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06/03/2024Monday, June 3, 2024 1:30 PM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers Council Work Session Work Session Agenda June 3, 2024Council Work Session Work Session Agenda 1. Call to Order 2. Presentations Fleet 100 Award - Lelia Peterson, General Services Administrative Division Manager 2.1 Duke Energy Vegetation Management - Jeff Baker, Duke Energy2.2 3. Parks and Recreation Approve naming the Southwest Baseball Field at the Countryside Recreation Complex the Larry Dowd Field, pursuant to Resolution 09-31 and as recommended by the Parks and Recreation Board. (consent) 3.1 Approve co-sponsorship and waiver of requested city fees for eleven High Impact co-sponsored special events at an estimated cost for in-kind services and cash of $752,100 ($637,840 general fund, $39,260 enterprise fund and $75,000 cash); funding for the Community Event Co-Sponsorship Program of $200,000; funding for the ten day events held by the city at The BayCare Sound of $270,000; for the purpose of Fiscal Year 2024/25 departmental budget submissions and authorize the appropriate officials to execute same. (consent) 3.2 4. Fire Department Authorize a purchase order to Ten-8 Fire and Equipment, Inc of Bradenton, FL for one Osage Warrior Type I Rescue 2027 Ford F450 Extended Cab Chassis in the amount of $352,078.00, pursuant to Clearwater Code of Ordinances Sections 2.563(1)(c), Piggyback, and 2.563(1)(d), Non-competitive purchase, and authorize the appropriate officials to execute same. (consent) 4.1 5. Public Works Approve Work Order to AtkinsRealis USA, Inc., of Tampa, FL, for Fort Harrison Avenue Corridor Improvement (19-0036-EN) design and bidding of Phases II, III, and IV in the amount of $5,828,509.10 pursuant to Request for Qualification (RFQ) 04-21 and authorize the appropriate officials to execute same. (consent) 5.1 Approve the Second Amendment to Southwest Florida Water Management District (SWFWMD) Cooperative Funding Agreement for the Lower Spring Branch Improvements (14-0048-EN), extending the agreement through December 1, 2029, and authorize the appropriate officials to execute same. (consent) 5.2 Page 2 City of Clearwater Printed on 5/29/2024 June 3, 2024Council Work Session Work Session Agenda Continue to June 20, 2024: Approve the request to vacate a utility easement defined as the westerly 5 feet of a rear drainage utility easement in lot 10, Block 4, Woodvalley Unit No. 5, a subdivision according to a recorded Plat Book 68, Page 32, in the public records of Pinellas County, Florida and pass Ordinance 9767-24 on first reading. 5.3 Continue to June 20, 2024: Approve the request to vacate an easement defined as the south 5 foot utility easement of Lot 31, Block c, less the west 10 feet, and the north 5 foot utility easement, of lot 32, block c, less the west 10 feet, as recorded in Plat Book 66, Page 16, Sall’s Lake Park, of the public records of Pinellas county, Florida and pass Ordinance 9768-24 on first reading. 5.4 Continue to June 20, 2024: Approve the request to vacate an easement defined as the northern 10 feet of lots 12 and 13, Block 19, Milton Park replat as recorded in plat book 10, page 28 and under OR Book 3750, Page 354, of the public records of Pinellas County, Florida and pass Ordinance 9769-24 on first reading. 5.5 6. Planning Adopt Ordinance No. 9758-24 on second reading, amending the Community Development Code Article 2, Article 3, Article 4, Article 8, Appendix B, and Appendix C. 6.1 Adopt Ordinance 9759-24 on second reading, annexing certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, together with the abutting right-of-way of Beverly Circle North, into the corporate limits of the city and redefining the boundary lines of the city to include said addition. 6.2 Adopt Ordinance 9760-24 on second reading, amending the future land use element of the Comprehensive Plan of the city to designate the land use for certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Residential Low (RL) and Preservation (P). 6.3 Adopt Ordinance 9761-24 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Low Density Residential (LDR) and Preservation (P). 6.4 7. General Services Page 3 City of Clearwater Printed on 5/29/2024 June 3, 2024Council Work Session Work Session Agenda Authorize a Guaranteed Maximum Price (GMP) to Certus Builders, Inc., for the installation of roof top solar panels at the General Services Complex and Morningside Recreation Center in the cumulative amount of $1,113,944.00 pursuant to RFQ 40-20, Construction Manager at Risk (CMAR) Continuing Contracts and authorize the appropriate officials to execute same. (consent) 7.1 Authorize an increase to purchase order with WEX Bank (WEX) of Portland, ME for fleet fuel card services in a cumulative not-to-exceed amount of $348,000.00 bringing the total amount to $668,000.00 pursuant to Clearwater Code of Ordinance Section 2.563 (1)(c) Piggyback and authorize the appropriate officials to execute the same. 7.2 8. Information Technology Authorize a purchase order to GSA Security, Inc. of Tampa, FL, for the purchase, installation, maintenance, and repairs of security cameras in the not-to-exceed amount of $200,000.00 through October 24, 2024, with two, one-year renewal options in an annual not-to-exceed amount of $200,000.00 each year pursuant to Clearwater Code of Ordinances Section 2.563(1)(c), Piggyback, and authorize the appropriate officials to execute same. (consent) 8.1 Approve a contract with Whitlock Consulting Group of Beaufort, SC, for project management and professional services in support of Utility Billing system upgrades for the term of June 1, 2024, through June 30, 2025, in the not to exceed amount of $332,736.00 pursuant to RFP #20-24 and authorize the appropriate officials to execute same. (consent) 8.2 Approve a purchase order to Accela, Inc of San Ramon, CA for renewal of license, maintenance and professional services for land management and permitting software services for an amount not to exceed $1,903,783.11 for the term beginning May 31, 2024, through September 30, 2029, pursuant to City Code 2.563 (1)(d) Non-competitive purchases (Impractical) and authorize the appropriate officials to execute same. 8.3 Approve an agreement with Century Link Communications, LLC dba Lumen Technologies Group (Lumen), of Bloomfield, CO for telecommunications and internet services in the amount of $305,000.00 from July 1, 2024 through June 30, 2027 in accordance with Clearwater Code of Ordinances Section 2.563 (1)(d), Non-competitive purchase, and authorize the appropriate officials to execute same. (consent) 8.4 9. Marine & Aviation Page 4 City of Clearwater Printed on 5/29/2024 June 3, 2024Council Work Session Work Session Agenda Approve a Purchase Agreement from Trident Pontoons, Inc., of Tavares, FL, for the purchase of two ferry vessels in the amount of $930,086.00 pursuant to Request for Proposal (RFP) 32-24 and authorize the appropriate officials to execute same. (consent) 9.1 10. Public Utilities Award a Construction Contract to Eau Gallie Electric, Inc. of Melbourne, FL, for the Northeast Water Reclamation Facility (WRF) Distribution Controls (DC 1 and 2) and Motor Control Center (MCC 1) Replacement Project in the amount of $3,687,200.00 pursuant to Invitation to Bid (ITB) No.17-0028-UT; approve Supplemental Work Order 2 to McKim and Creed, Inc of Clearwater, FL for Construction Engineering Services in the amount of $189,640.00, increasing the work order from $221,650.50 to $411,290.50, and authorize the appropriate officials to execute same. (consent) 10.1 11. City Clerk Move the September 5, 2024 council meeting to Wednesday, September 4, 2024 at 6:00 p.m. and the September 19, 2024 council meeting to Tuesday, September 17, 2024 at 6:00 p.m. 11.1 Schedule a special work session on Wednesday, August 14, 2024 at 9:00 a.m. for the purpose of reviewing the preliminary budget. 11.2 Appoint a councilmember to serve as the Clearwater representative on the Pinellas County Opioid Abatement Funding Advisory Board and appoint a councilmember to serve as the Alternate Board Member. 11.3 Appoint Charessa Doty to the Neighborhood and Affordable Housing Advisory Board, as the citizen who is actively engaged as a not-for-profit provider of affordable housing, to fill the remainder of an unexpired term through May 31, 2027. (consent) 11.4 Appoint Christine Bond to the Neighborhood and Affordable Housing Advisory Board, as the citizen who is actively engaged as an advocate for low-income persons in connection with affordable housing, to fill the remainder of an unexpired term through May 31, 2027. (consent) 11.5 12. City Manager Verbal Reports 13. City Attorney Verbal Reports 14. Council Discussion Item Discuss moving the July 18, 2024 council meeting to Monday, July 15, 2024. - Mayor Rector 14.1 Page 5 City of Clearwater Printed on 5/29/2024 June 3, 2024Council Work Session Work Session Agenda Affirm or Rescind the FDOT Drew Street Project.14.2 15. New Business (items not on the agenda may be brought up asking they be scheduled for subsequent meetings or work sessions in accordance with Rule 1, Paragraph 2). 16. Closing Comments by Mayor 17. Adjourn 18. Presentation(s) for Council Meeting Florida League of Mayors Student Essay Contest - Scott Dudley, Executive Director 18.1 Homeownership Proclamation for 2024 - Chuck Lane, Assistant Director Economic Development & Housing 18.2 PRIDE Proclamation - Tiffany Makras, Human Resources, Director18.3 Juneteenth Proclamation18.4 Page 6 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0648 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: PresentationIn Control: Council Work Session Agenda Number: 2.1 SUBJECT/RECOMMENDATION: Fleet 100 Award - Lelia Peterson, General Services Administrative Division Manager Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0572 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: PresentationIn Control: Council Work Session Agenda Number: 2.2 SUBJECT/RECOMMENDATION: Duke Energy Vegetation Management - Jeff Baker, Duke Energy SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0574 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Parks & Recreation Agenda Number: 3.1 SUBJECT/RECOMMENDATION: Approve naming the Southwest Baseball Field at the Countryside Recreation Complex the Larry Dowd Field, pursuant to Resolution 09-31 and as recommended by the Parks and Recreation Board. (consent) SUMMARY: Resolution 09-31 provides for the policy and procedure for naming new city parks and naming portions of city recreation facilities in honor of individuals. The Parks and Recreation Board received a proposal from the President of the Countryside Little League to name one of the fields at the Countryside Recreation Complex after Mr. Larry Dowd, one of their long-time dedicated coaches and mentors to youth of the community. In a letter requesting the naming of the field after Mr. Dowd the President stated the following: “Coach Dowd has been an inspiration to generations of players, coaches, and parents. He has had a strong and positive impact on countless lives as well as our whole community. Coach Dowd is a shining example of all that is good in youth sports. Larry is the type of person who makes the World a better place.” Mr. Dowd served the citizens of Clearwater by dedicating most of his working career to the Parks & Recreation Department (37 years) helping to create and oversee the nationally recognized parks and recreation facilities we all enjoy today. On April 23, 2024, the Parks and Recreation Board unanimously approved recommending naming the “Larry Dowd Field” to the City council for a final decision pursuant to Resolution 09-31. Appropriate recognition of the Larry Dowd Field will be installed at the Countryside Recreation Complex. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A STRATEGIC PRIORITIES: Approval of the purchase order supports several Strategic Plan Objectives, including: ·2.3: Promote Clearwater as a premier destination for entertainment, cultural experiences, tourism, and national sporting events. ·3.1: Support neighborhood identity through services and programs that empower community pride and belonging. ·3.4: Inspire citizen participation through civic engagement and volunteerism to build strong, inclusive, and engaged communities. Page 1 City of Clearwater Printed on 5/29/2024 Tuesday, April 23, 2024 6:30 PM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers Parks and Recreation Board Meeting Agenda April 23, 2024Parks and Recreation Board Meeting Agenda 1. Call To Order 2. Approval of Minutes Approve the Minutes of the January 23, 2024, Parks and Recreation Board Meeting ID#24-04262.1 3. Citizens to be Heard Regarding Items Not on the Agenda 4. New Business Items Discuss the Nuisance Species Survey of Clearwater Parks.ID#24-04114.1 Discuss Power-Line Tree TrimmingID#24-04124.2 Update on Activity of the Friends of Coachman Park OrganizationID#24-04144.3 Proposed Portable Restrooms at Enterprise Dog Park StatusID#24-04154.4 Contract Status of Tampa Bay Raptors Group with Moccasin Lake Nature Park ID#24-04164.5 Status of Teardown at Moccasin Lake Nature Park Pavilion and Trail Extension ID#24-04174.6 5. Old Business Items Discussion to Consider Naming One of the Softball Fields at Countryside Community Park. ID#24-04035.1 Overview of the Current Parks and Recreation Median Landscaping Plan and Future Initiatives ID#24-04135.2 Discuss the April Parks and Recreation Project Update ReportID#24-04235.3 6. Director's Report 7. Board Members to be Heard 8. Adjourn Page 2 City of Clearwater Printed on 4/8/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0619PR Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Parks & Recreation Agenda Number: 3.2 SUBJECT/RECOMMENDATION: Approve co-sponsorship and waiver of requested city fees for eleven High Impact co-sponsored special events at an estimated cost for in-kind services and cash of $752,100 ($637,840 general fund, $39,260 enterprise fund and $75,000 cash); funding for the Community Event Co-Sponsorship Program of $200,000; funding for the ten day events held by the city at The BayCare Sound of $270,000; for the purpose of Fiscal Year 2024/25 departmental budget submissions and authorize the appropriate officials to execute same. (consent) SUMMARY: Per City Council Policy, Item 2-21, Special Event Fee, there shall be an annual review of city sponsored/co-sponsored events during the budget process. An agenda item approving co-sponsorship and level of support for these events will be brought before the city council at the beginning of the budget process each fiscal year. In the event additional money is required beyond what is approved in the Fiscal Years (FY) 2024/25 budget, City Council approval will be required. On December 19, 2023, City Council policy, Item 2-21 Special Event Fee was amended to waive in-kind fees for High Impact events greater than $20,000 and approve a lump sum amount to fund the “Community Event Co-Sponsorship Program” for events less than $20,000. Cash funding for High Impact events were eliminated; however, Jazz Holiday was in the process of planning and budgeting for the 2024 event prior to the amendment being approved and thus counting on the continued $75,000 of cash support. Staff is requesting that for Fiscal Year (FY) 2024/25 only, that Jazz Holiday’s request for $75,000 in cash support as well as the $73,470 of in-kind support be approved. After FY 2024/25, Jazz Holiday like other High Impact Events will receive in-kind services only. Total budget requests for High Impact Events totaled $752,100 as compared with last year’s requests for the same events of $583,060. The increases are due primarily from four events that are expanding from “Community Event Co-Sponsorship Program” (less than $20,000) to “High Impact Events” (greater than $20,000) and personnel cost increases. Events are Veterans Alliance Memorial and Veterans Day, Clearwater Run Festival and Tampa Bay Turkey Trot (chart below). Event 2023/24 2024/25 Increase Veteran’s Day 8,790 32,040 23,250 Tampa Bay Turkey Trot 13,370 64,500 51,130 Clearwater Run Festival 160 24,690 24,530 Memorial Day 8,490 32,040 23,550 Totals 30,810 153,270 122,460 The Rock N Roll Marathon will not be returning to Clearwater, but the Clearwater Run Festival will offer a great alternative to the running community with the continued support of the city as a High Impact Event. The remaining events from the approved 2023/24 Co-sponsored events list fall within the “Community Event Co-Sponsorship Program” and will apply for assistance through this program. These events are traditionally much smaller and require less city support. Staff is requesting an initial investment of $200,000 per year to fund this program. The cost for these events in FY 2023/24 is $190,790. Staff is projecting that the ask for these same events will be reduced to $150,000 in FY 2024/25, thus allowing for additional funding for new community events. Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0619PR Total support of $952,100 is being recommended for all Co-Sponsored events (High Impact and Community Program events) in FY 2024/25 which is an increase of 13% or $108,340 from last year. Section 3.11 of the Venue Agreement between the City and Ruth Eckerd Hall, Inc. addresses the City’s right to use The BayCare Sound without payment of rental or usage fees, on July 4, July 5, and up to ten additional dates per calendar year. To address the scheduling and cost for these ten events they have been included in this agenda item for discussion and or approval. The events and costs recommended are as follows: 1.October 2024 Hispanic Heritage Festival $50,000 2.December 2024 Holiday Event $50,000 3.January 2025 Martin Luther King Jr. Rally $15,000 4.February 2025 Sea Blues Festival Day 1 $30,000 5.February 2025 Sea Blues Festival Day 2 $30,000 6.May 2025 Memorial Day Event $15,000 7.May 2025 High School Graduation(s)$25,000 8.November 2025 Veterans Day Event $15,000 9.August 2025 BayCare Sound Silver Screen Movie $15,000 10.September 2025 Clearwater’s Live, Love, Local Celebration $25,000 Total $270,000 There is no requirement to use any or all the ten days allocated by the agreement with REH but, if the city chooses to use the venue for these events the total costs is estimated to be an additional $270,000 which would be included in the special events budget. It should be noted that notwithstanding the move away from cash funding from the City’s general fund, that is not intended to preclude the ability of event organizers to continue to access cash as well as in-kind support. Future requests for cash funding may be directed to the Downtown Development Board (DDB) for the allocation of funds for that purpose in keeping with DDB policy objectives. APPROPRIATION CODE AND AMOUNT: If approved funding for the various events will be budgeted into each departments operating budgets for FY 2024/25. USE OF RESERVE FUNDS: N/A STRATEGIC PRIORITIES: Approval of the purchase order supports several Strategic Plan Objectives, including: ·2.1: Strengthen public-private initiatives that attract, develop, and retain diversified business sectors. ·2.2: Cultivate a business climate that welcomes entrepreneurship, inspires local investment, supports Eco-friendly enterprises, and encourages high-quality job growth. ·2.3: Promote Clearwater as a premier destination for entertainment, cultural experiences, tourism, and national sporting events. ·3.1: Support neighborhood identity through services and programs that empower community pride and belonging. ·3.4: Inspire citizen participation through civic engagement and volunteerism to build strong, inclusive, and engaged communities. Page 2 City of Clearwater Printed on 5/29/2024 City Event produced by Parks & Recreation Department 1 Clearwater Sea-Blues Festival 110,010$ 860$ 110,870$ 2 Clearwater Celebrates America 133,910$ 3,630$ 137,540$ City Co-sponsored Event produced by others 3 Clearwater Jazz Holiday 75,000 69,840$ 3,630$ 148,470$ 4 Hispanic Heritage Concert 20,600$ -$ 20,600$ 5 SALSA at the District 8,590$ 330$ 8,920$ 6 Veteran's Alliance Veteran's Day Event 31,280$ 760$ 32,040$ 7 Tampa Bay Turkey Trot 64,500$ -$ 64,500$ 8 Clearwater Run Festival 24,690$ -$ 24,690$ 9 Pier 60 Sugar Sand Festival 114,340$ 29,290$ 143,630$ 10 Veteran's Alliance Memorial Day Event 31,280$ 760$ 32,040$ 11 X Insurance Offshore Nationals 28,800$ -$ 28,800$ Grand Total Requests for FY 24/25 75,000$ 637,840$ 39,260$ 752,100$ Enterprise fund Grand Total Requested Special Events Budget Estimates FY 2024-25 Requested CASH & SERVICES Grand Totals CITY EVENTS, ANNUAL General fundCash Request Fire EMS Public Comm. Traffic Eng. City Event produced by Parks & Recreation Department 1 Clearwater Sea-Blues Festival Feb/Mar -$ $ - 50,500$ 44,000$ 11,550$ 2,750$ 110$ 1,100$ $ 110,010 2 Clearwater Celebrates America July -$ -$ 75,500$ 44,000$ 11,550$ 2,750$ 110$ -$ $ 133,910 City Co-sponsored Event produced by others 3 Clearwater Jazz Holiday Oct.75,000$ -$ $ 85,500 33,250$ 24,200$ 1,820$ 70$ -$ $ 144,840 4 Hispanic Heritage Concert Oct.-$ -$ $ 15,500 5,100$ -$ -$ -$ -$ $ 20,600 5 SALSA at the District Oct.-$ -$ 2,000$ 3,490$ 1,820$ -$ 70$ 1,210$ $ 8,590 6 Veteran's Alliance Veteran's Day Event Nov.-$ -$ 9,300$ 16,250$ 2,200$ 1,750$ 80$ 1,700$ $ 31,280 7 Tampa Bay Turkey Trot Nov.-$ -$ 4,000$ 60,500$ -$ -$ -$ -$ $ 64,500 8 Clearwater Run Festival Jan -$ -$ 3,000$ 21,690$ -$ -$ -$ -$ $ 24,690 9 Pier 60 Sugar Sand Festival Mar/Apr -$ 34,000$ 54,860$ 24,200$ -$ -$ 70$ 1,210$ $ 114,340 10 Veteran's Alliance Memorial Day Event may -$ -$ 9,300$ 16,250$ 2,200$ 1,750$ 80$ 1,700$ $ 31,280 11 X Insurance Offshore Nationals Sept -$ -$ 1,500$ 18,150$ 9,080$ -$ 70$ -$ $ 28,800 General fund department requests 75,000$ 34,000$ 310,960$ 286,880$ 62,600$ 10,820$ 660$ 6,920$ 712,840$ Month held Cash Request Bldg. & Maint. Parks & Rec. Special Events Budget Estimates Police Life Safety & Inspect. Sub-Total Gen. Fund FY 2024-25 General Fund Requests Estimated GENERAL FUND DEPARTMENTS CITY EVENTS, ANNUAL City Event produced by Parks & Recreation Department 1 Clearwater Sea-Blues Festival Feb/Mar $ 550 $ - $ - $ - $ 310 860$ 2 Clearwater Celebrates America July 3,630$ -$ -$ -$ -$ 3,630$ City Co-sponsored Event produced by others 3 Clearwater Jazz Holiday Oct.3,630$ -$ -$ -$ -$ 3,630$ 4 Hispanic Heritage Concert Oct.-$ -$ -$ 5 SALSA at the District Oct.110$ -$ -$ -$ 220$ 330$ 6 Veteran's Alliance Veteran's Day Event Nov.380$ -$ -$ -$ 380$ 760$ 7 Tampa Bay Turkey Trot Nov.-$ $ - -$ -$ -$ -$ 8 Clearwater Run Festival Jan -$ -$ -$ -$ -$ -$ 9 Pier 60 Sugar Sand Festival Mar/Apr 3,030$ -$ -$ -$ 26,260$29,290$ 10 Veteran's Alliance Memorial Day Event may 380$ -$ -$ -$ 380$ 760$ 11 X Insurance Offshore Nationals Sept -$ -$ -$ -$ -$ -$ Enterprise Fund Total 11,710$ -$ -$ -$ 27,550$39,260$ Sub-Total Enterprise funds ENTERPRISE FUND DEPARTMENTS CITY EVENTS, ANNUAL Month held Solid Waste Gas Marine Clw Harbor Marina Parking Special Events Budget Estimates FY 2024-25 Enterprise Fund Requests City Co-sponsored Event produced by others 1 Living the Culture Series*101,900$ 3,300$ 105,200$ City Co-sponsored Event produced by others 2 Chalktober Art Festival 8,310$ 350$ 8,660$ 3 Make A Difference Fishing Tournaments for Kids 1,000$ 4,780$ 5,780$ 4 Sangria Festival 5,950$ 320$ 6,270$ 5 Community Family Fun Night 2,100$ -$ 2,100$ 6 Tunnel to Towers Clearwater 5k 3,360$ 100$ 3,460$ 7 Festival of Trees 7,650$ -$ 7,650$ 8 ReliaQuest Bowl Beach Day (formerly Outback Bowl)9,740$ 2,550$ 12,290$ 9 Light It Up Clearwater 5,840$ 100$ 5,940$ 10 MLK Jr. Celebration March & Rally 6,000 12,040$ 1,200$ 19,240$ 11 Party Pirates on the Rocks Inc. -- Clearwater Invasion 5,950$ 100$ 6,050$ 12 North Greenwood Back to School & Wellness Event 2,100$ -$ 2,100$ 13 Make a Difference Fishing Tournament - Adults (September)1,020$ 3,680$ 4,700$ 14 LookUp Clearwater (Location TBD)1,000$ 350$ 1,350$ Grand Total Requests for FY 23/24 6,000$ 167,960$ 16,830$ 190,790$ * This series was created by the CRA in FY22/23 but is being disontinued since CRA cannot fund events. The three events in this series; Hispanic Heritage, Juneteenth, and Pride will be eligible to apply for support from the "Community Event Co-Sponsorship Program" as a city co-sponsored event, similar to others on this spread sheet. Grand Total Requested Community Event Co-sponsorship Program CITY EVENTS, ANNUAL Cash Request General fund Enterprise fund Events requesting Services in FY 23/24 & eligible for this program in 24/25 High Impact Co-Sponsorship Event Details 1. October 2024 Hispanic Heritage Festival The Hispanic Heritage Festival is an event that brings the community together to enjoy artisan crafts, jewelry, pottery, plants, and more along with live music and local cuisine that celebrates and honors the rich Hispanic culture in Clearwater. Multiple Hispanic partnership organizations will come together to provide an event that will entertain and educate the entire community. 2. October 2024 Clearwater Jazz Holiday The Clearwater Jazz Holiday is a long-standing Clearwater tradition celebrating its 45th year in 2024. The overall festival includes both ticketed events with national touring musicians and free community stages. The Clearwater Jazz Holiday Foundation uses funds raised to support community programming throughout the year. The Foundation values education and outreach showcasing those elements of the organization throughout the entire four-day festival. 3. October 2024 Salsa at The District – Oktoberfest Salsa at The District - Oktoberfest is an event held throughout the Downtown with the sounds of Latin music and dancers. Live music, DJs, and more create an environment that draws thousands of fans. 4. November 2024 Turkey Trot The Clearwater Turkey Trot is one of the largest Thanksgiving runs in the entire state. This long-standing annual tradition literally runs right through the center of our community. The community surrounding the course embraces the event and multiple bands perform for the runners entertaining guests throughout the morning. The volume of people has shown this to be part of the holiday tradition for 10+k plus Clearwater residents. 5. January 2025 Clearwater Run Festival The Clearwater Marathon & Running Festival is an event that attracts visitors and residents to the beach to enjoy the beauty of our area while participating in an event that promotes health and wellness. The course traditionally circles through three bridges (Belleair / Sand Key / Clearwater Memorial) and includes multiple options including: A kids run/walk, a 5k, 13.1-mile, 26.2 mile, or an ultra 50k race. 6. February 2025 Clearwater Sea-Blues Festival The Clearwater Sea-Blues Festival, launched by the City of Clearwater in 2007, has grown into one of the most established and well attended blues music festivals in the state. This traditionally free, non-ticketed event draws visitors from across the country. 7. March/April 2025 Pier60 Sugar Sand Festival The Pier60 Sugar Sand Festival just celebrated their 10th year in 2024 and showcases our beach to a national audience. The event attracts visitors from across the world and offers an incredible value for our residents. The festival is a 17-day event that showcases art, culture, and entertainment. Multiple concerts, fireworks, games, contests, and VIP areas all surround the huge sand sculpture tent. While the exhibit itself carries a modest $12 per ticket cost there are multiple free events available throughout the Festival. Revenues generated by this event go towards sustaining the nightly Sunsets at Pier 60 Festival which, in turn, also includes a variety of activities, vendors, and performances. 8. July 2025 Clearwater Celebrates America Clearwater Celebrates America is a patriotic celebration of the Nation’s Independence Day on the 4th of July. This long-standing event is one of Clearwater’s most beloved outdoor events. The annual celebration includes local vendors, buskers, entertainers, DJs, and capped, as the day comes to a close, by a stunning (one of the largest in the State) fireworks display accompanied by the BayCare Sound Symphony all within the City’s recently opened centerpiece, Coachman Park. 9. September 2025 XInsurance Off-Shore Nationals The XInsurance Clearwater Offshore Nationals is an event off the coast of Clearwater beach that has thrilled and entertained spectators for over a decade. This is a professional Offshore Boat racing event that brings in impressive race teams and thousands of fans as well as national television coverage showing off Clearwater at its best. 10. November 2024 Veterans Day Parade and Festival The Veteran's Alliance previously hosted this event at Crest Lake Park. After the move of the 2024 Memorial Day event to Coachman Park, the organizers indicated a desire to move this event as well. It is likely to include similar elements such as a parade, keynote speakers and musical performances. The Veterans Alliance of Clearwater hosts this event to honor and pay tribute to the brave men and women who serve. 11. May 2025 Memorial Day Parade and Festival The Veteran's Alliance previously hosted this event at Crest Lake Park. In 2024, the event was moved to Coachman Park. It includes a parade, ceremonial opening, keynote speakers and festival style musical performances/entertainment. The Veterans Alliance of Clearwater hosts this event to honor and pay tribute to the brave men and women who made the ultimate sacrifice while serving our country. This event aims to bring the community together in remembrance, gratitude, and support for our fallen heroes. Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0617 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Fire Department Agenda Number: 4.1 SUBJECT/RECOMMENDATION: Authorize a purchase order to Ten-8 Fire and Equipment, Inc of Bradenton, FL for one Osage Warrior Type I Rescue 2027 Ford F450 Extended Cab Chassis in the amount of $352,078.00, pursuant to Clearwater Code of Ordinances Sections 2.563(1)(c), Piggyback, and 2.563(1)(d), Non-competitive purchase, and authorize the appropriate officials to execute same. (consent) SUMMARY: Clearwater Fire & Rescue (CFR) is requesting authorization to purchase an Osage Warrior Type I Rescue 2027 Ford F450 Extended Cab Chassis to replace G4479 at Fire Station 46 (FS46), in the amount of $352,078.00. The purchase amount for the basic model is $265,886.00, which is a piggyback from the Florida Sheriff’s Association, Contract FSA23-VEF17.0, Fire & Rescue Vehicles, Boats & Equipment, valid through March 31, 2025, with added options totaling $86,192.00 ($90,452.00 less rebate of $4,260.00 for Model Year discount). The added options are impractical to bid due to delay in receipt of vehicle, possible void of warranty for after-market equipment, manufacturer delay in receiving parts, etc. The basic model identified in the FSA contract does not provide for elements that fulfill Clearwater Fire & Rescue’s mission and capabilities. The additional options selected are specific to CFR rescue companies for urban EMS response to include the heavier duty chassis, heavier duty drive train, and department specific compartmentation. The additional options for this basic model coincide with the current apparatus that city mechanics are familiar with and trained on. All optional pricing is vetted through the FSA contract and priced below Manufacturer Suggested Retail Price (MSRP) per section 2.13 of the contract agreement. The $265,886.00 price provided by Ten-8 Fire & Equipment is based off a 2027 F450 4x2 extend cab chassis, which includes the “quoted chassis price only” of $79,300.00; thereby, at time of build, a model year of 2028 or 2029 may be needed requiring additional funds. If needed, the additional funds will be within the City Manager’s approval authorization. CFR performs emergency medical services (EMS) under a contract with the Pinellas County EMS Authority. This purchase was budgeted in the fiscal year 2023/24 capital improvement budget in project 91236, Rescue Vehicle, to be funded with Pinellas County EMS tax reimbursement. Annual operating costs are included in the department’s operating budget for operating and maintaining the vehicle. Garage charges on the new vehicle are expected to be less than the vehicle being retired. Rescue Unit R46, G4479 at Fire Station 46, will be used as a reserve unit. There aren’t any rescue units to surplus. APPROPRIATION CODE AND AMOUNT: A mid-year budget amendment will increase capital project 91236, Rescue Vehicle, by $11,006 in County EMS Tax reimbursement revenues to provide additional funding needed for this purchase order. STRATEGIC PRIORITY: Foster safe and healthy communities in Clearwater through first-class public safety and emergency response services. Page 1 City of Clearwater Printed on 5/29/2024 Clearwater FD Option List Option: Liquid Spring Suspension (Front: 110lbs, Rear: 150lbs)$14,490.00 F450 extended cab $3,500.00 Chrome Flanges for M9 $570.00 Chrome Flanges for M6 or M7 $100.00 Additional 500 LED, R, B or A $235.00 Upgrade 900 to M9 LED, R, B, A, R/B, R/A $1,035.00 Upgrade 900 to M9, All or 1/2 Clear $130.00 Additional M9, Red, B, A, R/B, R/A $2,940.00 Upgrade ION-T to M6 Red, B, A $160.00 Additional M6 LED, R, B or A $600.00 Add Any Light to Interior of Door (Add to Light Price) $62.00 M9 LED Scene, Upgrade $410.00 Pioneer Spot & Flood w/Flange, Upgrade PCPSM2C $3,040.00 Pioneer Single w/Flange, Additional PCPSM1C $1,160.00 Upgrade Brake/Tail to M6 (Pair)$130.00 Upgrade Turn to M6 (Pair)$145.00 Upgrade Reverse to M6 (Pair)$165.00 295 HFS2 Remote Head $210.00 Whelen Howler (Only Available w/ Whelen Siren)$1,965.00 Buell Dual Air Horns Mounted Under Front Bumper $2,700.00 LED Running Board Lights $565.00 Zico LED Under Body Lights (Per Pair)$1,050.00 Techniques E-41 LED Strip Lighting in all Compartments $1,000.00 Mount brake / reverse in lower kickplate $140.00 Vanner Inverter / Conditioner w/ Remote Switch, Model LSC12-1100 $1,995.00 Additional (3rd) Matching Battery (Requires Ordering Exterior Battery Compartment $480.00 Upgrade to Kussmaul Auto Eject Shoreline Plug, 20 Amp $625.00 Power Door Lock Per Door $1,110.00 Whelen Round LED Domelights w/Chrome Flange (Upgrade per Lt)$200.00 Extra Switch & Pre-Wire (Separate From V-MUX System)$165.00 Antenna Pre-Wire, (additional per Pre-Wire) $120.00 Pre-Wire & Ground for Radio, (additional per Pre-Wire) $140.00 Auxiliary Condenser $1,785.00 Upcharge to Install Condensor on Front of Module $850.00 6-12V prewires coiled in top of exterior compts.$420.00 Park override with reset switch in front console to deactivate Opticom and forward $175.00 Horn/siren/air horn 3-position switch $150.00 Air horn foot switch passenger cab floor $175.00 add 1 1/2" conduit from cab to modular box $300.00 NOTE: E10 Refence J2437 Lealman; 3rd battery on tray at bottom of ALS $675.00 Whelend Arges remote spotlight in lieu of the Go Light. $1,660.00 Stryker Performance Load Cot Mount with Inductive Charging EST$15,120.00 M tank mounted in Squad Bench Zico QR-M $610.00 Cabinet Over Squad Bench, (Requires 43" Between Bench Cushion & Cabinet) (Standard in 2168)$400.00 Additional Adjustable Shelf & Light in ALS $160.00 Glove Storage Over Side Entry Door $450.00 Drawer for General Storage (Indicate Location) $1,200.00 A-Bar w/Sharps & Waste @ Head of Squad Bench, SS Removable (Warrior Models Only) This Bar shall be treated with Agion Anit-Bacterial Coating $1,140.00 Custom Headroom. Fill in Height ______72"__$750.00 Move exhaust vent to right side $90.00 Glove Storage over CPR seat $475.00 Compartment Over Wheel Well w/ Rollout Drawer $1,400.00 Change Exterior Compartment Size $800.00 Double Door on Exterior Compartment ILO Single Door $1,100.00 Dry Deck All Compartments $675.00 Adjustable Shelving Unit in Exterior Compartment w/One Shelf 30"-48" wide $235.00 Additional Shelf in Exterior Compartment 30"-48" wide $160.00 Aluminum Backboard Divider $490.00 1pr. Rubber Mud Flaps for Front Wheels $120.00 Fire Extinguisher, 5lb $95.00 Adjustable C-Channel for SCBA $475.00 24" fixed shelf Compartment 4 exterior at 17" from the floor $150.00 SCBA reinforcement back of #4 and #1 $475.00 NOTE: #2 KEYED DIFFERENTLY THAN OTHER COMPARTMENTS $80.00 C-channel in #4 exterior $220.00 Full-width fixed shelf for #1 42" from floor $150.00 Paint Cab (Door jams included) $5,775.00 Any Color of Paint other than White $1,500.00 Wet Sand & Buff $3,680.00 Paint Roof White $950.00 Total Options $86,452.00 FSA F450 Warrior item #572 $265,886.00 Suncoast Graphics 4000 MY discount -4260 Total Price $352,078.00 Equipment Proposal Proposal # This Equipment Proposal (the “Proposal”) has been prepared by Ten-8 Fire & Safety, LLC (“Company”) in response to the undersigned Customer’s request for a proposal. This Proposal is comprised of the special terms set forth below, the Proposal Option List, Warranty, and Company’s Purchasing Terms and Conditions. Through its signature below or other Acceptance (as defined below), Customer acknowledges having received, read and being bound by this Proposal, all attachments and Company’s Purchasing Terms and Conditions. Date: May 14, 2024 (“Proposal Date”) Customer: Clearwater Fire Rescue (“Customer”) Customer Address: 1140 Court Street Clearwater, FL 33756 Qty Product Description & Options Price 1 1 1 Osage Warrior on F450 4x2 ext cab FSA item #572 Clearwater FD Options MY Discount Florida's Sheriff's Contract Performance load w/inductive charger *no cot quoted 2027 F450 4x2 extend cab chassis *quoted chassis price only** Per FSA23-VEF17.0 $265,886 $90,452 ($4,260) $79,300 **Commercial chassis price is an estimate; final price is net price charged by the chassis manufacturer. Total: $352,078 Delivery Timing: The Product described above in the Product Description and Options Section of this document will be built by and shipped from the manufacturer approximately 30 (months) after Company receives Customer’s acceptance of this Proposal as defined below, subject to market and production conditions, Force Majeure, delays from the chassis manufacturer, changes to Order Specifications, or any other circumstances or cause beyond Company’s or manufacturer’s control. Other: Contingent on chassis reciept Unless accepted within 40 days from date of proposal, the right is reserved to withdraw this proposal. ACCEPTANCE OF THIS PROPOSAL CREATES AN ENFORCEABLE BINDING AGREEMENT BETWEEN COMPANY AND CUSTOMER. “ACCEPTANCE” MEANS THAT CUSTOMER DELIVERS TO COMPANY: (A) A PROPOSAL SIGNED BY AN AUTHORIZED REPRESENTATIVE, OR (B) A PURCHASE ORDER INCORPORATING THIS PROPOSAL, WHICH IS DULY APPROVED, TO THE EXTENT APPLICABLE, BY CUSTOMER’S GOVERNING BOARD. ACCEPTANCE OF THIS PROPOSAL IS EXPRESSLY LIMITED TO THE TERMS CONTAINED IN THIS PROPOSAL AND COMPANY’S PURCHASING TERMS AND CONDITIONS. ANY ADDITIONAL OR DIFFERENT TERMS, WHETHER CONTAINED IN CUSTOMER’S FORMS OR OTHERWISE PRESENTED BY CUSTOMER AT ANY TIME, ARE HEREBY REJECTED. INTENDING TO CREATE A BINDING AGREEMENT, Customer and Company have each caused this Proposal to be executed by their duly authorized representatives as of date of the last signature below. Customer: Clearwater Fire Rescue Ten-8 Fire & Safety, LLC By: __________________________________ By: Title: _________________________________ Title: Authorized Sales Representative Print: _________________________________ Print: Jason Adair Date: _________________________________ Date: 5/14/2024 EXHIBIT A PROPOSAL OPTION LIST EXHIBIT B WARRANTY EXHIBIT C PURCHASING TERMS AND CONDITIONS PURCHASING TERMS AND CONDITIONS These Purchasing Terms and Conditions, together with the Equipment Proposal and all attachments (collectively, the “Agreement”) are entered into by and between Ten-8 Fire & Safety, LLC, a Florida company (“Company”) and Customer (as defined in Ten-8 Fire & Safety LLC’s Equipment Proposal document) and is effective as of the date specified in Section 3 of these Purchasing Terms and Conditions. Both Company and Customer may be referred throughout this document individually as a “party” or collectively as the “parties.” 