STATE OF IDAHO

IDAHO DEPARTMENT OF HEALTH & WELFARE

Invitation to Bid ITB1069

Vehicle Maintenance and Repair in Nampa and Caldwell, Idaho

Date of Issuance: 09/16/2025

TABLE OF CONTENTS

ITB Administrative Information

ITB Lead:

ITB Lead Name Grants/Contracts Officer grace.helie@dhw.idaho.gov

Submit sealed Bid to:

Submit electronically via IPRO

Electronic Submission:

IPRO LOGIN

Microsoft Teams Meeting ID: 293 497 349 179 6 Passcode: ox9eY2Rx

exceed five (5) years.

PURPOSE

The purpose of this ITB is to Contract with a qualified automotive repair facility to provide maintenance services, preventive maintenance services, and repairs for the Department’s fleet vehicles per the Scope of Work below for the Department’s West Hub.

GENERAL INFORMATION, solicitation instructions, standard terms and conditions AND SPECIAL TERMS AND CONDITIONS This Solicitation is issued by the state of Idaho (the “State”) via IPRO:

(https://purchasing.idaho.gov/information-for-vendors/). The ITB Lead is the only contact for this Solicitation. All correspondence regarding this ITB shall be in writing. In the event that it becomes necessary to revise any part of this ITB, amendments will be posted at IPRO. It is the responsibility of the Bidder to monitor IPRO for any updates or amendments. Any oral interpretations or clarifications of this ITB shall not be relied upon. All changes to this ITB must be in writing and posted at IPRO to be valid. Alternate Bids are not allowed.

The current version of the Solicitation Instructions to Vendors is incorporated by reference into this Solicitation, and attached or referenced in any resulting Contract, as if set forth in their entirety. This document can be downloaded at https://purchasing.idaho.gov/information-for-vendors/; or copies obtained by contacting the Division of Purchasing at 208-327-7465 or purchasing@adm.idaho.gov. Failure by any Bidder to obtain a copy of this document or the State of Idaho Contract Terms and Conditions with Article 6 - Attachment 2 shall in no way constitute or be deemed a waiver by the State of any term, condition or requirement contained in the referenced documents; and no liability will be assumed by the Department for an Bidder’s failure to consider the State of Idaho Standard Contract Terms and Conditions and Solicitation Instructions to Vendors in preparing its response to the solicitation.

SPECIAL TERMS PRECEDENCE: The State of Idaho Contract Terms and Conditions with Article 6 have been adapted for use by the Department of Health and Welfare and are included with this Solicitation as Attachment 2.

For the purposes of this Solicitation and the resulting Contract, the term “Bidder” and “Contractor” are used interchangeably. The resulting Contract will refer to “Contractor.”

INQUIRIES

Questions or other correspondence must be submitted in writing to the ITB Lead listed below. QUESTIONS MUST BE RECEIVED BY 11:59:59 P.M. Mountain Time ON THE DATE LISTED IN THE ITB ADMINISTRATIVE INFORMATION. Written questions must be submitted using Attachment 1, Bidder Questions. Official answers to all written questions will be posted on IPRO as an amendment to this ITB.

Any questions regarding the State of Idaho Standard Contract Terms and Conditions found in this RFP (Attachment 2) must also be submitted in writing, using Attachment 1, Bidder Questions, by the deadline identified in the ITB Administrative Information. The State will not consider proposed modifications to these requirements after the date and time set for receiving questions. Questions regarding these requirements must contain the following:

1. The rationale for the specific requirement being unacceptable to the party submitting the question (define the deficiency).

2. Recommended verbiage for the State’s consideration that is consistent in content, context, and form with the State’s requirement that is being questioned.

3. Explanation of how the State’s acceptance of the recommended verbiage is fair and equitable to both the State and to the party submitting the question.

3.1 Vendor Proposed Modifications and Exceptions to Requirements, Terms, and Conditions.

3.1.1 In the event that a Bid contains modifications or exceptions to any Solicitation requirements, terms, or conditions, they must be identified and submitted on (Attachment 5) – Modification and Exception Form, and must contain the following:

1. The rationale for the specific requirement being unacceptable to the party submitting the question (define the deficiency).

