STATE OF IDAHO

IDAHO DEPARTMENT OF HEALTH & WELFARE

This Solicitation is restricted to Boise State University, Idaho State University, University of Idaho and Lewis-Clark State College only. Bids from other Bidders will not be accepted.

Invitation to Bid (ITB) ITB 708 Statewide Family Caregiver Lifespan Respite Infrastructure Expansion Survey Date of Issuance: 11-06-2024

AMENDED 11-18-2024

TABLE OF CONTENTS

3ITB Administrative Information

PURPOSE

GENERAL INFORMATION, solicitation instructions, AND TERMS AND CONDITIONS

INQUIRIES

BACKGROUND

ORGANIZATION, Key Personnel and Qualifications

SPECIFICATIONS / scope of work

COST and BILLING PROCEDURE

SUBMISSION REQUIREMENTS

AWARD

Reporting requirements

Subcontractors riders – EXEMPT

13ATTACHMENT 1-BIDDER QUESTIONS

15ATTACHMENT 2-MODIFICATION AND EXCEPTION FORM

16Attachment 3-Idaho Institutions of Higher Education TERMS AND CONDITIONS

20Attachment 4-STATE SIGNATURE PAGE

21ATTACHMENT 5-COVER FORM

ITB Administrative Information

ITB Lead:

Kristin Perry Grants/Contracts Officer Kristin.Perry@dhw.idaho.gov Phone: 208-334-5603

Submit sealed Bid to:

Submit electronically via IPRO

Electronic Submission:

IPRO LOGIN

The Department conducts Virtual Electronic Bid Openings only.

amended or extended. The total Contract term, including all extensions, is not anticipated to exceed four (4) years.

1 PURPOSE

The purpose of this ITB is to conduct a statewide survey of family caregivers; performing a Strengths, Weaknesses, Opportunities, and Threats (SWOT) analysis and listening sessions of the Department’s family caregiver navigator program, existing public health districts caregiver supports, and community-based organizations to determine statewide capacity and types of caregiver supports and services; determining consumer directed respite option feasibility in Idaho; and supporting development and implementation of a statewide learning opportunity for caregivers. During years two (2) and three (3), the Contractor will work with the Department’s Alzheimer’s Disease and Related Dementias (ADRD) Program to strategize implementation of lessons learned from first year's investigations through regional caregiver summits, increasing communication elements to family caregiver groups and engaging rural, remote, and underserved populations of family caregivers, and increasing services through a telephonic caregiver support/case management service. All of this will contribute to the expansion of the lifespan respite infrastructure in Idaho.

2 GENERAL INFORMATION, solicitation instructions, AND 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 must be in writing. In the event that it becomes necessary to revise any part of this ITB, amendments will be posted on IPRO. It is the responsibility of the Bidder to monitor IPRO for any updates or amendments. Any oral interpretations or clarifications of this ITB must not be relied upon. All changes to this ITB must be in writing and posted on 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 will be attached or referenced in any resulting Contract, as if set forth in its entirety. This document can be downloaded at https://purchasing.idaho.gov/information-for-vendors/; or a copy 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 shall in no way constitute or be deemed a waiver by the State of any term, condition or requirement contained in the referenced document; and no liability will be assumed by the Department for a Bidder’s failure to consider the Solicitation Instructions to Vendors in preparing its response to the Solicitation.

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.”

3 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.

ITB Lead:

Kristin Perry Phone:

208-334-5603 E-mail:

Kristin.Perry@dhw.idaho.gov 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 2) – 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).

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.

3.1.2 The State will not consider any modifications or exceptions that are not identified specifically on (Attachment 2) – 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.

4 BACKGROUND

The ADRD Program has a main focus of Alzheimer’s and dementia and also focuses on family caregivers in a two (2)-pronged approach; 1. Family caregivers of people who have dementia, and 2. Family caregivers of anyone of any age and ability as the family caregiver’s health and brain health is at an increased risk of prematurely declining due to the additional strain of caregiving. In 2023, the ADRD Program received an award for four (4) years of funding through the Administration for Community Living (ACL) Lifespan Respite grant but did not receive state spending authority until July 1, 2024, delaying efforts for one (1) full year. In previous years, the funding was hosted through the Idaho Commission on Aging (ICOA). Due to a lack of capacity to monitor the funding requirements and serve family caregivers across the lifespan, the ICOA determined it was best to forego applying for additional years.

