General_Terms_and_Conditions.pdf

GENERAL TERMS AND CONDITIONS

FOR

REQUEST FOR PROPOSALS

1 GENERAL TERMS AND CONDITIONS

The following General Terms and Conditions are incorporated and applicable to all Hillsborough County Public Schools (HCPS)-issued competitive solicitations and to each purchase made by any authorized method of acquisition. HCPS shall deem that each organization or entity (the “Bidder”) submitting a bid (Bid), to have assented to these non-negotiable conditions by the act of responding to this competitive solicitation (solicitation) and acceptance of a request for purchase via duly issued purchase order (PO). Prior to the solicitation due date. During the active solicitation process, HCPS may incorporate additional conditions, without limitation, referenced as Addendum, Attachment, Appendix, or Exhibit. Any conflict in terms of any additional conditions, and any HCPS-issued addenda will require the following descending order of precedence: addenda, answers to questions on www.myvendorlink.com, appendix, attachment, exhibition, and the solicitation. HCPS may reject all Bids that fail to accept these terms and conditions as "non-responsive."

1.1 LEGAL REQUIREMENTS

The Contractor must be knowledgeable of and in compliance with all applicable federal, state, county, and local laws, ordinances, rules, regulations, and Board Policy (https://web.hillsboroughschools.org/policymanual/) that may affect the provision of commodities and contractual services covered herein. The Contractor’s lack of knowledge shall not be a cause for relief from responsibility.

1.1.1 Governing Law, Jurisdiction, and Venue. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Florida other than its conflict of laws principles. The parties agree that if any suit or proceeding is brought in connection with this Agreement, such suit or proceeding shall be brought in the state or federal courts located in Hillsborough County, Florida, and the parties shall submit to the exclusive jurisdiction of such courts and waive any and all jurisdictional, venue, and inconvenient forum objections to such courts. Each party shall be responsible for its own attorneys’ fees and costs incurred because of any action or proceeding under this Agreement.

1.1.2 The Jessica Lunsford Act (JLA). Per §§ 1012.465 and 1012.467, Florida Statutes, the “Jessica Lunsford Act,” a Contractor who meets any of the three (3) criteria, (i) be at school when students are present, (ii) have direct contact with students, or (iii) have access to or control of school funds must be Level II fingerprinted and Florida Department of Law Enforcement (FDLE)/Federal Bureau of Investigations (FBI) screened by the HCPS Professional Standards Department, or where designated by HCPS. Those Contractor’s employees are required to be in possession of the statewide JLA (blue) badge and the HCPS (yellow) badge to access HCPS sites. Site personnel will deny access to a Contractor who violates this requirement. The following exemptions may apply:

• A law enforcement officer, as defined in § 943.10 (1), if assigned or dispatched to HCPS grounds by their employer.

• An employee or medical director of an ambulance provider licensed pursuant to Chapter 401, who is providing services within the scope of part III of Chapter 401 on behalf of such ambulance provider.

• Non-instructional contractors who remain at a site where students are not permitted if the site is separated from the remainder of the school grounds by a single chain-link fence of 6 feet in height.

• Non-instructional contractors who provide pick-up or delivery services and those services involving brief visits on school grounds when students are present.

1.1.3 Protest. Any protest concerning bid specifications, a decision, or intended decision pursuant to this solicitation shall be made in accordance with § 120.57(3), Florida Statutes. and Board Policy chapter 6320 (Bid Protest). Questions to Procurement Services, Board members, or any HCPS employee shall not constitute formal notice of a protest. HCPS shall post Board recommendations and tabulations for this solicitation on www.myVendorLink.com. It shall be the sole responsibility of each Proposer to review this solicitation on VendorLink. HCPS will not mail tabulations, recommendations, or notices.

A Proposer who wishes to file a bid protest must file the notice and follow procedures prescribed by § 120.57(3), Florida Statutes, for resolution shall file a Notice of Intent to Protest, in writing, within 72 hours after the solicitation document is posted or after the notice of decision is posted, respectively, excluding Saturdays, Sundays, and state holidays. For http://www.myvendorlink.com/ http://www.myvendorlink.com/ mailto:support@evendorlink.com

General Terms and Conditions for Request for Proposals Page 2 of 15 Hillsborough County Public Schools (Rev. 02/09/2023) solicitations by Procurement Services, the notice must be filed with the General Manager of Procurement Services, 901 East Kennedy Boulevard, Tampa, Florida 33602.

Any person who files an action protesting a decision or intended decision pertaining to a solicitation pursuant to § 120.57(3)(b), Florida Statutes, shall post, at the time of filing the formal written protest that states, with particularity, the facts and law upon which the protest is based. A bond, payable to the Board, in an amount of five percent (5%) of the lowest accepted bid for all other projects, conditioned upon payment of all costs and fees which may be adjudged against the protestor in the administrative hearing. If at the hearing the Board prevails, it shall recover all costs excluding attorney's fees from the protestor; if the protestor prevails, the protestor shall recover from the Board all costs excluding attorney's fees.