1. Recommended verbiage for the State’s consideration that is consistent in content, context, and form with the State’s requirement that is being questioned.

1. Explanation of how the State’s acceptance of the recommended verbiage is fair and equitable to both the State and to the party submitting the question.

3.1.2 The State will not consider any modifications or exceptions that are not identified specifically on (Attachment 5) – Modification and Exception Form and submitted after the Question deadline.

3.1.3 The State has sole discretion to determine if the modifications or exceptions submitted by a Bidder would result in a material change or otherwise threaten the integrity of the procurement process. Pursuant to IDAPA 38.05.01.084.03.e, the State may only negotiate non-material modifications or exceptions. Modifications or exceptions which the State determines to be material, or which otherwise threaten the integrity of the procurement process, will not be accepted or negotiated.

3.1.4 Except as otherwise provided within the Solicitation, the State will not consider modifications or exceptions to the requirements, terms, or conditions which are proposed after the ITB Question deadline.

3.1.5 Discussions with individual Bidders (including the utilization of one or more rounds of Best and Final Offers (BAFO) and/or Negotiations) solely related to sections 3.1 through 3.1.5 may be conducted in accordance with IDAPA 38.05.01.083 and .084, as determined by the State to be in its best interest. NOTE: Bidders should submit their best Bids initially as there is no guarantee that the State will conduct any discussions.

3.1.6 Bids which condition the Bid based upon the State accepting other terms and conditions not found in the ITB, or which take exception to the State of Idaho Contract Terms and Conditions with Article 6, will be found non-responsive, and no further consideration of the Bid will be given.

RESERVED

BACKGROUND

This ITB is seeking to secure preventative maintenance and repair services for the Department’s vehicle fleet in Caldwell and Nampa, Idaho. The services currently needed are lube, oil, filter, pick-up and delivery, tire rotation, and other regularly scheduled vehicle maintenance in accordance with manufacturer’s standards as well as repairs as needed. On average there are ten (10) services required per month.

There were approximately sixty-two (32) vehicles in the Caldwell/Nampa area fleet as of September 25 and this may change periodically as old vehicles are cycled out and new vehicles are added. Vehicles are located at two (2) office locations throughout the Department’s Region 3.

ORGANIZATION, Key Personnel and Qualifications - PROVIDE A PROFILE OF YOUR BUSINESS WITH YOUR BID INCLUDING YOUR BUSINESS HISTORY THAT MEETS THE FOLLOWING REQUIREMENTS:

Length of time in business.

6.2 Experience with servicing a similarly sized fleet.

This is a pass/fail requirement. It is at the Department’s sole discretion to determine if the Bidder meets the requirements as outlined above, based on the information provided by the Bidder.

SPECIFICATIONS / scope of work

3. Provide the facilities, tools, diagnostic scanning software, necessary products and individuals to provide professional services for each vehicle in the service area.

4. Not smoke in any Department fleet vehicle.

5. Maintain an office and shop located within a ten (10) mile radius of the Caldwell city limits and must staff the local office between the hours of 8:00 a.m. to 5:00 p.m. local time during normal state of Idaho business days. See https://sos.idaho.gov/state-holidays/ for state holidays.

6. Ensure that all repair work done on Department vehicles is completed by industry certified staff with current certification from Automotive Service Excellence (ASE) or equivalent.

7. Have been in business providing services similar to the specifications required in this ITB for a minimum of five (5) years or equivalent experience.

2. Charges not meeting this standard software must be credited to reflect such standard.

C. The Contractor must provide a completed Work Order with itemized parts and labor pricing equivalent to an invoice or a completed invoice with itemized parts and labor pricing at the time the vehicle is returned to the Department facility.

D. If the Contractor fails to perform as required, the Contractor may be disqualified from participating in the solicitation or the subsequent contract that supersedes the failed Contract.

2. Notify the Car Coordinator or his/her designated representative of any excess wear or damage to the tires documented on the Safety and Preventative Maintenance Checklist (Attachment A).

C. A trip fee may be charged for non-emergent roundtrip transports (for example, taking a vehicle out for a routine inspection) of twenty (20) miles or more. Trip fees may not be applied for standard safety inspection checks, or lube, oil and filter trips.