1. Definitions. a. “Acceptance” has the same meaning set forth in Company’s Equipment Proposal. b. “Company’s Equipment Proposal” means the Equipment Proposal provided by Company and prepared in response to Customer’s request for proposal for a fire apparatus, associated equipment or an ambulance. c. “Cooperative Purchasing Contract” means an Agreement between Company and a public authority, including without limitation, a department, division, agency of a municipal, county or state government (“Public Authority”), that adopts or participates in an existing agreement between Company and another non- party customer (including, but not limited to such non-party customer’s equipment proposal, its applicable exhibits, attachments and purchasing terms and conditions), often referred to as a “piggyback arrangement,” which is expressly agreed to, in writing, by Company. Company has sole discretion to determine whether it will agree to such a Cooperative Purchasing Contract. d. “Delivery” means when Company delivers physical possession of the Product to Customer. e. “Manufacturer” means the Manufacturer of any Product. f. “Prepayment Discount” means the prepayment discounts, if any, specified in Company’s Equipment Proposal. g. “Product” means the fire apparatus and any associated equipment, or ambulance manufactured or furnished for Customer by Company pursuant to the Specifications. h. “Purchase Price” means the Total price set forth in the Quotation, adjusted for the final net price for the chassis charged by the original equipment manufacturer set forth in the final invoice submitted to the Company by the manufacturer. i. “Purchasing Terms and Conditions” means these Purchasing Terms and Conditions; however, if the Company’s Equipment Proposal or the Customer’s related Purchase Order states that it is governed by a Cooperative Purchasing Agreement, “Purchasing Terms and Conditions” shall mean those terms and conditions set forth in the applicable Cooperative Purchasing Agreement. j. “Specifications” means the general specifications, technical specifications, training, and testing requirements for the Product contained in Company’s Equipment Proposal and its Exhibit A (Proposal Option List or for ambulance sales, the Quotation, or Order Form, as applicable), prepared in response to Customer’s request for such a proposal. 2. Purpose. This Agreement sets forth the terms and conditions of Company’s sale of the Product to Customer. 3. Term of Agreement. This Agreement will become effective on the date of Acceptance as defined in Company’s Equipment Proposal (“Effective Date”) and, unless earlier terminated pursuant to the terms of this Agreement, it will terminate upon Delivery and payment in full of the Purchase Price. 4. Purchase and Payment. Customer agrees to pay Company the Purchase Price for the Product(s). The Purchase Price is in U.S. dollars. Where Customer opts for a Prepayment Discount that specifies that Customer will tender one or more prepayments to Company, Customer must provide each prepayment within the time frame specified in the Equipment Proposal in order to receive the Prepayment Discount for that prepayment installment. To the extent permitted by applicable law, Company may in its sole discretion charge a convenience fee if Customer elects to pay the Purchase Price by means of a credit card. 5. Representations and Warranties. Customer hereby represents and warrants to Company that the purchase of the Product(s) has been approved by Customer in accordance with applicable general laws and, as applicable, Customer’s charter, ordinances and other governing documents, and funding for the purchase has been duly budgeted and appropriated. 6. Cancellation/Termination. a. Fire Equipment and Apparatus Sales. In the event this Agreement is cancelled or terminated by Customer before completion, Company may charge Customer a cancellation fee. The following charge schedule is based on costs incurred by Manufacturer and Company for the Product, which may be applied and charged to Customer: (a) 12% of the Purchase Price after the order for the Product(s) is accepted and entered into Manufacturer’s system by Company; (b) 22% of the Purchase Price after completion of approval drawings by Customer, and; (c) 32% of the Purchase Price upon any material requisition made by the Manufacturer for the Product. The cancellation fee will increase in excess of (c) in this Section 6, accordingly, as additional costs are incurred by Manufacturer and Company as the order progresses through engineering and into the manufacturing process. b. Ambulance Sales. This Section 6 for Cancellation/Termination does not apply to Ambulance Sales. An order for an ambulance cannot be cancelled or terminated once Company receives and processes Customer’s Acceptance of Company’s Equipment Proposal. 7. Delivery. The Product is scheduled to be delivered as specified in the Delivery Timing section of the Equipment Proposal (“Delivery Timing”), which will be F.O.B. Company’s facility. The Delivery Timing is an estimate, and Company is not bound to such date unless it otherwise agrees in writing. Company is not responsible for Delivery delays caused by or as the result of actions, omissions or conduct of the Manufacturer, its employees, affiliates, suppliers, contractors, and carriers. All right, title and interest in and to the Product, and risk of loss, shall pass to Customer upon Delivery of the Product(s) to Customer. 8. Standard Warranty. The manufacturer warranties applicable to this Agreement, if any, are attached to Company’s Equipment Proposal as Exhibit A and are incorporated herein as part of the Agreement. a. Disclaimer. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, COMPANY, INCLUDING ITS PARENT COMPANY, AFFILIATES, SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS PROVIDED UNDER THIS AGREEMENT, WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED OR STATUTORY. WITHOUT LIMITING THE FOREGOING DISCLAIMER, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, IMPLIED WARRANTY AGAINST INFRINGEMENT, AND IMPLIED WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY EXCLUDED AND DISCLAIMED. STATEMENTS MADE BY SALES REPRESENTATIVES OR IN PROMOTIONAL MATERIALS DO NOT CONSTITUTE WARRANTIES. 9. Limitation of Liability. COMPANY WILL NOT BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, ECONOMIC, PUNITIVE, SPECIAL OR EXEMPLARY DAMAGES ARISING FROM OR IN ANY WAY CONNECTED WITH THIS AGREEMENT WITHOUT REGARD TO THE NATURE OF THE CLAIM OR THE UNDERLYING THEORY OR CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, EQUITY OR ANY OTHER THEORY OF LAW) ON WHICH SUCH DAMAGES ARE BASED. COMPANY’S LIMIT OF LIABILITY UNDER THIS AGREEMENT SHALL BE CAPPED AT THE TOTAL AMOUNT OF THE MONIES PAID BY CUSTOMER TO COMPANY UNDER THIS AGREEMENT. 10. Force Majeure. Company shall not be responsible nor deemed to be in default on account of delays in performance due to causes which are beyond Company’s control or which make Company’s performance impracticable, including but not limited to wars, insurrections, strikes, riots, fires, storms, floods, other acts of nature, explosions, earthquakes, accidents, transportation or delivery delays or losses outside of Company’s control, any act of government, inability or delay of Company or manufacture in obtaining necessary labor or adequate or suitable manufacturing components at reasonable prices, allocation regulations or orders affecting materials, equipment, facilities or completed products, failure to obtain any required license or certificates, acts of God or the public enemy, terrorism, epidemics, quarantine restrictions, failure of vendors to perform their contracts or labor troubles of Company or a manufacturer causing cessation, slowdown, or interruption of work. 11. Customer’s Obligations. Customer shall provide its timely and best efforts to cooperate with Company and Manufacturer during the manufacturing process to create the Product. Reasonable and timely cooperation includes, without limitation, Customer’s providing timely information in response to a request from Manufacturer or Company and Customer’s participation in traveling to Manufacturer’s facility for inspections and approval of the Product. 12. Default. The occurrence of one or more of the following shall constitute a default under this Agreement: (a) Customer’s failure to pay any amounts due under this Agreement or Customer’s failure to perform any of its obligations under this Agreement; (b) Company’s failure to perform any of its obligations under this Agreement; (c) either party becoming insolvent or becoming subject to bankruptcy or insolvency proceedings; (d) any representation made by either party to induce the other to enter into this Agreement, which is false in any material respect; (e) an action by Customer to dissolve, merge, consolidate or transfer a substantial portion of its property to another entity; or (f) a default or breach by Customer under any other contract or agreement with Company. 13. Manufacturer’s Statement of Origin. Company shall retain possession of the manufacturer’s statement of origin (“MSO”) for the Product until the entire Purchase Price has been paid. If more than one Product is covered by this Agreement, Company shall retain the MSO for each individual Product until the Purchase Price for that Product has been paid in full. 14. Arbitration. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The Arbitration shall take place in Bradenton, Florida. 15. Miscellaneous. The relationship of the parties established under this Agreement is that of independent contractors and neither party is a partner, employee, agent, or joint venture of or with the other. Neither party may assign its rights and obligations under this Agreement without the prior written approval of the other party. This Agreement and all transactions between Ten-8 Fire & Safety, LLC will be governed by and construed in accordance with the laws of the State of Florida. The delivery of signatures to this Agreement may be via facsimile transmission or other electronic means and shall be binding as original signatures. This Agreement shall constitute the entire agreement and supersede any prior agreement between the parties concerning the subject matter of this Agreement. This Agreement may only be modified by an amendment, in writing, signed by duly authorized representatives of both parties with authority to sign such amendments to this Agreement. In the event of a conflict between the Ten-8 Proposal and these Terms and Conditions, the Ten-8 Proposal shall control except in the case of a Cooperative Purchasing Contract as set forth in Section 1(c) and (h) of these Purchasing Terms and Conditions. If any term of this Agreement is determined to be invalid or unenforceable by a competent legal authority, such term will be either reformed or deleted, as the case may be, but only to the extent necessary to comply with the applicable law, regulation, order or rule, and the remaining provisions of the Agreement will remain in full force and effect. Subject to limitations, provisions and conditions set forth in this Warranty, Osage Industries, Inc. does hereby warrant to each Original Purchaser Only that each new vehicle conversion is free from defects and workmanship and materials used in the construction of a production model emergency vehicle for a period as follows: A. PRODUCT CONVERSION WARRANTY For THREE 3 years or 36,000 miles, whichever comes first, from the date of the original purchase. Osage Industries, Inc. will repair or replace, at no cost to purchaser, only those components manufactured by Osage Industries, Inc. for use in a production vehicle and excludes components from other manufacturers used in such conversions; i.e. sirens, inverters, lightbars, oxygen equipment, auto eject, siren drivers and chassis, etc. Individual warranties are covered by those manufacturers included in the Owner’s Manual as supplied with the vehicle and shall apply as set forth by said manufacturer. Osage will only reimburse labor up to (3) years on those components with more than a (3) year warranty. B. ELECTRICAL WARRANTY For SIX (6) years or 72,000 miles, whichever comes first, from the date of the original purchase, Osage Industries, Inc. will cover the cost of labor and material, in the repair or replacement of the electrical systems furnished and installed by Osage Industries, Inc. This warranty shall include switch panels, electrical harnesses (and the installation), printed circuit boards and general design concept used by Osage Industries, Inc. at the time of manufacture. This warranty shall not apply to any electrical equipment furnished and warranted by other manufacturers. All other components are excluded from the coverage of this limited electrical warranty. Extended Warranty if Purchased: For up to Seven 7 years or 100,000 miles on electrical stated above. C. ALUMINUM MODULE BODY AND INTERIOR ALUMINUM CABINET STRUCTURE Lifetime warranted to the original purchaser, on the original chassis. This warranty can be transferred onto a new chassis, providing the remount is performed by Osage. At that time, Osage will thoroughly inspect and repair, if needed. Door Hardware, Cabinet Finish and Latches are warranted for a period of Three (3) years or 36,000 miles, whichever comes first from date of original purchase for defects under normal use; this does not include adjustments. D. PAINT WARRANTY 5 YEARS OR 100,000 MILES Complete, NON-PRO RATED warranty covers paint finish, corrosion and blistering of the ambulance body. Warranty covers the cost of parts and labor. Unless installed by Osage, lettering and graphics replacement due to paint failure will not be covered. Warranty is dependent on agreement by both parties (purchaser and seller) that failure is due to a manufacturing defect. E. GRAPHICS WARRANTY 3 YEARS OR 36,000 MILES Osage warrants its graphics and lettering package to be free from defects in material and workmanship for three (3) years or 36,000 miles. Warranty covers cost of parts and labor. Osage will not be liable for more than the amount of the purchase price of the graphics package. F. BLACK OUT ITEMS - (PARTS SPRAYED WITH SCORPION LINER ) 1 year or 12,000 miles Osage warranties blackout items, for one 1 year or 12,000 miles, whichever comes first, against adhesion failure of the scorpion liner to the item sprayed. This excludes fading, chipping, rub marks and scratches. The above warranties are conditioned upon normal use and reasonable maintenance and do not apply to any components, which have been subject to abuse, accident, alteration, vandalism, and improper or careless use. Any modification of any description made to any components on the conversion, without written approval by Osage Industries, Inc. shall void the warranty of said system and components parts. Prompt written notice of all defects or claims against Osage shall be forwarded to Osage Industries, Inc., P.O. Box 718, Linn, Missouri (MO) 65051, or by calling at 800-822-3634. No repairs or additions shall be performed without prior approval from Osage Industries, Inc. Osage Industries, Inc. reserves the right to reject unauthorized claims and its decision in these matters shall be final. If warranty repairs are necessary, all work must be performed by Osage Industries, Inc. or repair center authorized by Osage Industries, Inc. It is the responsibility of the purchaser to transport vehicle to and from Osage Industries, Inc., Linn, Missouri (MO), or repair center authorized by Osage Industries, Inc. for warranty repairs. Osage is not responsible for any loss or damage that may occur during said transportation. Any expressed warranty not provided herein and any remedy for breach of contract which might arise by implication or operation of law, is hereby excluded and disclaimed. The implied warranties of merchantability and fitness for any particular purpose are expressly limited to the terms stated above. Some states do not allow limitations on how long an implied warranty lasts. Therefore, the above limitations may not apply to you. Osage is not responsible for any loss or damage that may occur during said transportation. Under no circumstances shall Osage Industries, Inc. be liable to purchaser or any other person for any special or consequential damages, whether arising out of breach of warranty, breach of contract, or otherwise. Some states do not allow the exclusion or limitation of incidental or consequential damages. Therefore, the above limitations or exclusions may not apply to you. This Warranty gives you specific legal rights, and you may have other rights, which vary, from state to state. 06/10/19 Document Control Number OM 19-1-34 Rev I Emergency Vehicle Limited Warranty TYPE I & III MODULARS Dealer Name:Ten-8 Fire and Safety Salesperson:Jason Adair Customer Name:Clearwater Fire Rescue & Address 1140 Court Street Shipping Address: Ten-8 Fire Equipment Fleet Number:QA859 Contact Name:Marvin Pettingill/ Anthony Tedesco Email:anthony.tedesco@myclearwater.com Phone: 727-224-7353 Fax: 727-562-4328 Chassis Type:One (1) Osage with Warrior Modular on Ford F450 ext cab Chassis with Liquid Spring Osage Unit #: VIN: Qty CHEVROLET G-SERIES TYPE III - 2027 CHASSIS ONLY 1 F-450, 169" WB, 4x2 EST 1 Option: Liquid Spring Suspension (Front: 110lbs, Rear: 150lbs) 1 F450 extended cab 1 Ford 2148 Warrior Qty Warning & Intersection Lights, Wig-Wag Qty Premption Qty Custom Lightbars Qty Directional Sticks Qty LED Strip Lighting Qty Whelen Smart Linear LED's 1 W-31 Additional 500 LED, R, B or A 1 W-35 Upgrade 900 to M9, All or 1/2 Clear 1 W-54 Add Any Light to Interior of Door (Add to Light Price) Qty Scene Lights 1 W-63 Pioneer Single w/Flange, Additional PCPSM1C 1 W-65 Upgrade Brake/Tail to M6 (Pair) 03/27/2024 2027 Warrior Order Form 1 of 5 1 W-66 Upgrade Turn to M6 (Pair) 1 W-67 Upgrade Reverse to M6 (Pair) Qty Siren & Speakers 1 W-75 295 HFS2 Remote Head 1 W-77 Whelen Howler (Only Available w/ Whelen Siren) 1 W-78 Buell Dual Air Horns Mounted Under Front Bumper Qty Exterior Lighting 1 W-84 LED Running Board Lights 1 W-89 Techniques E-41 LED Strip Lighting in all Compartments Qty 1 Mount brake / reverse in lower kickplate Qty Inverters, Chargers, Batteries, Shorelines & Outlets 1 E-02 Vanner Inverter / Conditioner w/ Remote Switch, Model LSC12-1100 1 E-07 Additional (3rd) Matching Battery (Requires Ordering Exterior Battery Compartment 1 E-09 Upgrade to Kussmaul Auto Eject Shoreline Plug, 20 Amp 1 2-OEM batteries stay under hood, only 3rd battery in remote location Qty Outlets & Interior Lighting 1 E-20 Power Door Lock Control Head Qty Switches & Secure Idle 1 E-31 Extra Switch & Pre-Wire (Separate From V-MUX System) 1 NO power lock on Comp #2, Keyed separately Qty Pre-wires, Radios, Intercom, & Clocks Qty ELECTRICAL OPTIONS Qty V-Mux Options 1 E-55 Brake Override Qty HVAC Systems 1 E-73 Auxiliary Condenser 1 E-74 Upcharge to Install Condensor on Front of Module Qty Mirrors, Hind-Sight, Backup Camera, & Spotlights 1 E-82 Brigade Color Reverse Camera Qty ELECTRICAL OPTIONS Qty Additional Electrical Options & Special Instruction 1 Park override with reset switch in front console to deactivate Opticom and forward 1 Horn/siren/air horn 3-position switch Additional Emergency & Exterior Lighting & Siren Options & Special Instructions 03/27/2024 2027 Warrior Order Form 2 of 5 1 Air horn foot switch passenger cab floor 1 Tie modular locks to chassis locks 1 add 1 1/2" conduit from cab to modular box 1 NOTE: E10 Refence J2437 Lealman; 3rd battery on tray at bottom of ALS 1 Osage Supply and install Motorola 800 MHZ antenna p/n HAF4016A 1 Osage Supply and install Sierra Wireless 6-in-1 dome antenna 1 Whelend Arges remote spotlight in lieu of the Go Light. Qty I.V. & Suction Qty Cot Mounts 1 M-07 Stryker Performance Load Cot Mount with Inductive Charging EST Qty Oxygen 1 M-13 O2 Regulator for "M" Tank Qty Additional Medical Options & Special Instructions 1 M tank mounted in Squad Bench Zico QR-M Qty Laminate & Vinyl 1 Note Provide Colors: Grey Glace 1 Vinyl Color: Ash Gray 1 Lonplate Color: #424 Gunmetal Qty Flooring, Aisle, Backboard Slots Qty Seating, Squad Bench, EMT, CPR Qty Cabinetry, Windows, Marker Boards, Shelves, & HVAC Ducts 1 Dual Drink Holders 1 I-35 Cabinet Over Squad Bench, (Requires 43" Between Bench Cushion & Cabinet) (Standard in 2168) 1 I-45 Interior Access to Exterior Compartment 1 I-51 Track-Type Adjustable Shelves in Interior Cabinets, (per shelf) 1 I-56 Additional Adjustable Shelf & Light in ALS 1 I-59 Glove Storage Over Side Entry Door Qty Doors, Locks, & Latches 1 I-65 Café Double Doors, (Warrior) Qty Counter Tops 1 Speckled Blue Qty Sharps, Waste, & Drawers 03/27/2024 2027 Warrior Order Form 3 of 5 Qty Grab Rails & Bars, Armrests 1 I-91 A-Bar w/Sharps & Waste @ Head of Squad Bench, SS Removable (Warrior Models Only) This Bar shall be treated with Agion Anit-Bacterial Coating Qty Insulation & Sound Deadening Qty Additional Headroom, Crawl Through (Type I), Bariatric Package 1 I-99 Custom Headroom. Fill in Height ______72"__ Qty Additional Interior Options & Special Instructions 1 Plexiglass flip lid for O2 access on squad bench 1 Move exhaust vent to right side 1 NOTE: LEAVE SEATS IN BACK OF CAB 1 Glove Storage over CPR seat Qty Custom Body Size, Compartments, Doors & Door Window 1 EX-04 Compartment Over Wheel Well w/ Rollout Drawer 1 EX-16 Dry Deck All Compartments Qty Shelves & Dividers 1 EX-20 Adjustable Shelving Unit in Exterior Compartment w/One Shelf 12"-30" wide 1 EX-21 Adjustable Shelving Unit in Exterior Compartment w/One Shelf 30"-48" wide 1 EX-24 Additional Shelf in Exterior Compartment 30"-48" wide Qty Rear Bumpers & Entry Steps 1 EX-35 Smooth Aluminum Kickplates (3) Qty Rub Rail, Tow Hooks, Mud Flaps, Chains 1 EX-44 Grip Strut Running Boards, (vs. Diamond Plate) Available on RAM Only 1 EX-47 1pr. Rubber Mud Flaps for Front Wheels 1 EX-64 Divider & Fixed Shelf in #1 or #5 Qty MISCELLANEOUS OPTIONS 1 MS-01 Credit for Shipping Spare Tire Loose 1 MS-03 Fire Extinguisher, 5lb Qty Additional Exterior & Miscellaneous Options & Special Instructions 1 24" fixed shelf Compartment 4 exterior at 17" from the floor 1 NOTE: #2 KEYED DIFFERENTLY THAN OTHER COMPARTMENTS 1 C-channel in #4 exterior 1 Full-width fixed shelf for #1 42" from floor Qty PAINT OPTIONS 03/27/2024 2027 Warrior Order Form 4 of 5 1 P-01 Paint Cab (Door jams included) 1 P-04 Any Color of Paint other than White 1 P-05 Wet Sand & Buff 1 P-07 Paint Roof White Qty Chevrons Qty Decals Qty Additional Paint Options & Special Instructions Qty Additional Options & Instructions 03/27/2024 2027 Warrior Order Form 5 of 5 A. B. C. D. E. F. G. H. I. J. K. FSA Cooperative Purchasing Program FSA23-VEF17.0 Fire & Rescue Vehicles, Boats, & Equipment Terms and Conditions FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 1 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Table of Contents 1.0 General Conditions ........................................................................................................................................... 4 1.01 BID CORRESPONDENCE ............................................................................................................................ 4 1.02 PURPOSE .................................................................................................................................................. 4 1.03 TERM OF CONTRACT ................................................................................................................................ 4 1.04 QUANTITIES ............................................................................................................................................. 4 1.05 SHERIFF AS COUNTY CONSTITUTIONAL OFFICER ..................................................................................... 4 1.06 FUNDING .................................................................................................................................................. 5 1.07 CURRENCY ................................................................................................................................................ 5 1.08 DEFINITIONS ............................................................................................................................................ 5 1.09 ELIGIBLE PURCHASERS OF CONTRACT ..................................................................................................... 6 1.10 LEGAL REQUIREMENTS ............................................................................................................................ 7 1.11 PATENTS & ROYALTIES ............................................................................................................................. 7 1.12 FEDERAL AND STATE STANDARDS ........................................................................................................... 7 1.13 UNDERWRITERS’ LABORATORIES ............................................................................................................ 7 1.14 AMERICANS WITH DISABILITIES ACT ....................................................................................................... 8 1.15 REASONABLE ACCOMMODATION ........................................................................................................... 8 1.16 MINORITY BUSINESS ENTERPRISE (MBE) ................................................................................................. 8 1.17 ANTI-DISCRIMINATION ............................................................................................................................ 8 1.18 BEST COMMERCIAL PRACTICES ............................................................................................................... 8 1.19 PUBLIC ENTITY CRIMES (PEC) ................................................................................................................... 8 1.20 TAX EXEMPTION ...................................................................................................................................... 9 1.21 ORDER OF PRECEDENCE IN THE EVENT OF CONFLICT ............................................................................. 9 1.22 COMMUNICATIONS ................................................................................................................................. 9 1.23 CLARIFICATION AND ADDENDA ............................................................................................................... 9 1.24 SIGNED BID CONSIDERED AN OFFER ..................................................................................................... 10 1.25 ASSIGNMENT OF CONTRACT ................................................................................................................. 10 1.26 TERMINATION OF PRODUCT LINE .......................................................................................................... 10 1.27 METHOD OF AWARD ............................................................................................................................. 10 1.28 DEMONSTRATION OF COMPETENCY ..................................................................................................... 11 1.29 VENDOR ABILITY TO PERFORM .............................................................................................................. 11 1.30 FINANCIAL RESPONSIBILITY ................................................................................................................... 11 1.31 QUALITY AND SAFETY ............................................................................................................................ 12 1.32 NONCONFORMANCE ............................................................................................................................. 12 1.33 GRATUITIES ............................................................................................................................................ 12 FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 2 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.34 TIE BIDS .................................................................................................................................................. 12 1.35 RIGHT TO AUDIT .................................................................................................................................... 12 1.36 LIABILITY, INSURANCE, LICENSES AND PERMITS ................................................................................... 13 1.37 ELIMINATION FROM CONSIDERATION .................................................................................................. 13 1.38 PERFORMANCE BONDS, AND CERTIFICATES OF INSURANCE ................................................................ 14 1.39 COLLUSION ............................................................................................................................................ 14 1.40 DEFAULT ................................................................................................................................................ 14 1.41 PROTESTS AND ARBITRATION ................................................................................................................ 14 1.42 NONPERFORMANCE .............................................................................................................................. 15 1.43 SEVERABILITY ......................................................................................................................................... 16 1.44 TERMINATION FOR CAUSE ..................................................................................................................... 16 1.45 TERMINATION WITHOUT CAUSE ........................................................................................................... 17 1.46 CONTRACT ADVERTISEMENT AND USE OF FSA LOGO ........................................................................... 17 2.0 BIDDER INSTRUCTIONS ........................................................................................................................................ 18 2.01 BIDDER QUALIFICATIONS ....................................................................................................................... 18 2.02 LICENSING & FACILITIES ......................................................................................................................... 18 2.03 INSURANCE AND INDEMNIFICATION ..................................................................................................... 19 2.04 ITEM SPECIFICATIONS ............................................................................................................................ 20 2.05 FIXED PRICES .......................................................................................................................................... 21 2.06 DISCOUNTS ............................................................................................................................................ 21 2.07 SEALED BIDS ........................................................................................................................................... 21 2.08 EXCEPTIONS ........................................................................................................................................... 21 2.09 MISTAKES ............................................................................................................................................... 21 2.10 EQUIVALENTS ........................................................................................................................................ 21 2.11 PRE-BID MEETING .................................................................................................................................. 22 2.12 PRICES QUOTED ..................................................................................................................................... 22 2.13 OPTION PRICING .................................................................................................................................... 22 2.14 EMERGENCY LIGHTS AND SIRENS .......................................................................................................... 23 2.15 BID SUBMISSION .................................................................................................................................... 23 2.16 EXECUTION OF BID ................................................................................................................................. 24 2.17 MODIFICATION OR WITHDRAWALS OF BIDS ......................................................................................... 24 2.18 LATE BIDS ............................................................................................................................................... 24 2.19 PUBLIC BID OPENING ............................................................................................................................. 25 2.20 DETERMINATION OF RESPONSIVENESS ................................................................................................. 25 2.21 RESPONSIBLE BIDDER CRITERIA ............................................................................................................. 25 2.22 BASIS FOR AWARD ................................................................................................................................. 25 2.23 BID TABULATIONS .................................................................................................................................. 26 FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 3 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 2.24 MINOR IRREGULARITIES / RIGHT TO REJECT ......................................................................................... 26 2.25 CONE OF SILENCE ................................................................................................................................... 26 3.0 CONTRACT CONDITIONS ...................................................................................................................................... 27 3.01 GENERAL REQUIREMENTS ..................................................................................................................... 27 3.02 STATEMENT OF AUTHORITY .................................................................................................................. 27 3.03 VENDOR CONTACT INFORMATION ........................................................................................................ 27 3.04 ADDITIONS AND DELETIONS .................................................................................................................. 27 3.05 CONTRACT EXTENSION .......................................................................................................................... 27 3.06 PRICE ADJUSTMENTS ............................................................................................................................. 28 3.07 CONDITIONS .......................................................................................................................................... 29 3.08 PRODUCTION CUTOFF ........................................................................................................................... 29 3.09 FACILITIES............................................................................................................................................... 29 3.10 FACTORY-INSTALLED OPTIONS .............................................................................................................. 29 3.11 VENDOR-INSTALLED OPTIONS ............................................................................................................... 29 3.12 NON-SCHEDULED OPTIONS ................................................................................................................... 