The ADRD Program will be working alongside stakeholders, including the ICOA, and the Contractor to assess and expand respite services and supports throughout Idaho for family caregivers across the lifespan. The Contractor must have the demonstrated capacity to provide the necessary resources to reach family caregivers and service providers across the state. The ADRD Program will assist in facilitating connections of the Contractor with existing stakeholders who are invested in family caregivers supports and services across the lifespan of the Contract but must not be relied upon to be the family caregiver expert across the lifespan of the Contract.

The initial term is anticipated to be seven (7) months and it is anticipated that the Contract will be renewed past the original term, but the estimated quantities will need to be adjusted due to building upon the findings from this first seven (7) months of work. The goal is to find a collaborative partner who cannot just complete the first seven (7) month’s objectives, but help Idaho expand upon the existing foundation that serves family caregivers across the lifespan of the Contract.

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

Bidders must include a letter demonstrating that they have a minimum of five (5) years working towards improving the outcomes of family caregivers across the lifespan of the Contract. Bidders must have demonstrated experience working with family caregivers and their care recipients with diverse care needs and abilities. Bidders must demonstrate organizational capacity to implement additional phases/work assignments in subsequent years as outlined below in the scope of work (6.III.A.).

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.

6 SPECIFICATIONS / scope of work The Scope of Work is the services the Department requires your company to provide when the Contract is awarded.

I.

General Requirements A.

The Contractor must comply with the rules, regulations and policies as outlined by the Department.

B.

This Contract supports the Idaho Department of Health and Welfare Strategic Plan and the Division of Public Health priorities.

C.

The Contractor must provide a point of contact to the Contract Monitor. If a change in key staffing occurs during the Contract timeframe, the Contractor must notify the Contract Monitor of the change within five (5) business days.

D.

The Contractor must receive prior written approval from the Department for any deviations from the budgeted services/activities. The Contractor is financially responsible for costs deemed unallowable or unapproved by the Contract Monitor.

E.

For the general monitoring of the Contract, the Contractor must maintain and have available for review, all reporting and evaluation data and information for activities, and financial data as specified in the Records and Data section of the Idaho Institutions of Higher Education Terms and Conditions.

F.

The Contractor must ensure that procedural safeguards are followed in confidentiality requirements according to IDAPA 16.05.01, Use and Disclosure of Department Records.

G.

The Contractor must provide, at minimum, a thirty percent (30%) in-kind non-federal match for the services delivered under the Contract.

II.

Services to be Performed A.

Family Caregiver Data Collection: By July 30, 2025, the Contractor must collaborate, using various methods including email, virtual meetings, and phone (as necessary), with the Idaho Caregiver Alliance (ICA) to develop and distribute a survey to family caregivers in the state, as well as produce a final report with survey findings. The survey must include, but is not limited to:

1.

Caregiver demographics including but not limited to age, gender, sexual orientation, geographical location, and income level;

2.

Disability or disease of the person that is being cared for;

3.

Duration of providing care, i.e. how long has care been provided, or how long did they provide care if they are no longer doing so;

4.

Current caregiver work status;

5.

Current caregiver healthcare coverage and associated caregiver benefits; and

6.

Supports and services the caregiver utilizes and/or has utilized to provide better care.

B.

Strengths, Weaknesses, Opportunities, and Threats (SWOT) Analysis: By July 30, 2025, the Contractor must perform a statewide SWOT analysis and produce a final report with findings. The SWOT analysis must include the implementation of listening sessions with resource and service providers (public health districts and community-based organizations), identified in partnership with the ICA and the Department, to identify types and locations of existing caregiver resources and supports, person and family centered respite opportunities, recommendations to include feasibility of consumer directed respite, identification of potential employers, gatekeepers, and other referral sources where caregiver education may benefit working family caregivers, and identify any existing strengths and/or gaps in caregiver resources and supports statewide.

C.