2. Pick up vehicles from the designated Department facility or other location to perform required work and then deliver vehicle back to the Department facility after work is completed.

3. Complete standard lube and safety check services within a forty-eight (48) hour turnaround time from the time the Department calls for service.

2. Warranty all parts and labor for at least twelve (12) months or longer if the warranty period provided by manufacturer or Contractor is longer.

3. Warranty all work performed.

2. For any service or repair valued at less than five hundred dollars ($500.00) but more than two hundred dollars ($200.00), the Contractor must obtain a prior Work Order authorization from the Car Coordinator or Hub Manager.

3. For any preventative maintenance services listed in these specifications or repair valued at two hundred dollars ($200.00) or less, the Contractor is authorized to make repairs without Department approval.

B. All services over two hundred dollars ($200.00) must have a pre-approved Work Order signed as stated in section IV.A. above. The Contractor must submit the completed Work Order with an invoice containing itemized parts and labor pricing at the time the vehicle is returned to the Department facility.

C. The Contractor must provide an invoice for each vehicle detailing services provided, and a Work Order when applicable, and submit with the Monthly Statement of Invoices.

D. The Department may request to review the Contractor's invoices for parts at any time.

VI. QUALITY ASSURANCE

A. The Contractor must meet with the Contract Manager, Contract Monitor, Car Coordinator, or Hub Manager to rectify any customer service or quality control issues either via telephone or in person within forty-eight (48) hours of a problem discovered.

B. The Contractor must provide all services as outlined in the Contract and meet required timeframes.

COST AND BILLING PROCEDURE

See IPRO. Download the Excel spreadsheet titled “Bid Schedule” found in the Question Section of the related ITB on IPRO. Complete the spreadsheet, upload it back into the appropriate Question Section on IPRO.

Part 1. COST:

The Contract resulting from this ITB will be a FIXED UNIT COST, INDEFINITE QUANTITY with COST REIMBURSEMENT Contract.

The Bidder must provide a fully-burdened rate which must include, but not be limited to, all operating and personnel expenses, such as: overhead, salaries, administrative expenses, profit, and supplies.

The cost matrix located on the Bid Schedule includes the Department’s best estimate of number of units for the initial Contract term and is not to be considered a guarantee of actual number of units to be experienced under the Contract. Estimated quantities are for evaluation and award purposes, based on the Department’s best estimate, and are not binding on the Department.

Costs must remain firm throughout the life of the Contract, unless otherwise agreed to by the Department and modifications will only be considered under extenuating circumstances.

Part 2. Billing Procedure:

The Contractor must provide a completed invoice with itemized parts and labor pricing at the time each vehicle is returned to the Department facility. The Contractor must provide an invoice for each vehicle detailing services provided and submit with the Monthly Statement of Invoices. All services over two hundred dollars ($200.00) MUST have a pre-approved Work Order in accordance with Scope of Work, Section IV.

· The invoice must be signed by an authorized Department employee acknowledging receipt of the vehicle and services.

· The invoice must consist of an original and two (2) copies which must be distributed with the Department receipting signature as follows:

· Original from Contractor must be submitted with a Monthly Statement of Invoices;

· One (1) copy for the Contractor; and

· One (1) copy to be provided to the Department’s designated Car Coordinator when vehicle is returned to the Department facility as noted above.

The Contractor must provide the following information with each invoice:

a. Contract number.

b. Plate number of each vehicle.

c. Identification of billing period.

d. Total amount billed for the billing period detailed by vehicle.

e. Detailed description of services/products provided and associated number of hours/dollar amounts, as appropriate, including a Safety and Preventative Maintenance Checklist for each vehicle.

f. Make and year of each vehicle serviced.

g. Vehicle mileage recorded by Contractor on invoice at time of service.

h. Contractor’s name, address and contact information.

If requested, an invoice from the Contractor’s supplier showing actual cost of any and or all parts billed on any Work Order must be provided.

Invoices received with errors will be returned to the Contractor for revisions and resubmission.

Payment terms must be Net thirty (30) days upon receipt of a fully completed invoice and supporting documentation.