30 3.13 AMBULANCE REMOUNT ........................................................................................................................ 30 3.14 FORCE MAJEURE .................................................................................................................................... 31 3.15 ORDER .................................................................................................................................................... 31 3.16 DELIVERY ................................................................................................................................................ 32 3.17 INSPECTION AND ACCEPTANCE ............................................................................................................. 32 3.18 REGISTRATION, TAG AND TITLE ............................................................................................................. 33 3.19 CAB AND CHASSIS PURCHASES .............................................................................................................. 33 3.20 INVOICING AND PAYMENTS .................................................................................................................. 33 3.21 WARRANTY ............................................................................................................................................ 33 3.22 PURCHASE ORDERS ................................................................................................................................ 33 3.23 QUARTERLY REPORTS ............................................................................................................................ 34 3.24 ADMINISTRATIVE FEE ............................................................................................................................ 34 3.25 LIQUIDATED DAMAGES .......................................................................................................................... 35 Appendix A: Bid Calendar ............................................................................................................................................ 37 Appendix B: ACH Payments ......................................................................................................................................... 38 Appendix C: Federal Clauses ........................................................................................................................................ 39 FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 4 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.0 General Conditions 1.01 BID CORRESPONDENCE All correspondence regarding this bid should be directed to the Florida Sheriffs Association, “FSA”. Please be sure to reference the bid number and title, and provide your contact information. Communication for this Invitation to Bid should be identified by contract number and title and directed to: Florida Sheriffs Association Attn: Cooperative Purchasing Program Coordinator 2617 Mahan Drive Tallahassee, FL 32308 E-mail: CPP@flsheriffs.org 1.02 PURPOSE The purpose of this bid is to establish contracts with manufacturers and manufacturer’s authorized dealers for contract terms specified under Section 1.03 for the purchase of items on a “no trade-in basis.” If a purchaser has a desire to offer vehicles/equipment for trade to the vendor, the purchaser and dealer may do so at their sole discretion, separate and apart from this contract. The Florida Sheriffs Association invites interested bidders, including manufacturers and dealers or authorized representatives to submit responses in accordance with these solicitation documents. The FSA Cooperative Purchasing Program will conduct the solicitation process and administer the resulting contract. 1.03 TERM OF CONTRACT This contract shall remain in effect for one two-year (2) term from date of contract execution by the FSA, and may be extended by mutual agreement, at the sole option and discretion of the FSA. The initial term of contract begins April 1, 2023 and ends March 31, 2025. Contract extensions will only be executed when the FSA determines, based on then-existing conditions, that it is in the best interest of the FSA and the purchasers to do so. 1.04 QUANTITIES Over the last two years, eligible users purchased an average of 237 items from this contract each year. Items sold depend on many factors, including the vendor’s marketing efforts, established business with local governments and products awarded. Neither the FSA nor any eligible user is obligated to place any order for a given amount subsequent to the award of this bid solicitation. 1.05 SHERIFF AS COUNTY CONSTITUTIONAL OFFICER The Offices of the Sheriff in the State of Florida are constitutional offices of the State of Florida. Each has the authority either individually or collectively to execute contracts for all goods and services for the proper conduct of that office. Section 30.53, Florida Statutes, exempts the sheriffs’ offices from the provisions of the Florida Statute that would otherwise require sealed and competitive bidding procedures. The Office of the Sheriff is not required by law to accept the lowest priced proposal and may reject any or all of the proposals without recourse. Bidders are solely responsible for their own bid preparation costs and nothing in this solicitation in any way obligates the participating sheriffs’ offices for any payment for any activity or costs incurred by any bidder in responding to this solicitation. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 5 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.06 FUNDING In the case of certain purchasers, including state agencies, funds expended for the purposes of the contract must be appropriated by the Florida Legislature, the individual participating agency or the agency’s appropriating authority for each fiscal year included within the contract period. For such agencies, their performances and obligations to pay for products or services under any resulting contract, or purchase order, are contingent upon such an annual appropriation by the Legislature, individual agency or by the appropriating authority. Therefore, any contract or purchase order with such an agency shall automatically terminate without penalty or termination costs in the event of non-appropriation. 1.07 CURRENCY All transaction amounts, bids, quotes, provisions, payments or any part of this contract relating to currency are to be made in United States Dollar. 1.08 DEFINITIONS The terms used in this contract are defined as the following: A. Base item specification: Items developed by the FSA for bidders to bid on. These items may be unique to FSA and require additional components to the standard manufacturer specifications and equipment. B. Bidder: A bidder or enterprise that submits a formal bid to the FSA Cooperative Purchasing Program in accordance with the FSA CPP Terms and Conditions. A bidder, that is not the manufacturer, must be authorized by the manufacturer to market and sell an item for which they are bidding. C. Bid System: The online application used for the submission of bids and review of bid results for the item specifications connected to this Invitation to Bid. VendorLink is the software used for this bid. D. Build Sheet: A document from the bidder or manufacturer that confirms that the bid item specifications submitted by bidders matches the FSA base item specification. Build sheets include, but are not limited to, the factory options list and door data plate info for the vehicles. They provide details such as engine size and transmission, paint codes, production date, axle code, etc. E. Dealer: An enterprise authorized by the manufacturer to market, sell, provide, and service the items for the FSA Cooperative Purchasing Program. Dealers may be vendor-owned and controlled, in whole or in part, or independently owned and controlled. F. End User: A term used to distinguish the person who ultimately uses or is intended to use a product or for whom a product is designed for use. G. Factory: Refers to the manufacturer produced products. H. Florida Sheriffs Association Cooperative Purchasing Program (FSA): The entity that administers the Invitation to Bid and contract administration functions for this contract. I. Fleet Advisory Committee (committee): An employee of a sheriff’s office or other local governmental agency, or person who FSA identifies as subject matter expert who assists with the development of item specifications and evaluation of bid responses. The committee makes recommendations to the FSA and is not responsible for final awards. J. Invitation to Bid: A competitive solicitation and award process established through the issuance of an invitation to bidders, vendors, dealers, and manufacturers to submit a price offer on a specific product to be provided. This term shall include the item specifications available to bidders on the bid system and references to solicitation documents. The term shall not include request for proposals, request for quotes, request for letters of interest, or the solicitation of purchase orders based on oral or written quotations. K. Item Specification Group: The item specification bid document contains the minimum base item specification requirements for each item or group of items within the competitive bid. L. Manufacturer: The original producer or provider of items offered on this contract. M. Manufacturer’s Suggested Retail Price (MSRP): Manufacturer’s Suggested Retail Price (MSRP) represents FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 6 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 the manufacturer’s recommended retail selling price, list price, published list price, or other usual and customary price that would be paid by the purchaser. The following are acceptable sources of current MSRPs and MSRP Lists for use in submission of the bid solicitation and the resulting contract: a. Manufacturer’s computer printouts b. Manufacturer’s official website N. Non-Scheduled Options: Any optional new or unused component, feature or configuration that is not included or listed in the base item specifications or options. O. Production Cutoff: A date used by manufacturers to notify vendors and dealers that the factory has reached maximum capacity for orders or are discontinuing the production of an item. P. Published List Price: A standard “quantity of one” price currently available to government and educational purchasers, excluding cooperative, volume discounts or other discounts. Q. Purchase Order: A request for order from a purchaser to an awarded vendor for an item that has been awarded on this Contract. Purchaser orders placed using this contract formalize the terms and conditions of this contract under which a vendor furnishes items, vehicles or equipment to a purchaser. R. Purchaser: A purchaser is an entity that seeks to obtain items awarded on this contract by meeting the eligible user criteria or with vendor approval. S. Qualification Packet: This document contains the required forms, attestations, authorizations, and organizational information needed by bidders to submit a successful and complete bid. T. Terms & Conditions: This document serves as the governing contract for the identified FSA contract and bid. Standard regulations, processes, procedures, and compliance requirements are identified herein. Bidders complete a qualification packet during the bid process indicating they agree to comply with the Terms & Conditions, and that this will serve as a contract for both parties. U. Third Party Supplier: Businesses external to a bidder or vendor that provide products and services which contribute to the overall finished item in this contract. Third Party Suppliers are contractors under the direction and responsibility of the bidder or vendor. Third party suppliers may also be referred to as upfitters or remount service providers within this document. V. Vendor: The bidder that has been awarded items who agrees to provide the items meeting the base item specifications and are in compliance with the terms of the contract. The vendor must agree to the contract terms and conditions, which will serve as the governing contract for items sold. If the vendor is not the manufacturer, the vendor must be certified by the manufacturer to market, sell, provide, and service for an awarded item. W. Vendor Installed: A product or service provided by the vendor or other third party; not the factory. 1.09 ELIGIBLE PURCHASERS OF CONTRACT Awarded bids, or contract prices, will be extended and guaranteed to the Florida Sheriffs Association, any unit of local government, political subdivision or agency of the State of Florida. This includes, but is not limited to counties, municipalities, sheriffs’ offices, clerks, property appraisers, tax collectors, supervisors of elections, school boards or districts, water management districts, other special districts, police and fire departments, emergency response units, state universities and colleges, or other state, local or regional government entities within the State of Florida. Eligible purchaser also includes all Eligible Users as defined in F.A.C. 60A-1.001(2). All purchasers are bound by state law, local ordinances, rules and regulations for purchases made under this contract. Participating agencies cannot guarantee any order other than those ordered by the individual agency. In addition, bids can be extended and guaranteed to other entities approved by manufacturers to participate in this contract, which can include out-of-state sales. Vendors that wish to extend contract pricing to entities other than those defined here are governed by their manufacturer’s agreement and must agree to the terms and conditions of this contract. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 7 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.10 LEGAL REQUIREMENTS Federal, State, and local laws, ordinances, rules and regulations that in any manner affect the items covered herein apply. Lack of knowledge by the bidder of applicable legal requirements will in no way be a cause for relief from responsibility. Bidders have the option to certify that they are willing to accept purchase orders funded in whole or in part with federal funds. By opting in, bidders certify that they are willing to comply with the requirements outlined in Appendix C upon receipt of a federally funded purchase order. This is not a requirement of the bid or contract. Bidders are not required to opt-in; however, they are required to indicate whether they will opt-in or opt-out of receiving federally funded purchase orders. FSA has taken actions to provide and develop information, materials, and resources for bidders, vendors and purchasers that will assist in the use of federal funding with this contract. It is the responsibility of the purchaser to determine compliance for each vendor, if they wish to use federal funds for purchase, or intend to request reimbursements using federal funds. 1.11 PATENTS & ROYALTIES The bidder, without exception shall indemnify and hold harmless the FSA and its employees from liability of any nature or kind, including costs and expenses for, or on account of, any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the contract, including its use by the FSA or a purchaser. If the bidder uses any design, device or materials covered by letters, patent, or copyright, it is mutually understood and agreed, without exception, that the bid prices shall include all royalties or cost arising from the use of such design, device, or materials in any way involved in the work. 1.12 FEDERAL AND STATE STANDARDS It is the intent of FSA that all item specifications herein are in full and complete compliance with all federal and State of Florida laws, requirements, and regulations applicable to the type and class of commodities and contractual services being provided. This includes, but is not limited to, Federal Motor Vehicle Safety Standards (FMVSS), Occupational Safety and Health Administration (OSHA), Environmental Protection Agency (EPA) Standards, Society of Automotive Engineers (SAE), Fire Apparatus Vehicle Standards, and Federal Ambulance Standards (KKK-A-1822F), which includes all subsequent change notices. All fire apparatus manufacturers must meet the National Fire Protection Association (NFPA) 1901 and 1906 standards. In addition, any applicable federal or State legal or regulatory requirements laws that become effective during the term of the Contract, regarding the commodities and contractual services’ specifications, safety, and environmental requirements shall immediately become part of the Contract. The vendor shall meet or exceed any such requirements of the laws and regulations. If an apparent conflict exists, the vendor shall contact the FSA immediately. The bidder shall obtain and pay for all licenses, permits and inspection fees for this bid submission and contract. 1.13 UNDERWRITERS’ LABORATORIES Unless otherwise stipulated in the bid, all manufactured items and fabricated assemblies shall be Underwriters’ Laboratories, or U.L., listed or re-examination listing where such has been established by U.L. for the item(s) offered and furnished. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 8 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.14 AMERICANS WITH DISABILITIES ACT To request this material in accessible format, sign language interpreters, information on access for persons with disabilities, or any accommodation to review any document or participate in any FSA sponsored proceeding, please contact FSA Human Resources at (850) 877-2165 five business days in advance to initiate your request. TTY users may also call the Florida Relay Service at 711. 1.15 REASONABLE ACCOMMODATION In accordance with the Title II of the Americans with Disabilities Act, any person requiring an accommodation at the bid opening because of a disability must contact the FSA Human Resources at (850) 877-2165. 1.16 MINORITY BUSINESS ENTERPRISE (MBE) As part of the solicitation process FSA makes information available to potentially qualified entities publicly available, and conducts additional outreach to qualified: • Small businesses, • Minority-owned small businesses, • Women-owned small business enterprises, and • Disadvantaged business enterprises. FSA takes necessary affirmative steps to assure that minority businesses, women’s business enterprises, and labor surplus area firms are used when possible, as recommended by 2 C.F.R. § 200.321. FSA will: • Evaluate whether small, minority, and women’s businesses are potential sources, • Place those qualified small and minority businesses and women’s business enterprises on solicitation lists, and • Search the Small Business Administration, Minority Business Development Agency, and Labor Surplus Area reports for additional potential sources. Bidders self-identify in the qualification packet whether they meet the state and federal definitions of a disadvantaged business. 1.17 ANTI-DISCRIMINATION The bidder certifies that they are in compliance as applicable by federal or state law with the non-discrimination clause contained in Section 202, Executive Order 11246, as amended by Executive Order 11375, relative to equal employment opportunity for all persons without regard to race, color, religion, sex or national origin. 1.18 BEST COMMERCIAL PRACTICES The apparent silence or omission of any description from the item specifications shall be regarded as meaning that only the best commercial practices, size, and design are to be used. All workmanship is to be first quality. All interpretations of this item specification shall be upon the basis of this statement. 1.19 PUBLIC ENTITY CRIMES (PEC) In accordance with the Public Entity Crimes Act, Section 287.133, Florida Statutes, a person or affiliate who has been placed on the convicted vendor list maintained by the State of Florida Department of Management Services following a conviction for public entity crimes may not submit a bid on a contract to provide any goods or services FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 9 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a vendor, supplier, sub-vendor, or consultant under a contract with a public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 1.20 TAX EXEMPTION Purchasers making a purchase pursuant to the awarded bid are generally exempt from Federal Excise and State Sales Tax. It is the responsibility of the vendor to verify that the purchaser is exempt by obtaining the purchaser’s Federal Excise and State Taxes and Use Certificate Number. The Florida Sheriffs Association is a 501(c)3 organization and is exempt from all Federal Excise and State Taxes. State Sales Tax and Use Certificate Number is 85-8012646919C-3. 1.21 ORDER OF PRECEDENCE IN THE EVENT OF CONFLICT In the event of conflict, the conflict may be resolved in the following order of priority (highest to lowest): • Addenda to Contract Terms and Conditions, if issued • Contract Conditions • Addenda to Item Group Specifications, if issued • Item Specifications • Bidder Instructions • General Conditions 1.22 COMMUNICATIONS Communications between a proposer, bidder, lobbyist or consultant and FSA are limited to matters of process or procedure and shall be made in writing to the CPP Staff. Bidders should not rely on representations, statements, or explanations other than those made in this bid or in any written addendum to this bid, and no oral representations, statements, or explanations shall be deemed to bind the FSA or eligible users. 1.23 CLARIFICATION AND ADDENDA Any questions or clarifications concerning the Invitation to Bid shall be submitted by e-mail to CPP@flsheriffs.org. The bid title and number should be referenced on all correspondence. Final questions must be received by the date for Request for Clarification stated on the Bid Calendar. Questions and answers will be posted to the FSA Cooperative Purchasing Program website on the date indicated on the Bid Calendar. Interpretation of item specifications or solicitation documents will not be made verbally. If any verbal clarifications are provided, they are without legal effect. Questions received after the cone of silence date listed on the bid calendar will not be addressed. The FSA reserves the right address technical questions. The FSA shall issue a Formal Addendum if substantial changes which impact the submission of bids are required. Any such addenda shall be binding on the bidder and shall become a part of the solicitation document. In the event FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 10 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 of conflict with the original item specifications, addenda shall govern to the extent specified. Subsequent Addenda shall govern over prior Addenda only to the extent specified. FSA will make every attempt to e-mail updates to registered bidders. However, posting on the FSA website constitutes proper notice of addenda. The FSA will not be responsible for any explanation or interpretation made verbally or in writing except those made through the posting of a Formal Addendum. The bid submission constitutes acknowledgement of the addenda to the item specifications. Bids that fail to account for the addenda shall reflect in bids being declared nonresponsive; however, that pursuant to Section 2.26, the FSA may waive this requirement in its best interest. After the start of the contract term, FSA will notify all awarded vendors of any addenda and will require acknowledgement of the new terms and conditions. If the awarded vendor does not agree to the new terms and conditions, the vendor’s award can be removed or replaced by another vendor or qualified, responsive bidder. 1.24 SIGNED BID CONSIDERED AN OFFER The signed bid shall be considered an offer on the part of the bidder, which offer shall be deemed accepted upon approval by the FSA. The bid submission must be signed by an authorized representative. Submission of a bid in the FSA bid system constitutes a signed bid for purposes of bid evaluation. An electronic signature may be used and shall have the same force and effect as a written signature. 1.25 ASSIGNMENT OF CONTRACT No right or interest in this contract may be assigned, transferred, conveyed, sublet or otherwise disposed of, without prior written consent of the FSA. If the original vendor sells or transfers all assets or the entire portion of the assets used to perform this contract, a successor-in-interest must perform all obligations under this contract. FSA reserves the right to reject the acquiring entity as vendor. A change of name agreement will not change the contractual obligations of the vendor. In the event a manufacturer reassigns the product line to an alternate company, the vendor is required to immediately notify the FSA in writing of the change within 10 business days confirming the reassignment. If the alternate company is not already an approved FSA vendor, they are required to submit a Qualifications Packet to the FSA to become an approved vendor prior to conducting any qualified sales. FSA may approve such assignments of existing or new vendors at its discretion. The vendor is required to honor the contract pricing and all of the applicable terms and conditions throughout the remaining term of the contract. 1.26 TERMINATION OF PRODUCT LINE If a vendor terminates a product line (manufacturer or brand), the vendor is required to notify the FSA within 10 business days of the decision not to retain the product line. FSA may remove the terminated products from the contract. 1.27 METHOD OF AWARD The award is made to responsive and responsible bidders. FSA uses its discretion in determining if bids meet the requirements of this solicitation. The FSA reserves the right to make multiple awards for each item, if deemed in the best interest of the FSA and the purchasers. Awards will be posted on the FSA website according to the date posted in the bid calendar. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 11 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.28 DEMONSTRATION OF COMPETENCY Bidders must be able to demonstrate a good record of performance for a reasonable period of time, and have sufficient financial support, equipment and organization to ensure they can satisfactorily execute the services if awarded a contract under the terms and conditions herein stated. The terms "equipment” and “organization" as used herein shall be construed to mean a fully equipped and well- established company in line with the best business practices in the industry and as determined by the FSA. The FSA may consider any evidence available and may require submission of supporting documentation regarding the financial, technical and other qualifications and abilities of a bidder, including past performance with the FSA in making the award. The FSA may require bidders to show proof that they have been designated as authorized representatives of a manufacturer or supplier which is the actual source of supply. In these instances, the FSA may also require information from the source of supply regarding the quality, packaging and characteristics of the products. Any conflicts between this material information provided by the source of supply and the information contained in the bid submission may render the bid nonresponsive. Pre-award inspection of the bidder's facility may be made prior to the award of contract. Bids will only be considered from firms which are regularly engaged in the business of providing the goods or services as described in this bid. Information submitted in the bid may not be plagiarized and, except in the case of materials quoted from this solicitation or developed by the manufacturer, must be the original work of the individual or company that submits the bid for evaluation. 1.29 VENDOR ABILITY TO PERFORM During the contract period, FSA may review the vendor’s record of performance and may require submission of supporting documentation to ensure that the vendor is providing sufficient financial support, equipment and organization. If the FSA determines that the vendor no longer possesses the financial support, equipment and organization in order to comply with this section, FSA has the authority to immediately terminate the contract awarded. By responding to this procurement, the vendor warrants that, to the best of his or her knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the vendor’s ability to satisfy the obligations of the contract. The vendor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statues, or on any similar list maintained by any other state or the federal government. The vendor shall immediately notify the FSA and purchaser in writing if its ability to perform is compromised in any manner during the term of the contract. 1.30 FINANCIAL RESPONSIBILITY Bidder affirms by the submission of the bid and by signature on the contract signature form that the bidder: • Has fully read and understands the scope, nature, and quality of work to be performed or the services to be rendered under this bid and has adequate facilities and personnel to fulfill such requirements. • Accepts the financial responsibility associated with this bid and declares that they have the access to FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 12 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 capital (in the form of liquidity or credit lines) in order to meet the financial demands of such award. • Has assessed the financial responsibility required to serve the contract as bid, including such details as the obligations to perform all items bid and quantities that could be ordered, as well as timing of payment from purchasers, which can be 45 calendar days from receipt of invoice. 1.31 QUALITY AND SAFETY All materials used for the manufacture or construction of any supplies, materials or equipment covered by this bid shall be new. The items bid must be new, the latest model, of the best quality, and highest-grade workmanship that meet or exceed federal safety standards. Items requiring certification should require certification of options in cases where non-certified options could result in the decertification of the original product or warranty. In all cases where options are not certified, the vendor must disclose to the end user that the non-certified options are not required to be certified. All options must meet or exceed federal safety standards. 1.32 NONCONFORMANCE Items may be tested for compliance with item specifications. Items delivered that do not conform to specifications may be rejected and returned at the vendor's expense. Items not meeting the specifications and items not delivered within a reasonable period of time after expected delivery date may be purchased outside of the FSA contract. Any violation of these stipulations may also result in: • Vendor's name being removed from the awarded vendor list. • FSA and purchasers being advised not to do business with vendor. 1.33 GRATUITIES Bidders shall not offer any gratuities, favors, or anything of monetary value to any official, employee, or agent of the FSA, for the purpose of influencing consideration of this bid. Bidders shall disclose in writing any conflicts of interest to FSA prior to any award, or as soon as practical after learning of any such conflict, including any contractual or employment relationships with FSA or potential purchasers of bidders’ products or services. 1.34 TIE BIDS FSA has the right to award multiple bidders the primary or alternate award in the event of a tie. In the event the FSA desires to break tie bids, and both businesses have qualifying drug-free work programs, the award will be made using the following criteria: • Bidder within the State of Florida • Vendors performance record with purchasers • Coin Toss 1.35 RIGHT TO AUDIT Vendor shall establish and maintain a reasonable accounting system that enables FSA to readily identify vendor’s sales. FSA and its authorized representatives shall have the right to audit and to make copies of all related records pertaining to this contract, including all government sales and eligible users information whether kept by or under the control of the vendor, including, but not limited to those kept by its employees, agents, assigns, successors, FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 13 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 sub-vendors, or third-party suppliers in whatever form they may be kept – written or electronic. Such records shall include, but not be limited to: • Accounting records, including but not limited to purchase orders, confirmation of orders or invoices, paid vouchers, cancelled checks, deposit slips, ledgers, and bank statements; • Written policies and procedures; • Subcontract files (including proposals of successful and unsuccessful bidders, bid recaps, etc.); • Original estimates, quotes, or work sheets; • Contract amendments and change order files; • Insurance documents; or • Memoranda or correspondence. Vendor shall maintain such records during the term of this contract and for a period of three (3) years after the completion of this contract. At the vendor’s expense and upon written notice from FSA, the vendor shall provide such records for inspection and audit by FSA or its authorized representatives. Such records shall be made available to FSA during normal business hours within three business days of receipt of the written notice. FSA may select the vendor’s place of business or offsite location for the audit. The FSA may also request the vendor provide requested records via e-mail. Vendor shall ensure FSA has these rights with vendor’s employees, agents, assigns, successors, and third-party supplier and the obligations of these rights shall be explicitly included in any subcontracts or agreements formed between the vendor and any sub-vendors to the extent that those subcontracts or agreements relate to fulfillment of the vendor’s obligations to FSA. Professional fees, personnel costs and travel costs incurred by FSA under its authority to audit and not addressed elsewhere will be the responsibility of the FSA. However, if the audit identifies under reporting, overpricing or overcharges (of any nature) by the vendor to FSA or a purchaser in excess of three percent (3%) of the total contract billings, the vendor shall reimburse FSA for the total costs of the audit not to exceed $5,000. If the audit discovers substantive findings related to fraud, misrepresentation, or non-performance, FSA may recoup all the costs of the audit work from the vendor. Any adjustments or payments that must be made as a result of any such audit or inspection of the vendor’s invoices or records shall be made within a reasonable amount of time (not to exceed 60 calendar days) from presentation of FSA’s findings to vendor. FSA has the right to assess damages or seek reimbursements or refunds based on audit results. 1.36 LIABILITY, INSURANCE, LICENSES AND PERMITS The bidder shall obtain and pay for all licenses, permits and inspection fees for this bid submission and contract. Where vendors are required to enter or go onto FSA or purchaser property to deliver materials or perform work or services as a result of a bid award, the vendor will assume the full duty, obligation and expense of obtaining all necessary licenses, permits and insurance. The vendor shall be liable for any damages or loss to the FSA or purchaser occasioned by negligence of the vendor or any person the vendor has designated in the completion of the contract as a result of the bid. 1.37 ELIMINATION FROM CONSIDERATION This Invitation to Bid shall not be awarded to any person or bidder who has outstanding debts to the FSA, whether in relation to current or previous bid awards or for other business purposes. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 14 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.38 PERFORMANCE BONDS, AND CERTIFICATES OF INSURANCE After acceptance of bid, the FSA will notify the successful bidder to submit the applicable certificates of insurance in the amounts specified in the Insurance Checklist. Purchaser may request a performance bond from a vendor. Performance Bonds are recommended with pre- payment and will be at the expense of the requesting agency. Purchasers should determine the best practice in comparing performance bond expense against any prior discounts that may be available. 1.39 COLLUSION Collusion is a non-competitive secret or sometimes illegal agreement between rival bidders that attempts to disrupt the contract process equilibrium. Collusion involves people or companies that would typically compete, but are conspiring or working together in which the outcome results in an unfair bid advantage. The parties may collectively choose to agree to increase or decrease the item base price to maximize awards thus denying purchasers a fair price. Bidders or vendors who are found to have engaged in collusion will be considered nonresponsive, and will be suspended or barred from bid participation. Any contract award resulting from collusive bidding may be terminated for default. Further, any collusion that is detected by the FSA may be reported to relevant law enforcement and/or prosecutorial agencies. Bidders may submit multiple bids without conflict of collusion if the bid submitted is not from the same manufacturer and product line. Dealers which share the same ownership may submit multiple bids without conflict of collusion if the bidders are not in the same region featuring the same manufacturer and product line. 1.40 DEFAULT In case of default on the part of vendor, the FSA may take necessary steps to otherwise procure the products sought, including but not limited to procuring the products or services from the next highest ranked bidder or from other sources. A defaulting vendor may be held liable for costs incurred by the FSA in procuring replacement products. 