Annual Report Plan: By July 30, 2025, the Contractor must produce a written plan to collect, report, and disseminate an annual report in subsequent years, of lessons learned and best practices to increase awareness and knowledge of respite and other caregiver supports, and increase use of caregiver resources. The plan must include an outline of various communication platforms that the report will be made available for family caregivers, policy makers, community-based organizations, public health, and other interested parties.

D.

Learning Opportunity: By July 30, 2025, the Contractor must partner with the ICA and public health districts to host a statewide learning opportunity for family caregivers to provide an opportunity for family caregivers to network and learn. The Contractor must follow Idaho state travel reimbursement policy and procedures; https://www.sco.idaho.gov/LivePages/state-travel-policy-and-procedures.aspx. Outreach and communication materials produced using Contract funds must include the following disclosure statement:

1.

“Partial funding was provided from the state of Idaho and the Administration for Community Living (ACL) of the U.S. Department of Health and Human Services (HHS); as part of a financial assistance award (No. 90LRLI0058) totaling four hundred thousand dollars ($400,000) with seventy percent (70%) funded by the ACL/HHS. The contents are those of the author(s) and do not necessarily represent the official views of, nor an endorsement, by ACL/HHS, or the U.S. Government, or the state of Idaho. [MM/DD/YYYY]” E.

Representation: The Contractor must designate a representative from their organization to participate in quarterly virtual ICA Leadership Meetings and quarterly virtual ICA Stakeholder Meetings. The Contractor must allocate at most six (6) hours quarterly to attend both virtual meetings. The time and date for the meetings will be provided to the Contractor by the Department once the Contract is awarded.

F.

Program Management: The Contractor must assign a designated representative from their organization to conduct virtual meetings every two (2) months with the Department's appointed staff member. The time and date for the meetings will be determined by the Department. The Contractor's representative is responsible for:

1.

Developing and maintaining a Work Plan to denote progress toward meeting Scope of Work requirements. Work Plan template to be provided by the Department.

2.

Facilitating meetings every two (2) months, including agenda development and distribution, and producing and distributing meeting minutes.

3.

Submitting a written, high-level summary for Department distribution to federal partners every two (2) months.

III.

Additional Phases/Work Assignments:

A.

The Department may request that the Contactor provide additional services directly related to the Contracted services such as:

1.

Determining implementation strategies based on information discovered in survey findings, SWOT analysis, listening sessions, and/or learning opportunity;

2.

Hosting regional caregiver summits across the state;

3.

Developing and disseminating a report from evaluation of activities to increase awareness and knowledge of respite and other supports by caregivers, thereby increasing the use of caregiver resources;

4.

Increasing awareness via production and distribution of additional communication elements;

5.

Engaging rural, remote, and/or underserved populations of family caregivers;

6.

Increasing services through a telephonic caregiver support/case management service;

7.

Developing and disseminating communication materials; and/or

8.

Developing a new or refining an existing pre/post survey instrument to be used to assess person and family centered respite throughout Idaho.

B.

The Department will contact the Contractor if additional services are required. The Contractor must work with the Department to develop a Work Plan and budget based on the additional services.

7 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 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, supplies, speaker fees travel costs and a thirty percent (30%) in-kind match.

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 initial term of the Contract, unless otherwise agreed to by the Department and modifications will only be considered under extenuating circumstances. Upon Contract extension or services added, each year’s costs will be negotiated and agreed upon between the Department and the Contractor for the following year dependent on Department funding. No rate change will be effective until accepted in writing by the Department as an amendment to the Contract.

The Contractor must provide, at minimum, a thirty percent (30%) in-kind, non-federal match for services delivered under the Contract.

Part 2. Billing Procedure:

The Contractor must provide a quarterly invoice within thirty (30) calendar days after the end of the billing period. Each invoice must be accompanied by an itemization of expenditures broken down by category as identified in the budget above. Program reports required for invoice processing are detailed in the Report section.

Invoices will be processed for payment no later than thirty (30) calendar days after all required documentation is received. Invoices received with errors or without the required documentation will be returned to the Contractor for correction and resubmission. No invoice will be accepted or paid without required documentation.

The Contractor must ensure information provided in the reports aligns with invoices submitted during the reporting time frame.