Final invoices must be submitted to the Department no later than thirty (30) calendar days following the end of the Contract. Invoices received without the required documentation will be returned to the Contractor for resubmission with the final documentation.

Invoices are to be submitted to: (Information will be provided upon Contract award)

SUBMISSION REQUIREMENTS

10.1 Required Bid Submission Items

Your Bid Submission must consist of the following:

Bid Schedule See IPRO. Download the Excel spreadsheet titled “Bid Schedule” found in the Question Section of the related ITB on IPRO. Complete the spreadsheet, upload it back into the appropriate Question Section on IPRO. Do not submit your Bid on any other form. Submitting your Bid on a form different than the Bid Schedule will cause your Bid to be rejected as non-responsive.

Verification documents as outlined in Section 6.

State Signature Page The State Signature Page must be completed and submitted as part of your Bid. The State Signature Page is Attachment 3.

Cover Form The Cover Form must be completed and submitted as part of your Bid. The Cover Form is Attachment 6.

Acknowledgement of Amendments If the ITB is amended, the Bidder must acknowledge each amendment with a signature on the acknowledgement form provided with each amendment. Failure to return a signed copy of each amendment acknowledgement form with the Bid may result in the Bid being found non-responsive. See IDAPA 38.05.01.52.

10 Bid Submission Methods Bids MUST be through IPRO, at https://sms-idaho-prd.tam.inforgov.com/fsm/SupplyManagementSupplier/page/XiSupplyManagementSupplierPage?csk.SupplierGroup=LUMA. Do not fax or e-mail your Bid. Your Bid must be received by the date and time specified on the IPRO header document.

All Bidders participating in a Solicitation issued through IPRO must establish an account in the IPRO system as it is necessary in order to process and or award the resulting Contract(s). It is free to establish an account and only takes a few minutes.

10.1 Per IDAPA 38.05.01.072, any bid or proposal, withdrawal, or modification received after the time and date set for closing at the place designated in the solicitation is late. No late bid or proposal, late modification or late withdrawal will be considered.

10.2 Trade Secrets

If your Bid contains trade secret information which you have identified, you must also submit a redacted copy of the Bid (in electronic format, with the word “redacted” in the file name) with all trade secret information removed or blacked out; as well as a separate document containing a complete list (per the instructions in the three (3) paragraphs directly below) of all trade secret information which was removed or blacked out in the redacted copy.

Paragraph 28 of the Solicitation Instructions to Vendors describes trade secrets to “include a formula, pattern, compilation, program, computer program, device, method, technique or process that derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by other persons and is subject to the efforts that are reasonable under the circumstances to maintain its secrecy.” In addition to marking each page of the document with a trade secret notation (as applicable; and as provided in Paragraph 28 of the Solicitation Instructions to Vendors), Bidders must also:

Identify with particularity the precise text, illustration, or other information contained within each page marked “trade secret” (it is not sufficient to simply mark the entire page). The specific information you deem “trade secret” within each noted page must be highlighted, italicized, identified by asterisks, contained within a text border, or otherwise clearly delineated from other text/information and specifically identified as a “trade secret.”

Provide a separate document entitled “List of Redacted Trade Secret Information” which provides a succinct list of all trade secret information noted in your Bid; listed in the order it appears in your submittal documents, identified by Page #, Section #/Paragraph #, Title of Section/Paragraph, specific portions of text/illustrations; or in a manner otherwise sufficient to allow the State’s procurement personnel to determine the precise text/material subject to the notation. Additionally, this list must identify with each notation the specific basis for your position that the material be treated as exempt from disclosure.

1. AWARD

Award will be made to the responsive responsible Bidder with the lowest Total Cost, as provided on the Bid Schedule.

Bidders are required to bid on all items on the Bid Schedule. Bidders that do not bid on all items will not be considered for award and may be found non-responsive.

11.1 As part of the award process the apparent successful Bidder may be contacted and requested to meet with the Department and provide additional information sufficient to determine their responsibility.