1.41 PROTESTS AND ARBITRATION Any person who is adversely affected by the decision or intended decision to award shall file a “Notice of Protest” in writing to the FSA within three (3) business days after the posting of the Intent to Award and shall file a formal written protest within five (5) business days after filing the Notice of Protest. Failure to file both a notice of protest and a formal written protest within the above referenced timelines shall constitute a waiver of proceedings. The burden is on the party protesting the award of the bid to establish grounds for invalidating the award(s). The formal written protest must state with particularity the facts and law upon which the protest is based. Options are for informational purposes only and will not serve as a basis for protest. Failure to do so will result in a denial of protest. Formal written protest which states with particularity the facts and law upon which the protest is based will be reviewed by FSA legal counsel for legal soundness and validity, and corrective action will be taken as needed contingent upon the validity of such claims. However, any additional time required and cost incurred by the FSA to substantiate a protesting party’s claim(s) beyond the normal scope of its legal review due to the vague or inconclusive nature of the protesting party’s filing will be reimbursable to the FSA and deducted from the protesting party’s bond or security which must accompany their filing. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 15 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Any bidder who files an action protesting a decision or intended decision pertaining to this contract shall post a bond, cashier’s check or money order payable to the Florida Sheriffs Association in the amount equal to ten percent of the item being protested. The bond, cashier’s check or money order must be filed at the time of filing the formal written protest or within the five (5) business day period allowed for filing the formal written protest. FSA will provide the amount required within two (2) business days of the notice of protest received. This bond or security will be conditioned upon the payment of all costs which may be adjudged against the protesting party in a court of law and/or to reimburse the FSA for additional legal expenses incurred and required to substantiate the protesting party’s claim(s). Failure to post the bond or security requirement within the time allowed for filing will result in a denial of protest. The filing of the protest shall not stay the implementation of the bid award by the Florida Sheriffs Association. Should the unsuccessful bidder(s) decide to appeal the decision of the FSA, they shall file a notice to FSA within three (3) business days of the FSA bid protest decision regarding their intent to request arbitration. A demand for arbitration with the American Arbitration Association’s (AAA) commercial panel under its rules and regulations must be made within ten (10) business days of the FSA bid protest decision. Any person who files for an arbitration with the AAA shall post with the Florida Sheriffs Association at the time of filing the formal written arbitration request, a bond, cashier’s check or money order payable to the Florida Sheriffs Association in the amount equal to ten percent of the product line being protested. This amount will be the same amount as the FSA provided at the time of filing the initial protest. Failure to provide written notice to FSA, file a demand for arbitration with the AAA, or failure to post the required bond and security requirement within the specified timelines shall constitute a waiver of arbitration proceedings. By responding to this procurement, the bidder expressly agrees to the use of mandatory binding arbitration to resolve any appeals of the decision of the FSA, and any claims arising from or in any way relating to the procurement process, and expressly waives any and all rights that it may otherwise have to pursue such claims in any other forum, judicial or otherwise. If the party filing for arbitration does not prevail, it shall pay all costs, legal expenses and attorney fees of the prevailing party incurred in connection with the arbitration. However, if the filing party prevails, the parties shall share equally the fees and expenses of the arbitration and AAA and each shall bear the cost of their own attorney fees. The filing for arbitration shall not stay the implementation of the bid award by the Florida Sheriffs Association. 1.42 NONPERFORMANCE By virtue of the bid submission, bidder acknowledges its obligation to sell items for which it is awarded. Failure of the bidder to comply with these requirements may result in the imposition of liquidated damages of up to $1,000 per item, which amount the vendor agrees is reasonable, or probation, suspension, termination or a combination thereof from current and future bids at the FSA’s discretion. The vendor shall at all times during the contract term remain responsive and responsible. In determining vendor’s responsibility, the FSA shall consider all information or evidence that demonstrates the vendor’s ability or willingness to fully satisfy the requirements of the solicitation and the contract. Vendors that are not in compliance with any of the provisions of this contract can be assessed liquidated damages, suspended or terminated from the contract. The FSA at its sole discretion may remove a noncompliant vendor from future competitive bid solicitations; or take other actions including suspension from the contract until compliance issues are resolved, limit current or future vendor participation by items, or other actions as determined by FSA at its sole discretion. At FSA’s discretion, vendors may be required to develop corrective action plans to address contract compliance. Failure to abide by corrective action plans will result in termination from the existing contract and future competitive bid solicitations at the discretion of the FSA. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 16 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 In situations where there is evidence that the vendor has engaged in egregious breaches of the contract with respect to either the FSA and/or the purchaser, the contract can be terminated and the vendor will be removed from future solicitations for a period of up to three (3) years, or a permanent ban from the bid process at the sole discretion of FSA. Specific conditions for termination include, but are not limited to; failure to perform, refusal to accept orders during the contract period while manufacturer orders are still being accepted for current model year or the new year if the vehicle is price protected by the factory, charging amounts exceeding MSRP on factory or vendor installed items and packages, requiring the purchase of additional options over and above the base vehicle as a condition of acceptance of order, providing aftermarket options where factory options are available without the consent of the purchaser, any misrepresentation of optional equipment or service as being factory that fails to meet the definition as described in this document, and any other practice deemed to be inconsistent with the intent of the contract. Any vendor presented with a valid purchase order consistent with vendor bid quotes or other agreed upon terms and pricing is required by this contract to accept such purchase order and deliver the product. Orders must be fulfilled if the item is a base model or whether it includes options. The vendor must deliver this product if they were awarded the contract – regardless of profit or loss. Failure to deliver the item may result in the purchaser seeking damages for the difference of cost to issue the exact same order with another vendor plus any legal fees and damages that may be incurred in the process to facilitate a completed order. Additionally, FSA may seek damages for nonpayment of administrative fees, to which FSA is entitled, according to Section 3.28 and any attorney’s fees incurred in the recovery of these damages. 1.43 SEVERABILITY In the event any provision of this contract is held to be unenforceable for any reason, the unenforceability thereof shall not affect the remainder of the contract which shall remain in full force and effect and enforceable in accordance with its terms. 1.44 TERMINATION FOR CAUSE If through any cause within the reasonable control of the vendor, it shall fail to fulfill in a timely manner, or otherwise violate any of the terms of this contract, the FSA shall have the right to terminate the services remaining to be performed. Written notice of the deficiencies shall be given to the vendor and unless the deficiencies are corrected within 10 business days, the contract may be terminated for cause immediately. The right to exercise the option to terminate for cause shall be in the sole discretion of the FSA, and the failure to exercise such right shall not be deemed to constitute a waiver of this right. In that event, the FSA shall compensate the successful bidder in accordance with the contract for all services performed by the bidder prior to termination, net of any costs incurred by the FSA as a consequence of the default. Notwithstanding the above, the vendor shall not be relieved of liability to the FSA for damages sustained by the FSA by virtue of any breach of the contract by the vendor, and the FSA may reasonably withhold payments to the vendor for the purposes of offset until such time as the exact amount of damages due the FSA from the vendor is determined. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 17 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 1.45 TERMINATION WITHOUT CAUSE The FSA can terminate the contract in whole or part without cause by giving written notice to the vendor of such termination, which shall become effective 30 calendar days following receipt by vendor of such notice. In that event, all finished or unfinished documents and other materials shall be properly delivered to the FSA. The vendor shall not furnish any product after it receives the notice of termination, except as necessary to complete the continued portion of the contract, if any. The vendor shall not be entitled to recover any lost profits that the vendor expected to earn on the balance of the contract or cancellation charges. Any payments to the vendor shall be only to the total extent of the FSA liability for goods or services delivered prior to the date of notice to terminate the contract. 1.46 CONTRACT ADVERTISEMENT AND USE OF FSA LOGO The CPP logo is an official logo of the Florida Sheriffs Association designed to promote the program. The logo may be used by vendors in accordance with this policy. Use of the logo is limited to the original version received from the FSA. Modifications are not permitted. Methods of use include, but are not limited to: • Electronic mediums such as websites, digital marketing campaigns, social media and e-mail; or • Print media such as forms, marketing campaigns, business cards, posters, banners, brochures, flyers and postcards. Vendors may request the logo by contacting cpp@flsheriffs.org, and should include a brief description of how the vendor intends to use the logo. The official FSA sheriff's star and wreath logo may not be used without prior written permission. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 18 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 2.0 BIDDER INSTRUCTIONS 2.01 BIDDER QUALIFICATIONS Bidders are required to complete the qualification packet as part of the bid submission. A bidder becomes a qualified bidder if they comply with this section and Section 2.11, Mandatory Pre-Bid Meeting. Qualification Packet information required for bid qualification include: • Qualification form o Contact Information o Business Profile o References (if applicable) o Disqualifications & Defaults o Warranty Service Plan Attestation o Emergency Vehicle Technician Attestation • State compliance attestations o E-Verify o Workers Compensation o Drug-Free Workplace o Motor Vehicles Dealer license • Federal compliance attestations o Certification Regarding Debarment and Suspension o Certification Regarding Lobbying • Contract Signature Form • Insurance Checklist o Certificate of Insurance for awarded vendor The qualification packet is located on the bid system. 2.02 LICENSING & FACILITIES Bidders are required to possess a Florida Motor Vehicle Dealer’s License in order to bid on any motor vehicle. Bidders must maintain a repair facility within the State of Florida to provide warranty service for the items bid. If bidders do not have a facility, the bidder must be able to assist purchasers in obtaining warranty work as authorized by the manufacturer. If a bidder does not maintain a facility within the State of Florida, the bidder must have a plan as to how the bidder would service Florida purchasers if awarded the contract. This warranty service plan must demonstrate that the warranty work will be timely and satisfactorily performed and should include: • Whether the warranty service provider is approved by the manufacturer; • If the bidder plans to contract out for service, a copy of the service agreement; and • Service plans to include: o Response time to initial call from purchaser, o Number of personnel available to service the contract, o Qualifications of personnel providing warranty work, and o Any additional information that would detail how warranty service would be provided. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 19 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The sufficiency of the Warranty Service Plan may be evaluated by the FSA. The FSA reserves the right to request additional information from a bidder regarding the facility during the solicitation and the term of the contract, if awarded. The FSA may also exercise discretion in examining such facility as deemed necessary. 2.03 INSURANCE AND INDEMNIFICATION Vendor shall be fully liable for the actions of its agents, employees, partners, or third party suppliers and shall fully indemnify, defend, and hold harmless the Florida Sheriffs Association, the participating agencies, and their officers, agents, and employees from suits, actions, damages, and costs of every name and description, including legal counsels’ fees, arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by bidder, its agents, employees, partners, or third party suppliers; provided, however, that the bidder shall not indemnify for that portion of any loss or damages resulting directly from the negligent acts or omissions of the Florida Sheriffs Association and participating agencies or proximately caused by intentional wrongful acts or omissions of the Florida Sheriffs Association and participating agencies. Vendor’s obligations under the above paragraph with respect to legal action are contingent upon the Florida Sheriffs Association and/or participating agencies giving the bidder (1) written notice of any action or threatened action, and (2) the opportunity to take over and settle or defend any such action at bidder’s sole expense. Vendor shall not be liable for any cost, expense or compromise incurred by the Florida Sheriffs Association, or participating agencies, in any legal action without bidder’s prior written consent, which consent shall not be unreasonably withheld, conditioned, or delayed. The Insurance Checklist summarizes the bidder’s insurance coverage obligations, if awarded. Certificates of Insurance, evidencing such coverages and endorsements as required herein, shall be provided no later than five business days prior to the contract award date. The vendor may not begin performance under the contract until such Certificates have been approved by the FSA. The certificate must state Bid Number and Title. FSA must be named as an additional insured for the duration of the contract. The vendor shall maintain comprehensive general liability insurance and general aggregate insurance in the amount and coverage levels specified on the Insurance Checklist. The vendor shall specifically and distinctly assume, and does so assume, all risks of damage or injury to property or persons used or employed on or in connection with the work and of all damage or injury to any person or property wherever located, resulting from any action or operation under the contract or in connection with the work. It is understood and agreed that at all times the vendor is acting as an independent contractor. The vendor shall be responsible for the work and every part thereof, and for all materials, tools, appliances and property of every description, used in connection with this particular contract. The vendor at all times during the full duration of work under this contract, including extra work in connection with this contract, shall meet the requirements of this section. The vendor shall maintain automobile liability insurance including property damage covering all owned, non-owned, hired and scheduled automobiles, when used in connection with the delivery or service of this contract. The vendor shall maintain insurance to cover garage operations in the amount specified on the Insurance Checklist when the garage is used to complete work on this contract. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida and these companies must have a rating of B+ or better per the AM Best Rating. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 20 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 FSA required insurance coverages must be maintained through the duration of the contract. Upon expiration of the required insurance, the vendor must email updated certificates of insurance for as long a period as any work is still in progress. No change or cancellation in insurance shall be made without 30 calendar days written notice to the FSA. It is understood and agreed that all policies of insurance provided by the vendor are primary coverage to any insurance or self-insurance the FSA possesses that may apply to a loss resulting from the work performed in this contract. All policies issued to cover the insurance requirements herein shall provide full coverage from the first dollar of exposure. The liability insurance coverage shall extend to and include the following contractual indemnity and hold harmless agreement: The vendor hereby agrees to indemnify and hold harmless the FSA, a 501(c)3, its officers, agents, and employees from all claims for bodily injuries to the public and for all damages to the property per the insurance requirement under the specifications including costs of investigation, all expenses of litigation, including reasonable legal counsel fees and the cost of appeals arising out of any such claims or suits because of any and all acts of omission or commission of any by the vendor, his agents, servants, or employees, or through the mere existence of the project under contract. The foregoing indemnity agreement shall apply to any and all claims and suits other than claims and suits arising out of the sole and exclusive negligence of the FSA, its officers, agents, and employees, as determined by a court of competent jurisdiction. The vendor will notify the insurance agent without delay of the existence of the Hold Harmless Agreement contained within this contract, and furnish a copy of the Hold Harmless Agreement to the insurance agent and carrier. The vendor will obtain and maintain contractual liability insurance in adequate limits for the sole purpose of protecting the FSA under the Hold Harmless Agreement from any and all claims arising out of this contractual operation. The vendor will secure and maintain policies of third-party suppliers. All policies shall be made available to the FSA upon demand. Compliance by the vendor and all third-party suppliers with the foregoing requirements as to carrying insurance and furnishing copies of the insurance policies shall not relieve the vendor and all third-party suppliers of their liabilities and obligations under any section or provisions of this contract. Vendor shall be as fully responsible to the FSA for the acts and omissions of the third-party suppliers and of persons employed by them as they are for acts and omissions of persons directly employed by the vendor. The FSA can request and the vendor shall furnish proof of insurance within seven calendar days of receipt of the written request from FSA. Should the vendor fail to provide acceptable evidence of current insurance during the contract term, the FSA shall have the right to consider the contract breached and justifying the termination thereof. If bidder does not meet the insurance requirements; the FSA may consider alternate insurance coverage. 2.04 ITEM SPECIFICATIONS All items covered by this contract shall be the manufacturer’s current basic production model, and shall, as a minimum, be equipped with all standard factory equipment in accordance with the manufacturer’s latest literature unless otherwise noted in the bid system or FSA base item specification. If awarded, bidders must supply an item that either meets or exceeds all the requirements included in the applicable specifications. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 21 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The base item specifications are contained in the FSA bid system, may be requested from FSA and are retained within FSA’s archive. As part of the bid submission, all bidders will be required to provide information confirmation that the item bid meets the base item specification or may have their bid rejected. Failure of a bidder to comply with these provisions will result in bidders being held responsible for all costs required to bring the item into compliance with the contract specifications. FSA develops the item specifications with subject matter experts and publicly available information. However, FSA does not have access to full details from the manufacturer and relies on bidders to assist in this process. Bidders should immediately notify the FSA of any inaccuracies in the item specifications. All notifications of inaccuracies must be in writing. 2.05 FIXED PRICES If the bidder is awarded a contract under this Invitation to Bid, the prices quoted by the bidder at the time of bid submission shall remain fixed and firm during the term of this contract, unless otherwise addressed in a contract extension or price adjustment as provided herein. 2.06 DISCOUNTS Discounts must be offered on this contract and shall be below Manufacturer’s Standard Retail Pricing (MSRP) or manufacturers published list price for each item and option listed. The bidder has the authority to offer additional discounts based on quantity, as well as additional manufacturer or bidder discounts. 2.07 SEALED BIDS For purposes of this solicitation, a sealed bid is considered a bid submitted using the FSA Bid System. 2.08 EXCEPTIONS Any requested exceptions, deviations, or contingencies a bidder may have to the terms and conditions must be documented in bidder’s submission. Exceptions to the item specifications at the time of the bid submission shall reference the item number, make and model. FSA has the discretion to grant or deny, in whole or in part, the bidders requested exception, deviation or contingency to the specifications or terms and conditions. Bidder acknowledges that if FSA rejects the proposed exceptions, the bid may be disqualified. 2.09 MISTAKES Bidders are expected to examine the item specifications, delivery schedules, bid prices and all information pertaining to servicing this contract before submitting a bid. Failure to do so will be at the bidder's risk. 2.10 EQUIVALENTS Bidders must first request approval from the FSA before submitting a bid that includes an equivalent that will supplement an item on the base item specification. The FSA will determine whether the proposed equivalent is equal to or exceeds the quality, design and construction than the intended replacement item in the base item specification. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 22 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Bidders must provide the manufacturer name and model number (or product identifier) of each equivalent when seeking approval. Complete, descriptive, technical literature should demonstrate that the equivalent conforms with specific replacement item. If the equivalent is approved, the bidder must include the supporting material in the bid submission. Bids will not be considered without this information. If a bid uses equivalents without prior approval, the bid will be deemed nonresponsive. Vendors offering alternate makes and manufacturers of vehicles or equipment that are not specifically identified in the bid, cannot publish or offer the unapproved equivalents. Offerings of this nature will cause the bid to be rejected. If such offerings are identified after the award has been granted, the offerings, item specification or entire award can be removed by the FSA. When selling equivalents, vendors must disclose to the purchaser that an approved equivalent is being offered. 2.11 PRE-BID MEETING Prospective bidders are required to attend or participate in the Pre-Bid Meeting. The Pre-Bid Meeting is designed for vendors, the Fleet Advisory Committee and the FSA to clarify questions on the terms and conditions and to confirm all item specifications. Questions relating to the items, specifications, the bid process, or award can be asked at the Pre-Bid Meeting. Bidders have the opportunity to suggest technical modifications or corrections before the item specifications are finalized. FSA reserves the right to grant attendance exceptions to the mandatory meeting if the bidder has requested authorization, signs a memo to agree to meet all the terms and conditions without exception and further waives their right to protest the bid process in its entirety or any portion thereof. 2.12 PRICES QUOTED Prices submitted as indicated in the sealed bid are final. Bidders acknowledge that prices quoted will be valid for a period of sixty (60) calendar days from the date of bid opening. Each item, make, and model must be priced and bid separately. Prices quoted in the bid submission should reflect the final amount the bidder can expect to receive for payment for the items bid for the duration of the contract, unless otherwise provided in the contract. These prices must be inclusive of all components included in the item specification. Once awarded, the vendor has the authority to offer discounts for prompt payment. Cash or quantity discounts offered will not be a consideration in determination of award of the bid. Prices bid, including options, must include the administrative fee FSA charges to administer the contract, as outlined within these terms & conditions. The administrative fee is three quarters of one percent (.0075). Prices must be Free On Board (FOB) destination and include shipping and delivery to the purchaser. 2.13 OPTION PRICING The bidder shall offer a discount below Manufacturer’s Standard Retail Pricing (MSRP) or manufacturer’s published list price for any options offered, if awarded. The FSA has the discretion to disqualify bidders if the option pricing is excessive or if options listed are not available for the item bid. Options are intended to add or delete equipment or features from the item specification. Options can provide an upgrade or downgrade to a manufacturer’s model, such as a slightly different engine size or horsepower, and FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 23 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 should not be made available for purchase separate from the base item. Bidders shall NOT use options to create an item that is available as another item bid on this ITB. The use of options to facilitate the sale of an alternate manufacturer’s product which is outside the scope of the item specification will be determined nonresponsive and the bid will be rejected in whole or part by the FSA. Bidders must disclose which options require the purchase of other options or are dependent on another option in their bid submission. Option pricing will include all costs of labor associated with the option and cost of labor should not be listed separately. Bidder must use proper manufacturer codes for all factory options. Options available through the factory should be bid and supplied to purchaser as “factory” options, unless otherwise requested in writing by the purchaser. Factory package options are allowable under this contract. Factory package options included in the bid submission must detail what components the package includes. If a bidder will offer registration and title services as a fee for service, the bidder must include the administrative fee as a separate option (i.e. line item) for each item bid. Government imposed fees should not be included in this option pricing. If the bidder wishes to offer credit to the purchaser for an option that is standard on the FSA item specification, the bidder should include the word “Credit” at the beginning of the description field, and continue to describe the option being credited. For example, “Credit: one key fob” and enter the price the bidder will credit the purchaser. 2.14 EMERGENCY LIGHTS AND SIRENS Under Florida Statute 316.003(1), authorized emergency vehicles are defined as: “Vehicles of the fire department (fire patrol), police vehicles, and such ambulances and emergency vehicles of municipal departments, public service corporations operated by private corporations, the Fish and Wildlife Conservation Commission, the Department of Environmental Protection, the Department of Health, the Department of Transportation, and the Department of Corrections as are designated or authorized by their respective departments or the chief of police of an incorporated city or any sheriff of any of the various counties.” Bidders that will provide or contract to provide emergency light and siren installation must only use installers that possess a current Emergency Vehicle Technician Certification, or an approved equivalent. FSA may request certificates for a vendor’s installers at any time during the contract term. Labor may be charged for the installation of emergency lights and sirens. Labor rates must be disclosed as part of the bid submission. Bidders may not charge for labor for vehicles that are manufactured with emergency lights and sirens, including motorcycles. Prices submitted for emergency lights and sirens shall include all applicable government-imposed fees. Bidders that install emergency lights and sirens are required to provide and install products that are Society of Automotive Engineers (SAE) certified. SAE Certifications must include Class 1, Class 2 and Class 3 in order to be eligible for participation in the contract. If a lighting or siren product installed on an emergency vehicle is not SAE Certified, the vendor can be found in default of the contract. 2.15 BID SUBMISSION Bidders must submit a bid electronically using the bid system. Bid submissions include pricing for the item, as well as required documentation. The bid must be received by the date and time specified on the Bid Calendar seen in Appendix A. Failure to meet all submission requirements by the date indicated on the Bid Calendar will result in rejection of the bid. Bid System: VendorLink FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 24 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The bid system is located at https://www.myvendorlink.com. Bidders are encouraged to participate in training provided. Usernames and passwords will be issued to bidders after registering in the bid system. Contact VendorLink at support@vendorlink.com if technical issues arise during bid submission. Prices are to be rounded to the nearest whole dollar. If a bidder submits bid pricing using cents, the following formula will be applied: $.01-.49 will be rounded down to the dollar bid (e.g., $50.49 = $50) and $.50-.99 will be rounded to the next dollar (e.g., $50.50 =$51). Bid Submission To ensure correct bid submittal and formatting, bidders shall: • Input a bid price for each item • Upload files as instructed in the bid system; files requested will be in .pdf format. • Follow all instructions outlined in this ITB and provide all requested information. The bid shall include the following documents: • Executed Qualifications Packet • Build sheet for each item bid as a single .pdf • Any requested exceptions or equivalents FSA may ask awarded bidders to supply one hard copy set with digital signatures and original compliance forms, prior to the contract execution. Hard copy bids should not be submitted unless specifically requested by FSA. FSA is not responsible for bidder’s improper use of the bid system. Exceptions will be granted to this section should any bid system malfunctions occur. 2.16 EXECUTION OF BID By submitting a response to this Invitation to Bid, the bidder agrees to the terms and conditions of this contract and to be bound by such terms and conditions if selected for award. The bidder must submit the Contract Signature Form with the signature of an authorized representative no later than the bid submittal due date. All terms and conditions are applicable throughout the term of the contract and not specific to any given year, make or model. 2.17 MODIFICATION OR WITHDRAWALS OF BIDS A bidder may submit a modified bid to replace all or any portion of a previously submitted bid until the due date and time of the bid submission listed in the Bid Calendar. Modifications received after the bid due date and time will not be considered. Bids can be withdrawn in writing prior to the contract award. If a bidder must withdraw the bid, the bidder must contact FSA immediately. Bid withdrawals are handled on a case-by-case basis and can result in a limitation of participation in future bids. 2.18 LATE BIDS The responsibility for submitting a bid before the due date and time on the bid calendar is solely and strictly the responsibility of the bidder. The FSA is not responsible for delays caused by technical problems, any internet outages or delays incurred by electronic delivery, or any other occurrence. Any reference to time will be based on Eastern Time. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 25 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 2.19 PUBLIC BID OPENING Bids shall be opened on the date and time specified on the Bid Calendar. The bid opening may occur at the Florida Sheriffs Association, 2617 Mahan Drive, Tallahassee, Florida, or may be offered online. FSA will provide a bid inspection period for bidders following the bid opening. The date, time and duration will be announced prior to the bid opening. 2.20 DETERMINATION OF RESPONSIVENESS Determination of responsiveness will take place at the time of bid opening and evaluation. In order to be deemed a responsive bidder, the bid must conform in all material respects to the requirements stated in the contract. As set forth in Section 2.26, FSA reserves the right to waive or allow a vendor to correct minor irregularities. 2.21 RESPONSIBLE BIDDER CRITERIA Bids will be evaluated to determine if qualifications and contract requirements are met. Responses that do not meet all requirements of this Invitation to Bid or fail to provide all required information, documents or materials may be rejected as nonresponsive. Bidders whose responses, past performance, or current status do not reflect the capability, integrity, or reliability to fully and in good faith perform the requirements of the contract may be rejected as non-responsible. In determining a responsible bidder, the following factors may be considered: • Adequacy of facilities, staffing, and financial resources; • Previous experience with FSA contract or other similar government contracts; • Ability to provide excellent customer service, including previous FSA contracts; and • Any other information relevant to the responsibility of a vendor that FSA is aware of. In addition to the requirements as set forth by these Terms & Conditions, FSA reserves the right to request staffing, performance and financial information from any bidder during the evaluation process. FSA reserves the right to determine which responses meet the requirements, item specifications, terms and conditions of the solicitation, and which bidders are responsive and responsible. FSA further reserves the right to limit participation of bidders who, in FSA’s sole discretion, are determined to present responsibility concerns that call into question the bidder’s ability to perform but that do not rise to the level of requiring rejection of the bidder as non-responsible. 2.22 BASIS FOR AWARD The FSA shall make awards to the lowest bidder by item and by manufacturer to bidders deemed to be responsive and responsible. Awards may also be made to the second and third lowest bidder by item and by manufacturer and determined to be in the best interest of the FSA and the purchaser. FSA has the discretion to consider option pricing in making the award. Awards will not be given to any parties listed on the government wide exclusion in the System for Award Management. See Appendix C, II to 2 CFR Part 200. FSA reserves the right to accept or reject any and all bids, and to waive any minor irregularity, technicality or omission if it determines that doing so will serve the purchaser’s best interest. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 26 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 2.23 BID TABULATIONS In the event that more than one bid is submitted per item a Bid Tabulation report will be posted on the FSA Cooperative Purchasing Program website after the bid submission closes as identified on the bid calendar. If there is a delay in posting the bid tabulation results, FSA will post a notice of the delay and a revised date for posting of results. 