The Contractor must provide the following information with each invoice:

1. All Contract services delivered during the billing period, identified by each item as reflected in the cost matrix and the total for each.

2. Total amount billed for the billing period

3. Contract number

4. Dates of service

5. Contractor name, address, phone number, and or email address

6. Invoice number

Invoices and reports are to be submitted to: [information will be provided in the resulting Contract]

The final invoice must be submitted to the Department no later than thirty (30) calendar days after Contract expiration. Final invoices received without backup/supporting documentation or with errors will be returned to the Contractor for resubmission.

8 SUBMISSION REQUIREMENTS

8.1 Required Bid Submission Items

Your Bid Submission must consist of the following:

8.1.1 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 may cause your Bid to be rejected as non-responsive.

8.1.2 Verification documents as outlined in Section 5.

8.1.3 State Signature Page

The State Signature Page must be completed and submitted as part of your Bid. The State Signature Page is Attachment 4.

8.1.4 Cover Form

The Cover Form must be completed and submitted as part of your Bid. The Cover Form is Attachment 5.

8.1.5 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.

8.2 Bid Submission Methods

Bids MUST be submitted 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.

8.3 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. All late bids and proposals, other than clearly marked “no bids”, will be returned to the submitting vendor. Time of receipt will be determined by the official time stamp or receipt mechanism located at the designated place for receipt of responses. The purchasing authority assumes no responsibility for failure of the United Postal Service, any private or public delivery service, or any computer or other equipment to deliver all or a portion of the bid or proposal at the time or to the location required by the solicitation.

9 AWARD

Award of Contract 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 in the Bid Schedule. Bidders that do not bid on all items will not be considered for award and may be found non-responsive.

9.1 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.

9.1.1 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.

9.3 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.

10 Reporting requirements Report Description:

Federal Partner Summary Report - The report must contain a short, written narrative summarizing current activities carried out by the Contractor not to exceed two hundred-fifty (250) words.

Report Format:

As agreed upon between the Contractor and the Department.

Report Due Date:

Electronically to the Contract Monitor by the fifth day of the month following services.

Report Description:

SWOT Analysis Report - The report must include 1) types of existing caregiver resources and supports, 2) locations of existing caregiver supports and services, 3) types of caregiver resources and supports that are missing, 4) locations where caregiver resources and supports are missing, 5) person and family centered respite opportunities, and 6) identification of potential employers, gatekeepers, and other referral sources where caregiver education may benefit working family caregivers.

Report Format:

As agreed upon between the Contractor and the Department.

Report Due Date:

Electronically to the Contract Monitor by July 30, 2025.

Report Description:

Family Caregiver Data Collection Report - The report must include 1) caregiver demographics, 2) disability or disease of the person that is being cared for, 3) Duration of providing care, 4) current caregiver work status, 5) current healthcare coverage of the caregiver and associated caregiver benefits, and/or 7) supports and services the caregiver utilizes and/or has utilized to provide better care.

Report Format:

As agreed upon between the Contractor and the Department.

Report Due Date:

Electronically to the Contract Monitor by July 30, 2025.

Report Description:

Learning Opportunity Report - The report must include the number of caregivers who participated in the statewide learning opportunity, type of outreach and communication materials developed and/or disseminated, and estimated reach of distribution of outreach and communication materials.

Report Format:

As agreed upon between the Contractor and the Department.

Report Due Date:

Electronically to the Contract Monitor by July 30, 2025.

Report Description:

In-Kind Non-Federal Match Summary Report - The report must contain breakdown of non-federal in-kind match contributed monthly between personnel, volunteer hours, cash match, or any additional in-kind match options that build up to the thirty percent (30%) total in-kind contribution.

Report Format:

As agreed upon between the Contractor and the Department.

Report Due Date:

Electronically to the Contract Monitor by the fifth day of the month following services.

11 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.

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

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

11.1.2 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).

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

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

12 riders – EXEMPT ITB 708 Statewide Family Caregiver Lifespan Respite Infrastructure Expansion Survey ATTACHMENT 1-BIDDER QUESTIONS TC "ATTACHMENT 1--OFFEROR QUESTIONS" \f C \l "1" 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 regard to the Department’s Idaho Institutions of Higher Education 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.”