11.1.1 Pursuant to IDAPA 38.05.01.081, the ITB Lead may, in the State’s sole discretion, conduct a review to determine if the apparent successful Bidder is responsible. As part of the responsibility review, the ITB Lead may require the apparent successful Bidder to provide financial reports to the satisfaction of the State and may also seek to obtain completed reference questionnaires from Bidder’s references to the satisfaction of the State. Nothing herein shall prevent the State from using other means to determine Bidder’s responsibility.

11.2 Bids that do not meet the requirements in sections 6, 7 and 10 of the ITB may be found non-responsive and NOT BE CONSIDERED FOR AWARD.

11.3 The Department reserves the right to require the apparent successful Bidder to demonstrate that its product meets or exceeds the requirements and specifications included in this ITB in order to be considered for award. If the Department chooses to exercise this right, the apparent winning vendor shall have one week, upon notification, to perform an on-site demonstration showing their system can perform the necessary functions to achieve Department requirements of a fully functioning system. The demonstration will be pass/fail and determined solely at the discretion of the Department. If the apparent successful bidder fails the demonstration, they may be found non-responsive and not considered for award and the Department may award to the next lowest responsive responsible bidder.

ReSERVED

Subcontractors The Contractor may subcontract as needed with the Department’s approval.

The Contractor must be responsible for any work or product that is produced and delivered to the Department under the Contract whether produced solely or in part by the Contractor or subcontractor.

The Contractor must be the sole point of contact regarding any and all contractual matters. The Department will only pay the Contractor and will not pay subcontractors directly.

13.1 If the Bidder intends to subcontract all or part of the contracted services:

Describe the extent to which subcontractors will be used to comply with Contract requirements.

Include each position providing service and provide a detailed description of how the subcontractors are anticipated to be involved under the Contract (including requisite qualifications/experience).

If applicable, provide resumes for those subcontractors who will be managing and or directly providing services under the Contract.

Name the location of the subcontractor’s business office and the location(s) of where the actual work will be performed.

Insurance Requirements Within five (5) days of notification of award the apparent successful Bidder shall provide certificates of insurance required herein and shall maintain the insurance during the life of the contract. There are no provisions for exceptions to this requirement. Failure to provide the certificates of insurance within the five (5) business day period may be cause for your Bid to be declared non-responsive or for your contract to be cancelled.

For the term of the Contract and until all services specified in the Contract are completed, the Contractor must maintain in force, at its own expense, the following insurance.

· Commercial General Liability Insurance and, if necessary, Commercial Umbrella Liability Insurance with a limit of not less than one million dollars ($1,000,000) each occurrence and two million dollars ($2,000,000) in general aggregate. Insurance required by this section must name the State of Idaho and Department of Health and Welfare as an additional insured.

· Commercial Automobile Liability Insurance and, if necessary, Commercial Umbrella Liability Insurance with a limit of not less than one million dollars ($1,000,000) each accident. Such insurance must cover liability arising out of any auto incident (including owned, hired, and non-owned autos). Insurance required by this section must name the State of Idaho and Department of Health and Welfare as an additional insured.

· Offeror may request a waiver from providing Commercial Automobile and Commercial Umbrella Liability Insurance in its Proposal if the Offeror will not use any owned, hired or non-owned vehicles to conduct business under the Contract, if it is awarded the Contract, and the Department will consider the request. If the Offeror submits a request to waive the provision of Commercial Automobile and Commercial Umbrella Liability Insurance after the due date and time for receipt of Proposals, the Department may not consider the request.

· Workers Compensation Insurance and Employer's Liability. The Contractor must maintain Workers Compensation and Employer's Liability. The Employer's Liability must have limits not less than one million dollars ($1,000,000) each accident for bodily insurance by accident, one million dollars ($1,000,000) disease policy limit, and one million dollars ($1,000,000) disease, each employee.

The Contractor must provide either a certificate of workers compensation insurance issued by a surety licensed to write Workers Compensation Insurance in the State of Idaho, as evidence that the Contractor has in effect a current Idaho workers compensation insurance policy, or an extraterritorial certificate approved by the Idaho Industrial Commission from a state that has a current reciprocity agreement with the Idaho Industrial Commission.

If coverage is not available on an occurrence basis, coverage must be provided on a claims-made basis. For claims made policies the retroactive date must be shown and must be before the date of the Contract or the beginning of Contract work; insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the Contract of work; if coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of three (3) years after completion of Contract work.