Failure to file a protest within the time prescribed in § 120.57(3) b, Florida Statutes, shall constitute a waiver of proceedings under Chapter 120, Florida Statutes.

1.1.4 Florida Department of State, Division of Corporations Registration Requirements. Proposers that are required to be registered with the Florida Department of State, Division of Corporations or who are incorporated within the State of Florida must furnish their Florida document number and written documentation of “active” status. All registered proposers must have an active status in order to be eligible to do business with HCPS. Proposers doing business under a fictitious name must submit their proposal using the company’s complete registered legal name, i.e. ABC, Inc. d/b/a XYZ Company. To register with the State of Florida, visit www.Sunbiz.org.

1.1.5 Severability. In case any one or more of the provisions contained in this solicitation shall be for any reason held to be invalid, illegal, unlawful, unenforceable, or void in any respect, the invalidity, illegality, unenforceability, unlawful, or void nature of that provision shall not affect any other provision and this Agreement shall be considered as if such invalid, unlawful, unenforceable, or void provision had never been included herein.

1.1.6 Fair Labor Standards Act (“Hot Goods”). The proposer certifies that the production of the provided commodities and contractual services shall be compliant with all applicable requirements of sections 6, 7, and 12 of the Fair Labor Standards Act, as amended, and of regulations and orders of the United States Department of Labor issued under section 14 thereof.

1.1.7 Student Confidentiality. Any records, materials, documents, or other objects containing confidential information, and copies thereof, obtained by the Contractor during the provision of commodities and contractual services for HCPS are confidential and shall not be used or disclosed in any manner by the Contractor, except as allowed by applicable law and regulations and the policies and practices of HCPS. Notwithstanding the policies and practices of HCPS, in no event shall the Contractor use or disclose confidential information in violation of the Health Insurance Portability and Accountability Act (HIPAA), Family Educational Rights and Privacy Act (FERPA), Americans with Disabilities Act (ADA), Family and Medical Leave Act (FMLA), or other applicable laws or regulations. After the termination of the contract with HCPS, the Contractor shall not use or disclose the contents of such confidential information for any purpose whatsoever, except as may be required by law if the Contractor must first furnish prompt notice thereof to HCPS to permit HCPS an opportunity to contest such disclosure. The Contractor agrees to not remove from HCPS premises, except as a contractor, acting on behalf of HCPS and in pursuit of the business for HCPS or except as authorized or directed by HCPS, any records, materials, documents, or objects containing or reflecting any confidential information. The Contractor recognizes that all such documents and objects, whether developed by the Contractor or someone else, are the exclusive property of HCPS. Upon contract expiration, or at any other time upon request by HCPS, and at the sole discretion of HCPS, the Contractor shall promptly deliver to HCPS all documents and records which are in the Contractor's possession or control and which are confidential information as defined in this contract. The Contractor’s failure to comply with the provisions of this contract pertaining to confidential information is a breach of this contract and may result in the termination of the contract and further legal action against the contractor. The provisions of this contract pertaining to confidential information shall survive termination of the contract between HCPS and the Contractor. The Contractor shall be solely responsible for any claims, damages, costs, and expenses, including reasonable attorney fees incurred by HCPS because due to the Contractor's breach of the confidentiality provisions of this contract. The contractor further agrees that HCPS may obtain injunctive or other equitable relief in a court action to restrain a further breach of this contract or to prevent unauthorized uses or disclosures of confidential information by the Contractor.

http://www.myvendorlink.com/

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1.1.8 Tax Exemption. HCPS is exempt from federal and state taxes for tangible personal property. HCPS’ State Sales Tax Exemption Number is 85-8012621971C-8 and the Federal Excise Tax Exemption Number is 59 72-0088 K. Note, the contractor cannot claim exemption from taxes for materials to fulfill its contractual obligations to HCPS. HCPS shall not authorize the use of HCPS’ tax exemption number to purchase such materials.

1.1.9 Public Records Laws. The Contractor acknowledges that this contract and all documents submitted to The School Board of Hillsborough County, Florida related to this contract are a matter of public record and are subject to the State of Florida Public Records Law Chapter 119, Florida Statutes, Art. I s. 24 of the State Constitution and any other comparable federal laws. The Contractor further acknowledges that HCPS may post this contract on The School Board of Hillsborough County, Florida website. The Contractor also understands the broad nature of these laws and agrees to comply with Florida’s public records laws and laws relating to records retention. If the Contractor is acting on behalf of HCPS pursuant to § 119.0701, Florida Statutes, the Contractor shall:

• keep and maintain public records that ordinarily and necessarily would be required by HCPS to perform the service, and

• provide the public with access to public records on the same terms and conditions that HCPS would provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes. or as otherwise provided by law, and

• ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law, and

• meet all requirements for retaining public records and transfer, at no cost, to HCPS all public records in possession of the contractor upon the termination of the Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, and

• can provide all electronically stored records in a format that is compatible with the HCPS information technology system.

IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE HCPS OFFICE OF COMMUNICATIONS AT PHONE: (813) 272-4060, EMAIL: PRR@HCPS.NET, 901 E. KENNEDY BOULEVARD, TAMPA, FLORIDA 33602.

1.1.10 Discrimination. The Contractor shall comply with all applicable laws, ordinances, codes, and statutes of all local, state, or national governing bodies included within this section. In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part.

1.1.11 Statement of Assurance. The Contractor must comply with the regulations of Title VII of the Civil Rights Act of 1964, as amended, and the Florida Civil Rights Act of 1992, in which no person in the United States shall on the grounds of race, color, religion, sex, pregnancy, national origin, age, handicap, or marital status be excluded from participation in or be denied the proceeds of or be subject to discrimination in the performance of this contract. Also, all the funds, services, materials, property, etc. inclusive in the contract shall not be used in the performance of any partisan political activity or to further the election or defeat of any candidate for public office.

1.1.12 Americans with Disabilities Act. Any Proposer submitting a proposal to HCPS for the provision of commodities and contractual services may not exclude any person(s) from participating in; deny any person(s) the proceeds or benefits of; not otherwise subject any person(s) or subcontractors to any form of discrimination based on grounds of race, creed, color, national origin, age, sex, or disability. All contractors and subcontractors providing commodities and contractual services must comply with the pertinent portion of the Americans with Disabilities Act of 1990, Public Law 101-336.

1.1.13 Vendor Sanctions. The Proposer certifies that it complies fully with the Federal Debarment Certification regarding debarment suspension, ineligibility, and voluntary exclusion. HCPS may, by written notice to the Contractor, immediately terminate this contract if HCPS determines that the Contractor has been disbarred, suspended, or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body.

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1.1.14 Public Entity Crimes (§287.133(2)(A). "A person or affiliate who has been placed on the convicted vendor(s) list following a conviction for a public entity crime may not submit a Bid on a contract to provide any commodities and contractual services to a public entity, may not submit a Bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit Bids on leases of real property to a public entity, may not be awarded or perform work as a vendor(s), supplier, subcontractor(s) or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Florida Statute 287.01 7 for category two ($35,000) for a period of 36 months from the date of being placed on the convicted vendor(s) list."

1.1.15 Convicted and Discriminatory Vendor Lists. Per §§ 287.133(2)(a) and 287.134, Florida Statutes, and Rule 60A1.006 (1), F.A.C., a person or affiliate who has been placed on the State of Florida Discriminatory Vendor List or the Convicted Vendor List: following a conviction for a public entity crime may not submit a Bid on a contract to provide commodities and contractual services to a public entity; may not submit a Bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit Bids on leases of real property to a public entity;

may not be awarded or perform work as a Contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount of $35,000 for a period of 36 months following the date of being placed on the convicted vendor list.

1.1.16 Bankruptcy. At the time of Proposal submission, the Proposer shall not be in the process of or engaged in any type of proceedings relating to insolvency or bankruptcy, either voluntary or involuntary or receivership proceedings. If Proposer is awarded a contract for one (1) year or longer, and files for bankruptcy, insolvency, or receivership thereafter, HCPS may, at its option, terminate the contract.

1.1.17 Employment of Unauthorized Aliens. The employment of unauthorized aliens by the Contractor is considered a violation of §274A (e) of the Immigration and Nationality Act. If the Contractor knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of the Contract.

1.1.18 Scrutinized Companies Lists/Business Operations in Cuba or Syria. Per the provisions of § 287.135, Florida Statutes, a company that, at the time of bidding or submitting a Proposal for a new contract or renewal of an existing contract, is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Section List, created pursuant to § 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria, is ineligible for, and may not bid on, submit a Bid for, or enter into or renew a contract with an agency or local governmental entity for commodities and contractual services exceeding one million dollars. The Bidder certifies by submission and signature of this Proposal that it is not on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Section List or has been engaged in business operations in Cuba or Syria. Any contract for commodities and contractual services of $1,000,000 or more may be terminated at the option of the awarding body if the company is found to have submitted a false certification or been placed on either of these lists or been engaged in business operations in Cuba or Syria.

1.2 HCPS’ RIGHTS

This solicitation will comply with all applicable HCPS policies, and federal, state, and local laws. HCPS reserves the right to qualify Proposals that HCPS deems to meet the qualifications listed in this solicitation. HCPS is therefore not bound to accept a Proposal solely based on the lowest price. In addition, HCPS at its sole discretion, reserves the right to cancel, recall, or reissue all, or parts of the solicitation, to reject any Bid, to waive any formality and irregularity, or to re-advertise the identical or revised specifications. HCPS may investigate the qualifications of any Bidder under consideration, require confirmation of information furnished by a Proposer, and require additional evidence of qualifications to perform the services described in this solicitation. Furthermore, HCPS reserves, but is not limited to, the following rights:

• A Proposer’s past performance may be used in the evaluation of this solicitation.

