Ocean_Center_Security_Fencing_and_Loading_Dock_Gates.pdf

INVITATION FOR BID

26-B-114KO

OCEAN CENTER SECURITY FENCING AND LOADING DOCK GATES

County of Volusia

123 W. Indiana Ave.

DeLand, FL 32720

RELEASE DATE: August 6, 2026

DEADLINE FOR QUESTIONS: September 3, 2026

RESPONSE DEADLINE: September 17, 2026, 3:00 pm

RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:

https://procurement.opengov.com/portal/volusia

County of Volusia

INVITATION FOR BID

Ocean Center Security Fencing and Loading Dock Gates

I. Introduction II. Proposal Overview

III. General Terms and Conditions IV. Additional Terms and Conditions for Construction Bids V. Special Terms and Conditions

VI. Definitions VII. Insurance Requirements

VIII. Scope of Work IX. Vendor Questionnaire X. Pricing Table

Attachments:

A - Exhibit A- Insurance Requirements 26-B-114KO Ocean Center Fencing and

Loading Dock

B - Exhibit B-PRIME-SUB_FORM_26-B-114KO

C - Exhibit C - Draft Construction Contract 26-B-114KO

D - Exhibit D- Construction Plans 26-B-114KO

E - Exhibit E- Security Gate Construction Plans 26-B-114KO

F - Exhibit F- Sales Tax Exemption Procedures 26-B-114KO

G - Exhibit G- Staging Area 26-B-114KO_

H - Exhibit H- Technology Systems Design and Installation Guidelines

Invitation For Bid #26-B-114KO Title: Ocean Center Security Fencing and Loading Dock Gates

1. Introduction

1.1. Summary

This project is intended to enhance security and improve access control throughout the area for the various events hosted at the Ocean Center. The project will incorporate fencing, security gates, Gallagher and Flash access control systems to create a more secure and manageable environment.

Because these areas are used frequently and support a wide range of events, it is important to install high-quality, reliable equipment that provides consistent performance, durability, and effective security.

1.2. Background

The Daytona Beach Ocean Center operates as a high-traffic venue hosting regular events and performances, which, combined with tourism in the surrounding area, generates significant visitor activity year-round.

1.3. Contact Information

Karissa Ott

Procurement Analyst

123 W Indiana Ave

Suite 302

DeLand, FL 32720

Email: kott@volusia.org

Phone: (386) 626-6626 Ext: 16626

Department:

Facilities Management

1.4. Timeline

Advertisement/Release Project Date August 6, 2026

Pre-Bid Meeting (Non-Mandatory) August 27, 2026, 10:00am

101 N Atlantic Ave, Daytona Beach, FL 32118

Question Submission Deadline September 3, 2026, 11:59pm mailto:kott@volusia.org tel:(386)626-6626;ext=16626

Bid Opening September 17, 2026, 3:00pm

Microsoft Teams meeting

Join on your computer, mobile app or room device https://www.microsoft.com/en-us/microsoft-teams/join-a-meeting

Meeting ID: 213 233 692 064

Passcode: gPYNoU

Or call in (audio only)

+1 386-456-3387,,628672925# United States, Daytona Beach

Phone Conference ID: 628 672 925#

2. Proposal Overview

2.1. Proposal Overview

Bids must be submitted via the County's eProcurement Portal. Bid is due before 3:00 pm on Thursday, September 17, 2026

The County of Volusia, Facilities Management is seeking a single, responsive and responsible bidder for the construction of Ocean Center Security Fencing and Loading Dock Gates located at 101 N Atlantic

Avenue, Daytona Beach FL, 32118. The lowest responsive and responsible bidder shall be responsible for all applicable permitting, labor, materials, equipment, tools, transportation, services, and incidentals necessary to complete all Work required by the specifications and as shown on the drawings.

Contract No. C2089

Substantial Completion is Ninety (90)

Final Completion is One hundred and twenty (120)

ESTIMATED CONSTRUCTION COST: $1,500,000.00

Notice: any addenda issued during the bidding process will be available via the County's eProcurement

Portal. It is the responsibility of all prospective Bidders to check the website for any addenda prior to the opening of the Bid.

A PRE-BID MEETING will be held at 101 N Atlantic Ave, Daytona Beach, FL 32118 at 10:00 am on

Thursday, August 27, 2026. While this is not mandatory, all interested parties are encouraged to attend and participate. It is the responsibility of the Bidder to become familiar with the site.

3. General Terms and Conditions

3.1. Submission of Offers

The County of Volusia is requesting proposals for the service and/or product(s) detailed within this solicitation. If your company is interested in submitting a proposal to provide this service and/or https://www.microsoft.com/en-us/microsoft-teams/join-a-meeting https://www.microsoft.com/en-us/microsoft-teams/join-a-meeting product(s), please provide the requested information in this solicitation, complete the included forms, and submit these documents with your response through OpenGov Procurement, at https://procurement.opengov.com/portal/volusia, by the date and time posted. The submission of responses prior to the specified date and time is solely and strictly the responsibility of the Respondent.