2.24 MINOR IRREGULARITIES / RIGHT TO REJECT The FSA has the right to accept or reject any and all bids, or separate portions thereof, and to waive any minor irregularity, technicality or omission if the FSA determines that doing so will serve its best interest or the best interest of the purchasers. A minor irregularity is a variation from the terms and conditions of this procurement that does not affect the price of the bid or give the bidder a substantial advantage over other bidders and thereby restrict or stifle competition and does not adversely impact the interests of the FSA or the purchasers. At its option, the FSA may allow a bidder to correct minor irregularities but is under no obligation to do so. In doing so, the FSA may request a bidder to provide clarifying information or additional materials to correct the irregularity. However, the FSA will not request and a bidder may not provide the FSA with additional materials that affect the price of the bid, or give the bidder an advantage or benefit not enjoyed by other bidders. The FSA may also reject any bids not submitted in the manner specified in this document. 2.25 CONE OF SILENCE This Invitation to Bid is subject to the Cone of Silence that begins the date the bid submission opens through the intent to award date as indicated in the Bid Calendar. During this period all communications regarding this solicitation between FSA and Bidder will cease, except for procedural questions, technical questions regarding problems incurred in the use of the bid system, or communications initiated by the FSA. All permitted communications during this period shall be made in writing to the procurement contacts identified in Section 1.01 of this Invitation to Bid. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 27 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 3.0 CONTRACT CONDITIONS 3.01 GENERAL REQUIREMENTS Once the bid has been awarded, the terms and conditions of this document become the contract between the FSA and the awarded vendor. The terms and conditions apply to all items purchased from this contract. 3.02 STATEMENT OF AUTHORITY Each person signing the contract warrants that they are duly authorized to do so and binds the respective party to the contract. 3.03 VENDOR CONTACT INFORMATION The vendor shall maintain current contact information with FSA at all times for sales and submission of purchase orders, quarterly reports and administrative fee payments. If a change occurs during the contract, the vendor must notify FSA immediately. 3.04 ADDITIONS AND DELETIONS The FSA reserves the right to add or delete any items from this bid or resulting contract when deemed to be in the best interest of FSA and the participating purchasers. FSA reserves the right to remove, discontinue or suspend the sale or offering of any product within the Invitation to Bid document or existing contract, at its discretion. This decision to take action may be based upon and not limited to: • Few or no sales; • Product recalls and other safety issues; • Vendor/Manufacturer performance; or • Lack of relevance of products. 3.05 CONTRACT EXTENSION Contract Extension The contract may be extended by mutual agreement, initiated at the discretion of the FSA, for up to two (2) additional years, on a year-to-year basis. The vendor may request price adjustments for contract extensions as provided for in the price adjustment section. If no request is received from the vendor, the FSA will assume that the vendor has agreed that the optional term may be exercised without pricing adjustment. Any adjustment request received after the commencement of a new option period may not be considered unless otherwise provided for in this contract. The FSA reserves the right to in its sole discretion, elect to implement an optional term or to allow the contract to fully or partially terminate and readvertise for bids, whichever is in the best interest of the FSA. Month-to-Month Continuation In the event that a new contract is not active at the time of this contract’s expiration, this contract’s terms and conditions shall extend on a month-to-month basis and shall not constitute an implied extension of the contract. Such a month-to-month continuation shall be upon the compensation and payment provided herein. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 28 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 3.06 PRICE ADJUSTMENTS This contract provides the following options for price adjustments: • Annual Price Adjustments • Changes to Production or Design • Manufacturer Certified Adjustments • Surcharges • Equitable Adjustments Price adjustment requests must clearly substantiate a need to increase or decrease the price and must be submitted as a percentage change. If a dollar amount is provided, FSA will calculate the percentage change. Annual Price Adjustment The FSA may consider annual price adjustments due to: • Changes in the Producer Price Index (PPI) as published by the U.S. Department of Labor, Bureau of Labor Statistics (BLS); or • As a result of any changes to national or state standards that require substantial price adjustments. Changes resulting from PPI will be verified by the FSA, after the vendor requests a price adjustment under this provision and identifies the commodity code for each item as designated by the BLS. In the event of changes to national or state standards, the vendor must present verifiable changes from the manufacturer in price to FSA. FSA may consider other documentation related to the change to national or state standards but is not obligated to grant price changes without literature from the manufacturer. The FSA will consider the request and will make a final determination on the change in price. For any price adjustment to commence annually or on the first day of the contract extension, the vendor's request for price adjustment should be submitted 60 (sixty) days prior to the annual execution of the contract or to the expiration of the contract extension. Changes to Production or Design Significant changes by the manufacturer to the production and item specification design may also initiate a price adjustment request. FSA will consider order dates, production cutoffs, conditions as provided for in Section 3.08, as well as replacement or complete redesign of items when considering significant changes to manufacturer production or design. Manufacturer Certified Adjustments Vendors must provide documentation from the manufacturer to FSA that shows a legitimate need for price adjustments. Surcharges Surcharges are increased costs that are imposed on awarded vendors for items sold on this contract. Surcharges can be related to the cost of materials, cost of transportation or shipping, or fees imposed by the governing entities. Since surcharges are imposed on awarded vendors, in order to request a price change, the vendor must document the origin of the surcharge. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 29 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The vendor must provide manufacturer or supplier certification documentation that identify the reason or cause for the surcharge to FSA in advance of assessing surcharges to a purchaser. Surcharge After a Purchase Order is Issued When a purchase order has been issued, the vendor may present a surcharge with all required documentation to the purchaser for consideration. The purchaser may accept or negotiate a reduction in the surcharge or reject the surcharge at their discretion. Equitable Adjustments The FSA may make an equitable adjustment to the contract terms or pricing at its discretion. 3.07 CONDITIONS It is understood and agreed that any item offered or shipped as a result of this contract shall be the most current model offered. 3.08 PRODUCTION CUTOFF Vendors shall notify the FSA in writing no less than sixty (60) calendar days prior to the close of final order date by the manufacturer when the final order date is during the term of the contract. Purchase orders received by the vendor ten (10) business days prior to the final order date must be accepted and entered into the order system with the manufacturer. Purchase orders issued and received after the production cutoff date will be subject to availability. In this case, the vendor and manufacturer have the discretion whether to choose to provide next year’s model at current year’s prices until the end of the contract term. If the manufacturer cutoff date is during the term of the contract and will affect the purchaser’s ability to obtain the items, FSA may consider substitutions from the same manufacturer. 3.09 FACILITIES The FSA reserves the right to inspect the vendor’s facilities at any time with prior notice. 3.10 FACTORY-INSTALLED OPTIONS All options specified as factory-installed are to be installed on the item at the primary site of assembly and is to be the manufacturer’s standard assembly-line product. Aftermarket and vendor-installed equipment will not be accepted as factory-installed. Vendors found supplying aftermarket or vendor-installed equipment where factory- installed are specified shall be required to retrieve all delivered items and supply new items meeting the specifications. All factory-ordered options are to be original equipment manufacturer (OEM) and installed at the primary site of assembly unless otherwise noted by the vendor and acknowledged in writing by the purchaser. Verbal agreements will not be recognized. 3.11 VENDOR-INSTALLED OPTIONS All vendor-installed accessories, equipment, or options shall be installed according to the manufacturer’s specifications. All vendor-installed options must be manufactured by an established manufacturer of the product FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 30 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 provided. Vendors are required to disclose make and model of product being offered, design, and model must be approved by the purchaser prior to installation. Prior to any purchase, the vendor must also disclose the warranty of any accessory, equipment or option that is less than or exceeds the factory or equipment warranty coverage. Any vendor that violates this provision will be considered in default of the contract. FSA may terminate the contract in accordance with these terms & conditions. 3.12 NON-SCHEDULED OPTIONS A non-scheduled option is an option not listed on the FSA published award. Vendors may provide non-scheduled options at less than MSRP or the Published List Price. Non-scheduled options should be identified and listed as a separate line item with the price and discount on the purchase order. Non-scheduled options are covered under these terms and conditions. 3.13 AMBULANCE REMOUNT Ambulance remount services may be offered by awarded vendors on this contract. Remount service providers shall maintain a minimum of $5,000,000 in Product Liability Insurance and a minimum of $1,000,000 in Professional Garage Keepers Liability Insurance. It is the responsibility of the vendor to maintain the insurance requirements under the Terms and Conditions. Proof of adequate coverage shall be provided to the purchaser upon request. All remount service providers must be registered with National Highway Traffic Safety Administration (NHTSA) as a new vehicle manufacturer as required by law (49 CFR 571.7(e)). The remounter shall follow all recommended guidelines and practices as published and prescribed by the OEM chassis manufacturer for the chassis platform supplied. This includes: 1. Compliance with Federal Motor Vehicle Safety Standards (FMVSS); 2. Incomplete Vehicle Document (IVD) for appropriate chassis; 3. OEM Body Builder’s Guide for appropriate chassis; and 4. Ford QVM Program Truck Guidelines or other OEM Chassis Upfitter programs. The remounter must have financial strength to adequately support any warranty obligation provided to the customer and be able to verify this to the purchaser upon request. The warranty that shall be offered at a minimum to the customer shall be as follows: 1. The remounter shall warranty the ambulance and furnished equipment against parts failure or malfunction due to design, construction or installation errors, defective workmanship and missing or incorrect parts for a minimum period of 12 months or 12,000 miles (whichever occurs first) from date of acceptance, exclusive of any authorized driveaway mileage. 2. However, if the remounter received from any supplier or subcontractor additional warranty on the whole or any component of the ambulance, in the form of time and/or mileage, including prorated adjustments, or if the remounter generally extends to their customers a greater or extended warranty coverage, the purchaser shall receive corresponding warranty benefits. The remounter must follow all recommended guidelines and requirements which apply to the new chassis, as well as application and installation of all components and equipment included in the remounted vehicle. This shall include suitability and generational compatibility of key components to meet both make and model year of chassis utilized. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 31 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The remounter shall perform the following series of steps to determine viability of the proposed remount vehicle prior to production: 1. The viability process shall include a visual inspection of ambulance body module for overall condition to determine suitability and feasibility for forward service life. This shall include the compatibility of the body to the proposed new chassis. 2. This viability process shall include, and the remounter shall provide, a Scope of Work document which shall include an itemized proposal to the customer and a notice of compliance to FMVSS requirements, as well as weight balance and payload analysis and projections. A minimum payload of 1,500 pounds is required. 3. The remounter shall inform the purchaser of any additional deficiencies or defects discovered during the production process and inform the purchaser immediately whereby remediation shall be mutually determined. It is the responsibility of the vendor to certify that it has inspected the remounted module for structural integrity and will supply a statement that includes proof of the inspection process to the purchaser. The remounter shall have written work process documentation to substantiate each step of the production process for the remounted vehicle to include: 1. Evaluation and physical assessment of original vehicle; 2. Engineering analysis for major modifications such as change in chassis type or body mounts; 3. The actual production sequence and process; and 4. Written and verified quality control and function checks. 3.14 FORCE MAJEURE A vendor shall not be penalized for a delay resulting from the vendor’s failure to comply with delivery requirements if neither the fault nor the negligence of the vendor or its employees contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the vendor’s control, or for any of the foregoing that third party suppliers if no alternate source of supply is available to the vendor. 3.15 ORDER To initiate a purchase, a purchase order must be issued to the vendor, which includes: • FSA contract title and number; • FSA item number, and the make and model or item description; and • Purchaser name, phone number and email address. The vendor’s acceptance of a purchaser’s order will indicate that the vendor agrees to deliver an awarded item that will be fully compatible with all options. Production schedules and delivery dates should be discussed at the time the quote is provided to the purchaser, or if no quote is provided, when the purchase order is delivered to the vendor. Vendor shall place the order with the manufacturer within 10 business days of receipt of the purchase order. The vendor shall assure that all orders are placed in full compliance with the specifications and the terms and conditions of the contract and the purchase order. Any changes that are required to bring an item into compliance with the various options due to an incorrect order will be accomplished at the vendor’s expense. A Confirmation of Order form shall be completed by the vendor and provided to the purchaser and FSA fifteen (15) calendar days from receipt of purchase order without request by the purchaser. Any additional information needed to complete this form should be obtained by the vendor from the purchaser. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 32 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 If a vendor receives a purchase order for an item for which they were not awarded, the vendor must notify the purchaser and return the purchase order to the purchaser within three (3) business days. Purchase orders may include additional terms and conditions established by the purchasing agency. When presented with a purchase order containing additional requirements beyond those established herein, the vendor may negotiate any additional requirements with the purchaser prior to accepting the purchase order. 3.16 DELIVERY Vendors are to inspect the item to confirm the item meets or exceeds the FSA base item specification, manufacturer specification, and purchase order. Deliveries not complying with these requirements may be rejected and will have to be redelivered at vendor’s expense. Delivery shall be within the normal working hours of the user, Monday through Friday, excluding holidays. Delivery schedules shall be agreed to by the purchaser and the vendor. Vendor shall notify the purchaser no less than twenty-four (24) hours prior to delivery of the time and location, which shall reflect the mutually agreed upon delivery details. The vendor shall be responsible for delivering items that are properly serviced, clean and in first class operating condition. Items shall be delivered with each of the following documents completed or included: • Copy of the purchase order • Copy of the FSA base item specification • Copy of manufacturer’s Invoice, price sheet, build sheet or other documentation that verifies what components are included on the item being delivered • Copy of the pre-delivery service report • Registration warranty certification • Owner’s manual • Registration, tag and title or an application for the registration, as applicable All items with fuel tanks of thirty-five (35) gallons or less must contain no less than one quarter (1/4) tank of fuel as indicated by the fuel gauge at the time of delivery. For items that have more than thirty-five (35) gallons, a minimum of one eighth (1/8) of a tank of fuel must be provided. Deliveries within 2,500 miles may be accomplished by driving the vehicle. Any delivery accomplished by driving the vehicle must be supervised and the driver must comply with manufacturer’s break-in requirements and all applicable traffic laws. Any delivery accomplished by driving fire rescue or emergency response vehicle must use an “OUT OF SERVICE” cover on light bars. All deliveries in excess of 2,500 miles shall be approved by the purchaser. The purchaser has the option to reject a vehicle with more than 2,500 odometer miles, if not previously approved by the purchaser, or may deduct $0.51 cents per mile in excess of 2,500 miles from the invoice. This requirement also applies to redelivery of vehicles that were rejected upon initial delivery. When items require service or adjustments upon delivery, the vendor shall either remedy the defect, or be responsible for reimbursing the manufacturer’s local authorized representative or other service provider to remedy the defect. Such service or adjustments shall be initiated by the vendor within 48 hours after notification by a purchaser, not to include weekends and holidays. Delivery will not be considered complete until all services or adjustments are satisfactory, and the item is redelivered or repaired. The cost of any transportation required to address the defect shall be the responsibility of the vendor until the items are satisfactory and accepted by the purchaser. 3.17 INSPECTION AND ACCEPTANCE FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 33 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Final acceptance shall be given only after the purchaser inspects or confirms the item meets contract specifications. Delivery of an item to a purchaser does not constitute acceptance for the purpose of payment. Inspection and acceptance will be at the purchaser’s destination unless otherwise previously agreed upon location was provided in the purchase order. Should the delivered items differ in any respect from the item specifications, payment can be withheld until such time as the vendor completes the necessary corrective action. 3.18 REGISTRATION, TAG AND TITLE Title items shall be the responsibility of the vendor. If the purchaser is a government agency, the purchaser has the right to choose to register and title the item. Costs of registration, tag and title shall not exceed the statutory rates. FSA administrative fee does not apply to the cost of registration, tag and title. 3.19 CAB AND CHASSIS PURCHASES Vendors performing upfitting of cab and chassis should be licensed and certified to perform such work. Vendors are responsible for tag and title work if the chassis is completed by the vendor or the vendor’s contracted third- party supplier. The requirements of Florida Statute 319.21 related to the manufacturer statement of origin apply to cab and chassis purchases. 3.20 INVOICING AND PAYMENTS Invoicing and payments shall be the responsibility of the vendor and purchaser placing orders using this contract. Vendors must invoice each purchaser independently. The vendor shall be paid upon submission of invoices to the purchaser after satisfactory delivery and acceptance of the items. The Local Government Prompt Payment Act will apply to ensure timely payment of vendor invoices. The Local Government Prompt Payment Act is defined in Sections 218.70–218.79 of Florida Statutes. 3.21 WARRANTY All warranties shall begin at the time of delivery and final acceptance by the purchaser. The purchaser’s warranty should not be active for incomplete items and items delivered to a third-party supplier before final delivery. 3.22 PURCHASE ORDERS The vendor must submit electronic copies of purchase orders within fifteen (15) calendar days of the purchase order issue date. Emails shall be sent to coop@flsheriffs.org. Purchase orders received by the vendor after this deadline must be submitted to FSA as soon as possible with the date received by the vendor and cause for the delay. Purchase orders should contain the following information: • Purchaser name • Purchase order number • Purchase order issue date • FSA contract title and number • Item number • Item make and model, or item description • Item price • Estimated delivery date. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 34 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Purchase orders vary in format and information provided. If a purchase order does not include the above information, the vendor may submit supplemental documentation to FSA at the same time the purchase order is due. Such information may be in bid quotes, equipment proposals, confirmation of orders, or other documents. If a purchaser does not use purchase orders, written communication from the purchaser to the vendor will be provided to FSA. 3.23 QUARTERLY REPORTS Quarterly reports are the contractual responsibility of each vendor. Quarterly reports must be completed and submitted electronically. All quarterly reports shall be sent to reports@flsheriffs.org. The quarterly report template shall be submitted using an Excel workbook provided by FSA. Quarterly reports which do not adhere to the required format or are not complete of all purchase orders received and/or deliveries made during the quarter will be returned to the reporting vendor for correction. Quarterly reports are due no later than the 15th day of the month following the end of the quarter. Quarterly reports shall follow the schedule below for the duration of the contract. If a contract extension is executed, the quarterly reports will maintain the same schedule for future reporting periods. Quarterly reports should follow this schedule: Contract Year 1: April 1, 2023 – March 31, 2024 Year 1 Quarter 1 April 1 – June 30 July 15 Year 1 Quarter 2 July 1 – September 30 October 15 Year 1 Quarter 3 October 1 – December 31 January 15 Year 1 Quarter 4 January 1 – March 31 April 15 Contract Year 2: April 1, 2024 – March 31, 2025 Year 2 Quarter 1 April 1 – June 30 July 15 Year 2 Quarter 2 July 1 – September 30 October 15 Year 2 Quarter 3 October 1 – December 31 January 15 Year 2 Quarter 4 January 1 – March 31 April 15 If a contract extension or renewal option are executed, the quarterly reports will maintain the same schedule for future reporting periods. Quarterly reports must be submitted even if there are no sales or no deliveries in a quarter. If a vendor has no sales within a quarter, the vendor shall indicate “No sales this quarter” on the top row of the sales worksheet. If the vendor has no deliveries in a given quarter, the vendor shall indicate “No deliveries this quarter” on the top row of the delivery worksheet. FSA reserves the right to modify the procedure for submitting quarterly reports during the term of the contract. Such a change shall not materially modify the substance of the information to be reported, but may change the method by which future quarterly reports are to be submitted. In the event of such a change, FSA will provide written notice to all vendors of the method by which future quarterly reports are to be submitted. 3.24 ADMINISTRATIVE FEE FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 35 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 The FSA charges three quarters of one percent (.0075) to procure, process and administer the contract. The administrative fees are the contractual responsibility of each awarded vendor. After receipt of payment from contract purchases, the vendor shall remit all administrative fees to the FSA no later than 15 calendar days after the end of each quarter. All fees payable to the FSA during any given quarter will be accompanied and supported by a quarterly report. The administrative fee will remain payable to FSA and no relief from payment of the administrative fee, nor any additional charge to recoup the administrative fee, will be permitted if a vendor fails to incorporate the administrative fee in its bid pricing. The administrative fee should never be listed as a separate line item on any purchase order or invoice. The administrative fee is based on the total purchase order amount of new items. This fee excludes any value given to purchasers for trade-ins. Trade-ins, extended warranties and other exchanges will not reduce or impact the fee calculation. The ACH form for electronic payment or wiring of funds is included in Appendix C. It is the preference of FSA that all payments be electronically paid and submitted. If ACH is not available, checks for the administrative fee can be sent to: Florida Sheriffs Association Cooperative Purchasing Program 2617 Mahan Drive Tallahassee, FL 32308 3.25 LIQUIDATED DAMAGES The vendor warrants that the item supplied to the purchaser shall conform in all respects to the standards set forth and the failure to comply with this condition will be considered as a breach of contract. Any liquidated damages levied because of inadequacies or failures to comply with these requirements shall be borne solely by the vendor responsible for same. Failure to submit the administrative fee with accompanying quarterly reports to FSA within 15 calendar days following the end of each quarter may result in the imposition of liquidated damages. Vendors failing to submit administrative fees and/or quarterly reports will incur liquidated damages in the amount of $25 for each calendar day that fees and reports are past due, beginning on the 16th day following the end of the quarter. If a civil action is initiated by the FSA to recover administrative fees or liquidated damages as set forth in this section, the prevailing party shall be entitled to its reasonable attorneys’ fees and costs incurred in the litigation. The venue shall lie in the Circuit Court for the Second Judicial Circuit in and for Leon County, Florida. When quarterly reports are late, liquidated damages are to be included in vendor’s Quarterly Report and administrative fee submission. Liquidated damages that remain unpaid beyond 45 calendar days can result in FSA, at its sole discretion, implementing contract compliance actions, including but not limited to, suspension, limited participation by item specifications, disqualification from future solicitations, or termination for cause pursuant to the Terms & Conditions. Schedule of Liquidated Damages Failure to submit quarterly report on time $25 per calendar day Failure to submit administrative fee on time $25 per calendar day FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 36 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Failure to report a Purchase Order to FSA within 15 calendar days of the purchase order issue date $100 per Purchase Order Failure to Report Sales .0075 of the sales price plus 1.5% each month following the delivery date. Vendor agrees and acknowledges that its failure to take any of the actions specified in the above schedule will result in liquidated damages to this contract. Vendor agrees and acknowledges that these liquidated damages are not intended to be and do not constitute a penalty and that these amounts are reasonably calculated to compensate the FSA for the damages that it will incur as a result of the vendor’s failure to take the specified actions. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 37 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Appendix A: Bid Calendar For the most up to date information, please refer to https://www.flsheriffs.org/law- enforcement- programs/cooperative-purchasing-program/bid-announcements * Details for the Workshop, Mandatory Pre-Bid Meeting, and Public Bid Openings will be posted on FSA’s website, emailed to interested bidders, or can be found in Florida Administrative Register (as appropriate) for the dates published. Bid Calendar Task Date Invitation to Bid Announcement (ITB)10/11/2022 Registration for Workshop & Pre-bid Open 11/1/2022 Voluntary Workshop for Interested Bidders; Review Specifications 12/5/2022 New Specification requests due 12/16/2022 Pre-Bid meeting 1/11/2023 - 1/12/2023 Request for Clarifications Due to FSA 1/20/2023 FSA VendorLink Bidder Training 1/24/2023 Bid System Open 1/31/2023 Cone of Silence 1/31/2023 - 3/10/2023 Bid Submissions Due 2/27/2023 Public Bid Opening 3/1/2023 Bid Tabulations Posted 3/1/2023 Bid Evaluation 3/6/2023 - 3/10/2023 Intent To Award 3/10/2023 Final Bid Award Announcement 4/1/2023 Effective Date Of New Contract 4/1/2023 FSA23 - Fire & Rescue Bid Calendar FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 38 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Appendix B: ACH Payments FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 39 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 Appendix C: Federal Clauses APPLICABILITY OF THIRD PARTY CONTRACT PROVISIONS* (excluding micro-purchases, except Davis-Bacon requirements apply to construction contracts exceeding $2,000) In addition to other provisions negotiated with purchasers placing federally funded purchase orders, Vendors must comply with the following provisions upon award of a federally funded purchase order: PROVISION Professional Services/A&E Operations/ Management Construction Materials & Supplies Equal Employment Opportunity All Davis-Bacon Act >$2,000 Copeland “Anti-Kickback” Act >$2,000 Contract Work Hours and Safety Standards Act >$100,000 >$100,000 >$100,000 >$100,000 Rights to Inventions Made Under a Contract or Agreement If the purchase order involves performance of experimental, developmental or research work If the purchase order involves performance of experimental, developmental or research work If the purchase order involves performance of experimental, developmental or research work If the purchase order involves performance of experimental, developmental or research work Clean Air Act >$150,000 >$150,000 >$150,000 >$150,000 Federal Water Pollution Control Act >$150,000 >$150,000 >$150,000 >$150,000 Debarment and Suspension All All All All Byrd Anti-Lobbying Amendment >$100,000 >$100,000 >$100,000 >$100,000 Procurement of Recovered Materials All All All All Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment All All All All Domestic Preferences for Procurements All All All All *References to the code of regulations (CFR) or United States Code (USC) were accurate at the time of publication. It is the responsibility of the bidder to ensure compliance is met of the referenced state and federal laws within the published rules. EQUAL EMPLOYMENT OPPORTUNITY: Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The clause set forth in 41 CFR 60-1.4(b) is incorporated herein by reference. Vendor must comply with this clause and include this clause in all lower-tier federal assisted construction contracts. DAVIS-BACON ACT, as amended (40 U.S.C. 3141-3148): When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 40 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. Vendors performing construction must comply with all applicable provisions of the Davis-Bacon Act and include this clause in all lower-tier subcontracts for construction. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C., chapter 37): Vendor shall comply with Sections 102 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C., chapter 37), as supplemented by Department of Labor regulations (29 CFR part 5). (a) Overtime requirements. Neither Vendor nor any contractor or subcontractor contracting for any part of the purchase order work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (b) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in Paragraph 15(a), Vendor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, Vendor or such subcontractor shall be liable to the United States (in the case of work done under the Contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in Paragraph 15(a), in the sum of $29 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in Paragraph 15(a) of this section. (c) Withholding for unpaid wages and liquidated damages. Purchaser shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by Vendor or a subcontractor under the purchase order or any other Federal contract with Purchaser, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by Purchaser, such sums as may be determined to be necessary to satisfy any liabilities of Vendor or its subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in Paragraph (a). (d) Subcontracts. Vendor shall insert in any subcontracts over $100,000 for construction and other purposes that involve the employment of mechanics or laborers, the clauses set forth in Paragraphs (a) through (d) and also a clause requiring the subcontractors to include these clauses in any lower-tier subcontracts. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Vendor shall comply with these requirements when performing a FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 41 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 purchase order involving experimental, developmental or research work and flowdown this clause to lower-tier subcontractors performing such work. CLEAN AIR ACT (42 U.S.C. 7401 et seq.) and the FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. 1251 et seq.), as amended: Vendor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401 et seq.) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251 et seq.). Violations shall be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor shall comply with the requirements of Clean Air Act and the Federal Water Pollution Control Act and include this clause in all lower-tier subcontracts with a value over $150,000. DEBARMENT AND SUSPENSION (E.O.s 12549 and 12689): By accepting or performing this purchase order, Vendor certifies that it is not identified in the Exclusions area of the System for Award Management as being currently debarred, suspended, proposed for debarment, or otherwise excluded (“SAM Exclusion”). Vendor shall obtain similar certifications from its lower-tier subcontractors for each subcontract in excess of $25,000 and Vendor shall not award lower-tier subcontracts in excess of $25,000 to an entity subject to a SAM Exclusion. LOBBYING RESTRICTIONS (31 U.S.C. 1352): By accepting or performing this purchase order, Vendor certifies that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Vendor shall also disclose to Purchaser any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award or contract. Vendor shall flow down this clause and require this certification for lower-tier subcontractors with a subcontract of $100,000 or more. Vendor shall provide its disclosure and all disclosures received from lower-tier subcontractors to Purchaser. PROCUREMENT OF RECOVERED MATERIALS: A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Vendor shall comply with this clause and include this clause in all lower-tier subcontracts. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT: (a) Recipients and subrecipients are prohibited from obligating or expending loan or grant funds to: (1) Procure or obtain; (2) Extend or renew a contract to procure or obtain; or (3) Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115- 232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (ii) Telecommunications or video surveillance services provided by such entities or using such equipment. FLORIDA SHERIFFS ASSOCIATION Cooperative Purchasing Program Contract Terms and Conditions Page 42 FSA23-VEF17.0: Fire & Rescue Vehicles, Boats, & Equipment 4866-5444-0014.3 (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. (b) In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained. (c) See Public Law 115-232, section 889 for additional information. DOMESTIC PREFERENCES FOR PROCUREMENTS: (a) As appropriate and to the extent consistent with law, the non-Federal entity should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). Vendor agrees to comply with the requirements of this clause and include the requirements of this clause in all subawards including all contracts and purchase orders for work or products under this award. (b) For purposes of this section: (1) “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) “Manufactured products” means items and construction materials composed in whole or in part of non- ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0337 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Works Agenda Number: 5.1 SUBJECT/RECOMMENDATION: Approve Work Order to AtkinsRealis USA, Inc., of Tampa, FL, for Fort Harrison Avenue Corridor Improvement (19-0036-EN) design and bidding of Phases II, III, and IV in the amount of $5,828,509.10 pursuant to Request for Qualification (RFQ) 04-21 and authorize the appropriate officials to execute same. (consent) SUMMARY: The potable water, wastewater collection, and stormwater systems along Fort Harrison are aging beyond their useful life and must be replaced. This project will replace those systems, including construction of a new reclaimed water main, followed by roadway reconstruction and potential implementation of mobility enhancements. The project scope includes utility design (potable water, wastewater collection, stormwater, and reclaimed water), roadway design, intersection evaluations that may lead to temporary demonstration projects and associated public outreach, in addition to recommending means of incorporating green infrastructure and sustainability to align with Greenprint 2.0. The Work Order for Phases II, III, and IV, in the amount of $5,828,509.10 will consist of design drawings, specifications, cost estimates, permits, and bidding support for Phases II, III, and IV which begins near the intersection of Fort Harrison Avenue and Georgia Street to Belleair Road (approximately 2.2 mi). The estimated construction value for the corridor construction for Phases II, III and IV is approximately $43.7 million. February 3, 2022, City Council initial $2,767,677.32 work order from AtkinsRealis USA, Inc (formally Atkins North America) for Phase I design drawings, specifications, cost estimates, permits, and bidding support for the northern portion of Fort Harrison Ave, from the “apex”, where Fort Harrison Avenue intersects Myrtle Avenue, south to Jones Street with an estimated construction cost of approximately $20.5 million. The Fort Harrison Avenue Corridor Improvement (19-0036-EN) design fees total for Phase I through Phase IV is $8,596,186.32. A streamlined approach combining the phases for the Fort Harrison Corridor Improvements equate to significant savings for data collection specifically related to survey, subsurface utility exploration, and geotechnical investigations as they will have to mobilize only once instead of multiple times. It will also allow for a more cohesive design of the phases as the same consultant team and City team will be in place. Designing the project as one phase simplifies the maintenance of traffic design since no transitions will be required between phases. Lastly, combining phases allows the city to streamline the schedule and number of submittals, providing a significant cost savings. In total, combing the design of the remaining phases, results in an estimated +/- $2M savings. AtkinsRealis will prepare the design drawings, specifications, cost estimates, permits, and provide bidding support for Phases II, III, and IV. Design for Phases II, III, and IV is expected to take 2 years. The total project budget for Fort Harrison is anticipated to be $72,783,000. The following funding is identified in prior year balance and the approved 6-year Capital Improvement Program, totaling $58,084,410: General Fund $10,727,740 Stormwater Utility Fund $11,476,750 Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0337 Water & Sewer Utility Fund $35,879,920 If approved at these design specifications, additional resources of $14,698,590 will need to be allocated. The following amounts will be required by fund: General Fund increase $ 2,803,700 Water & Sewer Utility Fund increase $11,894,890 APPROPRIATION CODE AND AMOUNT: 3157541-530100-C2102 Roads $ 325,211.79 3197319-530100-C2102 Storm $1,259,219.74 3217321-530100-C2102 Water $1,974,494.75 3217321-530100-C2102 Sewer $1,428,130.19 3277327-530100-C2102 Sewer $ 546,364.56 3217321-530100-C2102 RCW $ 295,088.07 Funding is available in Capital Improvement Project C2102, Fort Harrison Reconstruction, to fund the work order. STRATEGIC PRIORITY: This item falls under objective 1.2 (maintaining public infrastructure) within High Performing Government, objective 3.3 promote marketing and outreach strategies that encourages stakeholders' engagement, and objective 4.4 develop accessible and active transportation network that enhances pedestrian safety. Page 2 City of Clearwater Printed on 5/29/2024 ATTACHMENT “A” CONSULTANT WORK ORDER – PROJECT FEES TABLE Fort Harrison Complete Streets Atkins [19-0036-EN] City of Clearwater Consultant Work Order – Project Fees Table Page 1 of 1 Revised: 10/27/2021 PROJECT FEES TABLE Task Description Subconsultant Services Labor Total I. Pre-Design Phase 1.1 Project Management $11,750 $188,930 $200,680 1.2 Project Kick-off and Coordination Meetings $11,750 $117,110 $128,860 1.3 Survey $346,384 $0.00 $346,384 1.4 Geotechnical Investigation $153,141 $0.00 $153,141 1.5 Subsurface Utility Exploration $256,396 $0.00 $256,396 Pre-Design Phase Total: $1,085,461 II. Design Phase 2.1 Green Infrastructure and Sustainability $0.00 $14,450 $14,450 2.2 Roadway Analysis & Documentation $0.00 $24,280 $24,280 2.3 Drainage Analysis & Documentation $0.00 $129,870 $129,870 2.4 Private Utility Coordination $0.00 $100,175 $100,175 2.5 City Utility Analysis & Documentation $5,100 $18,545 $23,645 2.6 Lighting Analysis & Documentation $0.00 $20,790 $20,790 2.7 Landscape Analysis & Documentation $0.00 $40,145 $40,145 2.8 Public Involvement 2.8.1 Public Involvement Plan Development $0.00 $17,682.92 $17,682.92 2.8.2 Public Meetings $0.00 $116,351.68 $116,351.68 2.8.3 Presentations to Local MPOs and Associated Technical and Citizen Committees $0.00 $27,920.40 $27,920.40 2.9 Intelligent Transportation Systems (ITS) Analysis $0.00 $46,710 $46,710 Design Phase Total: $562,110 III. Final Design Phase 3.1 30% Construction Documents $58,325 $817,584 $875,909 3.2 60% Construction Documents $104,985 $1,471,651 $1,576,636 3.3 90% Construction Documents $46,660 $654,067 $700,727 3.4 Final 100% Construction Documents $23,330 $327,033.56 $350,363.56 3.5 Permitting Services 3.5.1 Environment Permits and Environmental Clearances $0.00 $17,009 $17,009 3.5.2 Utility Permits $0.00 $32,199.44 $32,199.44 3.5.3 Archeological and Historic Resources $0.00 $42,606 $42,606 Design Phase Total: $3,595,450 IV. BIDDING PHASE: 4.1 Bidding Phase Services $0.00 $49,260 $49,260 Bidding Phase Total: $49,260 SUBTOTAL (SUBCONSULTANTS AND LABOR): $5,292,281 7 Permit Fee Expense Allocation $7,000.00 8 Contingency (10%) $529,228.10 9 Other Direct Costs (Not applicable to lump sum Work Orders) $0.00 GRAND TOTAL: $5,828,509.10 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0462 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Works Agenda Number: 5.2 SUBJECT/RECOMMENDATION: Approve the Second Amendment to Southwest Florida Water Management District (SWFWMD) Cooperative Funding Agreement for the Lower Spring Branch Improvements (14-0048-EN), extending the agreement through December 1, 2029, and authorize the appropriate officials to execute same. (consent) SUMMARY: The Lower Spring Branch Stormwater Improvements Project is identified as Project 1B in the Stevenson Creek Watershed Management Plan (WMP), which was prepared by the City of Clearwater with SWFWMD’s cooperative funding and participation. This project will provide flood relief for approximately 11 homes adjacent to the Creek, removing them from the 100-year floodplain. The construction of this project includes the replacement of bridges at Springtime Avenue, Overbrook Avenue, and the addition of larger box culverts under Douglas Avenue. The Cooperative Funding Agreement between the City of Clearwater and SWFWMD includes reimbursement up to 50% of the cost of design and construction up to a maximum of $1,160,000 and Pinellas County, as a third party within this agreement, up to 50% of the cost of design and construction up to a maximum of $500,000 (SWFWMD reimbursement to County) for construction of the project. Pinellas County will reimburse the City 25%, not to exceed $270,000 of the construction of Douglas Avenue Crossing, for a total of $1,430,000 in potential reimbursements. August 14, 2018, City Council approved the SWFWMD Cooperative Funding Agreement N915 for 50% of design and construction up to a maximum of $1,160,000. May 6, 2021, City Council approved Amendment One extending the agreement through June 30, 2024, providing time to acquire necessary property rights and Army Corp of Engineer permits for Historical bridges. Due to considerable property right acquisitions and design challenges coupled with delays arising from the COVID19 pandemic, the City has requested SWFWMD extend the Cooperative Funding Agreement expiration date to December 1, 2029, upon approval of City Council. Amendment Two includes no changes to reimbursement values. The City has budgeted $3.9M of stormwater enterprise funds, which together with SWFWMD’s & Pinellas County’s reimbursements will total $5.3M to fund the proposed project. City staff is also researching other grant opportunities. All necessary easements and permits should be acquired by Summer 2025. The City plans to bid the project while permits are being finalized to expedite the project schedule. Construction is expected to last less than 18 months with completion anticipated in early 2027. STRATEGIC PRIORITY: 1.2 Maintain public infrastructure, mobility systems, natural lands, environmental resources, and historic features through systematic management efforts. 1.4 Foster safe and healthy communities in Clearwater through first-class public safety and emergency response services. 4.1 Support proactive climate resiliency strategies based in science to protect natural and built environments from impacts associated with sea level rise. Page 1 City of Clearwater Printed on 5/29/2024 DocuSign Envelope ID: 55EE3518-017C-446A-BD30-3E983BCE88E4 Page 1 of 5 AGREEMENT NO: 18CF0000878/18CFCNTY878 SECOND AMENDMENT TO AGREEMENT BETWEEN THE SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT AND CITY OF CLEARWATER AND PINELLAS COUNTY FOR LOWER SPRING BRANCH CONVEYANCE IMPROVEMENTS (N915) This SECOND AMENDMENT effective upon execution by both parties, by and between the SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT, a public corporation of the State of Florida having an address of 2379 Broad Street, Brooksville, Florida 34604-6899, hereinafter referred to as the "DISTRICT," and the CITY OF CLEARWATER, a municipal corporation of the State of Florida, having an address of 112 Osceola Avenue, Clearwater, Florida 33756, hereinafter referred to as the “CITY”, and PINELLAS COUNTY, a political subdivision of the State of Florida, whose address is 315 Court Street, Clearwater, Florida 33756, hereinafter referred to as the “COUNTY.” WITNESSETH: WHEREAS, the DISTRICT, the CITY and the COUNTY entered into an agreement effective October 1, 2017, as amended June 15, 2021 (Agreement No. 18CF0000878), hereinafter referred to as the “Existing Agreement,” for design, permitting, and construction of conveyance improvements along the Lower Spring Branch of Stevenson Creek in Pinellas County ; and WHEREAS, the parties hereto wish to amend the Existing Agreement to replace the DISTRICT’S Contract Manager, the CITY’S Project Manager, the COUNTY’S Project Manager, extend the contract period and modify the Project Schedule, and update contract language applicable to the DISTRICT’S cooperatively funded projects. WHEREAS, the CITY and the COUNTY acknowledges that the District will not enter into a subsequent amendment to extend the expiration date of the Agreement. NOW THEREFORE, in consideration of the mutual terms, covenants and conditions contained herein, the parties hereby mutually agree to amend the Existing Agreement as follows: 1. The Project Contacts and Notices Paragraph is hereby amended to modify the DISTRICT’S Contract Manager with Andres Barbarossa, the CITY’S Project Manager with Sam Reilly, and the COUNTY’S Project Manager with Ivan Dimitrov. 2. The first paragraph of the Funding Paragraph is hereby replaced in its entirety with the following: The parties anticipate that the total cost of the PROJECT will be Three Million Three Hundred Twenty Thousand Dollars ($3,320,000) (Board-Approved Project Amount). The DocuSign Envelope ID: 55EE3518-017C-446A-BD30-3E983BCE88E4 Page 2 of 5 DISTRICT'S maximum funding amount is One Million Six Hundred Sixty Thousand Dollars ($1,660,000). The CITY'S funding match is One Million Six Hundred Sixty Thousand Dollars ($1,660,000) and cannot include state or federal appropriations, or grant monies, as provided in Subparagraph 3. The COUNTY'S funding match is Five Hundred Thousand Dollars ($500,000) and cannot include state or federal appropriations, or grant monies, as provided in Subparagraph 4. The CITY and the COUNTY will be the lead parties and agree to provide all remaining funds necessary for the satisfactory completion of the PROJECT. 3. Subparagraph 3 of the Funding Paragraph is hereby replaced in its entirety with the following: The CITY and the COUNTY shall pay PROJECT costs prior to requesting reimbursement from the DISTRICT. The DISTRICT shall reimburse the CITY and the COUNTY for the DISTRICT’S share of allowable PROJECT costs in accordance with the Project Budget set forth in the Project Plan, but at no point in time will the DISTRICT'S expenditure amounts under this Agreement exceed expenditures made by the CITY and the COUNTY combined. 4. Subparagraph 4 of the Funding Paragraph is hereby replaced in its entirety with the following: The CITY and the COUNTY’S funding match is based on the Board-Approved Project Amount and cannot include state or federal appropriations, or grant monies. The DISTRICT will not fund any PROJECT cost increases. State or federal appropriations, or grant monies, may be used to cover PROJECT cost increases. Should those state or federal appropriations, or grant monies, exceed PROJECT cost increases, the remaining funds will be used to equally reduce the DISTRICT funding amount and the CITY and the COUNTY'S Board-approved match. If PROJECT costs are equal to or less than the Board-Approved Project Amount, state or federal appropriations, or grant monies, will equally reduce the DISTRICT’S funding amount and the CITY and the COUNTY'S Board- approved match. The CITY and the COUNTY shall provide written notice to the DISTRICT if a) it intends to use state or federal appropriations, or grant monies, to fund PROJECT costs, indicating the amount and funding source, and b) PROJECT costs are expected to increase, indicating the increased amount and the funding source to cover the cost increase. If the DISTRICT provides funding for the PROJECT in excess of the amount required by this Agreement, after all state or federal appropriations, or grants monies have been applied, the COOPERATOR will promptly refund such overpaid amounts to the DISTRICT. This Subparagraph shall survive the expiration or termination of this Agreement. 5. Subparagraph 11 of the Funding Paragraph is hereby replaced in its entirety with the following: Each COOPERATOR invoice must include the following certification, and the COOPERATOR hereby delegates authority by virtue of this Agreement to its Project Manager to affirm said certification: DocuSign Envelope ID: 55EE3518-017C-446A-BD30-3E983BCE88E4 Page 3 of 5 "I certify that the costs requested for reimbursement and the Cooperator’s matching funds are directly related to the performance under the Agreement between the Southwest Florida Water Management District and the Cooperator (Agreement No. 18CF0000878), are allowable, allocable, properly documented, and are in accordance with the approved Project Budget. This invoice includes $ of contingency funds expenditures. In accordance with Subparagraph 3 of the Funding Paragraph, the Cooperator received a total of $ in federal or state appropriations, or grant monies for the Project, and $ has been allocated to this invoice, reducing the District's and Cooperator's share of this invoice to $__ / $ respectively. The Cooperator expects the Project costs will increase by for a total Project cost of . The Cooperator intends to use the following state or federal appropriations, or grant monies to fund increased Project costs: .” 6. New Subparagraph 13 of the Funding Paragraph is hereby added as follows: Reimbursement for expenditures of contingency funds is contingent upon the DISTRICT'S approval and determination, in its sole discretion, that the expenditures were necessary to achieve the resource benefit of the PROJECT and were not in excess of what was reasonably necessary to complete the PROJECT. The term “contingency funds” shall include funds that are allocated for unanticipated or extra work needed to the complete the PROJECT. Items not considered for reimbursement include those unrelated to the resource benefit or resulting from design errors and defects in the work. The CITY and the COUNTY, collectively, may submit up to 5% of the Board-Approved Project Amount for contingency reimbursement. The DISTRICT'S total reimbursement obligation of contingency expenses is limited to its funding percentage of the Board-Approved Project Amount. If an invoice includes expenditures of contingency funds, the CITY and the COUNTY shall complete and submit the Contingency Funds Justification form Exhibit "C", attached hereto and made a part of this Agreement, to explain the basis of each line item expenditure. 7. The Contract Period Paragraph is hereby amended to extend the expiration date of June 30, 2024 to December 01, 2029. 8. The Diversity In Contracting And Subcontracting Paragraph is hereby amended to delete Subparagraphs 1 and 2. 9. The Documents Paragraph is hereby replaced in its entirety with the following: The following document(s) is/are attached and made a part of this Agreement. In the event of a conflict of contract terminology, priority shall first be given to the language in the body of this Agreement, then to Exhibit "A", then to Exhibit "C". Exhibit "A" Project Plan Exhibit "C" Contingency Funds Justification Form 10. The CITY’S Project Schedule section set forth in the Project Plan is hereby replaced in its entirety with the following: DocuSign Envelope ID: 55EE3518-017C-446A-BD30-3E983BCE88E4 Page 4 of 5 PROJECT SCHEDULE (CITY) DESCRIPTION COMMENCE COMPLETE Design 05/01/2024 07/01/2024 Permitting 05/01/2024 08/01/2024 Bidding & Contract Award 03/01/2027 05/01/2027 Construction and Construction engineering & Inspection (CEI) 06/01/2027 06/01/2029 As-built Survey, Record Drawing & Substantial Completion 06/02/2029 09/01/2029 11. The terms, covenants and conditions set forth in the Existing Agreement that have not been specifically amended herein, will continue in existence, are hereby ratified, approved and confirmed, and will remain binding upon the parties hereto. The remainder of this page intentionally left blank. DocuSign Envelope ID: 55EE3518-017C-446A-BD30-3E983BCE88E4 Page 5 of 5 IN WITNESS WHEREOF, the parties hereto, or their lawful representatives, have executed this SECOND AMENDMENT on the day and year set forth next to their signatures below. SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT By: Scott Letasi, P.E., PMP Date Bureau Chief, Engineering and Project Management CITY OF CLEARWATER By: Bruce Rector, Mayor Date By: Jennifer Poirrier, City Manager Date Approved as to form: Attest: David Margolis Rosemarie Call City Attorney City Clerk PINELLAS COUNTY By: Date Name: Title: Authorized Signatory SECOND AMENDMENT TO AGREEMENT BETWEEN THE SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT AND CITY OF CLEARWATER AND PINELLAS COUNTY FOR LOWER SPRING BRANCH CONVEYANCE IMPROVEMENTS (N915) Certificate Of Completion Envelope Id: 55EE3518017C446ABD303E983BCE88E4 Status: Completed Subject: Complete with DocuSign: 18CF0000878 Amendment 2_.pdf Source Envelope: Document Pages: 5 Signatures: 0 Envelope Originator: Certificate Pages: 4 Initials: 0 Meagan Finneran AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-05:00) Eastern Time (US & Canada) 2379 Broad Street Brooksville, FL 34604 meagan.finneran@swfwmd.state.fl.us IP Address: 173.170.202.80 Record Tracking Status: Original 4/30/2024 8:49:54 AM Holder: Meagan Finneran meagan.finneran@swfwmd.state.fl.us Location: DocuSign Signer Events Signature Timestamp In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Sam Reilly Samantha.Reilly@MyClearwater.com Security Level: Email, Account Authentication (None)Using IP Address: 74.115.235.130 Sent: 4/30/2024 8:53:31 AM Viewed: 4/30/2024 9:23:27 AM Electronic Record and Signature Disclosure: Accepted: 4/30/2024 9:23:27 AM ID: 3368ad40-74a0-4481-82ab-934566136da6 Carbon Copy Events Status Timestamp Andres Barbarossa andres.barbarossa@swfwmd.state.fl.us Security Level: Email, Account Authentication (None) Sent: 4/30/2024 9:23:27 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lisa Laupert Lisa.Laupert@swfwmd.state.fl.us Southwest Florida Water Management District Security Level: Email, Account Authentication (None) Sent: 4/30/2024 9:23:27 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Susan Overstreet Susan.overstreet@swfwmd.state.fl.us Security Level: Email, Account Authentication (None) Sent: 4/30/2024 9:23:27 AM Viewed: 4/30/2024 9:28:53 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 4/30/2024 8:53:31 AM Certified Delivered Security Checked 4/30/2024 9:23:27 AM Completed Security Checked 4/30/2024 9:23:27 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Your Consent to Use Electronic Records and Signatures From time to time, the Southwest Florida Water Management District ("District") may provide you with certain agreements. The federal E-SIGN Act and the Florida Uniform Electronic Transaction Act, Chapter 668, Florida Statutes, allow the District to provide you these agreements electronically and the use of electronic signatures with your consent. Described below are the terms and conditions for providing you such agreements electronically as well as for the use of electronic signatures. This consent relates to your agreement with the District and any associated electronic signatures. If you consent to receive your agreement electronically and to use electronic signatures, you must keep your email address up to date by notifying ESignQuestions at ESignQuestions@swfwmd.state.fl.us of any changes to your contact information. Please read the information below thoroughly and, if you can access this information electronically to your satisfaction, please confirm your acceptance and understanding that your electronic signature executed in conjunction with the electronic submission of your agreement shall be legally binding and such transaction shall be considered authorized by you by clicking the "I consent to use Electronic Records and Signatures" box located on the previous page. If you do not agree to use electronic signatures, click the link under "Other Options" to print and sign the agreement. Right to Have Records Provided on Paper At any time, you may request from the District paper copies of any of your agreements at no cost to you. You may request delivery of paper copies by contacting ESignQuestions at ESignQuestions@swfwmd.state.fl.us. Additionally, following your signing session, you will have the ability to download and print your agreement through the DocuSign, Inc. ("DocuSign") system. You will receive an email with a link to access your agreement within the DocuSign system. Right to Withdraw Your Consent to Receive Electronic Records; Consequences If you agree to receive your agreement electronically and use electronic signatures, you have the right to withdraw your consent at any time and at no cost to you. You must inform the District of your decision by ESignQuestions at ESignQuestions@swfwmd.state.fl.us. Please include your contact information and the agreement number you are declining to sign electronically in your withdrawal notice. If you elect to receive your agreement only in paper format, or refuse to sign electronically, it may slow down the speed at which you receive documents or information. Hardware and Software Minimum Requirements Electronic Record and Signature Disclosure created on: 6/23/2020 4:59:39 PM Parties agreed to: Sam Reilly To access and retain your agreement, you will need the following: Operating Systems: Windows 2000 or Windows XP Browsers (for SENDERS): Internet Explorer 6.0 or above Browsers (for SIGNERS): Internet Explorer 6.0, Mozilla Firefox 1.0, NetScape 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enable Security Settings: Allow per session cookies Users accessing internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection These minimum requirements are subject to change. If these requirements change such that you may not be able to access or retain the electronic records, we will provide you with an email message at the email address we have on file for you, providing you with the revised hardware and software requirements. At that time, you will have the right to withdraw your consent to receive documents electronically. S T E VENSONCREEK N BETTY LN DOUGLAS AVE SUNSET POINT RD OVERBROOK AVE SEDEEVA ST HARBOR D R FAIRMONT ST PINELAND DR FULTON AVE APACHE TRL CHARLES ST SYLVAN DR STATE ST SUNNYDALE DR SPRINGTIME AVE SEDEEVA CIR N EDGEWATER DR STEVEN S O N AVE IVA ST CHENANGO AVE NOKOMIS ST N WASHINGTON AVE CALUMET ST VISTA WAY CLAIRE DR JADE AVE IROQUOIS ST MOHAWK ST ALOHA LN COLES RD SEDEEVA CIR S SANDY LN OSAGE ST FULLER DR N MARTIN LUTHER KING, JR. AVE BROOK RD MACOMBER AVE WILSON BLVD MARY L RD SHERIDAN RD SYLVAN DR BECKETT ST TERRACE RD STE V E N S O N'S D RN MADISON AVE WOODBINE ST BERTLAND WAY PARKWOOD ST MINNESOTA DR CAROLYN LN PINELAND DR CARDOVA LN N WASHINGTON AVE SPRINGTIME AVE FAIRMONT ST SPRINGTIME AVE BECKETT ST LOCATION MAP ²Prepared by:Engineering DepartmentGeographic Technology Division100 S. Myrtle Ave, Clearwater, FL 33756Ph: (727)562-4750, Fax: (727)526-4755www.MyClearwater.com CRM TM N.T.S.260B 03-29s-15e07/30/2018Map Gen By:Reviewed By:S-T-R:Grid #:Date:Scale: LOWER SPRING BRANCHSTORMWATER IMPROVEMENTSPROJECT #14-0048-EN Path: S:\_CITY PROJECTS\2014 PROJECTS\14-0048-EN Lower Spring Branch\Lower Spring Branch 14-0048-EN.mxd PROJECTLOCATION Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0633 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Works Agenda Number: 5.3 SUBJECT/RECOMMENDATION: Continue to June 20, 2024: Approve the request to vacate a utility easement defined as the westerly 5 feet of a rear drainage utility easement in lot 10, Block 4, Woodvalley Unit No. 5, a subdivision according to a recorded Plat Book 68, Page 32, in the public records of Pinellas County, Florida and pass Ordinance 9767-24 on first reading. SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0635 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Works Agenda Number: 5.4 SUBJECT/RECOMMENDATION: Continue to June 20, 2024: Approve the request to vacate an easement defined as the south 5 foot utility easement of Lot 31, Block c, less the west 10 feet, and the north 5 foot utility easement, of lot 32, block c, less the west 10 feet, as recorded in Plat Book 66, Page 16, Sall’s Lake Park, of the public records of Pinellas county, Florida and pass Ordinance 9768-24 on first reading. SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0636 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Works Agenda Number: 5.5 SUBJECT/RECOMMENDATION: Continue to June 20, 2024: Approve the request to vacate an easement defined as the northern 10 feet of lots 12 and 13, Block 19, Milton Park replat as recorded in plat book 10, page 28 and under OR Book 3750, Page 354, of the public records of Pinellas County, Florida and pass Ordinance 9769-24 on first reading. SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: Ord. 9758-24 2nd rdg Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: OrdinanceIn Control: Planning & Development Agenda Number: 6.1 SUBJECT/RECOMMENDATION: Adopt Ordinance No. 9758-24 on second reading, amending the Community Development Code Article 2, Article 3, Article 4, Article 8, Appendix B, and Appendix C. SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 ORDINANCE NO. 9758-24 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA MAKING AMENDMENTS TO THE COMMUNITY DEVELOPMENT CODE BY AMENDING ARTICLE 2, ZONING DISTRICTS, DIVISION 1. LOW DENSITY RESIDENTIAL DISTRICT (“LDR”), DIVISION 2. LOW MEDIUM DENSITY RESIDENTIAL DISTRICT (“LMDR”), DIVISION 3. MEDIUM DENSITY RESIDENTIAL DISTRICT (“MDR”), DIVISION 4. MEDIUM HIGH DENSITY RESIDENTIAL DISTRICT (“MHDR”), DIVISION 5. HIGH DENSITY RESIDENTIAL DISTRICT (“HDR”), DIVISION 7. COMMERCIAL DISTRICT (“C”), DIVISION 8. TOURIST DISTRICT (“T”), DIVISION 10. OFFICE DISTRICT (“O”), DIVISION 11. US 19 DISTRICT (“US 19”), DIVISION 12. INSTITUTIONAL DISTRICT (“I”), AND DIVISION 13. INDUSTRIAL, RESEARCH AND TECHNOLOGY DISTRICT (“IRT”); BY AMENDING ARTICLE 3, DEVELOPMENT STANDARDS, DIVISION 1. ACCESS MANAGEMENT STANDARDS, DIVISION 2. ACCESSORY USE/STRUCTURES, DIVISION 8. FENCES AND WALLS, DIVISION 9. GENERAL APPLICABILITY STANDARDS, DIVISION 12. LANDSCAPING/TREE PROTECTION, DIVISION 14. PARKING AND LOADING, DIVISION 18. SIGNS, AND DIVISION 21. TEMPORARY USES; BY AMENDING ARTICLE 4, DEVELOPMENT REVIEW AND OTHER PROCEDURES, DIVISION 2. GENERAL PROCEDURES, DIVISION 8. TRAFFIC IMPACT STUDY, AND DIVISION 9, CONCURRENCY AND MOBILITY MANAGEMENT; BY AMENDING ARTICLE 8, DEFINITIONS AND RULES OF CONSTRUCTION, SECTION 8-102. DEFINITIONS; BY AMENDING APPENDIX B, US 19 ZONING DISTRICT AND DEVELOPMENT STANDARDS, DIVISION 3. SUBDISTRICT STANDARDS; BY AMENDING APPENDIX C, DOWNTOWN DISTRICT AND DEVELOPMENT STANDARDS, DIVISION 2. REGULATING PLAN, DIVISION 3, CHARACTER DISTRICT STANDARDS, DIVISION 6. BUILDING DESIGN STANDARDS, AND DIVISION 8. FLEXIBILITY; CERTIFYING CONSISTENCY WITH THE CITY’S COMPREHENSIVE PLAN AND PROPER ADVERTISEMENT; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Clearwater (the “City”) adopted the Community Development Code on January 21, 1999, which took effect on March 8, 1999; and WHEREAS, the City has made numerous amendments to the Community Development Code to account for changing conditions within the City; and WHEREAS, the City recently updated its Comprehensive Plan, Clearwater 2045, to provide updated policy guidance for numerous development initiatives within the City, requiring updates to the Community Development Code; and WHEREAS, the City wants to increase housing diversity and affordability; and WHEREAS, Clearwater 2045 enabled the use of accessory dwelling units and set forth that development standards need to be established in order to implement the use of accessory dwellings; and WHEREAS, the City wants to permit affordable housing density bonuses as a Level One, Flexible Standard Development approval to allow for development review committee approval; and 2 Ordinance No. 9758-24   WHEREAS, clarification of design criteria is needed for car washes developed within the City; and WHEREAS, the Governor signed into law Senate Bill 250 (2023), an Act Relating to Natural Emergencies, which amended how temporary emergency housing after a natural disaster is regulated and amendments to the Community Development Code are needed to comply with those statutory changes; and WHEREAS, the Governor signed into law Senate Bill 64 (2021), an Act Relating to Reclaimed Water, which created development bonuses for the use of graywater systems in residential development and the City is required to provide these development bonuses to incentivize the reuse of water in the City; and WHEREAS, the Governor signed into law Senate Bill 1411 (2022), an Act Relating to Floating Solar Facilities, which requires a floating solar facility to be a permitted land use within the City; and WHEREAS, the City adopted Greenprint 2.0 (2021) to support and advance the City’s sustainability and resiliency goals and wants to further implement Greenprint 2.0 and Senate Bill 1411 (2022) by creating standards for and promoting the use of solar energy systems; and WHEREAS, the City wants to provide notice of certain development applications earlier in the development review process; and WHEREAS, the City wants to remove a footnote which provides additional flexibility for the Residential Infill Project use but provides no criteria or guidance; and WHEREAS, the City is removing a reference to an outdated traffic circulation map that was used in determination of driveway spacing; and WHEREAS, accessory uses are being amended to increase the percentage to 25% of the principal use to bring consistency between accessory uses and structures as accessory structures are permitted to be 25 percent of the principal use; and WHEREAS, amendments to mechanical equipment screening requirements will ensure consistency in standards applied throughout the City; and WHEREAS, updates are needed to graphics illustrating certain fence standards to bring clarity in how the fence standards are applied; and WHEREAS, the City wants to permit wider sidewalks within front setbacks; and WHEREAS, site visibility triangles are utilized to maintain areas free from visual obstructions to provide safe visibility for vehicles, bicyclists and pedestrians, and the City wants to allow the City Engineer flexibility in an approved design in certain cases; and WHEREAS, amendments to landscaping and parking standards will provide the Community Development Coordinator flexibility for approving certain site improvements; and 3 Ordinance No. 9758-24   WHEREAS, the City is developing a banner program to alert residents and visitors of City events, points of interests, and other happenings in the City; and WHEREAS, the City intends to use this banner program to regulate the use of banners in the public right-of-way and on public property and the City wants to exempt them from the sign regulations in connection with the program; and WHEREAS, definitions are being created in conjunction with accessory dwelling units, solar energy systems, and graywater bonuses, and amended to remove outdated references or bring clarity to certain uses; and WHEREAS, the City is built out and has sufficient public facilities’ capacity to meet future demands and Florida Statutes no longer requires concurrency; and WHEREAS, the City has determined that provisions for certificates of concurrency standards are no longer needed in the Code; and WHEREAS, the City has determined that these amendments to the Community Development Code promote and support the public health, safety, morals, and welfare, of the City’s residents; and WHEREAS, the City desires for the Community Development Code to function effectively and equitably throughout the City; and WHEREAS, at a duly noticed public meeting the Clearwater Community Development Board, pursuant to its responsibilities as the Local Planning Agency, has reviewed this amendment, conducted a public hearing, considered all public testimony and has determined that this amendment is consistent with the City of Clearwater’s Comprehensive Plan and recommended that the City Council adopt this amendment; and WHEREAS, the City Council has fully considered the recommendation of the Community Development Board and testimony and evidence submitted at its public hearing; now therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. That Article 2, Zoning Districts, Section 2-100, Permitted Uses, Chart 2- 100, Permitted Uses, Community Development Code, be amended to read as follows: Sec. 2-100. – Permitted uses. * * * * * * CHART 2-100 PERMITTED USES Use Categories LDR LMDR MDR MHDR HDR MHP C T D O US 19 I IRT OSR P CRNC OD IENC OD Residential Accessory Ddwellings Unit X X X X X X X X X * * * * * * * * * * * * 4 Ordinance No. 9758-24   Section 2. That Article 2, Zoning Districts, Division 1, Low Density Residential District (“LDR”), Community Development Code, be amended to read as follows: * * * * * * Section 2-103. – Flexible standard development. * * * * * * Table 2-103. "LDR" District Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Accessory Dwelling Unit 10,000 50 n/a 5-10 10-20 Attached 30 0-1/unit Detached 15-20 Detached Dwellings 10,000- 20,000 50-100 25 5-15 10 5-25 10-20 30 2/unit Residential Infill Project(3) n/a n/a 10— 25 0— 105 0—205 30 2/unit Utility/Infrastructure Facilities(2) n/a n/a 25 15 25 n/a n/a (1) The Building Code may require the rear setback on a waterfront lot to be at least 18 feet from a seawall. (2) Utility/infrastructure uses shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to transportation/utility which shall include such uses and all contiguous like uses. (3) The development standards for residential infill projects are guidelines and may be varied based on the criteria specified in Section 2-103(B). Flexibility criteria: A. Accessory dwelling unit. 1. Accessory dwelling units shall not exceed 750 square feet or 50 percent of the gross floor area of the principal detached dwelling, whichever is less. 2. A parcel of land with conforming density shall be permitted one accessory dwelling unit. 3. Design Standards. a. The accessory dwelling unit shall be constructed with a consistent architectural style as the principal detached dwelling. b. Detached accessory dwelling units shall be constructed with similar architectural features as the principal detached dwelling, including window style, paint scheme, and roof design. 