• Reject any or all the Proposals; and

• issue a subsequent solicitation for the same statement of work; and

• cancel the entire solicitation; and

• remedy solicitation errors; and

• reduce the scope of work (if deemed in HCPS’ best interest and at HCPS’ sole discretion); and

• appoint evaluation committees to review Proposals; and

• seek the assistance of technical experts to review Proposals; and

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• approve or disapprove the use of subcontractors and suppliers; and

• award a contract to one or more (or none) of the Proposers; and

• accept other than the lowest priced Proposal; and

• waive informalities and irregularities in Proposals; and

• award a contract without discussions or negotiations; and

• disqualify proposals upon evidence of collusion with intent to defraud or other illegal practices on the part of the Proposer; and

• this RFP does not commit HCPS to enter into a contract nor obligate HCPS to pay for any costs incurred in the preparation and submission of proposals or in anticipation of a contract.

1.2.1 Submittal Confidentiality. Pursuant to § 119.071(1) (b) 2 Florida Statutes, proposals received by HCPS pursuant to a competitive solicitation are exempt from § 119.07 (1) and 24 (a), Art. I of the State Constitution until HCPS provides notice of an intended decision or until thirty (30) days after receipt of the proposals, whichever is earlier. All proposal evaluation meetings and discussions with the Proposer shall be subject to § 286.0113, Florida Statutes.

1.2.2 Submittal Rejection. HCPS, at its discretion, may reject any, or part(s) of any proposal; advertise, postpone, or cancel, at any time, the competitive solicitation process, or waive any irregularities in the solicitation in the proposal received. HCPS also reserves the right to request clarification of information from any Proposer.

1.3 ALTERNATIVE PURCHASING OPTIONS (NON-EXCLUSIVITY)

This solicitation does not establish an exclusive arrangement between HCPS and the Contractor. Additionally, HCPS reserves the following additional unrestrictive rights:

• Use additional vendors to provide the commodities and contractual services, or deliver the same or similar products, as described herein when it is to the economic benefit of HCPS; and

• Propose any work, products, or services as described herein when it is to the economic benefit of HCPS; and

• May purchase items on this solicitation from any State of Florida public entity, the General Services Administration (GSA), Bay Area Schools Purchasing Council (BASPC), or any purchasing cooperative that serves school districts;

and

• Generate emergency purchases from the next highest-ranked Proposer(s); and

• Generate additional purchases due to the Contractor’s inability to provide the commodities and contractual services under the requested timeframe.

1.3.1 Purchases by Other Public Agencies. In accordance with the State of Florida Department of Education (FLDOE) Purchasing Rule 6A-1.012 (6), FAC, in lieu of requesting competitive solicitations from three (3) or more sources, district school boards may make purchases at or below the specified prices from contracts awarded by other city or county governmental agencies, other district school boards, community colleges, federal agencies, the public or governmental agencies of any state, or from state university system cooperative bid contracts, when the Proposer awarded a contract by another entity defined herein will permit purchases by a district school board at the same terms, conditions, and prices (or below such prices) awarded in such contract, and such purchases are to the economic advantage of the district school board.

1.3.2 Purchases from Other Public Agencies (within Hillsborough County). In accordance with Laws of Florida, Chapters 69-1112 and 69-1119, any public agency or authority existing within Hillsborough County that may desire to purchase commodities and contractual services under a contract, entered into pursuant to law by any other political subdivision, such authority existing within Hillsborough County may purchase the commodities and contractual services at the contract price. Submission of a Proposal in response to this solicitation also constitutes a Bid under the same contract conditions and at the same contract price, during the effective period of the contract, to all the other public entities there listed (Governmental Purchasing Council of Hillsborough County). Each member of the Governmental Purchasing Council of Hillsborough County will issue their own purchase orders, issue payments, and coordinate the service locations with the Contractor, as applicable. The Hillsborough County Governmental Purchasing Council consists of the following agencies:

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• Children’s Board of Hillsborough

• City of Plant City

• City of Tampa

• City of Tampa Housing Authority

• City of Temple Terrace

• Hillsborough Area Regional Transit

• Hillsborough Community College

• Hillsborough County Aviation Authority

• Hillsborough County Board of County

Commissioners

• Hillsborough County Clerk of Courts

• Hillsborough County Property Appraiser

• Hillsborough County Sheriff

• Hillsborough County Supervisor of Elections

• Hillsborough County Tax Collector

• Office of the State Attorney, Hillsborough County, FL

• Tampa Hillsborough Expressway Authority

• Tampa Palms Community Development

• Tampa Sports Authority

1.4 CONTRACT TERMINATION & DEFAULT

In accordance with Board Policy chapter 6320 - Procurement Procedures, Suspension or Debarment, the General Manager of Procurement Services may debar contractors for a defined period from bidding on or performing as a subcontractor on any HCPS contract. The suspended or debarred contractor may request removal from suspended or debarred status after the expiration of the suspension or debarment period. The General Manager of Procurement Services shall have the authority to suspend or debar any contractor for the following:

default on awarded contract; or violation of contract terms and conditions without cure or remedy; or default of any payment or other monies due to HCPS; or conviction of fraud or criminal acts while performing as a contractor on any contracts, even those not associated or written by HCPS; or consistent past performance record of habitual or continuous unsatisfactory performance, safety violations, failure to adhere to the Jessica Lunsford Act, as defined in the contract, repeated violations of any contract provisions, or delinquent performance by the Contractor; or possession of firearms on HCPS property; or violation of Federal or State law and any applicable HCPS policy regarding Drug-Free Workplace (will be subject to the immediate termination of any contract)

1.4.1 Termination for Convenience. HCPS shall have the right to terminate this contract, with or without cause, upon written notice of such termination provided not less than 30 days prior to the date that such termination is to be effective, or with such lesser notice as HCPS may deem appropriate under the circumstances. If HCPS elects to terminate this contract without cause, HCPS shall compensate the Contractor for all satisfactory commodities and contractual services provided prior to the date of termination. If a notice of termination is given, the Contractor agrees to abide by and perform all covenants and provisions of this contract until the date of the termination specified in the written notice of termination. The Contractor shall have no further rights, and HCPS shall have no further obligation to the Contractor, after the date of termination of this contract as specified in the written notice. HCPS may discontinue the provision of commodities and contractual services to any HCPS site as it deems necessary, that portion of the contract shall be void for the said site.

1.4.2 Non-Appropriation of Funds (Funding Out). It is understood and agreed between the parties hereto that HCPS shall be bound and obligated hereunder only to the extent that the funds shall have been appropriated and budgeted for the contract. In the event funds are not appropriated and budgeted in any fiscal year for payments due under the contract, HCPS will notify the Contractor of such occurrence and the contract must terminate on the last day of the fiscal year for which appropriation(s) received, sans penalty or expense to HCPS.

1.4.3 Termination for Cause. HCPS will periodically inspect commodities and contractual services to ensure that the Contractor meets all requirements. HCPS reserves the right to terminate this contract for cause, which shall include without limitation the Contractor’s failure to comply with any provision of this contract. Prior to HCPS terminating a

General Terms and Conditions for Request for Proposals Page 7 of 15 contract, the General Manager of Procurement Services or designee may initiate an internal review of the situation; HCPS may invite the Contractor to participate. If HCPS determines that grounds exist to declare the Contractor in default, the Superintendent or designee shall provide the Contractor written notice of default and termination, making specific reference to the provision(s) that gave rise to the breach. Inaction by HCPS to exercise its rights is not a waiver of such rights. HCPS may notify the Contractor as follows:

• Initial Cure Notice. An initial notification will require the correction of any discrepancies, inconsistencies, or items not meeting the specifications contained herein at no additional cost to HCPS. Within ten (10) days of receipt of the notice, or as mutually agreed, the Contractor must provide a written response describing the Contractor’s steps to correct the noted deficiencies.

• Second Notice. A second discrepancy notification shall serve, upon receipt, as notification of immediate termination due to the discrepancies, inconsistencies, or commodities or contractual services not meeting specifications contained herein and the Contractor shall cease with the provision of commodities and contractual services. In such event, HCPS shall pay the Contractor only for satisfactory commodities and contractual services.

The Contractor and its sureties may be liable to HCPS for any additional HCPS-incurred costs to complete the job and repair of damages to the site and shall be deemed a breach of contract, subject to termination, and shall be a factor during the evaluation of future HCPS solicitations.

• If Performance Security Was Required. HCPS may elect to execute the performance security as liquidated damages.

• If Performance Security Was Not Required. The Contractor shall pay HCPS, as liquidated damages, an amount equal to five (5%) percent of the total estimated value of the item(s) in question. If the proposed pricing is a lump sum amount then the amount due is five (5%), percent of the remaining value of the contract. The Contractor’s failure to pay the liquidated damages within fifteen (15) days after notification that liquidated damages are due, shall lose eligibility to transact business with HCPS for a period of not less than one (1) year, but no more than two (2) years after the date of the default, as determined by the General Manager of Procurement Services.

Thereafter, the Contractor may request reinstatement to the active Bidders list. Upon contract cancellation, HCPS reserves the right to award the contract to the lowest responsive, responsible Bidder (ITB only) or the responsible Bidder(s)/respondent(s) offering the next highest rated Bid/Reply for the unexpired term of the Agreement or publish a new competitive solicitation, as deemed to be in HCPS’ best interest.