ITB 708 Statewide Family Caregiver Lifespan Respite Infrastructure Expansion Survey

ATTACHMENT 2-MODIFICATION AND EXCEPTION FORM

ITB 708

Statewide Family Caregiver Lifespan Respite

Infrastructure Expansion Survey Instructions: Complete this form and submit as part of your Bid if you are proposing modifications or taking exception to any of the requirements, terms, or conditions included in the ITB, including any documents incorporated by reference (such as the Department’s Idaho Institutions of Higher Education Terms and Conditions.) See section 3.1 for a full explanation of the process surrounding Vendor-proposed modifications and exceptions.

Bidders must specifically address any and all proposed modifications and exceptions. Blanket requests to negotiate requirements, terms, or conditions will not be considered. Bidders must provide an explanation as to why the requirement, term, or condition should be considered non-material. Bidder must also provide a reason for the proposed modification or alternative language, specifically addressing the issues itemized in section 3.1.1.

The determination of materiality will be made at the State’s sole discretion.

Note to Bidders: This form must be submitted during the Question period only. DO NOT SUBMIT WITH YOUR BID.

ITB

Section ITB Requirement, Term, or Condition

Attachment 3-Idaho Institutions of Higher Education TERMS AND CONDITIONS I.

PURPOSE. The purpose of this Contract is to set forth the terms and conditions upon which the Contractor will perform those services described in the attached Scope of Work in exchange for payment from the Department as described in the attached Cost/Billing Procedure.

II.

DEFINITIONS. As used in the Contract, the following terms shall have the meanings set forth below:

A.

Contract shall mean the Contract Cover Sheet, these Terms and Conditions, and all Attachments identified on the Contract Cover Sheet. The Contract shall also include any negotiated and executed amendment to the Contract.

B.

Contract Manager shall mean that person appointed by the Department to administer the Contract on behalf of the Department. "Contract Manager" includes, except as otherwise provided in the Contract, an authorized representative of the Contract Manager acting within the scope of his or her authority. The Department may change the designated Contract Manager from time to time by providing notice to the Contractor as provided in the Contract.

C.

Contractor shall mean an entity that executes the Contract or performs services under the Contract, including any subcontractor retained by the Contractor as permitted under the terms of the Contract.

D.

Department shall mean the State of Idaho, Department of Health and Welfare, its divisions, sections, offices, units, or other subdivisions, and its officers, employees, and agents.

III.

CONTRACT EFFECTIVENESS. It is understood that this Contract or any Amendment is effective when it is signed by all parties, or at a later date if specified in the Contract or Amendment. The Contractor shall not render services to the Department until the Contract or Amendment has become effective. The Department will not pay for any services rendered prior to the effective date of the Contract or Amendment.

IV.

AUTHORITY AND LIMITATIONS. The legal authority for this Contract includes Idaho Code sections 67-2332 and 67-2333 and any other provisions of state law or regulation that authorize Idaho agencies to enter into contracts to perform any governmental service, activity or undertaking that each agency is authorized by law to perform. This Contract does not create or give either party any powers it would not have otherwise. This Contract only provides for the exercise of existing powers so as to achieve a more efficient operation of government. For this reason, this Contract sets forth the understanding of the parties in achieving a common purpose and is not intended to provide a basis for legal action upon breach of any of its provisions.

V.

RENEWAL. The parties may extend this contract for additional periods, not anticipated to exceed a total of four (4) years, provided the Contractor has demonstrated satisfactory performance in the previous year. Any extension or amendment of this contract shall be in writing, signed by both parties.

VI.

CONTRACTOR STATUS.

A.

Status The Contractor's status under the Contract shall be that of a separate state agency of the State of Idaho. The Contractor shall be responsible for paying all employment-related taxes and benefits, such as federal and state income tax withholding, social security contributions, worker's compensation and unemployment insurance premiums, health and life insurance premiums, pension contributions and similar items.

VII.