Responses received after the posted date and time will not be considered. Additional information may be submitted with the response. No offer may be modified after acceptance. Terms and conditions differing from those in this solicitation may be cause for disqualification of the Response. Failure to provide the required information may result in the Response not being considered.

Responses submitted in OpenGov will remain locked and inaccessible by County purchasing staff until the Submission deadline.

Do not submit confidential information, proprietary information and/or trade secrets.

3.2. Respondent's Responsibility

The Respondent, by submitting a Response, represents that:

A. The Respondent has read and understands the Solicitation in its entirety and that the Response is made in accordance therewith;

B. The Respondent possesses the capabilities, resources, and personnel necessary to provide efficient and successful service to the County;

C. The Respondent has made all investigations and examinations necessary to ascertain site and/or local conditions and requirements affecting the full performance of the Agreement and to verify any representations made by the County of Volusia, Florida, upon which the Respondent will rely.

If the Respondent receives an award because of its Response, failure to have made such investigations and examinations will in no way relieve the Respondent from its obligations to comply in every detail with all provisions and requirements of the Agreement, nor will a plea of ignorance of such conditions and requirements be accepted as a basis for any claim by the

Respondent for additional compensation or relief; and, D. The Respondent will be held responsible for any and all discrepancies, errors, etc., in discounts or rebates which are discovered during the Agreement term or up to and including three (3) fiscal years following the County’s annual audit.

E. The Respondent shall examine the drawings, specifications, and other Contract Documents (as applicable) carefully and inform itself thoroughly regarding any and all conditions and requirements, including the construction schedule that may in any manner affect the Work to be performed under the Agreement. Ignorance on the part of the Contractor shall in no way relieve itself of the obligations and responsibilities assumed under the Agreement.

3.3. Obligation of Respondent to Inform Itself as to all Conditions Relating to Project

A. The Respondent, by and through the submission of its Response, agrees that it shall be responsible for having examined the site, the location of all proposed Work, and for having satisfied itself from experience or professional advice as to the character and location of the site, the nature of the ground, surface, and subsurface, the water elevations, location of buried utilities, and any other conditions surrounding and affecting the Work, any obstructions, the nature of any existing construction, and all other physical characteristics of the job, in order that it may include in the Response all costs pertaining to the Work and thereby provide for the satisfactory completion thereof, including the removal, relocation or replacement of any objects or obstructions which may be encountered in doing the proposed Work.

B. Any records of contours, obstructions, and other subsurface investigations shown on the drawings or included hereinafter were made solely for design purposes for the Work; and the County and its Engineer do not warrant, guarantee, or represent that said data is correct with respect to actual subsurface conditions; therefore, the Respondent, by and through the submission of its Response affirms that it has made, or caused to be made, its own test holes and/or other investigations of such subsurface conditions, and/or that it has otherwise satisfied itself with respect to such conditions; and should the Respondent be awarded the Contract, it agrees that it shall make no claims against the County, County Engineer, or its consultants if, in carrying out the Work, it finds that the actual conditions do not conform to those indicated.

C. The Respondent, in preparing a Response, shall take into consideration that Work by other Contractors may be in progress at or near the site during the performance of the Work to which the Response relates and that it shall be expected, should it be awarded a Contract, to avoid interference with Work done by such other contractors and to coordinate its Work with other contractors at the site.

D. The Respondent shall be responsible for having determined to its satisfaction, prior to the submission of its Response, the nature and location of the Work, the conformation of the ground, the character and quality of the substrata, the types and quantity of materials to be encountered, the nature of the ground water conditions, the character of equipment and facilities needed preliminary to and during the execution of Work, the general and local conditions and all other matters which can in any way affect the

Work under this Contract. The prices established for the Work to be done shall reflect all costs pertaining to the Work. Any claims for extras based on substrata or ground water table conditions will not be allowed.

E. Permits. Prior to submission of its Response, the Respondent shall review the section titled Permits of the General Conditions.

3.4. Execution of Offer

Offer shall contain a signature in the space(s) provided of a representative authorized to legally bind the

Respondent to the provisions therein. All spaces requesting information from the Respondent or asking a question of the Respondent shall be completed.

3.5. Execution of Contract

The Respondent to whom a Contract is awarded will be required to execute the prescribed Contract and

Payment and Performance Bond, if required, within ten (10) business days from the date of notice of award of the Respondent's Proposal.