1.4.4 Force Majeure. No default, delay, or failure to perform on the part of either party will be considered a default, delay, or failure to perform otherwise chargeable, hereunder, if such default, delay, or failure to perform is due to causes beyond either party’s reasonable control including, but not limited to, strikes, lockouts, or inactions of governmental authorities; pandemics; epidemics; acts of terrorism; war; embargoes; fire; earthquake; acts of God; or default of common carrier. In the event of such default, delay, or failure to perform, any date or times by which either party is otherwise scheduled to perform will be extended automatically for a period equal in duration to the time lost by reason of the excused default, delay, or failure to perform.

1.5 CONTRACTOR’S OBLIGATIONS

The Contractor shall keep HCPS fully informed as to the progress of the provision of commodities and contractual services.

The Contractor may do so not only through regularly issued progress reports, cost reports, and minutes but also through close liaison between such designated HCPS personnel. The Contractor shall submit to HCPS minutes of any meetings attended by the Contractor and HCPS relating to the commodities and contractual services within (10) business days following such meetings.

1.5.1 HCPS Procurement Policy (6320). HCPS Procurement Policy (www.sdhc.k12.fl.us/policymanual/) is incorporated into this solicitation (and, therefore, any contract awarded as the result of this solicitation) by reference. HCPS Procurement Policy binds the Contractor, by participation in this solicitation, in any issue or action related to this solicitation or subsequent contract resulting from this solicitation.

1.5.2 Subcontractors. The Contractor is responsible for the performance and meeting of all specifications and for the performance of any subcontractor used in conjunction with an award hereunder. The Proposer must disclose the name(s) of any sub-contractor(s) used to satisfy performance herein and ensure that the subcontractor(s) are qualified, insured, and that subcontractor’s employees meet all requirements set forth herein.

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1.5.3 Assignment. The Contractor, whether under a separate contract or not, shall not assign any part or whole of this contract to another party, subcontractor, or company nor shall they assign any money due or to become due to him hereunder, without the previous written consent of HCPS. HCPS may transfer this contract to any successor performing the same functions. The parties acknowledge that HCPS may transfer any or all its interest in this contract to any successor of HCPS.

1.5.4 Licenses & Taxes. The Contractor shall remain compliant with all federal, state, and local regulations as to licenses, permits, and tax obligations required for the operation of the Contractor’s business activities.

1.5.5 Bid Cost. All expenses involved with the preparation and submission of the Proposal to HCPS, or any services performed in connection therewith, shall be borne by the Proposer. HCPS shall not provide payment for any submittals received, for any other effort required of or made, or for expenses incurred by the Proposer.

1.6 ACCOUNTING & INVOICING

In accordance with the Florida Prompt Payment Act (§§ 218.70218.80). Invoice payment is Net 45 days from the date of delivery or the receipt of a satisfactory invoice, whichever occurs last unless invoices specify early payment discounts. All payments due and not made within the time specified by this section bear interest from thirty (30) days after the due date at the rate of one (1%) percent per month on the unpaid balance.

1.6.1 Purchase Order (PO) Number. All accounting and invoicing correspondence must reference an HCPS PO number.

HCPS may generate Individual purchases via blanket or multiple POs against the contract as item(s) are required.

1.6.2 Offered Prices. All pricing shall be based on FOB Destination and will include all packaging, handling, and shipping charges. HCPS is exempt and does not pay Federal Excise and State of Florida sales taxes.

1.6.3 Invoice Submittal. The Contractor shall submit an original invoice to:

Accounts Payable Department P.O. Box 3408 Tampa, Florida, 33601-3408 Email: invoices@hcps.net.

Per § 287.058(1)(a), Florida Statutes: bills for fees or other compensation for services or expenses shall be submitted with enough detail for a proper pre-audit and post-audit thereof.

1.6.4 “Duplicate” or “Copy” Invoice. All service contracts require a duplicate invoice, identified as a “duplicate” or “copy” to the ordering department or designated project leader.

1.6.5 Payment Assignment. Any PO or contract issued pursuant to an award hereunder, and the monies that may become due are not assignable except with prior written approval by HCPS Procurement Services.

1.6.6 Request for Payment. The Contractor, unless under a mutual written contract, shall provide invoices that will include all scheduled services, products purchased, and services completed during the previous 1-month period. The Contractor represents and agrees that information submitted in support of its requests for payment is the basis of payment and is true and accurate to the best knowledge of the responsible signatory. A violation of this provision shall subject the violator to the provisions of § 68.082, Florida Statutes, pertaining to false claims against the State, and § 837.06, Florida Statutes, pertaining to false official statements.

1.6.7 Excess Funds. A Contractor who receives funds paid by HCPS under this contract agrees to promptly notify HCPS of any funds erroneously received from HCPS upon discovery of erroneous payment or overpayment. The excess funds must be refunded to HCPS with interest calculated from the date of the erroneous payment or overpayment. Interest shall be calculated using the interest rate for judgments under s. 55.03, F.S., applicable at the time the erroneous payment or overpayment was made by HCPS.