State of Idaho as Additional Insured: The liability insurance coverage required for performance of the Contract shall include the State of Idaho, the (agency) and its divisions, officers and employees as additional insured, but only with respect to the Contractor's activities to be performed under this Contract.

The Contractor must provide proof of the State of Idaho, the (agency) and its divisions, officers and employees being additional insured by providing endorsements to the liability insurance policies showing the State of Idaho, the (agency) and its divisions, officers and employees as additional insured. The endorsements must also show the policy numbers and the policy effective dates.

If a liability insurance policy provides for automatically endorsing additional insured when required by Contract, then, in that case, the Contractor must provide proof of the State of Idaho, the (agency) and its divisions, officers and employees being additional insured by providing copies of the policy pages that clearly identify the blanket endorsement.

Notice of Cancellation or Change: Contractor shall ensure that should any of the above described policies be cancelled before the expiration date thereof, or if there is a material change, potential exhaustion of aggregate limits or intent not to renew insurance coverage(s), that written notice will be delivered to the Division of Purchasing (if the Contract was issued by the Division) or to the Purchasing Activity (contracting state agency) in accordance with the policy provisions.

Contractor shall request that all policies of insurance are endorsed to read that any failure to comply with the reporting provisions of this insurance, except for the potential exhaustion of aggregate limits, shall not affect the coverage(s) provided to the State of Idaho, and its divisions, officers and employees.

Acceptable Insurers and Deductibles: Insurance coverage required under the Contract shall be obtained from insurers rated A-VII or better in the latest Bests Rating Guide and in good standing and authorized to transact business in Idaho. The Contractor shall be financially responsible for all deductibles, self-insured retention's and/or self-insurance included hereunder. The coverage provided by such policy will be primary to any coverage of the State on or related to the contract and shall provide that the insurance afforded applies separately to each insured against whom a claim is made, except with respect to the limitation of liability.

Waiver of Subrogation: All policies shall contain waivers of subrogation. The Contractor waives all rights against the State and its officers, employees, and agents for recovery of damages to the extent these damages are covered by the required policies. Policies may contain deductibles but such deductibles will not be deducted from any damages due to the State.

Prior to performing any services, the Contractor must provide an ACORD Certificate of Insurance (ACORD 25) to the Department. The Contractor is also required to maintain current certificates on file with the Department and to provide updated certificates upon request. Failure to provide the required certificates of insurance shall constitute a default under this Contract and upon such failure the Department may, at its option, terminate the Contract. Insurance required by this section must be policies or contracts of insurance issued by insurers approved by the Department. Should any of above described policies be cancelled before the expiration date thereof, notice must be delivered in accordance with the policy provision.

Send updated certificates to: DHWInsurance@dhw.idaho.gov

Additional Insured name and address:

State of Idaho and Department of Health and Welfare Contracting & Procurement Services Unit -- 9th Floor 450 West State Street Boise, ID 83702

Attachment A – Safety Inspection and Preventive Maintenance Checklist

INSIDE INSPECTION

Fuel Gauge 4-Way Flasher Indicator

OUTSIDE INSPECTION

Hood Outside Mirrors

UNDER HOOD

A/C Compressor Mounting Fuel Filter

UNDER CHASSIS

Engine & Transmission Bolts Exhaust, Muffler & Tail Pipe

Shocks & Struts Lubricate All Fittings

DRIVE OFF, PARK, AND RE-CHECK

Engine Component Leaks Fluid Levels Update Vehicle Records

I certify that I have inspected the above noted items on this vehicle and verify the checked items are sound and serviceable or need repair or replacement as noted.

Mechanic’s Signature Date

ATTACHMENT B-VEHICLE LIST

ITB1069 Vehicle maintenance and repair in nampa and caldwell, idaho

ATTACHMENT 1-BIDDER QUESTIONS

PLEASE DO NOT IDENTIFY YOUR NAME OR YOUR COMPANY’S NAME OR PRODUCT NAMES OF INTELLECTUAL PROPERTY IN YOUR QUESTIONS.