3.6. Opening

Pursuant to Section 119.071, Florida Statutes, responses and the completed tabulation will be available for inspection within thirty (30) days of Solicitation opening. Contact the Purchasing and Contracts Office during regular business hours to inspect responses and the completed tabulation or go to the County's eProcurement Portal for inspection of the completed tabulation. The foregoing notwithstanding, if, prior to the County’s making responses available for inspection, the County rejects all responses and concurrently provides notice of the County’s intent to reissue the solicitation, then the County may avail itself of the exemption for rejected responses set forth in Section 119.071, Florida Statutes, to the extent such Section may apply.

Solicitation openings and public meetings may be attended either in person or remotely. Solicitation openings may be accessed remotely as described in the introduction timeline section of this Solicitation.

In accordance with the American Disabilities Act and Section 286.26, Florida Statutes, persons with disabilities needing a special accommodation to participate in the proceedings, or an interpreter to participate in any proceedings, should contact the County’s ADA Coordinator at 386-248-1760 for assistance at least two (2) business days before any meeting date.

Assisted listening system receivers are available for the hearing impaired and can be obtained from the

Deputy Clerk by contacting the County’s ADA Coordinator at 386-248-1760. Read the full ADA Notice under The American with Disabilities Act (Title II), atwww.volusia.org/core/fileparse.php/4175/urlt/ADANotice.pdf. Read the County of Volusia Grievance

Procedure under The Americans with Disabilities Act (Title II).

3.7. Public Records Law

Pursuant to section 119.0701(2)(a), Florida Statutes, the County is required to provide Contractor with this statement and establish the following requirements as contractual obligations pursuant to the

Agreement:

IF THE Contractor HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE Contractor’S DUTY TO PROVIDE PUBLIC RECORDS

RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT

386-736-5935, purchasing@volusia.org, by mail, Purchasing and Contracts Division, Attn: Public Records Custodian, 123 W. Indiana Ave. Rm. 302 DeLand, FL 32720.

By entering into a Contract, Contractor acknowledges and agrees that any records maintained, generated, received, or kept in connection with, or related to the performance of services provided under a Contract are public records subject to the public records disclosure requirements of section 119.07(1), Florida https://www.volusia.org/core/fileparse.php/4175/urlt/ADANotice.pdf

Statutes, and Article I, section 24 of the Florida Constitution. Pursuant to section 119.0701, Florida

Statutes, any Contractor entering into a Contract for services with the County is required to:

A. Keep and maintain public records required by the County to perform the Services and Work provided pursuant to the Contract.

B. Upon request from the County’s custodian of public records, provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the

Contract term and following completion or termination of the Contract if the Contractor does not transfer the records to the County.

D. Upon completion or termination of the Contract, transfer, at no cost, to the County all public records in the possession of the Contractor or keep and maintain public records required by the

County to perform the service. If the Contractortransfers all public records to the County upon completion or termination of the Contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion or termination of the Contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the County, upon request from the County’s custodian of public records, in a format that is compatible with the information technology systems of the County.

Requests to inspect or copy public records relating to the County’s Contract for Services must be made directly to the County. If Contractor receives any such request, Contractor shall instruct the requestor to contact the County. If the County does not possess the records requested, the County shall immediately notify the Contractor of such request, and the Contractor must provide the records to the County or otherwise allow the records to be inspected or copied within a reasonable time.

Contractor acknowledges that failure to provide the public records to the County within a reasonable time may be subject to penalties under section 119.10, Florida Statutes. Contractor further agrees not to release any records that are statutorily confidential or otherwise exempt from disclosure without first receiving prior written authorization from the County. Contractor shall indemnify, defend, and hold the

County harmless for and against any and all claims, damage awards, and causes of action arising from the

Contractor’s failure to comply with the public records disclosure requirements of section 119.07(1), Florida Statutes, or by Contractor’s failure to maintain public records that are exempt or confidential and exempt from the public records disclosure requirements, including, but not limited to, any third party claims or awards for attorneys' fees and costs arising therefrom. Contractor authorizes County to seek declaratory, injunctive, or other appropriate relief against Contractor from a Circuit Court in Volusia

County on an expedited basis to enforce the requirements of this section.

3.8. Confidential Information and Infringement

A. Confidential Information and/or Trade Secret do not include the following:

1. Information already known or independently developed the party in possession; or

2. Information in the public domain through no wrongful act of the party in possession; or

3. Information received by the party in possession from a third party who was free to disclose it; or

4. Information regularly disclosed to third parties without restriction on disclosure; or

5. Information required to be disclosed by law or an order of a court of competent jurisdiction.

B. Confidential Information and Infringement. If Contractor is licensing, or developing software

(including derivative works) for use by the County, Contractor grants County a perpetual, fully-paid, non-assignable, non-exclusive, royalty-free license to use Contractor’s software deliverables developed or licensed under a Contract. Said license includes software owned by Contractor which is furnished under a Contract, for County’s internal use with such use to include the right to modify such deliverable(s) and to create derivative works for such internal use including without limitation the right to use such deliverable(s).