5 Ordinance No. 9758-24   c. A shipping container may be utilized as a detached accessory dwelling unit, provided it fully complies with the Florida Building Code and is architecturally treated using windows, doors, cladding, porches, and/or decks to provide a residential appearance, as determined by the Community Development Coordinator. d. Entrances to attached accessory dwelling units shall not be visible from the street. 4. The location of an accessory dwelling unit shall be subject to Section 3-203.A. 5. The height of a detached accessory dwelling unit shall be subject to Section 3-203.D. 6. Setbacks. a. Attached accessory dwelling units shall meet the principal detached dwelling setbacks. b. Detached accessory dwelling units shall meet the setbacks established in Table 2- 103. c. Flexibility for the side and rear setbacks may be approved if the unit is buffered with landscape material and/or fences to minimize impacts to adjacent properties. 7. Either the principal detached dwelling or accessory dwelling unit shall be occupied by the property owner. 8. One legal on-street parking space may be substituted in lieu of the required off-street parking space as determined by the City Engineer. **RELETTER SUBSEQUENT SECTIONS UPON APPROVAL OF CRITERIA A ABOVE** * * * * * * 6 Ordinance No. 9758-24   Section 2-104. – Flexible development. * * * * * * Table 2-104. "LDR" District Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Attached Dwellings 10,000 100 25 10 15 30 2/unit Overnight Accommodations 20,000 100 25 15 25 30 1/unit Parks and Recreation Facilities n/a n/a 35 20 25 30 1/ per 20,000 SF land area or as determined by the community development directorcoordinator based on the ITE Manual standards Residential Infill(2) n/a n/a 10— 25 0— 105 0— 1520 30 2/unit Schools 40,000 200 25 15 25 30 ⅓1/3 students (1) The Building Code may require the rear setback on a waterfront lot to be at least 18 feet from a seawall. (2) The development standards for residential infill projects are guidelines and may be varied based on the criteria set forth in Section 2-104(D). * * * * * * Section 3. That Article 2, Zoning Districts, Division 2, Low Medium Density Residential District (“LMDR”), Community Development Code, be amended to read as follows: * * * * * * Section 2-203. – Flexible standard development. * * * * * * Table 2-203. "LMDR" District Flexible Standard Development Standards Use Min. Lot Size (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off- Street Parking Front Side Rear(1) Accessory Dwelling Unit 5,000 50 n/a 5 5-10 Attached 30 0-1/unit Detached 15-20 Attached Dwellings 10,000 100 25 10 15 30 2/unit Detached Dwellings 5,000 50 15-25 5 5-105 30 2/unit Residential Infill Projects(3) n/a n/a 10— 25 0—5 0—105 30 2/unit Utility/Infrastructure Facilities(2) n/a n/a 25 10 15 n/a n/a 7 Ordinance No. 9758-24   (1) Waterfront detached dwellings in LMDR District should be 25 feet except as provided in Article 3 Division 8, section 3-805 and Division 9, section 3-904 and except where adjacent structures on either side of the parcel proposed for development are setback 20 feet and then the rear setback shall be 20 feet. The Building Code may require the rear setback to be at least 18 feet from any seawall. (2) Utility/infrastructure uses shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to Transportation which shall include such uses and all contiguous like uses. (3) The development standards for residential infill projects are guidelines and may be varied based on the criteria set forth in Section 2-203(C). Flexibility Criteria: A. Accessory dwelling unit. 1. Accessory dwelling units shall not exceed 750 square feet or 50 percent of the gross floor area of the principal detached dwelling, whichever is less. 2. A parcel of land with conforming density shall be permitted one accessory dwelling unit. 3. Design Standards. a. The accessory dwelling unit shall be constructed with a consistent architectural style as the principal detached dwelling. b. Detached accessory dwelling units shall be constructed with similar architectural features as the principal detached dwelling, including window style, paint scheme, and roof design. c. A shipping container may be utilized as a detached accessory dwelling unit, provided it fully complies with the Florida Building Code and is architecturally treated using windows, doors, cladding, porches, and/or decks to provide a residential appearance, as determined by the Community Development Coordinator. d. Entrances to attached accessory dwelling units shall not be visible from the street. 4. The location of an accessory dwelling unit shall be subject to Section 3-203.A. 5. The height of a detached accessory dwelling unit shall be subject to Section 3-203.D. 6. Setbacks. a. Attached accessory dwelling units shall meet the principal detached dwelling setbacks. b. Detached accessory dwelling units shall meet the setbacks established in Table 2- 203. 8 Ordinance No. 9758-24   c. Flexibility for the side and rear setbacks may be approved if the unit is buffered with landscape material and/or fences to minimize impacts to adjacent properties. 7. Either the principal detached dwelling or accessory dwelling unit shall be occupied by the property owner. 8. One legal on-street parking space may be substituted in lieu of the required off-street parking space as determined by the City Engineer. **RELETTER SUBSEQUENT SECTIONS UPON APPROVAL OF CRITERIA A ABOVE** * * * * * * Section 2-204. – Flexible development. * * * * * * Table 2-204. "LMDR" District Flexible Development Standards Use Min. Lot Size (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Attached Dwellings 10,000 100 25 5 15 30 2/unit Detached Dwellings 3,000- 5,000 25-50 15-25 2-5 5-105 30 2/unit Non-Residential Off- Street Parking(32) n/a n/a 25 10 10 n/a n/a Parks and Recreation Facilities n/a n/a 35 20 25 30 1/ per 20,000 SF land area or as determined by the community development directorcoordinator based on ITE Manual standards Residential Infill Projects(2) n/a n/a 10— 25 0—5 0—105 30 2/unit Schools 40,000 200 35 25 15 30 ⅓1/3 students (1) Waterfront detached dwellings in LMDR District should be 25 feet except as provided in Article 3 Division 8, Section 3-805 and Division 9, Section 3-904 and except where adjacent structures on either side of the parcel proposed for development are setback 20 feet and then the rear setback shall be 20 feet. The Building Code may require the rear setback to be at least 18 feet from a seawall. (2) The development standards for residential infill projects are guidelines and may be varied based on the criteria specified in Section 2-204(E). (3) Non-residential parking lots shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to the appropriate land use category. * * * * * * 9 Ordinance No. 9758-24   Section 4. That Article 2, Zoning Districts, Division 3, Medium Density Residential District (“MDR”), Community Development Code, be amended to read as follows: * * * * * * Section 2-303. – Flexible standard development. * * * * * * Table 2-303. "MDR" District Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Accessory Dwelling Unit 3,000 30 n/a 0-5 5 Attached 30-40 0-1/unit Detached 15-20 Attached Dwellings 10,000 50 25 5 10 30-40 2/unit Community Residential Homes (up to 14 residents) 5,000 50 25 5 10 30-40 1/ per 2 residents Detached Dwellings 3,000- 5,000 30-50 15-25 0-5 5 30-40 2/unit Residential Infill Projects (3) n/a n/a 10 - 25 0—5 0—5 30—40 2/unit Schools 40,000 200 25 10 25 30-40 1/3 students Utility/Infrastructure Facilities(2) n/a n/a 25 10 10 n/a n/a (1) The Building Code may require the rear setback on a waterfront lot to be at least 18 feet from a seawall. (2) Utility/Infrastructure uses shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to transportation/utility which shall include such uses and all contiguous like uses. (3) The development standards for residential infill projects are guidelines and may be varied based on the criteria set forth in Section 2-303(D). Flexibility Criteria: A. Accessory dwelling unit. 1. Accessory dwelling units shall not exceed 750 square feet or 50 percent of the gross floor area of the principal detached dwelling, whichever is less. 2. A parcel of land with conforming density shall be permitted one accessory dwelling unit. 3. Design Standards. a. The accessory dwelling unit shall be constructed with a consistent architectural style as the principal detached dwelling. 10 Ordinance No. 9758-24   b. Detached accessory dwelling units shall be constructed with similar architectural features as the principal detached dwelling, including window style, paint scheme, and roof design. c. A shipping container may be utilized as a detached accessory dwelling unit, provided it fully complies with the Florida Building Code and is architecturally treated using windows, doors, cladding, porches, and/or decks to provide a residential appearance, as determined by the Community Development Coordinator. d. Entrances to attached accessory dwelling units shall not be visible from the street. 4. The location of an accessory dwelling unit shall be subject to Section 3-203.A. 5. The height of a detached accessory dwelling unit shall be subject to Section 3-203.D. 6. Setbacks. a. Attached accessory dwelling units shall meet the principal detached dwelling setbacks. b. Detached accessory dwelling units shall meet the setbacks established in Table 2- 303. c. Flexibility for the side and rear setbacks may be approved if the unit is buffered with landscape material and/or fences to minimize impacts to adjacent properties. 7. Either the principal detached dwelling or accessory dwelling unit shall be occupied by the property owner. 8. One legal on-street parking space may be substituted in lieu of the required off-street parking space as determined by the City Engineer. **RELETTER SUBSEQUENT SECTIONS UPON APPROVAL OF CRITERIA A ABOVE** * * * * * * 11 Ordinance No. 9758-24   Section 2-304. – Flexible development. * * * * * * Table 2-304. "MDR" District Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Assisted Living Facilities 20,000 100 25 5 10 30-50 1/ per 2 residents Attached Dwellings 10,000 100 25 5 10 30-50 2/unit Congregate Care 20,000 100 25 5 10 30-50 1/ per 2 residents Non-Residential Off- Street Parking(32) n/a n/a 25 5 10 n/a n/a Overnight Accommodations 20,000 100 25 5 10 30-50 1/unit Parks and Recreational Facilities n/a n/a 35 20 25 30 1/ per 20,000 SF land area or as determined by the community development directorcoordinator based on ITE Manual standards Residential Infill Projects(2) n/a n/a 10— 25 0—5 0—510 30—50 2/unit (1) The Building Code may require the rear setback to be as least 18 feet from any seawall. (2) The development standards for residential infill projects are guidelines and may be varied based on the criteria specified in Section 3-304(G). (3) Non-residential parking lots shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to the appropriate land use category. * * * * * * Section 5. That Article 2, Zoning Districts, Division 4, Medium High Density Residential District (“MHDR”), Community Development Code, be amended to read as follows: * * * * * * Section 2-403. – Flexible standard development. * * * * * * Table 2-403. "MHDR" Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear * * * * * * * * * * * * 12 Ordinance No. 9758-24   Section 2-404. – Flexible development. * * * * * * Table 2-404. "MHDR" Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Attached Dwellings 15,000 150 15-25 0-10 10-15 30-50 2/unit Congregate Care 15,000 150 25 10 15 30 1/ per 2 residents Non-Residential Off- Street Parking(2) n/a n/a 25 5 10 n/a n/a Overnight Accommodations 15,000 150 15-25 0-10 10-15 30 1/unit Parks and rRecreation fFacilities n/a n/a 35 20 25 30 1/ per 20,000 SF land area or as determined by the community development coordinator based on the ITE Manual standards Residential Infill Projects(3) n/a n/a 10— 25 0— 10 0—15 30-50 2/unit (1) The Building Code may require the rear setback on a waterfront lot to be at least 18 feet from a seawall. (2) Non-residential parking lots shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan map amendment to the appropriate land use category. (3) The development standards for residential infill projects are guidelines and may be varied based on the criteria specified in Section 2-404(F). * * * * * * Section 6. That Article 2, Zoning Districts, Division 5, High Density Residential District (“HDR”), Community Development Code, be amended to read as follows: * * * * * * Section 2-503. – Flexible standard development. * * * * * * Table 2-503. "HDR" Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) * * * * * * * * * * * * 13 Ordinance No. 9758-24   Section 2-504. – Flexible development. * * * * * * Table 2-504. "HDR" Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear(1) Attached Dwellings 15,000 150 15-25 0-10 10-15 30-130 2/unit Congregate Care 15,000 150 25 10 15 30 1/ per 2 residents Overnight Accommodations 15,000 150 15-25 0-10 10-15 30 1/unit Parking Garage and Lots(2) 20,000 100 50 15- 25 10 10-20 n/a Parks and rRecreational fFacilities n/a n/a 35 20 25 30 1/ per 20,000 SF land area or as determined by the Ccommunity Ddevelopment Ccoordinator based on ITE Manual standards Residential Infill Projects(3) n/a n/a 10— 25 0— 10 0—15 30—130 2/unit (1) The Building Code may require the rear setback on a waterfront lot to be at least 18 feet from a seawall. (2) Parking garages shall not exceed three acres. Any such use, alone or when added to contiguous like uses which exceed three acres shall require a land use plan amendment to the appropriate land use. (3) The development standards for residential infill projects are guidelines and may be varied based on the criteria specified in Section 2-504(F). * * * * * * Section 7. That Article 2, Zoning Districts, Division 7, Commercial District (“C”), Community Development Code, be amended to read as follows: * * * * * * Section 2-702. – Minimum standard development. * * * * * * Table 2-702. "C" District Minimum Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear Community Gardens(4)(4) n/a n/a n/a 15 5 5 n/a n/a Funeral Homes 10,000 100 25 25 10 20 25 0.25/ per seat Governmental Uses(1) 10,000 100 25 25 10 20 25 4/1,000 SF GFA 14 Ordinance No. 9758-24   Indoor Recreation/ Entertainment 10,000 100 25 25 10 20 25 5/1,000 SF GFA or 5/lane, 2/court or 1/machine Medical Clinic(1) 10,000 100 25 25 10 20 25 5/1,000 SF GFA Mixed Use 10,000 100 25 25 10 20 25 Based upon specific use requirements Offices 10,000 100 25 25 10 20 25 3/1,000 SF GFA Overnight Accommodations 40,000 200 25 25 10 20 25 1/unit Parks and Recreational Facilities n/a n/a 25 25 10 20 25 1/ per 20,000 SF land area or as determined by the community development coordinator based on ITE Manual standards Places of Worship 40,000 200 25 25 10 20 25 1/ per 2 seats Restaurants 10,000 100 25 25 10 20 25 12/1,000 SF GFA Retail Plazas(2), (3) 15,000 100 25 25 10 20 25 4/1,000 SF GFA Retail Sales and Services(3) 10,000 100 25 25 10 20 25 5/1,000 SF GFA Social and Community Centers 10,000 100 25 25 10 20 25 5/1,000 SF GFA Telecommunications Towers 10,000 100 Refer to Section 3-2001 25 10 20 Refer to Section 3-2001 n/a Vehicle Sales/Display 40,000 200 25 25 10 20 25 2.5/1,000 SF Llot Ssales Aarea Veterinary Offices 10,000 100 25 25 10 20 25 4/ spaces per 1,000 SF GFA * * * * * * Section 2-703. – Flexible standard development. * * * * * * Table 2-703. "C" District Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Spaces Front Side Rear Accessory Dwellings Unit n/a n/a n/a n/a n/a n/a n/a 1/ space per unit Alcoholic Beverage Sales 10,000 100 25 25 10 20 25 5/ per 1,000 SF GFA 15 Ordinance No. 9758-24   Automobile Service Stations 10,000 100 25 25 10 20 25 5/1,000 SF GFA Bars 10,000 100 25 25 10 20 25 10/ per 1,000 SF GFA Brewpubs 3.500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 1.5/1,000 SF GFA dedicated to brewery operations and support services; and 7— 12/1,000 SF GFA for all other use area Educational Facilities (1) 40,000 200 25 25 10 20 25 1/ per 2 students Funeral Homes 3.500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 0.25/ per seat Governmental Uses(1) 10,000 100 25— 50 25 10 20 25— 50 4/ spaces per 1,000 SF GFA Indoor Recreation/Entertainment 5,000— 10,000 50— 100 25 25 10 20 25 3—5/1,000 SF GFA or 3—5/lane, 1—2/court or 1/machine Medical Clinics (1) 10,000 100 25-50 25 0 - 10 10- 20 25-50 3 - 5/1,000 SF GFA Microbreweries 3,500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 1.5/1,000 SF GFA dedicated to brewery operations and support services; and 7— 12/1,000 SF GFA for all other use area Mixed Use 5,000— 10,000 50— 100 25— 50 25 0— 10 10— 20 25— 50 Based upon specific use requirements Nightclubs 10,000 100 25 25 10 20 25 10/ per 1,000 SF GFA Offices 3,500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 3/1,000 SF GFA Off-Street Parking 10,000 100 n/a 25 10 20 n/a n/a Overnight Accommodations 20,000 — 40,000 150— 200 25— 50 25 0— 10 10— 20 25— 50 1/ per unit Places of Worship (2) 20,000 — 40,000 100— 200 25— 50 25 10 20 25— 50 0.5-1/ per 2 seats Public Transportation Facilities (3) n/a n/a 10 n/a n/a n/a 10 n/a Restaurants 3,500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 7—12/ spaces per 1,000 GFA Retail Plazas 15,000 100 25— 50 25 0— 10 10— 20 25— 50 4/ spaces per 1,000 SF GFA 16 Ordinance No. 9758-24   Retail Sales and Services 3,500— 10,000 30— 100 25— 50 25 0— 10 10— 20 25— 50 4—5/ spaces per 1,000 SF GFA Schools (5) 40,000 200 25 25 0— 10 10— 20 25 1/ per 3 students Social and Community Centers (1) 3,500— 10,000 35— 100 25— 35 25 0— 10 10— 20 25— 35 4—5/ spaces per 1,000 SF GFA Utility/Infrastructure Facilities (4) n/a n/a 20 25 10 20 20 n/a Vehicle Sales/Displays 20,000 — 40,000 150— 200 25 25 10 20 25 2.5/ spaces per 1,000 SF of lot sales area Veterinary Offices 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 4/ spaces per 1,000 SF GFA * * * * * * Flexibility criteria: A. Accessory dwelling unit. One accessory dwelling unit, which is subordinate and accessory to a principal permitted use is allowed provided that: 1. Title to the accessory dwelling unit is vested in the ownership of the principal use;. 2. The floor area of the accessory dwelling unit does not exceed 25 percent of the floor area of the principal use. 3. The unit complies with the development standards established for the principal use. 4. The unit shall be constructed with a similar architectural style as the principal use. * * * * * * Section 2-704. – Flexible development. * * * * * * Table 2-704. “C” District Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max Height (ft.) Min. Off-Street Parking Spaces Front Side Rear Alcoholic Beverage Sales 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 5/ per 1,000 SF GFA Animal Boarding 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 4/ spaces per 1,000 SF GFA Bars 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 10/ per 1,000 SF GFA Brewpubs 3,500— 10,000 30— 100 25— 50 15— 25 0— 10 10— 20 25— 50 1.5/1,000 SF GFA dedicated to brewery operations and support services; and 7— 12/1,000 SF GFA for all other use area 17 Ordinance No. 9758-24   Comprehensive Infill Redevelopment Project n/a n/a n/a n/a n/a n/a n/a Determined by the community development coordinator based on the specific use and/or ITE Manual standards Indoor Recreation/Entertainment 3,500— 10,000 30— 100 25— 50 15— 25 0— 10 10— 20 25— 50 3—5/1,000 SF GFA or 3—5/lane, 1—2/court or 1/machine Light Assembly 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 4—5/ spaces per 1,000 GFA Limited Vehicle Service 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 4—5/ spaces per 1,000 GFA Marinas and Marina Facilities 5,000— 20,000 50 25 25 10 20 25 1/ space per 2 slips Microbreweries 3,500— 10,000 30— 100 25— 50 15— 25 0— 10 10— 20 25— 50 1.5/1,000 SF GFA dedicated to brewery operations and support services; and 7— 12/1,000 SF GFA for all other use area Mixed Use 5,000— 10,000 50— 100 25— 50 15— 25 0— 10 10— 20 25— 50 Based upon specific use requirements Nightclubs 5,000— 10,000 50— 100 25 15— 25 0— 10 10— 20 25 10/ per 1,000 SF GFA Offices 3,500— 10,000 30— 100 25— 50 15— 25 0— 10 10— 20 25— 50 3/1,000 SF GFA Off-Street Parking 10,000 100 n/a 15— 25 0— 10 10— 20 n/a n/a Outdoor Recreation/Entertainment 20,000 100 25 15— 25 10 10— 20 25 1—10/ per 1,000 SQ FT of land area or as determined by the community development coordinator based on ITE Manual standards Overnight Accommodations 20,000— 40,000 100— 200 25— 50 15— 25 0— 10 10— 20 25— 50 1/ per unit Problematic Uses 5,000 50 25 15— 25 10 10— 20 25 5/ spaces per 1,000 SF GFA Restaurants 3,500— 10,000 35— 100 25— 50 15— 25 0— 10 10— 20 25— 50 7—12/ spaces per 1,000 SF GFA Retail Plazas 15,000 100 25— 50 15— 25 0— 10 10— 20 25— 50 4/ spaces per 1,000 SF GFA Retail Sales and Services 3,500— 10,000 30— 100 25— 50 15— 25 0— 10 10— 20 25— 50 4—5/ spaces per 1,000 SF GFA RV Parks 40,000 200 25 15— 25 20 10— 20 25 1/ space per RV space 18 Ordinance No. 9758-24   Schools (2) 30,000— 40,000 100— 200 25— 50 15— 25 0— 10 10— 20 25— 50 1/ per 3 students Self Storage 20,000 100 25 15— 25 10 10— 20 25 1/ per 20 units plus 2 for manager’s office Social/Public Service Agencies(1) 5,000— 10,000 50— 100 25— 50 15— 25 0— 10 10— 20 25— 50 3—4/ spaces per 1,000 SF GFA Vehicle Sales/Displays 10,000— 40,000 100— 200 25 15— 25 10 10— 20 25 2.5/ spaces per 1,000 SQ FT of lot area * * * * * * Flexibility criteria: * * * * * * I. Limited vehicle service. 1. Lot area and width: The reduction in lot area and/or width will not result in a building which is out of scale with existing buildings in the immediate vicinity of the parcel proposed for development. 2. Front setback: The reduction in front setback results in an improved site plan or improved design and appearance and landscaped areas are in excess of the minimum required. 3. Side and rear setback: a. The reduction in side and/or rear setback does not prevent access to the rear of any building by emergency vehicles; b. The reduction in side and/or rear setback results in an improved site plan, more efficient parking, or improved design and appearance and landscaped areas are in excess of the minimum required. 4. Off-street parking: The physical characteristics of a proposed building are such that the likely uses of the property will require fewer parking spaces per floor area than otherwise required or that the use of significant portions of the building will be used for storage or other non-parking demand-generating purposes. 5. Garage doors and bays shall be located perpendicular to the abutting streets. Bays shall be screened from adjacent property by landscaped walls or fences. 6. Tunnels associated with car washes shall be located parallel to the abutting street. 7. Vacuums and similar equipment accessory to car washes shall meet applicable side and rear setbacks, consist of muted colors, and shall not be placed between the principal structure and the right-of-way. 78. The façade of the building which fronts on public roads are designed with windows, cornices or other architectural features or treatments. 79. The use does not involve the overnight, outdoor storage of automobiles. 19 Ordinance No. 9758-24   810. The parcel proposed for development is not contiguous to a parcel of land which is designated as residential in the Zoning Atlas. 911. The design of the parcel proposed for development is compatible with the surrounding area. * * * * * * Section 8. That Article 2, Zoning Districts, Division 8, Tourist District (“T”), Community Development Code, be amended to read as follows: * * * * * * Section 2-802. – Flexible standard development. * * * * * * Table 2-802. “T” District Flexible Standard Development Standards Use(1)(1) Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height(1) (ft.) Min. Setbacks(1)(1) (ft.) Max Height(1) (ft.) Min. Off-Street Parking Front Side Rear Accessory Dwellings Unit n/a n/a n/a n/a n/a n/a n/a 1/unit Alcoholic/Beverage/Sales 5,000 50 35 10— 15 10 20 35 5/ per 1,000 SF GFA Attached/ Dwellings (6) 10,000 100 35—50 10— 15 10 10— 20 35—50 2/ per unit Bars 5,000 50 35 15 10 20 35 10/ per 1,000 SF GFA Brewpubs 5,000— 10,000 50— 100 35—50 0— 15 0— 10 10— 20 35—50 1.5/1,000 SF GFA dedicated to brewery operations and support services; and 7—12/1,000 SF GFA for all other use area Governmental Uses (2) 10,000 100 35—50 10— 15 0— 10 10— 20 35—50 3—4/1,000 SF GFA Indoor Recreation/Entertainment 5,000 50 35—50 0— 15 0— 10 20 35—50 10/ per 1,000 SF GFA Medical Clinic 10,000 100 35—50 10— 15 10 20 35—50 5/1,000 SF GFA Mixed Use 5,000— 10,000 50— 100 35—50 0— 15 0— 10 10— 20 35—50 Based upon specific use requirements Museums 10,000 100 35—50 10— 15 0— 10 10— 20 35—50 1—3/1,000 SF GFA Nightclubs 5,000 50 35 15 10 20 35 10/ per 1,000 SF GFA Offices 5,000— 10,000 50— 100 35—50 0— 15 0— 10 10— 20 35—50 3/1,000 SF GFA 20 Ordinance No. 9758-24   Outdoor Recreation/Entertainment 5,000 50 35 10— 15 10 20 35 2.5/ spaces per 1,000 sq. ft. SF of lot area or as determined by the community development directorcoordinator based on ITE Manual standards Overnight Accommodations 20,000 100— 150 35—50 10— 15 0— 10 10— 20 35—50 1.2/ per unit Parking Garages and Lots 20,000 100 50 15— 25 10 10— 20 50 n/a Parks and Recreation Facilities n/a n/a 50 25 10 20 50 1/ per 20,000 SF of land area or as determined by the community development coordinator based on ITE Manual standards Public Transportation Facilities(3) n/a n/a 10 n/a n/a n/a 10 n/a Resort Attached Dwellings(6) 10,000 100 35—50 10— 15 10 10— 20 35—50 1.5/ per unit Restaurants 5,000— 10,000 50— 100 35—50 0— 15 0— 10 10— 20 35—50 7—12/ spaces per 1,000 SF GFA(5) Retail Plazas 15,000 100 35—50 0— 15 0— 10 10— 20 35—50 4/ spaces per 1,000 SF GFA Retail Sales and Services 5,000— 10,000 50— 100 35 – 50 0— 15 0— 10 10— 20 35 – 50 4—5/ spaces per 1,000 SF GFA (5) Social and Community Center 5,000— 10,000 50— 100 35—50 10— 15 0— 10 10— 20 35—50 4—5/ spaces per 1,000 SF GFA Utility/Infrastructure Facilities(4) n/a n/a n/a 25 10 10 n/a n/a * * * * * * Flexibility criteria: A. Accessory dwellings unit. One accessory dwelling unit, which is subordinate and accessory to a principal permitted use is allowed provided that: 1. One accessory dwelling that is subordinate and accessory to a principal permitted use. 12. Title to the accessory dwelling unit is vested in the ownership of the principal use. 23. The floor area of the accessory dwelling unit does not exceed 25 percent of the floor area of the principal use. 21 Ordinance No. 9758-24   3. The unit complies with the development standards established for the principal use. 4. The unit shall be constructed with a similar architectural style as the principal use. * * * * * * Section 2-803. – Flexible development. * * * * * * Table 2-803. “T” Flexible Development Standards Use(1)(1) Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height(1) (ft.) Min. Setbacks(1) (ft.) Max. Height(1) (ft.) Min. Off- Street Parking Min. Front(1) (ft.) Min. Side(1) (ft.) Min. Rear(1) (ft.) Alcoholic Beverage Sales 5,000 50 35—100 0—15 0—10 10— 20 35—100 5/ per 1,000 SF GFA Attached Dwellings(3) 5,000— 10,000 50— 100 35—100 0—15 0—10 10— 20 35—100 2/ per unit Bars 5,000 50 35—100 0—15 0—10 10— 20 35—100 10/ per 1,000 SF GFA Brewpubs 5,000— 10,000 50— 100 35—100 0—15 0—10 10— 20 35—100 1,5/1,000 SF GFA dedicated to brewery operations and support services; and 7-12/1,000 SF GFA for all other use area Comprehensive Infill Redevelopment Project n/a n/a n/a n/a n/a n/a n/a Determined by the community development coordinator for all other uses based on the specific use and/or ITE Manual standards Limited Vehicle Sales and Display 5,000 50 35—100 0—15 0—10 10— 20 35—100 4—5/ spaces per 1,000 SF GFA Marinas and Marina Facilities 5,000 50 25 10—15 0—10 10— 20 25 1/ space per 2 slips 22 Ordinance No. 9758-24   Mixed Use 5,000— 10,000 50— 100 35—100 0—15 0—10 0—20 35—100 Based upon specific use requirements Nightclubs 5,000 50 35—100 0—15 0—10 10— 20 35—100 10/ per 1,000 SF GFA Offices 5,000— 10,000 50— 100 35—100 0—15 0—10 10— 20 35—100 3/1,000 SF GFA Outdoor Recreation/Entertainment 5,000 50 35 5—15 0—10 10— 20 35 2.5/ spaces per 1,000 SQ FT of lot area or as determined by the community development coordinator based on ITE Manual standards Overnight Accommodations(3) 10,000— 20,000 100— 150 35—100 0—15 0—10 0—20 35—100 1—1.2/ per unit Resort Attached Dwellings(3) 5,000— 10,000 50— 100 35—100 0—15 0—10 10— 20 35—100 1.5/ per unit Restaurants 5,000— 10,000 50— 100 25—100 0—15 0—10 10— 20 25—100 7—12/ spaces per 1,000 SF GFA(2) Retail Plazas 15,000 100 35—100 0—15 0—10 10— 20 35—100 4/ spaces per 1,000 SF GFA Retail Sales and Services 5,000— 10,000 50— 100 35—100 0—15 0—10 10— 20 35—100 4—5/ spaces per 1,000 SF GFA(2) * * * * * * Section 9. That Article 2, Zoning Districts, Division 10, Office District (“O”), Community Development Code, be amended to read as follows: * * * * * * 23 Ordinance No. 9758-24   Section 2-1002. – Minimum standard development. * * * * * * Table 2-1002. “O” District Minimum Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Spaces Front Side Rear Funeral Homes 10,000 100 30 25 10 20 30 0.25/ per seat Medical Clinic 10,000 100 30 25 10 20 30 5/1,000 SF GFA Offices 10,000 100 30 25 10 20 30 3/1,000 sq. ft.SF GFA Parks and Recreation Facilities n/a n/a 50 25 10 20 50 1/ per 20,000 SF of land area or as determined by the community development director based on ITE Manual standards Places of Worship(1) 40,000 200 30 35 20 20 30 1/ per 2 seats Schools 40,000 200 30 35 20 20 30 ⅓1/3 students Telecommunication Towers 10,000 100 Refer to Section 3-2001 25 10 20 Refer to Section 3-2001 n/a * * * * * * Section 2-1003. – Flexible standard development. * * * * * * Table 2-1003. “O” District Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side Rear Accessory Dwellings Unit n/a n/a n/a n/a n/a n/a n/a 1/unit Community Residential Homes 6,000 60 30 25 10 10 30 1/ per 2 residents Educational Facilities 3,500 50 30— 50 25 10 20 30—50 2—3/1,000 SF GFA Funeral Homes 3,500— 10,000 50- 100 30-50 15-25 10 10- 20 30-50 0.25/ per seat Medical Clinic 10,000 100 30-50 15-25 10 10- 20 30-50 5/1,000 SF GFA Nursing Homes 20,000 100 30 35 20 20 30 1/ per 2 residents Offices 3,500— 10,000 50— 100 30— 50 15— 25 10 10— 20 30—50 2—3/1,000 SF GFA Off-Street Parking 3,500 50 n/a 25 10 20 n/a n/a 24 Ordinance No. 9758-24   Places of Worship(1) 20,000— 40,000 100— 200 30— 50 25— 35 10— 20 10— 20 30—50 1/ per 2 seats Public Transportation Facilities(2) n/a n/a 10 n/a n/a n/a 10 n/a Restaurants n/a n/a n/a n/a n/a n/a n/a n/a Retail Sales and Services n/a n/a n/a n/a n/a n/a n/a n/a TV/Radio Studios 40,000 200 35 35 20 20 35 5/1,000 SF GFA Utility/Infrastructure Facilities(3) n/a n/a n/a 35 20 20 n/a n/a Veterinary Offices 5,000 50 30 25 10 20 30 4/1,000 SF GFA * * * * * * Flexibility criteria: A. Accessory dwellings unit. One accessory dwelling unit, which is subordinate and accessory to a principal permitted use is allowed shall be permitted provided that: 1. Title to the accessory dwelling unit is vested in the ownership of the principal use;. 2. The floor area of the accessory dwelling unit does not exceed 25 percent of the floor area of the principal use.; 3. The unit complies with the development standards established for the principal use. 4. The unit shall be constructed with a similar architectural style as the principal use. * * * * * * Section 2-1004. – Flexible development. * * * * * * Table 2-1004. “O” District Flexible Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Max. Height (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Spaces Front Side Rear Comprehensive Infill Redevelopment Project n/a n/a n/a n/a n/a n/a n/a Determined by the community development directorcoordinator based on the specific use and/or ITE Manual standards Mixed Use 3,500 50 30— 80 15— 35 10— 20 10— 20 30—80 Based upon specific use requirements Nursing Homes 20,000 100 30— 50 15— 35 10— 20 10— 20 30—50 1/ per 2 residents TV/Radio Studios 20,000— 40,000 100— 200 35— 80 15— 35 10— 20 10— 20 35—80 3—5/1,000 SF GFA * * * * * * 25 Ordinance No. 9758-24   Section 10. Article 2, Zoning Districts, Division 11, US 19 District (“US 19”), Community Development Code, be amended to read as follows: * * * * * * Section 2-1101.1. – Maximum development potential. * * * * * * B. Residential density on those portions of property located within the coastal storm area shall be limited to the density in place prior to the adoption of this Code, consistent with Policy A.1.1.2 and Map A-16 of the Comprehensive Plan. * * * * * * Section 11. That Article 2, Zoning Districts, Division 12, Institutional District (“I”), Community Development Code, be amended to read as follows: * * * * * * Section 2-1203. – Flexible standard development. * * * * * * Table 2-1203. “I” District Flexible Standard Development Standards Use Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off- Street Parking Front Side Rear Accessory Dwellings Unit n/a n/a n/a n/a n/a n/a 1/unit * * * * * * * * * * * * Flexibility criteria: A. Accessory dwellings unit. One accessory dwelling unit, which is subordinate and accessory to a principal permitted use is allowed provided that: 1. Title to the accessory dwelling unit is vested in the ownership of the principal use;. 2. The floor area of the accessory dwelling unit does not exceed 25 percent of the floor area of the principal use. 3. The unit complies with the development standards established for the principal use. 4. The unit shall be constructed with a similar architectural style as the principal use. B. Airport. All development activity identified in the 1999 Airport Master Plan (as amended) study as short-term development projects shall be processed as Flexible Standard Development Projects, and all mid-term development projects shall be processed as Flexible Development Projects. All development projects at the city’s Airpark must be consistent with the 1999approved Airport Master Plan. 26 Ordinance No. 9758-24   * * * * * * Section 12. Article 2, Zoning Districts, Division 13, Industrial, Research and Technology District (“IRT”), Community Development Code, be amended to read as follows: * * * * * * Section 2-1302. – Minimum standard development. * * * * * * Table 2-1302. “IRT” District Minimum Development Standards Uses Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Spaces Front Side/Rear Rear Accessory Dwellings Unit 5,000 50 20 15 15 50 1/unit Governmental Uses (1) 20,000 200 20 15 15 50 3/1,000 SF GFA Indoor Recreation/Entertainment (2) 20,000 200 20 15 15 50 5/1,000 SF GFA or 5/lane, 2/court or 1/machine Manufacturing (3) 20,000 200 20 15 15 50 1.5/1,000 SF GFA Offices (4) n/a n/a n/a n/a n/a n/a n/a Parks and Recreation Facilities n/a n/a 25 10/20 20 50 1/ per 20,000 SF land area or as determined by the community development coordinator based on the ITE Manual standards Publishing and Printing 20,000 200 20 15 15 50 3/1,000 SF GFA Research and Technology 20,000 200 20 15 15 50 2/1,000 SF GFA Restaurants (5) 10,000 100 20 15 15 50 12/ spaces per 1,000 SF GFA Self Storage 20,000 200 20 15 15 50 1/ per 20 units plus 2 for manager’s office Telecommunication Towers 10,000 50 25 10/20 20 Refer to Section 3- 2001 n/a TV/Radio Studios 20,000 200 20 15 15 50 4/1,000 SF GFA 27 Ordinance No. 9758-24   Urban Farms (6) n/a n/a 20 15 15 50 2/ per acre or fraction thereof Vehicle Service (7) 20,000 200 20 15 15 50 1.5/1,000 SF GFA Wholesale/Distribution/ Warehouse Facility 20,000 200 20 15 15 50 1.5/1,000 SF GFA * * * * * * Section 2-1303. – Flexible standard development. * * * * * * Table 2-1303. “IRT” District Flexible Standard Development Standards Uses Min. Lot Area (sq. ft.) Min. Lot Width (ft.) Min. Setbacks (ft.) Max. Height (ft.) Min. Off-Street Parking Front Side/Rear Rear Animal Boarding 10,000 100 20 15 15 30 5/1,000 SF GFA Automobile Service Stations (1) 20,000 100 20 15 15 30 4/1,000 SF GFA Major Vehicle Service (1) 20,000 100 20 15 15 30 4/1,000 SF GFA Manufacturing (2) 10,000 100 20 15 15 50 1.5/1,000 SF GFA Microbreweries 5,000— 10,000 50—100 20 15 15 50 1.5/1,000 GFA dedicated to brewery operations and support services; and 7—12/1,000 GFA for all other use area Offices 20,000 200 20 15 15 50 3/1,000 SF GFA Outdoor Recreation/Entertainment (3) 40,000 200 20 15 15 30 1—10/1,000 SF Land Area or as determined by the community development coordinator based on ITE Manual standards Outdoor Storage 10,000 100 20 15 15 30 3/1,000 SF GFA Parking Lots 10,000 100 20 15 15 n/a n/a Public Facilities 10,000 100 20 15 15 50 1—2 per 1,000 GFA 28 Ordinance No. 9758-24   Public Transportation Facilities (4) n/a n/a n/a n/a n/a 10 n/a Publishing and Printing 10,000— 20,000 100— 200 20 15 15 50 3/1,000 SF GFA Research and Technology 10,000 100 20 15 15 50 2/1,000 SF GFA Residential Shelters (5) 5,000 50 20 15 15 30 3/1,000 SF GFA Retail Sales and Services (1) n/a n/a n/a n/a n/a n/a n/a Restaurants (6) 5,000— 10,000 50 -100 20 15 15 50 7—12 spaces per 1,000 GFA Self Storage 10,000 100 20 15 15 50 1/ per 20—25 units plus 2 for manager’s office TV/Radio Studios 10,000 100 20 15 15 50 4/1,000 SF GFA Utility/Infrastructure Facilities (7) n/a n/a 20 15 15 n/a n/a Vehicle Sales/Displays and Major Vehicle Sales/Displays (8) 40,000 200 20 15 15 30 1.5/1,000 SF Lot Sales Area Vehicle Service (8) 10,000 100 20 15 15 50 1.5/1,000 SF GFA Veterinary Offices 10,000 100 20 15 15 30 5/1,000 SF GFA Wholesale/Distribution/Warehouse Facility 10,000 100 20 15 15 50 1.5/1,000 SF GFA * * * * * * Section 13. That Article 3, Development Standards, Division 1, Access Management Standards, Community Development Code, be amended to read as follows: Section 3-102. – Access management classification system and standards. * * * * * * E. Measurement of driveway spacing. Driveway spacing shall be measured from the closest edge of the pavement to the next closest edge of the pavement. The projected future edge of the pavement of the intersecting road shall be used in measuring corner clearance, where widening, relocation, or other improvement is indicated on the Future Traffic Circulation Map in the City’s Comprehensive Plan. * * * * * * Section 14. That Article 3, Development Standards, Division 2, Accessory Use/Structures, Community Development Code, be amended to read as follows: * * * * * * Section 3-202. – Exemptions. A. For the purpose of calculating the gross floor area of the principal use as set forth in Section 3-203.C., the floor area of any attached garage or carport shall be included. 