NO AUTHORITY TO BIND OTHER PARTY. One party under this Contract shall have no authority to enter into contracts or agreements on behalf of the other party. All contracts or agreements shall be entered on behalf of the executing party or executed jointly by both parties. The procedures set forth in this Contract are intended for the sole use and benefit of the Department and the Contractor. No third party or other State entity may rely on these procedures. Any failure of the Department or the Contractor to follow any or all of these procedures, or any future amendment or modification of these procedures, shall not establish any liability of the Department or the Contractor to any third party or other entity of the State of Idaho.

VIII.

ASSIGNMENT AND SUBCONTRACTING. The parties' respective obligations and duties as set forth herein are to be performed by the parties and may not be assigned or subcontracted by either party without the written consent of the other party.

IX.

RECORDS AND DATA.

A.

Records Maintenance The Contractor shall maintain all records and documents relevant to the Contract for three (3) years from the date of final payment to the Contractor. If an audit, litigation or other action involving records is initiated before the three (3) year period has expired, the Contractor shall maintain records until all issues arising out of such actions are resolved, or until an additional three (3) year period has passed, whichever is later.

B.

Records Review Unless otherwise exempt from disclosure under the Idaho Public Records Law, all records and documents relevant to the Contract, including but not limited to fiscal records, shall be available for and subject to inspection, review or audit, and copying by the Department and other personnel duly authorized by the Department, and by federal inspectors or auditors. The Contractor shall make its records available to such parties at all reasonable times, at either the Contractor's principal place of business or upon premises mutually agreed to by the parties.

C.

Subcontracts The Contractor shall include the requirements of this section in all approved subcontracts and assignments.

X.

CONFIDENTIALITY. Each party shall comply with all applicable state and federal laws, rules, and regulations concerning confidentiality.

XI.

AUDIT EXCEPTIONS. If a federal or state audit indicates that payments made to the Contractor for goods or services that do not comply with the terms of the Contract or applicable federal or state laws, rules or regulations, the Contractor shall refund any compensation paid to the Contractor arising from such noncompliance.

XII.

COMPLIANCE WITH CERTAIN LAWS, LICENSING, AND CERTIFICATIONS. The Contractor shall comply with ALL requirements of federal, state, and local laws and regulations applicable to the Contractor pursuant to the Contract. For the duration of the Contract, the Contractor shall maintain in effect and have in its possession all licenses and certifications required by federal, state, and local laws and rules, including but not limited to:

A.

Nondiscrimination The Contractor shall provide all services funded through or affected by the Contract without discrimination on the basis of race, color, national origin, religion, sex, age, and physical or mental impairment, and shall comply with all relevant sections of the following: Title VI of the Civil Rights Act of 1964; Section 504 of the Rehabilitation Act of 1973; The Age Discrimination Act of 1975; and, The Americans with Disabilities Act of 1990. The Contractor shall comply with pertinent amendments to such laws made during the term of the Contract and with all federal and state rules and regulations implementing such laws.

B.

HIPAA The Contractor acknowledges that it may have an obligation, independent of this contract, to comply with the Health Insurance Portability and Accountability Act (HIPAA), Sections 262 and 264 of Public Law 104-191, 42 USC Section 1320d, and federal regulations at 45 CFR Parts 160, 162 and 164. If applicable, the Contractor shall comply with all amendments to the law and federal regulations made during the term of the Contract.

C.

Single Audit Act The Contractor acknowledges that it may have an obligation; independent of this contract, to comply with the terms of the "Single Audit Act" of 1984. Funds provided under the Contract may be used to pay for compliance with this act in proportion to other funding sources available to the Contractor for the services provided pursuant to the Contract.

XIII.

CONFLICT OF INTEREST.

A.

Contractor The Contractor and its agents shall have no present or future interest, direct or indirect, that would prevent or interfere with the Contractor's ability to perform services provided pursuant to this Contract.

XIV.

REMEDIES.

A.

Remedial Action If any of the Contractor’s responsibilities do not conform to Contract requirements, the Department shall consult with the Contractor and may at its sole discretion require any of the following remedial actions, taking into account the nature of the deficiency: (1) require the Contractor to take corrective action to ensure that performance conforms to Contract requirements; (2) reduce payment to reflect the reduced value of services received; (3) require the Contractor to subcontract all or part of the service at no additional cost to the Department; or (4) terminate the Contract.

B.