C. If Contractor is licensing, providing or developing software, including derivative works for use by the County, Contractor agrees to protect and indemnify and hold harmless the County, its agents, elected officials and employees of the County from and against any and all claims, demands, actions, and causes of action which may arise asserting that all or any part of the Contractor licensed applications provided under any software owned by Contractor and licensed to County or provided by Contractor for use thereof by the County, infringes or misappropriates any third party’s United States patent, copyright or any trade secret protected under United States law.

1. In addition to the foregoing indemnification provision, Contractor shall also take the following steps to assure that County can continually use the software which Contractor has directly licensed to County or provided for use thereof by the County in substantially the same manner delivered or subsequently enhanced or modified by:

a. Promptly replace the allegedly infringing or misappropriated item or items with compatible, functionally equivalent itemswhich are not alleged to be infringing or misappropriated; or

b. Promptly modify the alleged infringing or misappropriated item or items to eliminate the alleged infringement or misappropriation without impairing County's intended use of the licensed applications and/or sublicensed applications in any manner; or

c. Promptly procure the right for the County to continue to use the licensed applications and/or sublicensed applications without modification; and

d. Unless otherwise agreed by the parties, promptly shall mean for the purposes of this section that the events described herein shall occur in no less than sixty (60) days from the date that notice of the claim is received by Contractor unless otherwise agreed by the parties.

D. In the event that Contractor does not enable the County to use that which Contractor has delivered through accomplishing one or more of the alternatives set forth in above within aforementioned time period set forth herein during the term of a Contract, Contractor shall be in material default of a Contract and subject to Termination.

E. If Contractor is granting a license or develops software for the County under this Contract, it hereby warrants and represents that:

1. Contractor is the sole owner of all right, title, and interest in and to the Contractor licensed software, user manuals and documentation, including all patents, copyrights, copyright rights, trade secrets, trademarks, trade names and all proprietary and intellectual rights and confidential information contained therein, and that it is authorized to enter into a Contract and grant County a perpetual license; and

2. No portion of any licenses or right granted to the County to use Contractor's software pursuant to the terms of the applicable software license contract of Contractor for any Work performed under a Contract violates or is protected by right, title, interest or similar right of any third person or entity.

3.9. Clarification, Correction of Entry, Minor Irregularities

The County of Volusia reserves the right to allow for the clarification of questionable entries and the correction of obvious mistakes. The County reserves the right to waive minor irregularities in Responses, providing such action is in the best interest of the County. Minor irregularities are defined as those that have no adverse effect on the County’s best interests, and will not affect the outcome of the selection process by giving the Respondent an advantage or benefit not enjoyed by other Respondents.

3.10. Revisions, Addenda, Questions & Answers

A. It is incumbent upon each Respondent to carefully examine the specifications, Scope of

Work/Service, terms, and conditions of this Solicitation and any attachments/exhibits. The posting of answers through the County's eProcurement Portal is the only official methods by which interpretation, clarification, or additional information can be given. Questions and exceptions concerning any section of this Solicitation and any attachments/exhibits shall be directed through the question and answer section of the County's eProcurement Portal.

B. If it becomes necessary for the County to revise or clarify any part of this Solicitation it will be updated on the County's eProcurement Portal by one of the following methods: the posting of answers to questions received; the revision of Solicitation language/documentation. It is each

Respondent's responsibility to check the County's eProcurement Portal for any posted answers, and/or Solicitation changes. Each Respondent shall ensure that they have reviewed all questions

& answers and/or changes to this Solicitation and any attachments/exhibits before submitting their Response. By submitting a Response, Respondents acknowledge that they have reviewed all posted answers, and/or Solicitation changes prior to the posted closing date and time.

C. Each answer issued by the County shall become a material part of this Solicitation. Answers posted by the County, and/or changes made to the Solicitation are authoritative and shall be considered an addendum to the Solicitation.

D. All information in this Solicitation, including information provided through the Question & Answer feature are incorporated into the Solicitation or any Contract resulting from this Solicitation.

E. Questions and exceptions shall be submitted before 11:59 pm on Thursday, September 3, 2026.

Thereafter, no further questions or exceptions will be accepted or reviewed by the County and

Respondents’ right to submit questions or exceptions will terminate and any questions or exceptions not previously made shall be deemed waived. Oral representations will not be binding on the County.

3.11. Incurred Expenses

The County has no obligation to make an award as a result of this Solicitation, nor shall the County be responsible for any cost or expense which may be incurred by any Respondent in preparing and submitting a Response, or any cost or expense incurred by any Respondent prior to the execution of a Purchase Order or Contract/Agreement.

