transportation Cabinet prior to the effective date of such modification or change. Modification shall be subject to prior approval from the Secretary of the Finance and Administration Cabinet, or this authorized designee, and the LRC

Document Description Page 13

2100000103 Audit Services - Cave-In Rock Ferry http://emarsonline1311.state.ky.us/webapp/vssprdonline/AltSelfService http://emarsonline1311.state.ky.us/webapp/vssprdonline/AltSelfService

Government Contract Review Committee. Memoranda of Understanding, written clarification, and/or other correspondence shall not be construed as amendments to the Contract.

10.50 Notices

Unless otherwise instructed, all notices, consents, and other communications required and/or permitted by the Contract shall be in writing. After the award of the Contract, all communications of a contractual or legal nature are to be made to the Agency Contact.

KYTC STANDARD TERMS AND CONDITIONS

11.00-General Provisions

11.00.01-Headings The section headings in this Contract are for reference and convenience only and shall not have any effect on the construction or legal effect of this Contract.

11.00.02-Assignment This Contract shall be binding upon and ensure to the benefit of the respective legal successors of the Parties. However, neither this Contract nor any rights or obligations hereunder may be assigned, in whole or in part, without the prior written consent of KYTC, Division of Purchases.

11.00.03-No Required Use of Contract This Contract does not guarantee any minimum use of services. The Cabinet reserves the right to leave all, or any portion, of the contract unused and/or to establish other contracts for additional and/or related services.

The Commonwealth of Kentucky may undertake or award other contracts for additional or related work, services, supplies, or commodities, and the Contractor shall fully cooperate with such other contractors and Commonwealth employees. The Contractor shall not commit or permit any act that will interfere with the performance of work by any other contractor or by Commonwealth employees.

11.00.04-Severability It is understood and agreed by the Parties that if any part, term, or provision of this Contract is held by the courts to be illegal or in conflict with any law of the Commonwealth of Kentucky or of the United States of America, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the Parties shall be construed and enforced as if the Contract did not contain the particular part, term, or provision held to be invalid, if the remainder of the Contract is capable of performance.

11.00.05-Indemnification The Contractor shall indemnify and hold harmless KYTC and its agents, representatives, officers, directors, employees, insurers, successors, and assigns from and against any and all expenses, costs (including attorneys’ fees), causes of action, liability, loss and/or damages suffered or incurred by it or any of them, that results from or arises out of (a) this Contract; (b) any and all acts of the Contractor and or its Subcontractor(s);

(c) the policies and procedures of the Contractor, specifically including all Contractor employment practices employed by the Contractor during the term of this or any prior Agreement with KYTC; (d) any dishonest, fraudulent, criminal, or negligent or unauthorized acts or errors or omissions which are committed by the Contractor or any of the Contractor's employees or agents or Subcontractors; (e) the publication translation, reproduction, delivery, performance, use or disposition of any data produced by KYTC in an unauthorized manner, provided that such action was not taken by the Contractor or as a result of the express written request of KYTC; or (f) the Contractor's failure to comply with any applicable state or federal laws or regulations.

Provided, however, in the event the Contractor is an agency of the Commonwealth of Kentucky, the state agency’s liability shall be governed instead by KRS 49.010 through KRS 49.180 and limited to any award from the Kentucky Claims Commission up to the jurisdictional amount.

11.00.06-Sovereign Immunity The Parties expressly agree that no provision of this Contract constitutes a waiver by KYTC or the Commonwealth of Kentucky of any immunities from suit or from liability that KYTC or the Commonwealth of Kentucky may have by operation of law.

Document Description Page 14

11.00.07-Force Majeure Neither Party shall be liable for public utility performance (e.g., Postal Service, Telephone, or Water Company) or for the consequence of public utility non-performance. Events or conditions beyond the reasonable control of the Parties, such as natural disasters, fires, floods, elements, transportation crashes, or utility failures shall not be construed as non-performance, nor shall reductions be applied as a result of such events, provided that KYTC shall have the right to obtain the necessary services elsewhere in the event of such non-performance by the Contractor and the Parties shall negotiate in good faith any appropriate offset to the compensation payable under this Contract. The Contractor shall cooperate and shall require that any Subcontractor cooperate with KYTC in such event. The existence of such causes of delay or failure will extend the period of performance in the exercise of reasonable diligence until after the causes of delay or failure have been removed. Each Party must inform the other, orally or in writing, as soon as possible of the existence of a force majeure event. In order to preserve this right as a defense, each Party must inform the other in writing, with confirmation of receipt, within twenty (20) business days of the existence of a force majeure event or otherwise waive this right as a defense.

11.00.08-Maintenance of Insurance During the term of this Contract, the Contractor shall maintain and shall require any Subcontractor to maintain their directors and officers liability insurance, Workers’ Compensation insurance, employer liability insurance, and such other liability insurance as reasonably necessary in the Contractor's business judgment to provide adequate coverage against losses and liabilities attributable to the respective acts or omissions of the Contractor and the Subcontractor(s) in the performance of this Contract. The Contractor shall provide or cause to be provided and shall require any Subcontractor to provide or cause to be provided evidence of such coverage upon request.

To the extent that the Contractor and any Subcontractor are not self-insured, each shall, in any event, name KYTC as an additional insured on any policy of coverage, with the exception of the Workers’ Compensation and any reinsurance. The Contractor and any Subcontractor shall notify KYTC of the evidence of insurance coverage within five (5) business days of coverage. Notice shall be sent in writing to the Cabinet.