ADD ROWS BY HITTING THE TAB KEY WHILE WITHIN THE TABLE AND WITHIN THE FINAL ROW.

The following instructions must be followed when submitting questions using the question format on the following page.

1. DO NOT CHANGE THE FORMAT OR FONT. Do not bold your questions or change the color of the font.

2. Enter the ITB section number that the question is for in the “ITB Section” field (column 2). If the question is a general question not related to a specific ITB section, enter “General” in column 2. If the question is in regards to a State Term or Condition or a Special Term or Condition, state the clause number in column 2. If the question is in regard to an attachment, enter the attachment identifier (example “Attachment A”) in the “ITB Section” (column 2), and the attachment page number in the “ITB page” field (column 3).

3. Do not enter text in the “Response” field (column 5). This is for the State’s use only.

4. Once completed, this form is to be e-mailed per the instructions in the ITB. The e-mail subject line is to state the ITB number followed by “Questions.”

ITB1069 Vehicle Maintenance and Repair in Nampa and Caldwell, Idaho Page 17

ITB1069 Vehicle Maintenance and Repair in Nampa and Caldwell, Idaho

Attachment 2-STATE OF IDAHO CONTRACT TERMS AND CONDITIONS WITH ARTICLE 6

ARTICLE 1 – GENERAL TERMS AND CONDITIONS

1.1. Definitions. Except as defined otherwise in this Contract, the following terms shall have the following meanings, whether capitalized or not, unless the context requires otherwise. Terms not defined within this Contract shall have the meanings defined in Idaho Code section 67-9203 and in IDAPA 38, title 05, chapter 01, Rules of the Division of Purchasing.

1.1.1. “Agency” means the board, commission, department, agency, or office of the State receiving the Property provided by the Contractor pursuant to this Contract.

1.1.2. “Contract” means this written agreement between Contractor and the State for the acquisition of property, which may be the result of a solicitation, and which may include the Solicitation or specification document and the accepted portions of the bid or proposal and other documents as identified herein, unless the context means one or more agreements with other contractors or for the acquisition or other property.

1.1.3. “Contractor” means the offeror, bidder, or proposer selected under the Solicitation to enter a contract with the State and identified as the Contractor in the heading above in this Contract.

1.1.4. “Data Breach” means any unauthorized access to or acquisition of Non-Public State Data following a Security Incident that compromises the security, confidentiality, or integrity of the Non-Public State Data, or the ability of the State to access the Non-Public State Data.

1.1.5. “Non-Public State Data” means State Data that is not subject to distribution to the public as public information. It is deemed to be sensitive and confidential by the State because it contains information that is exempt by statute, ordinance or administrative rule from access by the general public as public information. Non-Public State Data includes, but is not limited to, Personal State Data.

1.1.6. “Personal State Data” means State Data, which alone or in combination with other data, includes information relating to an individual that identifies the individual by name, identifying number, mark, or description that can be readily associated with a particular individual and which is not a public record. Personal State Data includes but is not limited to the following personally identifiable information (PII): government-issued identification numbers (e.g., Social Security, driver’s license, passport); financial account information, including account number, credit or debit card numbers; Protected Health Information (PHI) relating to a person; or education records covered by the Family Educational Rights and Privacy Act (FERPA), as amended, 20 U.S.C. 1232g, records described at 20 U.S.C. 1232g(a)(4)(B)(iv).

1.1.7. “Property” means goods, services, parts, supplies, and equipment, both tangible and intangible, including but not limited to, designs, plans, programs, systems, techniques, and any rights or interests in such property.

1.1.8. “Protected Health Information (PHI)” means individually identifiable health information held or transmitted by electronic media, maintained in electronic media, or transmitted or maintained in any other form or medium. PHI also includes but may not be limited to information that is a subset of health information, including demographic information collected from an individual, and 1) is created or received by a health care provider, health plan, employer, or health care clearinghouse; and 2) relates to the past, present, or future physical or mental health or condition of an individual; the provision of health care to an individual; and a) that identifies the individual; or b) with respect to which there is a reasonable basis to believe the information can be used to identify the individual.

1.1.9. “Purchasing Administrator” means the administrator of the Department of Administration, Division of Purchasing.