3.12. Disadvantaged Businesses

In accordance with County of Volusia Code of Ordinances Sec. 2-269, the county shall follow all federal and state requirements regarding Disadvantaged Business Enterprises (DBE) for the award of contracts per stated grant provisions as required. The county continues to encourage DBE through outreach and self-certification.

3.13. Local Preference

The County Council has established a policy to encourage participation of local businesses in the provision of goods and services. The County will endeavor to assist local businesses to achieve this goal.

Effective January 1, 2012, Volusia County adopted a local preference ordinance. A Respondent or prime

Contractor which has a documented permanent location at least six (6) months prior to the Solicitation closing as stated in Volusia County Ordinance 2-269.5 in Brevard, Lake, Orange, Osceola, Seminole or

Volusia County (“Local”), shall be granted a preference of three percent (3%) of the total Solicitation price or quote. A Respondent which is a prime Contractor and is utilizing Subcontractors, and the Solicitation price or quote of the work to be performed by all Subcontractors, that qualify as a local business, constitutes fifty-one percent (51%) or greater of the total Work to be performed through subcontracting, a two percent (2%) preference will apply. In the event that a prime Contractor qualifies for a preference and Subcontractor qualifies for a preference, the preference shall not exceed a total of five percent (5%).

Preference shall not be given to Responses where the difference of the total Response price or quote exceeds twenty-five thousand dollars ($25,000.00) from the nearest competing Solicitation price or quote for that solicitation or if a county listed in 2-269.5 does not reciprocate, as stated in 2-269.5, the County will not offer a preference to this County.

This section does not apply to any purchase that is funded, in whole or in part, by an entity prohibiting local preference by grant agreement or applicable federal, state, or local law. Solicitations for emergency purchases subject to Section 2-275 of the Code are additionally exempt. All Respondents, including primeContractor and Subcontractors, awarded an Agreement as a part of this process must maintain its status as a local business through the term of the Agreement. Any Respondent, including prime Contractor and Subcontractors, awarded an Agreement as a result of this preference will be required to post any job openings for this project with agencies or organizations that may be identified by the purchasing director.

Noncompliance with the requirements of this section will be deemed as a material breach and may be subject to Agreement termination or disqualification from bidding on future projects.

3.14. Construction Pricing

A. The Response bid price for each item shall be on a lump sum or unit price basis according to the

Solicitation requirements.

B. The total Response bid price for the Work shall be the total lump sum and/or unit prices multiplied by the appropriate estimated quantities for the individual items and shall be stated in figures in the appropriate place on the Bid form. In the event that there is a discrepancy on the Bid form due to unit price extensions or additions, the corrected extensions and additions shall be used to determine the project Bid amount. All Bids shall remain firm for one hundred twenty (120) days after the day of the Bid opening, but the County may, in its sole discretion, release any Bid and return the Bid security prior to that date. Extension of time when Bids shall remain opened beyond the one hundred twenty days may be made only by mutual agreement between the County of

Volusia, the low Respondent, and the surety, if any, for the low Respondent.

C. Should the County require Payment and Performance Bond, the cost of such bonds shall be added to the Contract price for purpose of Contract award.

D. If an item is not provided in the pricing section for a specific item in the drawings and specifications, it shall be presented to the County prior to the Solicitation opening. If an item is not included to meet the criteria in the drawings and specifications, it does not relieve the

Contractor from providing the Project as described in the drawings and specifications.

3.15. Consideration of Responses

A. For the purpose of award, after the Responses are unsealed and read, the correct summation of the lump sum prices and/or of the products of the estimated quantities shown in the Response and the unit prices will be considered the Response. The amounts will then be compared and the results of such comparison made available to the public. Until the final award of the Contract, the right will be reserved to reject any and all responses and to waive technical errors and irregularities as may be deemed best for the interest of the County.

B. Responses which contain modifications, incomplete, unbalanced, conditional, obscure, or which contain additions not requested, or irregularities of any kind, or which do not comply in every respect with the instructions to Respondents and the Contract documents may be rejected at the option of the County. The County does not bind itself to accept the minimum Response stated herein, but reserves the right to accept any Response, the County deems to be the lowest responsive and responsible Respondent, and which in the judgment of the County will best serve the needs and interests of the County.

3.16. Withdrawal of Response

A Response may be withdrawn i) prior to the Solicitation opening via the County's eProcurement Portal or ii) after one hundred twenty (120) days from Solicitation opening. In the second instance (‘ii’), this only applies to Respondents notified by the County in letter form that their Response will not be accepted.

