ITB_Questions_and_Comments_Final.pdf

ITB # 40100-13637 – Amendment # 1 Page 1 of 7

STATE OF TENNESSEE

TRANSPORTATION

INVITATION TO BID # 40100-13637

AMENDMENT # 1

FOR AIRPLANE MAINTENANCE SERVICES

DATE: 5/6/2025

ITB # 40100-13637 IS AMENDED AS FOLLOWS:

1. State responses to questions and comments in the table below amend and clarify this ITB.

Any restatement of ITB text in the Question/Comment column shall NOT be construed as a change in the actual wording of the ITB documents.

QUESTION / COMMENT STATE RESPONSE

1. Section 4.2 – First paragraph shall be replaced with the following:

Contractor represents and warrants that the term of the warranty (“Warranty Period”) shall be the lesser of the Term of this Contract or any other warranty generally offered by Contractor, its suppliers, or manufacturers to customers of its goods and services. Goods installed by Contractor shall carry only the warranty provided by the supplier of said goods. Contractor represents and warrants that the State is authorized to possess and use all equipment, materials, software, and deliverables provided under this Contract.

The State respectfully declines this request.

2. Section 4.2 – Third paragraph shall be deleted

3. Section 4.3 – Section shall be replaced with the following:

The State shall have the right to inspect all goods or services provided by Contractor under this Contract. If, upon inspection, the State determines that the goods or services are Defective, the State shall notify Contractor in writing. In the case of Defective goods, the Contractor shall redeliver the

ITB # 40100-13637 – Amendment # 1 Page 2 of 7 goods under the provisions of Section 4.2. In the case of services provided by Contractor, Contractor shall redeliver the services at no additional cost to the State. If the State does not provide a notice of any Defects upon delivery of the goods and services, the goods and services shall be deemed to have been accepted by the State.

4. Section 6.3 – Section shall be replaced with the following:

Notwithstanding Section 8b of the Aircraft Maintenance and Services Specifications, the Contractor shall not be compensated or reimbursed for travel time, travel expenses, meals, or lodging.

5. Section 6.4(a) – Delete

6. Section 6.4(b) 1 – Paragraph shall be replaced with:

Only include charges for goods and/or services provided as described in this Contract;

7. Section 6.4(b) 2 – Delete

8. Section 6.4 – Last paragraph shall be replaced with:

The timeframe for payment (or any discounts) begins when the State is in receipt of an invoice that meets the requirements of this section.

9. Add Section 6.9 – The following shall be added Payment Terms. Payment terms under this contract shall be net fifteen (15) days.

10. Section 7.1 – Section shall be replaced with the following:

In the event that an awarded item is no longer being manufactured or is replaced by a functionally equivalent item

ITB # 40100-13637 – Amendment # 1 Page 3 of 7 to the item being replaced, Contractor may offer a substitute item (“Substitute”).

The Substitute shall: (a) meet or exceed the functional, technical, and performance characteristics of the item being replaced; and (b) be available on the for order on the date Contractor requests to make the substitution.

Contractor shall not make any substitutions for awarded items without the State’s prior, written approval. Contractor shall submit any proposed substitutions to the Central Procurement Office and include sufficient information to show that criteria (a) and (b) above are met. The Central Procurement Office may request, at the State’s cost, sample Substitutes for inspection or testing.

11. Section 7.2 – Section shall be

Contractor shall invoice all parts, materials, supplies, and equipment at Contractor’s out-of-pocket cost (“Cost”) plus 5% and minus any applicable sales or use tax as provided in Tenn.

Code Ann. § 67-6-329. For clarity, this section shall not apply to outside services obtained by the Contractor and included on invoices to the State. If contractor receives any discounts when purchasing parts, materials, supplies, or equipment, the State shall receive the benefit of the discounts when Contractor determines its Cost. The State may audit Contractor’s records to ensure compliance with this section.

12. Section 7.8 – Section shall be replaced with the following:

The Contract is subject to the appropriation and availability of State or federal funds. In the event that the funds are not appropriated or are otherwise

ITB # 40100-13637 – Amendment # 1 Page 4 of 7 unavailable, the State reserves the right to terminate this Contract upon written notice to the Contractor. The State’s exercise of its right to terminate this contract shall not constitute a breach of Contract by the State. Upon receipt of the written notice, the Contractor shall cease all work associated with the Contract. If the State terminates this Contract due to lack of funds availability, the Contractor shall be entitled to compensation for all conforming goods requested by the State and for all satisfactory and authorized services completed as of the termination date.