1.1.10. “Purchasing Authority” means the state entity authorized to enter into the Contract, which shall be either the Department of Administration, Division of Purchasing, or the Agency.

1.1.11. “Security Incident” means the unauthorized access to Contractor’s network that the Contractor or the State believes could reasonably result in the use, disclosure, or theft of the State’s Non-Public State Data within the possession or control of Contractor. A Security Incident also includes a security breach to Contractor’s system, regardless of if Contractor is aware of unauthorized access to the State’s Non-Public State Data. A Security Incident may or may not turn into a Data Breach.

1.1.12. “Software” means a series of instructions or statements in a form acceptable to a machine that processes data and is designed to cause the machine to execute an operation or operations. Software includes, but is not limited to operating systems, assemblers, compilers, interpreters, data management systems, utility programs, and Automatic Data Processing Equipment Maintenance/Diagnostics programs.

1.1.13. “State” means the state of Idaho including each board, commission, department, agency, or office of the state of Idaho, unless the context means one or more other states of the United States.

1.1.14. “State Data” means all information and data developed, documented, derived, stored, installed, or furnished by the State under the Contract, including all data related to records owned by the state of Idaho.

1.1.15. “Solicitation” means an invitation to bid (ITB), request for quotes (RFQ), or request for proposals (RFP) issued by the State for the purpose of soliciting bids, proposals, or quotes resulting in the Contract.

1.2. Term

1.2.1. Initial Term. The initial term of the Contract shall commence on the Effective Date and expire on the Service End Date identified in the header of this Contract.

1.2.2. Renewal Options. Upon mutual, written agreement by the parties, the Contract may be extended under the same terms and conditions for the time interval equal to the initial term, or for such period of time as to agreed to by the parties. The Contract is not anticipated to exceed five (5) years including all renewals.

1.3. Price

1.3.1. Price. The pricing for the Contract is included in the Cost/Billing.

1.3.2. Price Increases. Except as set forth in this section, prices shall not increase during the initial term or during any renewal or extension term. Unless accepted by the Purchasing Authority in writing or provided for in the Contract, prices shall not increase between the prior term and a renewal term. The Purchasing Authority may accept a price increase during a term or upon renewal as provided in Contract or upon submission of evidence by Contractor that Contractor’s costs have increased by causes beyond the control and without the fault or negligence of Contractor, and that Contractor could not have included in its offered price because they were unforeseeable or because the Solicitation did not contemplate future pricing.

1.4. Termination and Remedies

1.4.1. Termination for Contractor Default. The State may terminate the Contract, any order issued pursuant to the Contract, or both when the Contractor has been provided written notice of default or non-compliance and has failed to cure the default or non-compliance within a reasonable time, which time shall be determined in the sole discretion of the Purchasing Authority. If the default or non-compliance is not capable of cure or if the cure requires more than thirty (30) calendar days, the Purchasing Authority may provide notice of termination without a cure period. The State shall not be required to provide advance written notice or a cure period and may immediately terminate this Contract in whole or in part if the State, in its sole discretion, determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis. Time allowed for cure shall not diminish or eliminate Contractor’s liability for damages, including liquidated damages to the extent provided for under this Contract.

1.4.2. Effect of Termination

1.4.2.1. If the Contract is terminated for default or non- compliance, the Contractor will be liable for any costs resulting from the State’s award of a new contract and any damages incurred by the State. The State, upon termination for default or non-compliance, reserves the right to take any legal action it may deem necessary including, without limitation, offset of damages against payment due.

1.4.2.2. Unless provided otherwise in the Contract, upon termination by the Purchasing Authority for default or non-compliance, Contractor shall: a) promptly discontinue all work, unless the termination notice directs otherwise; b) promptly return to the State any Property provided by the State pursuant to this Contract; and c) deliver or otherwise make available to the State all data, reports, estimates, summaries and such other information and materials as may have been accumulated by Contractor in performing this Contract, whether completed or in process, which the Contractor is obligated by the Contract or law to provide to the State upon completion.

1.4.3. Remedies. In addition to any remedies available to the State under law or equity, the State may, at its sole discretion, take or require one (1) or more of the following remedial…