3.17. Interpretation of Quantities

In the case of unit price items, the quantities of Work to be done and materials to be furnished under this

Contract in the pricing section are to be considered as approximate only and are to be used solely for the comparison of Responses received. The County and/or its Engineer do not expressly or by implication represent that the actual quantities involved will correspond exactly therewith; nor shall the Respondent plead misunderstanding or deception because of such estimate or quantities or of the character, location, or other conditions pertaining to the Work. Payment to the Contractor will be made only for the actual quantities of Work performed or material furnished in accordance with the drawings and other Contract documents, and it is understood that the quantities may be increased or diminished as provided in the general conditions without in any way invalidating any of the unit or lump sum prices.

3.18. Financial Statement

The Respondent shall be prepared to submit a financial statement upon request, preferably a certified audit, but a third party prepared financial statement and the latest Dun & Bradstreet report will be accepted.

3.19. FOB Destination

The FOB point for this Agreement and for all purchases made under it shall be the destination specified by the requesting division, in Volusia County, Florida. Delivery will not be complete until the requesting division has accepted each item. Delivery to a common carrier shall not constitute delivery to Volusia

County. All disputes shall be between the Contractor and the carrier.

3.20. Payment Terms

Unless otherwise stated in the Special Terms and Conditions section, the County will remit full payment on all undisputed invoices for goods and services other than Construction Services within forty-five (45) days from receipt by the appropriate person(s) (to be designated at time of Agreement) of the correct invoice(s) or receipt of all products or services ordered in accordance with F.S.S. 218.74. For Construction

Services the County will remit full payment on all undisputed invoices within twenty (20) to twenty-five

(25) days in accordance with F.S.S. 218.735.

3.21. Unusual Costs

The Contractor may petition the County at any time for an additional rate adjustment on the basis of extraordinary and unusual changes in the costs of operation that could not reasonably be foreseen by a prudent operator and which, by all reasonable expectations, will continue for at least one (1) year. If the

Contractor petitions for such an increase, the Contractor shall also petition for a rate reduction on the basis of extraordinary and unusual changes in the costs of operation that could not reasonably be foreseen by a prudent operator and which, by all reasonable expectations, will continue for at least one (1) year;

failure to make such petition may be grounds for Agreement termination.

The Contractor’s request shall contain substantial proof and justification to support the need for the rate adjustment. The County may request from the Contractor, and the Contractor shall provide, such further information as may be reasonably necessary in making its determination. The County shall approve or deny the request, in whole or in part, within sixty (60) Days of receipt of the request and all other additional information required by the County. Any price redetermination shall be solely based upon the documentation provided and the County reserves the right to rescind any price relief granted should the circumstances change and prices go down.

3.22. Additional Terms & Conditions

The County of Volusia reserves the right to reject offers containing terms or conditions contradictory to those requested in this Solicitation.

3.23. Taxes

County is exempt from Manufacturers’ Federal Excise Tax (Exemption# 49-6000-885) and Florida sales tax

(Exemption# 85- 8012622393C-9). Certificates are available at www.volusia.org/purchasing. After accessing the foregoing website, select, “Doing Business with Volusia County” and “Consumer Certificate of Exemption” from the available menu screens to see a copy of the certificates.

3.24. Meets/Minimum Specifications

The specifications listed in the Scope of Work are the minimum required performance specifications for this Solicitation; they are not intended to limit competition nor specify any particular Respondent, but to ensure that the County receives quality services. The Respondent represents that all offers to this

Solicitation shall meet or exceed the minimum requirements specified.

3.25. Brand Name or Equal

If items requested by this Solicitation have been identified in the specifications by a Brand Name “OR

EQUAL” description, such identification is intended to be descriptive and not restrictive and is to indicate the quality and characteristics of products that will be acceptable. Offers proposing “equal” products will be considered for award if such products are clearly identified in the offer and are determined by the

County to meet fully the salient characteristic requirements listed in the specifications.

Unless the Respondent clearly indicates in his/her offer that he/she is proposing an “equal” product, the offer shall be considered as offering the same brand name product referenced in the specifications.

https://www.volusia.org/purchasing

If the Respondent proposes to furnish an “equal” product, the brand name of the product to be furnished shall be clearly identified. The evaluation of offers and the determination as to equality of the product offered shall be the responsibility of the County and will be based on information furnished by the

Respondent. The Purchasing and Contracts Division is not responsible for locating or securing any information which is not identified in the response and reasonably available to the Purchasing and

Contracts Division. To ensure that sufficient information is available the Respondent shall furnish as part of the response all descriptive material necessary for the Purchasing and Contracts Division to determine whether the product offered meets the salient characteristics required by the specifications and establish exactly what the Respondent proposes to furnish and what the County would be binding itself to purchase by making an award.

3.26. Substitutions

Prior to proposing any substitute material, product, item, or service, the Respondent shall satisfy itself that the material, product, item or Service proposed is, in fact, equal to that specified, that such material, product, item, or service affords comparable ease of operations, maintenance and service, that the appearance, longevity and that by reason of cost savings, reduced construction time, or similar demonstrable benefit, the substitution of such material, product, item or service will be in County’s interest.