Mutual Termination for Convenience Either party may cancel the Contract at any time, without cause, upon written notice to the other party specifying the date of termination; provided that the parties shall agree on a reasonable termination date that ensures continuity of business upon termination of the Contract but shall not be less than thirty (30) calendar days.

C.

Survival of Terms Any termination, cancellation, or expiration of the Contract notwithstanding, provisions which are intended to survive and continue shall survive and continue, including, the provisions of Sections VI (Contractor Status), IX (Records and Data), XI (Audit Exceptions), and XII (Compliance with Certain Laws, Licensing, and Certifications).

XV.

FORCE MAJEURE. Neither party shall be liable or deemed to be in default for any Force Majeure delay in shipment or performance occasioned by unforeseeable causes beyond the control and without the fault or negligence of either party, including, but not restricted to, acts of God or the public enemy, fires, floods, epidemics, pandemics, quarantine, restrictions, strikes, freight embargoes, or unusually severe weather, provided that in all cases either party shall notify the other party promptly in writing of any cause for delay and the parties concur that any of the delays identified above were beyond their control and without the fault or negligence of either party. The period for the performance shall be extended for a period equivalent to the period of the Force Majeure.

XVI.

MISCELLANEOUS.

A.

Governing Law The Contract shall be governed by and construed under the laws of the State of Idaho.

B.

Officials Not Personally Liable In no event shall any official, office, employee or agent of the State of Idaho, the Department, or the Contractor be liable or responsible for any representation, statement, covenant, warranty or obligation contained in, or made in connection with, the Contract, express or implied.

C.

Notices Any notice given in connection with the Contract shall be given in writing and shall be delivered electronically or by hard copy, to the other party.

1.

Notice to the Department shall be as designated by the Department.

2.

Notice to the Contractor shall be as designated by the Contractor.

D.

Allocation of Liability Each party will be responsible only for liabilities associated with the conduct of its officials, employees, and agents, subject to the provisions of the Idaho Tort Claims Act, Idaho Code section 6-901 through 6-929. Each party shall promptly notify the other party of any claim arising under this Contract and shall cooperate fully with the defending party or its representatives in the defense of such claim. The parties acknowledge that both parties participate in the State of Idaho Risk Program, and any tort liability claim, suit or loss arising from this Contract shall be allocated in accordance with law by the Office of Risk Management for purposes of the respective loss experiences and subsequent allocation or self-insurance assessments. Each party shall notify the State of Idaho Risk Program in the event it receives notice or has knowledge of any claims arising out of this Contract.

E.

Appropriation by Legislature Required Each Party is a government entity and this Contract shall in no way or manner be construed so as to bind or obligate the State of Idaho beyond the term of any particular appropriation of funds by the State's Legislature as may exist from time to time. Each party reserves the right to terminate this Contract in whole or in part (or any order placed under it) if, in its sole judgment, the Legislature of the State of Idaho fails, neglects, or refuses to appropriate sufficient funds or rescinds or requires any return or "give-back" of funds, or if the Executive Branch mandates any cuts or holdbacks in spending, as may be required for such party to continue its performance under the Contract,. All affected future rights and liabilities of the parties hereto shall thereupon cease within ten (10) calendar days after notice to the other party. It is understood and agreed that the State's payments herein provided for shall be paid from Idaho State Legislative appropriations.

F.

Nonwaiver of Breach The failure of the Department to require strict performance of any term or condition of the Contract, or to exercise any option herein, in any one or all instances shall not be construed to be a waiver or relinquishment of any such term or condition. The same shall be and remain in full force and effect unless there is a prior written waiver by the Department.

G.

Complete Statement of Terms The Contract constitutes the entire agreement between the parties and shall supersede all previous proposals, negotiations, representations commitments, and all other communications between the parties. The Contract may not be released, discharged, changed, extended, modified, subcontracted or assigned in whole or in part, and no claim for additional services not specifically provided herein will be allowed by the Department, except to the extent provided by an instrument in writing signed by a duly authorized representative of the Department and the Contractor.

H.

Priority of Contract Documents The Contract consists of and precedence is established by the order of the documents as listed on the Contract Cover Sheet.

I.