The Contractor shall furnish an ACORD Certificate with:

A. The certificate holder listed as:

Kentucky Transportation Cabinet Division of Purchases 4th Floor East 200 Mero Street Frankfort, KY 40622

B. The Endorsement indicating the Commonwealth and its agents as an Additional Insured for the contract resulting from this solicitation.

C. The contract number in the Description of Operations box.

KYTC shall not be responsible for any premiums or assessments on the policy or policies held by the Contractor or any Subcontractor under this Contract. KYTC may, at its sole option, pay one or more premiums, if it decides that to do so would be in the best interest of the Cabinet. Should KYTC exercise this option, it shall be fully reimbursed by the Contractor, either by the Contractor directly or by an offset against future payments.

The insurance shall be endorsed to state that coverage shall not be suspended, voided, cancelled by either party, reduced in coverage limits, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the agencies.

The Contractor shall notify KYTC within five (5) business days of any cancellation or interruption of the Contractor or Subcontractor’s insurance coverage. KYTC shall require in any subcontracts that the Subcontractor provide such notice within five (5) business days to the Contractor and KYTC. The Contractor shall assure and require that any Subcontractor assure that insurance is in effect at all times during the life of this Contract. If their respective insurance coverage expires at any time during the term of this Contract, the Contractor and any Subcontractor shall provide at least thirty (30) calendar days prior to the expiration date, to the extent possible, a new Certificate of Insurance evidencing coverage as provided herein for not less than the remainder of the term of this Contract.

The insurance coverage shall be in compliance with the laws of the Commonwealth of Kentucky and shall be placed with a licensed resident or non-resident agent who represents insurance companies authorized

Document Description Page 15 to do business in Kentucky. A list of authorized companies can be found at http://insurance.ky.gov/ company. Failure to meet this requirement may result in the bid being deemed non-responsive.

The insurer shall have an AM Best rating of B+ or higher. Visit www.ambest.com for verification.

11.00.09-Licensure, Certification, and Registration The Contractor shall:

1. Ensure that all appropriate licenses, registrations, and/or certifications necessary are maintained at all times to the extent such are required for performance under this Contract;

2. Ensure that it has readily accessible copies of licenses, registration, and/or certifications necessary; and

3. Produce copies of any required license, registration, and/or certification at the request of KYTC or the Cabinet’s designee.

11.00.10-Permits, Licenses, Taxes, and Laws The Contractor shall procure all necessary permits and licenses and abide by all applicable laws, regulations, and ordinances of all federal, state, and local governments in which work under this Contract is performed.

To the extent required by law, the Contractor shall pay any sales, use, personal property and income taxes arising out of this Contract and the transaction contemplated hereby. Any other taxes levied upon this Contract, the transaction, or the equipment or services delivered pursuant hereto shall be borne by the Contractor.

11.00.11-Legal Proceedings Except as specifically disclosed in writing to KYTC by the Contractor, prior to the date of this Contract, the Contractor certifies there are no suits, investigations, or other proceedings pending or threatened against the Contractor or any Subcontractor that would have a material effect on the Contractor's ability to perform under this Contract, or on Subcontractors ability to perform under their respective subcontracts, if applicable.

Further, the Contractor shall use its best efforts to notify KYTC within one (1) business day, and in writing within three (3) business days, of all suits, investigations, or other proceedings involving the Contractor related to this Contract. The Contractor shall send written notice to the Cabinet.

11.00.12-No Grant of Employment or Agency Nothing in this Contract shall be construed, in any way, as granting to any individual providing services under the Contract any of the claims, privileges, or rights established or recognized under KRS Chapter 18A or KAR Title 101.

At no point shall any individual providing services under this Contract be considered a full-time or part-time employee of KYTC, for any purpose, including but not limited to unemployment, taxes, withholding, health insurance, liability, retirement, Workers’ Compensation, vacation, sick or other leave, the Family Medical Leave Act, accrued benefits, evaluations, or any other purpose. At all times, any such individual shall be considered and deemed to be an employee, volunteer, or independent contractor of the Contractor.

In no event shall any employee, volunteer, or independent contractor of the Contractor be deemed to be a third-party beneficiary of this Contract or an agent or an employee of the Commonwealth.

11.01-Contract Performance

11.01.01-Service Delivery Requirements All services provided by the Contractor under the terms and conditions of this Contract shall be delivered in accordance with:

1. All applicable federal and state statutes and regulations as they are currently in effect;

2. All commitments and assurances as set forth in all KYTC grant awards with respect to goals, strategies, funding, and outcomes made by the Commonwealth as required by and contained in grant applications to federal agencies, foundations, and other agencies providing grant funding and in the resulting award notices from those agencies; and

3. All final federally-funded grant award terms and conditions, including federal reporting and expenditure requirements, for any federally-funded proposed project developed jointly by the Contractor and KYTC and submitted to a federal agency.

11.01.02-Total Amount of Funds and Budget Revisions In addition to Section 4.00.11-Expenses, KYTC shall have the right to recoup the amount of any overpayment, regardless of the reason for the overpayment. Any reconciliation or settlement of fund balances contained in this Contract shall be negotiated between KYTC and the Contractor and determined as soon as feasible before the end of the scope of work as set forth under the Contract.

The Contractor shall not request a budget revision within the last sixty (60) days of the contract period.

Document Description Page 16

2100000103 Audit Services - Cave-In Rock Ferry http://insurance.ky.gov/company http://insurance.ky.gov/company http://www.ambest.com http://www.lrc.ky.gov/statutes/chapter.aspx?id=37134…