The burden of proof of equality of a proposed substitution for a specified material, product, item or service shall be upon Respondent. The Respondent shall support its request with sufficient test data and other documents to permit County to make a fair and equitable decision on the merits of the proposal.

Respondent shall submit drawings, samples, data, certificates and any other pertinent documentation for proposed substitute materials. Any material, product, item or service by a manufacturer other than those specified, or of brand name or model number, or of generic species other than those specified, will be considered a substitution. County will be the sole judge of whether or not the substitution is equal in quality, utility and economy to that specified.

Approval of a substitution shall not relieve the Respondent from responsibility for compliance with all requirements of the Contract. Respondent shall bear the expense for any changes in other parts of the

Work caused by a substitution. Substitute materials or service proposed as substitutions for specified items shall be supported by certification of their approval for use by any or all governmental agencies having jurisdiction over use of the specified material or method. Substitutions may not be permitted in those instances where the product is intended to accommodate artistic design, specific function or economy of maintenance.

Should the Respondent wish to use any material, product, item or service other than those specified by brand or trade name, they shall, within fourteen (14) calendar days prior to the closing submit through

OpenGov a request for substitution accompanied by all data necessary for the County to determine whether the requested substitution is equal to the specified material, product, item or service. If the

Respondent fails to submit the written request within the specified time, no substitutions will be allowed.

The submission of a request to substitute a material, product, item or service incurs no obligation on the part of the County to accept such substitute or on the part of the County to construe such substitute to be an equal to that specified. The County will have a reasonable amount of time to review request for substitution. Should the substitute be acceptable to the County, an authorization will be posted in

OpenGov allowing the provision of the substitute material, product, item or service. No substitute will be allowed which will increase the Contract amount. Equivalent material, product, item or service may be subject to performance testing.

3.27. Silence of Specifications

The apparent silence of these specifications or any supplemental specifications as to details or the omission from same of any detailed description concerning any point, shall be regarded as meaning that only the best commercial practices are to prevail and that only materials of first quality and correct type, size, and design are to be used. All workmanship shall be first quality. All interpretations of specifications shall be made upon the basis of this statement.

3.28. Change in Scope of Work/Service

A. The County may order changes in the Work/Service consisting of additions, deletions, or other revisions within the general scope of the Agreement. No claims may be made by the Contractor that the scope of the project or of the Contractor’s services has been changed, requiring changes to the amount of compensation to the Contractor or other adjustments to the Agreement, unless such changes or adjustments have been made by written amendment or modification order to the Agreement signed by the appropriate County signatories and the Contractor.

B. If the Contractor believes that any particular Work/Service is not within the scope of Work/Service of the Agreement, is a material change, or will otherwise require more compensation to the

Contractor, the Contractor must immediately notify the County Project Manager in writing of this belief. The Contractor and County shall negotiate modifications to the Agreement in good faith and agree upon equitable adjustment for any changes in Services or other obligations required of the Contractor due to such modifications. The Contractor must assert its right to an adjustment under this clause within thirty (30) days from the date of receipt of the written order.

C. The County reserves the right to negotiate with the awarded Contractor(s) without completing the competitive bidding process for materials, products, and/or Services similar in nature to those specified within this solicitation for which requirements were not known when the Solicitation was released.

3.29. Governing Laws/Venue

This Agreement shall be interpreted and construed in accordance with and governed by the laws of the

State of Florida without giving effect to the choice of law principles thereof. Jurisdiction over and venue for any controversies or legal issues arising out of this Agreement shall, if in state court, be exclusively in the 7th Judicial Circuit in and for Volusia County, Florida, or, if in federal court, in the Middle District of

Florida, Orlando Division. By entering into this Agreement, Contractor and County hereby expressly waive any rights either party may have to a trial by jury of any civil litigation related to this Agreement, and, unless otherwise expressly provided herein, each agrees to bear its own costs and attorneys' fees relating to any dispute arising under this Agreement.

3.30. Assignment

Contractor may not assign or otherwise convey Contractor’s rights and/or obligations under this

Agreement without obtaining County’s prior written consent, which consent County may withhold, limit and/or condition in County’s sole discretion, including, but not limited to, requiring the Contractor or his/her proposed successor in interest to post a performance bond. Any consent by the County under this

Section shall be by written agreement in a form and substance specified by the County in its sole discretion; the County Manager may execute such agreement on behalf of the County. If Contractor desires to assign or otherwise convey its rights and/or obligations under this Agreement, Contractor shall no less than thirty (30) days prior to the assignment’s proposed effective date, provide County with a written request for County’s consent. Failure to provide such notice may result in the County assessing a processing fee of Five Hundred Dollars (US $500.00); however, payment of such fee shall not entitle the

Contractor to the County’s acceptance or approval of its request for assignment.