13. Section 7.9 – Section shall be

The State may terminate this Contract for convenience without cause and for any reason. The State shall give the Contractor at least thirty (30) days written notice before the termination date. The Contractor shall be entitled to compensation for all conforming goods requested by the State and all authorized services completed as of the termination date. In no event shall the State be liable to the Contractor for compensation for any goods or services not requested by the State.

14. Section 7.11 – Section shall be replaced with the following:

Except for subcontracting performed in its normal course of business, Contractor shall not assign this Contract or enter into a subcontract for any of the goods or services provided under this Contract without the prior written approval of the State. The contractor shall be the prime contractor and responsible for compliance with all terms and conditions of this Contract. The

ITB # 40100-13637 – Amendment # 1 Page 5 of 7

State reserves the right to request additional information or impose additional terms and conditions before approving an assignment of this Contract in whole or in part.

15. Section 7.14 – Delete subsection (b)

16. Section 7.38.1 – First paragraph of the section shall be replaced with the following:

Contractor shall provide the State a certificate of insurance (“COI”) evidencing the coverages and amounts specified below. The initial COI shall be provided ten (10) business days prior to the Effective Date and again upon renewal or replacement of coverages required by this Contract. If the Contractor loses insurance coverage, does not renew coverage, or for any reason becomes uninsured during the Term, the Contractor shall notify the State immediately.

17. Section 7.38.1 – Fifth paragraph of the section shall be deleted

18. Section 7.38.1 – Sixth paragraph of the section shall be replaced with:

The deductible and any premiums are the Contractor’s sole responsibility. The Contractor agrees that the insurance requirements specified in this Section do not reduce any liability the Contractor has assumed under this contract including any indemnification or hold harmless requirements.

19. Section 7.38.5 – Section shall be replaced with the following:

The Contractor shall maintain Aviation Premises Liability

ITB # 40100-13637 – Amendment # 1 Page 6 of 7

Insurance, which shall include Products/Completed Operations Liability, On Airport Premises Auto Liability and War Liability for a Combined Single Limit of not less than fifty million dollars ($50,000,000) per occurrence and in the annual aggregate as respects Products/Completed Operations and War Liability.

20. Hangarkeeper’s Liability Insurance Contractor shall maintain a limit of not less than five million dollars ($5,000,000) per aircraft and fifty million dollars ($50,000,000) per occurrence basis.

21. Paragraph 6 – Shall be replaced with the following:

Selected contractor shall complete inspection/maintenance/repair services within a mutually agreeable timeline of receipt of aircraft for the requested service. If the timeline changes during the course of the requested service, the contractor shall notify TDOT with the proposed new timeline.

Please see item #2 below.

22. Paragraph 7 – Add the following sentence to the existing first paragraph:

In the performance of this contract, the Contractor may discover malfunctioning systems which necessitates unscheduled maintenance and parts replacement. In addition, TDOT may request repairs or services outside of the identified scheduled maintenance in Section 8a.

When this occurs, the vendor shall submit a quote to address the finding or request and receive prior written approval from the department to proceed with the repair or service. TDOT shall approve or reject said unscheduled

Please see item #2 below.

ITB # 40100-13637 – Amendment # 1 Page 7 of 7 maintenance items within two

(2) days of notification by Contractor.

The awarded contractor must then invoice all services performed under this contract in accordance with the line items detailed in item 8 below.

For example: If the awarded contractor performs a phase maintenance inspection which necessitates unscheduled maintenance and parts replacement, the vendor must report the finding, submit a quote to the department with the proposed timeline, and proceed after receiving approval from the department.

On the resulting invoice, all the costs associated with the inspection must be invoiced at the bid phase maintenance flat rate and all costs associated with the repairs must be invoiced at the hourly labor rate and parts & incidental charges line.

2. Delete ITB Specifications Attachment in its entirety and insert the following in its place (any sentence or paragraph containing revised or new text is highlighted):

Specification_aircraft_maintenance v2 Final

3. ITB Amendment Effective Date. The revisions set forth herein shall be effective upon release. All other terms and conditions of this ITB not expressly amended herein shall remain in full force and effect.