1.6.8 Stop Work Order. HCPS may at any time by written notice to the Contractor stop all or any part of the contractual services for this solicitation. Upon receiving such notice, the Contractor will take all reasonable steps to minimize additional costs during the period of work stoppage. HCPS may subsequently either cancel the stop work order resulting in an equitable adjustment in the delivery schedule and the price or terminate the work in accordance with the provisions of the solicitation terms and conditions.

mailto:invoices@hcps.net

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1.6.9 Deliveries. HCPS shall provide payment for deliveries on a per-order basis and delivery shall be to any point within Hillsborough County, Florida to a secure area or inside delivery, as requested by the school site.

1.6.10 Travel Expenses. Per § 287.058(1)(b), Florida Statutes: bills for HCPS-approved travel expenses will be reimbursed only if expressly authorized by the contract terms. Bills for any travel expenses shall be submitted in accordance with § 112.061, Florida Statutes.

1.6.11 Right to Audit Provisions. The Contractor’s records shall include, but not be limited to, accounting records, payroll time sheets, audited and unaudited financial statements to substantiate payment rates and income, written policies and procedures, subcontractor’s files, and any other supporting evidence necessary to substantiate payments, and income related to this contract (records) shall be open to inspection and subject to audit and reproduction, during normal working hours, by an HCPS authorized representative to adequately permit evaluation and verification of any invoices, payments, or claims submitted by the Contractor or any of their payees pursuant to the execution of the contract. Such records subject to the examination shall also include, but not be limited to, those records necessary to evaluate and verify payments and any other matters or items associated with this contract.

For such audits, inspections, examinations, and evaluations, the HCPS authorized representative shall have access to the records from the effective date of this contract, for the duration of the work, and until five (5) years after the date of the Contractor’s final payment pursuant to this contract. All payments which cannot be documented as paid as required by the contract and found not to follow the provisions of this contract shall be reimbursed to HCPS.

The HCPS agent or its authorized representative shall have access to the Contractor’s facilities, and all necessary records, and shall be provided with adequate and appropriate workspace to conduct audits in compliance with this section. The HCPS authorized representative shall give the Contractor reasonable notice of intended audits.

The Contractor shall certify that payments are accurate and correct on each payment. If an audit reveals a discrepancy, such as an overpayment, the Contractor must reimburse HCPS for the discrepancy with a minimum of 18% per annum interest per annum.

If an audit inspection or examination in accordance with this article, discloses overpayments (of any nature) by HCPS to the Contractor of more than 10% of the total payments, the cost of HCPS’ audit shall be paid by the Contractor in addition to the overpayments by HCPS.

1.7 CONFLICT OF INTEREST

The award made pursuant to this solicitation is subject to the provisions of §§ 112.313(3), 112.313(7), Part III Code of Ethics, Florida Statutes, and Board Policy 6460.01 – Conflict of Interest. Employees shall not engage in or have a financial interest, directly or indirectly, in any activity that conflicts or raises a reasonable question of conflict with their duties and responsibilities in the school system. Employees shall not engage in business, private practice of their profession, the rendering of services, or the sale of goods of any type where the advantage is taken of any professional relationship they may have with any student, client, or parents of students or clients during their employment with HCPS.

• Employees shall not make use of materials, equipment, or facilities of the District in private practice. Examples would be the use of facilities before, during, or after regular business hours for service to private practice clients, or the checking out of items from an instructional materials center for private practice.

• HCPS shall not enter into a contract knowingly with any supplier of materials, supplies, and services to HCPS that any Board member or the Superintendent has any material interest in. This prohibition shall not prevent any person from receiving royalties upon the sale of any educational material of which she/he is the author, and which has been properly approved for use in HCPS’ schools.

• Any employee who knowingly is in a capacity to influence, approve, or cause the purchase of any item to the Board that can render him/her, or an immediate relative personal gain must immediately disclose that fact. Any violation of these policies by an HCPS employee shall be subject to disciplinary actions up to and including termination of employment.

1.7.1 Personnel Qualifications/Behavior. The Contractor will provide a written list of, and qualifications, of new or additional people working under the Contract for approval prior to the provision of commodities and contractual services under this Contract.

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1.7.2 Personnel Appearance & Conduct. The Contractor’s staff members are to present a professional appearance Personnel shall be neat, clean, well-groomed, if applicable properly uniformed, and conduct themselves in a respectable and courteous manner.

1.7.3 Uniforms. If applicable, employees shall wear a recognizable uniform, and no hats indoors. Each employee, performing services for HCPS, must carry a government-issued picture ID and be presented upon request while on HCPS property.

1.7.4 Tobacco Products. Use of tobacco products must be in designated areas.

1.7.5 Disruptive Behavior. The Contractor’s personnel shall not play loud music, make unnecessary noises, or use language that causes offense to others.

1.7.6 Site Security. The Contractor’s personnel must coordinate with the site's front office or security personnel and shall be properly identified and must sign in and sign out when working or making deliveries during operational hours.

All personnel must remain in the assigned work area.