Nothing herein shall preclude the right of the County to waive its rights under this Section but no waiver shall be granted by the County without a written and duly executed amendment to the Agreement.

3.31. Content of Solicitation/Response

The contents of this Solicitation, all terms, conditions, specifications, and requirements included herein and the accepted and awarded response thereto may be incorporated into an Agreement to purchase and become legally binding. Any terms, conditions, specifications, and/or requirements specific to the item or Service requested in this Solicitation shall supersede the requirements as specified in the General

Terms and Conditions and/or Special Terms and Conditions section(s) of this Solicitation.

3.32. Contract/Agreement

The contents of this Solicitation and all provisions of the successful proposal deemed pertinent by the

County may be, at the sole discretion of the County, incorporated into an Agreement and become legally binding on the selected Respondent. The content of the Agreement may contain changes as a result of the Solicitation process and the content of the submittal received. The Contract shall, at minimum, include the substantive terms and conditions as outlined in the Solicitation and be subject to review by the County attorney or designee prior to approval and execution for determination of legal form and substantive sufficiency, and may contain those additional terms and conditions that the County deems in its best interest.

A. The Director of Purchasing and Contracts, County Manager, and County Chair are the sole

Contracting Officers for the County of Volusia, Florida, and only they or their designees are authorized to make changes to any contract.

B. The County shall be responsible for only those orders placed by the County on an authorized signed Purchase Order or Master Agreement. The County shall not be responsible for any order, change substitution or any other discrepancy from the Purchase Order or Master Agreement. If there is any question about the authenticity of a Purchase Order, Master Agreement, or modification order, the Respondent should promptly contact the Purchasing Office at

386-736-5935.

3.33. Disclosure of Response Content

All material submitted becomes the property of the County and may be returned only at the County's option. The County has the right to use any or all ideas presented in any reply to this Solicitation. Selection or rejection of any Response does not affect this right. The County of Volusia, Florida, is governed by the

Public Record Law, Chapter 119, Florida Statutes (F.S.).

3.34. Limitation of Liability/Indemnification

The Contractor shall indemnify, defend, and hold harmless the County including its districts, authorities, separate units of government established by law, ordinance or resolution, partners, elected and non-elected officials, employees, agents, volunteers, and any party with whom the County has agreed by contract to provide additional insured status and the State of Florida, including its officers and employees, from and against all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of the Contractor or its Subcontractors, agents, employees, or any persons employed or utilized by the

Contractor in the performance of the Contractor’s obligations or Services under this Agreement. Such obligations or Services shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity which would otherwise exhaust as to a party or person described in this Agreement.

In all claims against the County, Contractor’s indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation or any benefits payable by or for

Contractor, or its employees, agents, contractors, or subcontractors.

Indemnification for grant funded projects. For any agreements that are funded or may in future be funded by Federal Emergency Management Agency (FEMA) Public Assistance grants or other Federal or State grants or program, the following shall apply: Contractor shall indemnify, defend and hold harmless the

Florida Department of Emergency Management, its employees and/or their contractors (FDEM) and the government of the United States, its employees and/or their contractors (US), from and against all claims, damages, losses, and expenses, including, but not limited to, attorney’s fees arising out of, resulting from, or incident to Contractor’s performance of its obligations in whole or part of this Agreement, unless such injury or damage is occasioned solely by the fault, negligence, or willful misconduct of the FDEM, or US.

In all claims against FDEM or US, Contractor’s indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation or any benefits payable by or for

Contractor, or its employees, agents, contractors, or subcontractors.

3.35. Performance of Work by Subcontractors

The Respondent shall submit with their Response the names, addresses, dollar value of overall project, percent of overall project with dollar value of their Subcontractor together with the services they will supply (see Prime/Sub Contractor Form). These Subcontractors will be subject to review as to their competency prior to award of Contract, and shall be one of the considerations in determining the lowest responsible Respondent as defined hereinafter. After award of Contract, no change in Contractor shall be made unless approved by the County in writing by reason of financial distress or County deemed performance issues. If this form is not completed and submitted along with the entire proposal at the time and date of the closing of the Solicitation, Respondent may be deemed non-responsive.

3.36. Payment of Subcontractors

Contractor shall save and hold the County harmless from any and all claims or actions by their

Contractor(s) for payment of monies such Contractor claims to be owed by Contractor for Work performed under a Contract. Nothing in a Contract shall create any obligation on the part of the County to pay directly to any Subcontractors any monies due for Work performed under a Contract.

3.37. Sovereign Immunity

County expressly retains all rights, benefits and immunities of sovereign immunity in accordance with

Section 768.28, Florida Statutes (as amended).