Amendments This Contract may be modified upon written agreement of the parties. However, no amendment or modification of this Contract shall be effective unless in writing signed by both parties.

Attachment 4-STATE SIGNATURE PAGE

BRAD LITTLE - Governor

ALEX J. ADAMS - Director

STACI PHELAN - Administrator

DIVISION OF MANAGEMENT SERVICES

Bureau of Compliance 450 West State Street, 10th Floor

P.O. Box 83720 Boise, Idaho 83720-0036

The Bid Schedule must be uploaded in IPRO. THIS SIGNATURE PAGE MUST BE SIGNED BY AN INDIVIDUAL AUTHORIZED TO BIND THE SUBMITTING BID AND UPLOADED IN THE APPROPRIATE QUESTION SECTION IN IPRO.

NO LIABILITY WILL BE ASSUMED BY THE DEPARTMENT OF HEALTH AND WELFARE FOR A BIDDER’S FAILURE TO OBTAIN THE TERMS AND CONDITIONS AND ANY PROPERLY ISSUED SOLICITATION ADDENDUMS IN A TIMELY MANNER FOR USE IN THE BIDDER’S RESPONSE TO THIS SOLICITATION OR ANY OTHER FAILURE BY THE BIDDER TO CONSIDER THE TERMS, CONDITIONS, AND ANY ADDENDUMS IN THE BIDDER’S RESPONSE TO THE SOLICITATION.

Submit your Bid as directed in Section I, page 1 of the ITB.

This ITB response is submitted in accordance with all documents and provisions of the specified ITB Number and Title detailed below. By my signature below I accept the Contract TERMS AND CONDITIONS and the SOLICITATION INSTRUCTIONS TO VENDORS in effect at the time this ITB was issued, as included or incorporated by reference into this Solicitation. As the undersigned, I certify I am authorized to sign and submit this response for the Bidder. I further acknowledge I am responsible for reviewing and acknowledging any addendums that have been issued for this Solicitation.

Please complete the following information:

BIDDER (Company Name)

____________ ITB NUMBER

ADDRESS

ITB TITLE

CITY, ST, ZIP

PHONE_________________________ FEIN/SSN# ___________________________ E-Mail ______________________________

THIS SIGNATURE PAGE MUST BE SIGNED AND UPLOADED IN THE APPROPRIATE QUESTION SECTION IN IPRO.

Signature

Date

Printed Name

Title

ATTACHMENT 5-COVER FORM

Attachment 5, Cover Form must be completed, signed, and uploaded in the appropriate Question Section in IPRO.

☐ Limited Liability Corporation (LLC)

☐ Limited Liability Partnership

☐ Sole Proprietorship

☐ Other (specify)

Bidder’s Tax Identification Number

EIN:

Bidder’s UEI Number

UEI:

Is Bidder a legal entity with the legal right to Contract?

☐ Yes ☐ No

Does Bidder accept, and is Bidder willing to comply with, the requirements of this ITB and attachments, including but not limited to those identified in Section 2 and the Idaho Institutions of Higher Education Special Terms and Conditions in Attachment 3?

☐ Yes ☐ No

Is Bidder in compliance with applicable equal employment regulations?

☐ Yes ☐ No

Does Bidder affirm that it has not employed any company or person other than a bone fide employee working solely for the Offeror or a company regularly employed as its marketing agent, to solicit or secure the Contract, and that it has not paid or agreed to pay any company or person, other than a bone fide employee working solely for the Bidder or a company regularly employed by the Bidder as its marketing agent, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award of the Contract?

☐ Yes ☐ No

Does Bidder understand and agree that for breach or violation of the above term, the State has the right to annul the Contract without liability or, in its discretion, to deduct from the offered price the amount of any such fee, commission, percentage, brokerage fee, gifts, or contingencies?

☐ Yes ☐ No

Firm(s) and or staff responsible for completing the Bid?

Names:

Does Bidder affirm that it is not currently suspended, debarred, or otherwise excluded from federal or state procurement and non-procurement programs?

Note: vendor information is available at https://sam.gov.

☐ Yes ☐ No

Does the Bidder affirm that the Bid will be firm and binding for ninety (90) calendar days from the Bid opening date?

☐ Yes ☐ No