1.7.7 The Contractor’s Tools and Equipment. The Contractor is solely responsible for safeguarding its own materials, tools, and equipment while at an HCPS site. HCPS shall not assume any responsibility for vandalism or theft of the Contractor’s materials or property.

1.7.8 Firearms & Narcotics. HCPS will not tolerate the possession of firearms and narcotics while on HCPS property;

nor violations of Federal and State laws and any applicable HCPS policy regarding Drug-Free Workplace. Violators will be subject to the immediate termination of any contract resulting from this solicitation.

• “Firearm” shall mean any weapon (including a starter gun or antique firearm) which can, is designed to, or may readily, be converted to expel a projectile by the action of an explosive; the frame or receiver of any such weapon; any destructive device; or any machine gun.

• No person who has a firearm in their vehicle may park their vehicle on HCPS property.

• If any employee of a Contractor or its subcontractor brings a firearm onto HCPS property, the Contractor or subcontractor will terminate said employee from the HCPS contract. HCPS shall terminate the contract if the Contractor or its subcontractor fails to remove the employee from the Agreement.

1.8 HAZARDOUS MATERIALS

THIS SECTION APPLIES TO ALL VENDORS WHOSE COMMODITIES OR CONTRACT SERVICES ENABLE OR REQUIRE THE

PROVISION OR USE OF HAZARDOUS MATERIALS.

• The HCPS Safety (Safety Office) Office will monitor and enforce compliance by all contractors and sub-contractors that provide HCPS with commodities and contractual services. It is HCPS’ intent that all contractors and sub-contractors shall at no time cause unsafe conditions or acts that may affect the safety and health of students, employees, or visitors to HCPS operations.

• HCPS may require the Contractor to supply a written copy of their Safety Program/Manual for review after contract award and may conduct a periodic review of the Contractor's safety manual and operations.

• Contractors and their employees, including sub-contractors, performing work under the terms of this contract will follow safe working practices always, as well as comply with all Federal, State, Local, and HCPS safety policies and procedures, including the operation of vehicles and equipment on HCPS-owned property.

• The Contractor must report any accident, injury, or incident occurring on HCPS property to the District Safety Office.

1.8.1 Safety Data Sheets (SDS). In compliance with Chapter 442, Florida Statutes, any item delivered or used when providing services under this contract must have a published SDS.

1.8.2 The Hazard Communication Standard (HCS) (29 CFR 1910.1200(g)). The HCS, revised in 2012, requires that the chemical manufacturer, distributor, or importer provide Safety Data Sheets (SDS) (formerly MSDS or Material Safety Data Sheets) for each hazardous chemical to downstream users to communicate information on these hazards. The information contained in the SDS is largely the same as the MSDS, except now the SDS is required in a consistent user-

General Terms and Conditions for Request for Proposals Page 11 of 15 friendly, 16-section format. The SDS includes information such as the properties of each chemical; the physical, health, and environmental health hazards; protective measures; and safety precautions for handling, storing and transporting the chemical. The information contained in the SDS must be in English and Spanish. In addition, OSHA requires that SDS preparers provide specific minimum information as detailed in Appendix D of 29 CFR 1910.1200. Sections 1 through 8 contain general information about the chemical, identification, hazards, composition, safe handling practices, and emergency control measures (e.g., firefighting). This information should be helpful to those that need to get the information quickly. Sections 9 through 11 and 16 contain other technical and scientific information, such as physical and chemical properties, stability and reactivity information, toxicological information, exposure control information, and other information including the date of preparation or last revision. The SDS must state the lack of applicable information found when the preparer does not find relevant information for any required element. The SDS must also contain Sections 12 through 15, to be consistent with the UN Globally Harmonized System of Classification and Labeling of Chemicals (GHS), but OSHA will not enforce the content of these sections because they concern matters handled by other agencies. Each SDS Must be written in English and Spanish, and include information regarding the specific chemical identity of the hazardous chemical(s) involved and the common names. The information must be provided regarding:

• the physical and chemical characteristics of the hazardous chemical; and

• known acute and chronic health effects and related health information; and

• exposure limits; and

• whether the chemical is a carcinogen as identified by the National Toxicology Program (NTP), International Agency for Research on Cancer (IARC) or the Occupational Safety and Health Administration (OSHA), emergency first aid procedures; and

• the identification of the organization responsible for preparing the SDS.

1.8.3 Hazardous Material. The Safety Office defines Hazardous Material as, "Any material or substance for which there is sufficient data to indicate a reasonable risk to physical and environmental health." These substances, classified as poisonous, toxic, corrosive and flammable, explosive, radioactive, or otherwise have any warning on the product label.

The Contractor must:

• provide current and legible SDS to the Safety Office for each hazardous material they may use at an HCPS site at least five (5) working days prior to use; and

• provide its safety plan (precautions needed by the Contractor's employees); and

• maintain a copy of the approved SDS at the job location.

After review by the Safety Office, HCPS may provide the Contractor a stamped SDS, as approved,…