29 Ordinance No. 9758-24   B. A detached two-car garage that is accessory to a detached dwelling shall be exempt from the size limitations set forth in Section 3-203.C., provided there is no other garage located on the site. C. Garden centers shall be exempt from the size limitations set forth in Section 3-203.C. D. Swimming pools shall be exempt from the size limitations set forth in Section 3-203.C. E. A screen enclosure around a swimming pool shall be exempt from the maximum height requirement set forth in Section 3-203.D., with the limitation that it not exceed the height of the principal structure. F. Picnic tables, sheds, water pumps, etc., that are accessory to a community garden shall be exempt from the location requirement set forth in Section 3-203.A. G. Recreation equipment, including but not limited to: play apparatus, swing sets, slides, sandboxes, play houses and basketball hoops shall be exempt from the location requirement set forth in Section 3-203.A., as well as the size limitations set forth in Section 3-203.C. All such recreation equipment, however, must still meet applicable setbacks. I. Accessory dwelling units shall be exempt from the standards in this Article, with the exception of Sections 3-203.A and 3-203.D and shall comply with the applicable standards in Article 2, Zoning Districts, for the zoning district in which it is located. * * * * * * Section 3-203. – General standards. * * * * * * E. Carports, garages or any structure used or intended to be used for the storage of any vehicle shall include a permanent and solid roof deck constructed with material such as asphalt shingles, metal, concrete tile, or wood, or photovoltaic (PV) panels. Fabric, canvas, and canvas/fabric-like materials are prohibited. * * * * * * H. Accessory uses shall not cumulatively exceed ten25 percent of the gross floor area of the principal use, except as may otherwise be permitted in this Code. * * * * * * Section 3-204. – Specific standards. * * * * * * D. Mechanical equipment. Outdoor mechanical, electrical, and communication equipment, including heating, air conditioning, and ventilation equipment; venting and vent terminations for commercial hoods; electric meters; mechanical penthouses; electrical and communication equipment, panels, and cabinets; satellite dishes; and similar features shall be located and designed to meet all of the following standards: 1. Equipment shall be placed on roofs or to the rear or side of buildings and shall not be placed between any right-of-way and the principal structure(s). 2. Equipment screening: 30 Ordinance No. 9758-24   a. Ground-mounted mechanical equipment shall be screened from public view by landscape materials or architecturally finished walls and enclosures designed consistent with the exterior façade of the building or other fencing as approved by the Community Development Coordinator. b. Rooftop-mounted mechanical equipment shall be screened by a parapet wall, articulated roofline or other roof screen, or similar device that is integrated into the building’s architectural design and of a height equal to or exceeding the height of the equipment being screened. c. Elevator equipment rooms or similar mechanical equipment enclosures shall be designed to complement the design of the street-facing building facades and shall be clad on all sides in material used on street-facing facades. Equipment shall be exempt from side and rear setback requirements. However, no mechanical equipment shall be permitted within a side setback which has been reduced as part of a Level One or Level Two application. 3. Equipment shall be screened from public view by landscaping, fencing, or architecturally-finished walls and/or enclosures designed to be compatible with the exterior façade of the building. Rooftop mechanical and elevator penthouses shall complement the design of street-facing building façades and shall be clad on all sides in the same or a material complementary to that used on street-facing façades. * * * * * * J. Solar energy systems. 1. Roof mounted solar energy system. a. Panels shall be installed in a horizontal configuration and meet the following: i. On pitched roofs, panels shall be parallel to the roof and not project more than 12 inches above the roof. ii. On flat roofs, panels shall not exceed five feet in height when at maximum tilt angle and shall be set back from the edge of the roof to minimize visibility from the street, where technically feasible. b. Panels shall not exceed the maximum height permitted in the applicable zoning district, whether installed on a pitched or flat roof. c. Systems shall meet applicable building and fire codes. 2. Floating solar energy system. a. At the time of application, a professional engineer shall provide a statement ensuring the proposed system will not cause degradation to the performance or any negative impacts to the biological community of the body of water in which the system will be located. b. Systems shall not exceed three feet in height above the surface of the body of water in which it is located. 31 Ordinance No. 9758-24   * * * * * * Section 15. That Article 3, Development Standards, Division 8, Fences and Walls, Community Development Code, be amended to read as follows: * * * * * * Section 3-804. – Height requirements. * * * * * * C. Corner and multi-frontage lots. For the purposes of fence or wall placement on corner or multi-frontage lots, the front shall be the front property line from which the property is addressed, and all other front property lines will be treated as a side property line(s), as illustrated below for the purpose of fencing. The placement of any fence or wall on the front of the property shall adhere to the provisions in Section 3-804.A.1 through 3, above. A fence or wall may be permitted on the side property line in compliance with the provisions in Section 3-804.B., above, provided: 1. The fence is consistent with the character and placement of any structures and setbacks on the adjoining properties, including the placement of the fence on the property line, as determined by the Community Development Coordinator. 2. The fence or wall shall be primarily open style, with separated pickets. 3. If the side of the property is adjacent to a right-of-way that would be classified as an arterial or collector right-of-way by the City Engineer, then the fence or wall may be constructed consistent with the provisions in Section 3-804.B., above, regardless of the placement of structures on and setbacks of adjoining properties, and may be solid/opaque. 4. Any fence or wall that exceeds three feet in height shall provide a three-foot-wide landscaped strip on the right-of-way side of the fence or wall consistent with the general landscaping standards in Section 3-1202 unless otherwise determined by the Community Development Coordinator. * * * * * * 32 Ordinance No. 9758-24   Non-opaque/open style or picket fence examples Delete existing image and replace with the below image. D. Double frontage lots. For the purposes of fence or wall placement on double frontage lots, the front shall be the front property line from which the property is addressed, and the opposite front property line will be treated as a rear property line for the purpose of fencing as illustrated below. The placement of any fence or wall on the front of the property shall adhere to the provisions in Section 3-804.A., above. A fence may be permitted on the rear property line in compliance with the provisions in Section 3-804.B., above provided the following conditions exist: 1. The rear of both the adjacent lots on the same side of the street are oriented the same as the lot on which the fence or wall is proposed; and 2. The pattern of the dwellings across the street is also oriented with the rear facing the lots across the street. 33 Ordinance No. 9758-24   3. If both of the above conditions cannot be met, such fence or wall in the rear shall not exceed four feet in height. 4. If the rear is adjacent to a right-of-way that would be classified as an arterial or collector right-of-way by the city engineer, then the fence or wall may be constructed consistent with the provisions in Section 3-804.B., above, regardless of any of the above conditions. Fences and Walls: Double Frontage Lots Delete existing image and replace with the below image. 34 Ordinance No. 9758-24   Section 16. That Article 3, Development Standards, Division 9, General Applicability Standards, Community Development Code, be amended to read as follows, and by adding new Section 3-921: * * * * * * Section 3-903. – Required setbacks. A. Except for fences, walls, outdoor lighting, signs, minimum door landing required by the Florida Building Code, walkways leading to building entrances, driveway access to garages, and/or vehicular cross access (driveways), shared parking, and trash staging areas, no building or structure shall be permitted in a setback required by the applicable zoning district. Sidewalks shall be no greater than 428 inches in width, nor greater in width than that required by the Florida Building Code. * * * * * * Section 3-904. – Sight visibility triangle. A. To minimize traffic hazards at street or driveway intersections, no structure or landscaping may be installed which will obstruct views at a level between 30 inches above grade and eight feet above grade within the sight visibility triangle described in the following figure., unless otherwise approved by the City Engineer. * * * * * * Section 3-920. – Affordable housing incentives. A. Affordable housing density dwelling units. 1. City review and approval process. a. City approval procedures. Such approval shall be considered a Level TwoOne (flexible standard development) approval in accordance with the provisions of Article 4 Division 43 of the Community Development Code. The use of the density bonus as provided within this section shall not be considered a land use plan amendment. * * * * * * Section 3-921. – Graywater system incentives. A. Graywater system density bonuses. 1. City approval procedures. Such approval shall be considered a Level One (flexible standard development) approval in accordance with the provisions of Article 4, Division 3 of the Community Development Code. 2. Requirements. a. Graywater system density bonuses shall be provided for a proposed or existing development that contains at least 25 detached dwellings or 25 attached dwelling units and shall not apply to those attached dwelling developments greater than five stories in height. b. Graywater technologies shall meet all applicable requirements provided under or by F.S. § 403.892, as amended, the Florida Building Code, the Department of Health, and any other applicable federal, state, or local governing law. 35 Ordinance No. 9758-24   c. The following bonuses shall be provided to the developer or homebuilder: i. A 25 percent density or intensity bonus for projects where a minimum of 75 percent of the development will have a graywater system installed; or ii. A 35 percent density or intensity bonus for projects where 100 percent of the development will have a graywater system installed. iii. Graywater density or intensity bonuses can be applied in addition to other density or intensity bonuses provided for in this code. Section 17. That Article 3, Development Standards, Division 12, Landscaping/Tree Protection, Community Development Code, be amended to read as follows: Section 3-1202. – General Landscaping Standards. A. Applicability. * * * * * * 3. Existing developed lots. Existing lots not meeting the requirements contained in this division shall be brought into full compliance under compliance to the greatest extent practicable as determined by the Community Development Coordinator under one or more of the following conditions: a. If an existing use is improved or remodeled in a value of 25 percent or more of the valuation of the principal structure as reflected on the property appraiser’s current records. b. If an amendment, other than a minor amendment, is required to an existing approved site plan. c. If a parking lot requires additional landscaping pursuant to the provisions of Article 3, Division 14. * * * * * * Section 18. That Article 3, Development Standards, Division 14, Parking and Loading, Community Development Code, be amended as follows: * * * * * * Section 3-1401. – Parking. * * * * * * B. Applicability. * * * * * * 3. Existing parking lots. Existing parking lots not meeting the requirements contained in this division shall be brought into full compliance under compliance to the greatest extent practicable as determined by the Community Development Coordinator under one or more of the following conditions: a. If an existing use is improved or remodeled in a value of 25 percent or more of the valuation of the existing principal structure as reflected on the property appraiser's current records. 36 Ordinance No. 9758-24   b. If an amendment, other than a minor amendment, is required to an existing approved site plan. * * * * * * Section 19. That Article 3, Development Standards, Division 18, Signs, Community Development Code, be amended to read as follows: * * * * * * Section 3-1803. Exempt signs. The following signs are exempt from regulations under this Division 18: * * * * * * G. Banners erected within the public right-of-way or on public property if part of a city banner program. * * * * * * Section 20. Article 3, Development Standards, Division 21, Temporary Uses, Section 3-2103, Allowable Temporary Uses, Community Development Code, be amended to read as follow: * * * * * * Section 3-2103. – Allowable temporary uses. * * * * * * N. Temporary emergency housing. 1. Upon declaration of a state of housing emergency by either the Pinellas County Board of County Commissioners, or the City of Clearwater City Council, or the Governor, those provisions set forth in Chapter 34, Article II, of the Pinellas County Code of Ordinances with regard to emergency housing shall be applicable in those areas encompassed by the declaration, with the exception that the emergency housing shall be permitted for up to 36 months after the date of declaration or until a certificate of occupancy is issued on the permanent residential structure, whichever occurs first. * * * * * * Section 21. That Article 4, Development Review and Other Procedures, Division 2, General Procedures, Community Development Code, be amended to read as follows: * * * * * * Section 4-202. – Applications for development approval. * * * * * * C. Determination of completeness. 1. Determination of completeness. Within seven working days after the published application deadline, the community development coordinator shall determine whether an application is complete. * * * * * * b. Notice of application to abutting property owners. After the community development coordinator has accepted a Level One (flexible standard development) or Level Two (flexible development) application for filing, he shall notice of the application shall be mailed to each owner of record of any land within a 200-foot radius of the perimeter 37 Ordinance No. 9758-24   boundaries of the subject property. Notice shall also be mailed to any affected registered local neighborhood association and to any citywide neighborhood association. Notice shall be provided no less than ten days prior to the review of the application before the development review committee (determination of sufficiency). All notices shall include a summary of the proposal under consideration, the procedure for consideration of the application, the address of the subject property, and contact information for both the applicant and the city. * * * * * * Section 22. That Article 4, Development Review and Other Procedures, Division 8, Traffic Impact Study, Community Development Code, be amended to read as follows: * * * * * * Section 4-801. – Purpose and applicability. A. The purpose of the traffic impact study is to examine the effect of a proposed development on the roadways of the city in accordance with an established methodology. If a traffic impact study is required pursuant to this division Article 4. Division 9, the methodology to be used shall be discussed and agreed upon at a pre-application conference held in accordance with Section 4-201. B. Except as provided in subsection C below, a traffic impact study shall be required for development projects within a deficient road corridor pursuant to Article 4. Division 9. which may degrade the acceptable level of service for any roadway as adopted in the Comprehensive Plan. Trip generation shall be based on the most recent edition of the Institute of Transportation Engineers Trip Generation Manual. * * * * * * Section 4-802. – Procedures. * * * * * * B. Typically, the examination shall be made for the a.m. and p.m. peak hours of the roadway; if a proposed use or mix of uses has peaking characteristics which fall outside of the normal a.m. and p. m. peak hours, the traffic engineer may require an analysis of the particular peak period of the proposed use or mix of uses. * * * * * * Section 4-803. – Standards for study. A. Traffic characteristics to be analyzed. The following traffic characteristics shall be analyzed for any development for which a traffic impact study is required: 1. Study area roadways, intersections, and traffic study requirements shall be established during a pre-application conference. 21. Existing (data collected within the last two years) and projected traffic volumes and levels of service. 32. Trip distribution including origination and destination projections for the proposed development. 38 Ordinance No. 9758-24   43. Average daily trips and peak hour trips projected to be generated at buildout and full occupancy. 54. Amounts and projected growth of background traffic in five years after build-out (including an annual growth rate and any developments specified by City of Clearwater staff). 65. Existing and future, no-build and build, roadway, and intersection levels of service design capacities in five years. 76. Proposed improvements or alterations to roadways, intersections, or traffic control in the study area serving the development. 87. Appropriate trip generation adjustments including internal shared-use trips, pass-by trips, and transit mode share Percentage of internal capture and passerby trips. B. Additional traffic analyses which may be required. The following analyses of site-related traffic may be required by the traffic engineer as part of the traffic impact study: * * * * * * 5. Accident rates, patterns, and crash mitigations at intersections. * * * * * * D. Minimum required standards. A traffic impact study for a development shall demonstrate that the infrastructure requirements and standards set forth in the transportation and capital improvement elements of the cComprehensive pPlan of the city are or shall be satisfied to the extent that such requirements apply to the development. * * * * * * Section 23. That Article 4, Development Review and Other Procedures, Division 9, Concurrency and Mobility Management, Community Development Code, be amended to read as follows: Division 9. Concurrency and Mobility Management Section 4-901. Authority and applicability. Reserved. A. Certificate of concurrency/capacity required. Unless exempted under the provisions of paragraph B below, all applications for development approval shall include an application for a certificate of concurrency/capacity or a nonconcurrency affidavit. No development approval shall be granted until a certificate of concurrency/capacity is issued or a nonconcurrency affidavit is executed. B. Exception. No certificate of concurrency/capacity is required for the following: 1. Replacement of structures that do not increase the demand for public facilities. 2. Room additions to residences. 3. Accessory structures to residences, including swimming pools, fences and walls. 4. Signs. 5. Utility infrastructure facilities. 6. Public transportation facilities. 7. Telecommunication towers. 39 Ordinance No. 9758-24   8. Parking garages and lots. 9. Fill-in permits if the original shell permit is vested prior to May 31, 1990, or passed a concurrency determination on or after May 31, 1990. 10. Expansions that were previously disclosed by the applicant and subject to a concurrency test as part of the original application of a phased development. 11. Projects that are vested. 12. Roads. Section 4-902. Application and procedures. Reserved. A. An application for a certificate of concurrency/capacity shall be filed with the community development coordinator as part of an application for development approval and shall include such fees as are required by Section 4-202(F). B. The community development coordinator shall review the application and determine whether the application complies with the standards in Section 4-903. If the community development coordinator determines that the application complies with the standards, a certificate of concurrency/capacity shall be issued and shall be valid for a period of two years or such later period as may be provided for in a development approval. C. In the event that an application for a certificate of concurrency/capacity is approved, the applicant shall pay prior to the issuance of the certificate, a fee in the form of prepayment of the capacity being reserved, or some other financial assurance provided by the applicant that is acceptable to the city. The certificate of concurrency/capacity fee may be refunded if development does not proceed so long as the city has not expended or obligated the money for preconstruction costs or construction of the facility, if the road impact fee has not been transferred to the county. If the road impact fee portion has been transferred to the county, the applicant may request a refund from the county. D. A certificate of concurrency/capacity may be extended according to the same terms and conditions as the underlying development approval. If a development approval is granted an extension, the certificate of concurrency/capacity, if any, shall also be extended. E. A certificate of concurrency/capacity may be extended to remain in effect for the life of each subsequent development approval for the same parcel, as long as the applicant obtains a subsequent development approval prior to the expiration of the earlier development approval. F. A certificate of concurrency/capacity runs with the land and is valid only for subsequent development approvals for the same parcel and to new owners of the original parcel for which it was issued. G. A certificate of concurrency/capacity shall expire if the underlying development order expires or is revoked by the city and the capacity has not been extended to a subsequent development approval for the same parcel. H. A denial of a certificate of concurrency/capacity may be appealed in the manner provided in Article 4, Division 5. 40 Ordinance No. 9758-24   Section 4-903. Standards for certificate of concurrency/capacity. Reserved. A. In determining whether a certificate of concurrency/capacity may be issued, the community development coordinator shall apply the level of service standards in the comprehensive plan according to the following measures for each public facility: 1. Potable water: water service area. 2. Sanitary sewer: sewer facility availability. 3. Drainage: drainage basin. 4. Solid waste: citywide. 5. Parks and recreation: citywide. B. For public facilities provided by entities other than the city, the certificate may be issued subject to the availability of such public facilities consistent with policy I.1.3.3 of the comprehensive plan. C. If the capacity of available public facilities is less than the capacity required to maintain the level of service standard for the impact of the development, the applicant may: 1. Accept a 15-day encumbrance of public facilities that are available and, within the same 15-day period, amend the application to reduce the needed public facilities to the capacity that is available. 2. Accept a 90-day encumbrance of public facilities that are available and, within the same 90-day period, arrange to provide for public facilities that are not otherwise available, to be in place or under construction not more than three years after permit issuance. 3. Reapply for a certificate of capacity not less than six months following the denial of an application for a certificate of capacity. D. If the capacity of impacted roads is inadequate, the community development coordinator may consider the following forms of mitigation: 1. System improvements, including but not limited to turn lanes, signals, acceleration/deceleration lanes and intersection improvements. 2. Travel time/speed studies conducted using methodology and data acceptable to the community development coordinator. 3. Alternative transportation programs, incentives and disincentives, including but not limited to transit systems, car pools, van pools, limited parking, and staggered work hours. 4. The following are not generally acceptable mitigation strategies: a. Improvements to roads that are not below level of service standards. b. Diverted trips. c. Averaging, i.e., system analysis instead of by link. 41 Ordinance No. 9758-24   * * * * * * Section 24. That Article 8, Definitions and Rules of Construction, Section 8-102. Definitions, Community Development Code, be amended to read as follows: * * * * * * Section 8-102. Definitions. Blackwater means that part of domestic sewage carried off by toilets, urinals, and kitchen drains. * * * * * * Coastal storm area means the area delineated in Map E-1of the Coastal Management Element of the Clearwater Comprehensive Plan, which encompasses all of the following: (1) the Coastal High Hazard Area (CHHA), which shall be defined by the Sea, Lake and Overland Surges from Hurricanes (SLOSH) model to be inundated from a category one hurricane, as reflected in the most recent Regional Evacuation Study, Storm Tide Atlas, (2) all land connected to the mainland of Clearwater by bridges or causeways, (3) those isolated areas that are defined by the SLOSH model to be inundated by a category two hurricane or above and that are surrounded by the CHHA or by the CHHA and a body of water, and (4) all land located within the Velocity Zone as designated by the Federal Emergency Management Agency. * * * * * * Dog daycare means a short-term daytime care for dogs that does not include overnight boarding. * * * * * * Dwelling unit, accessory means a secondary dwelling unit that exists either within the same structure, or on the same lot as a detached dwelling or a dwelling unit accessory to and occupying the same lot as a nonresidential use. Mobile homes and recreational vehicles shall not be used as accessory dwelling units. * * * * * * Graywater means that part of domestic sewage that is not blackwater, including waste from the bath, lavatory, laundry, and sink, except kitchen sink waste. * * * * * * Maximum tilt angle means the angle at which a solar energy system produces the highest energy yield in converting solar energy into electrical energy. The maximum tilt angle for solar energy systems in the City of Clearwater is approximately 25°. * * * * * * Mechanical equipment means outdoor mechanical, electrical, and communication equipment including heating, air conditioning, and ventilation equipment; venting and vent terminations for commercial hoods; mechanical penthouses; electrical and communication equipment, panels, and cabinets; satellite dishes; pool equipment such as heaters, filters, and pumps; generators; propane tanks; and similar features. * * * * * * Nonresidentially zoned property means any parcel of property located in one of the following districts; Office ("O"); Tourism ("T"); Commercial ("C"); Downtown ("D"); Industrial, Research and Technology ("IRT"); Institutional ("I"); Open Space/Recreation ("OS/R"); or Preservation ("P"); Mixed Use ("MU"). * * * * * * 42 Ordinance No. 9758-24   Photovoltaic (PV) panel means a device that converts solar energy directly into electricity. * * * * * * Racking equipment means any and all equipment used during the installation of a solar energy system. * * * * * * Retail sales and services means a building, property, or activity the principle use or purpose of which is the sale or lease of goods, products, materials, or services directly to the consumer, including grocery stores, bicycle stores (sales, rentals and/or repair), adult day care, child care, dog daycare, personal services, tattoo parlor, animal grooming, art galleries, artisans, farmer markets, medical marijuana treatment center dispensing facilities, and including the sale of alcoholic beverages for off-premises consumption provided that the sale of alcoholic beverages is subordinate to the principal use and display of alcoholic beverages occupies less than 25 percent of the floor area of the use. Not including problematic uses, street vendors or the on- premises consumption of alcoholic beverages. * * * * * * Shipping container means a reuasable transport and storage unit primarily used for moving products which can be used as a living space. * * * * * * Solar energy system means a system that converts the sun’s light into electricity or thermal energy. Solar energy system, floating means a solar energy system, that floats within a body of water. Solar energy system, roof mounted means a solar energy system that is mounted to a roof, whether pitched or flat. * * * * * * Section 25. That Appendix B, US 19 Zoning District and Development Standards, Division 3, Subdistrict Standards, Community Development Code, be amended to read as follows: * * * * * * 43 Ordinance No. 9758-24   Section B-301. Development intensity. A) Maximum Development Potential The maximum development potential set forth for each Subdistrict is shown in Table 1. Permitted Intensities by Future Land Use Category. All allowable uses, including residential and overnight accommodations, are regulated by Floor Area Ratio (FAR). Table 1. Permitted Intensities by Future Land Use Category Clearwater Future Land Use Category Countywide Plan Map Category/Subcategory US 19 Subdistrict Maximum Floor Area Ratio (FAR) US 19 Regional Center Activity Center (AC)/Major Center Subcategory Regional Center FAR 2.5 US 19 Neighborhood Center Activity Center (AC)/Community Center Subcategory Neighborhood Center FAR 1.5 US 19 Corridor Multimodal Corridor (MMC)/Primary Category Corridor FAR 1.5 B) Residential Density in Coastal Storm Area Residential density on those portions of property located within the coastal storm area shall be limited to the density in place prior to the adoption of this Code, consistent with Policy A.1.2.2CCM 2.4.3 and Map A-16CCM 6 of the Comprehensive Plan. * * * * * * Section 26. That Appendix C, Downtown District and Development Standards, Division 2, Regulating Plan, Community Development Code, be amended to read as follows: * * * * * * Section C-202. – Character district regulating plan. Standards and regulations in Appendix C, Division 3 related to land use and parking, development density and intensity, and building height within the Downtown District apply to properties falling within one of five character districts illustrated in Figure 1. Character Districts. A. Downtown Core Character District. The Downtown Core Character District is intended for high intensity mixed-use, office, and residential development in building with active ground floor uses opening onto pedestrian-friendly streetscapes. Standards are designed to support a dense urban pattern of development with buildings facades aligned along public sidewalks and parking primarily located within buildings behind active uses and behind buildings. Properties adjacent to the Pinellas Trail are designed to provide pedestrian and bicycle connections to the trialtrail. * * * * * * 44 Ordinance No. 9758-24   Section 27. That Appendix C, Downtown District and Development Standards, Division 3, Character District Standards, Community Development Code, be amended to read as follows: * * * * * * Section C-303. – Permitted uses and parking. * * * * * * Table 2. Use and Off-Street Parking Use Downtown Core Old Bay South Gateway Prospect Lake Downtown Gateway Use Specific Criteria Minimum Off-Street Parking Spaces RESIDENTIAL USES Accessory Dwelling Unit BCP BCP BCP BCP BCP One accessory dwelling unit, which is subordinate and accessory to a principal permitted use is allowed provided that: 1. Title to the unit is vested in the ownership of the principal use. 2. The floor area of the unit does not exceed 25 percent of the floor area of the principal use. 3. The unit complies with the development standards established for the principal use. 4. The unit shall be constructed with a similar architectural style as the principal use. 1/unit Section 28. That Appendix C, Downtown District and Development Standards, Division 6, Building Design Standards, Community Development Code, be amended to read as follows: Section C-606. – Mechanical equipment. Outdoor mechanical, electrical, and communication equipment, including heating, air conditioning, and ventilation equipment; venting and vent terminals for commercial hoods; electric meters; mechanical penthouses; electrical and communication equipment, panels, and cabinets; satellite dishes; and similar features shall be located and designed to meet all of the following standards. * * * * * * B. Equipment Screening. * * * * * * 3. Elevator penthousesElevator equipment room or similar mechanical equipment enclosures shall be designed to complement the design of street-facing building façades and shall be clad on all sides in material used on street-facing façades. 45 Ordinance No. 9758-24   * * * * * * Section 29. That Appendix C, Downtown District and Development Standards, Division 8, Flexibility, Community Development Code, be amended to read as follows: * * * * * * Section C-803. – Flexibility provisions. Flexibility may be approved subject to the standards below. A. Character district standards – height transitions. 1. Flexibility in meeting required building step backs along street frontages in Section C- 302.B may be approved where the alternative design provides visual and specialspatial relief similar to a step back, a varied an interesting design, and the alternative treatment is integral to the building’s design and results in facades of equal or better quality than the standards would produce. * * * * * * Section 30. Amendments to the Community Development Code of the City of Clearwater (as originally adopted by Ordinance No. 6348-99 and subsequently amended) are hereby adopted to read as set forth in this Ordinance. Section 31. The City of Clearwater does hereby certify that the amendments contained herein, as well as the provisions of this Ordinance, are consistent with and in conformance with the City’s Comprehensive Plan. Section 32. Should any part or provision of this Ordinance be declared by a court of competent jurisdiction to be invalid, the same shall not affect the validity of the Ordinance as a whole, or any part thereof other than the part declared to be invalid. Section 33. Notice of the proposed enactment of this Ordinance has been properly advertised in a newspaper of general circulation in accordance with applicable law. Section 34. This ordinance shall take effect immediately upon adoption. 46 Ordinance No. 9758-24   PASSED ON FIRST READING ____________________________ PASSED ON SECOND AND FINAL ____________________________ READING AND ADOPTED ____________________________ Bruce Rector Mayor Approved as to form: Attest: ____________________________ ____________________________ Matthew J. Mytych, Esq. Rosemarie Call, MPA, MMC Senior Assistant City Attorney City Clerk   PLANNING & DEVELOPMENT DEPARTMENT   COMMUNITY DEVELOPMENT BOARD STAFF REPORT    MEETING DATE: April 16, 2024  AGENDA ITEM: F.2  CASE: TA2024‐03001  ORDINANCE NO.: 9758‐24  REQUEST: Amendments to the Community Development Code to provide for  accessory dwelling units in certain residential zoning districts, to  provide additional standards for carwashes, to establish standards  for solar energy systems and density bonuses for the use of gray  water systems, to update mechanical screening requirements, to  remove outdated requirements related to concurrency, to update  standards  for  traffic  impact  studies,  to  require  a  notice  of  application  for  Level  II  cases  prior to the Development Review  Committee meeting, and various other formatting and editorial  clarifications.  INITIATED BY: City of Clearwater, Planning and Development Department    BACKGROUND    Proposed  Ordinance  No.  9758‐24  contains  numerous  staff‐initiated  amendments  to  the  Community  Development Code. Proposed amendments come from the city’s adoption of Clearwater 2045, the city’s new  Comprehensive Plan, including updating references to Clearwater 2045 that are now outdated; Greenprint  2.0,  the  city’s  sustainability  plan;  and  changes  to  state  statutes through  recent  legislation.  Additional  amendments to certain zoning districts add review criteria or bring consistency between all districts; add  Level Two applications to those that are noticed after an application is deemed complete; and other minor  amendments that clean up typographical errors within the code or update graphics to help provide additional  clarity.   The largest amendments are the establishment of accessory dwelling units as a newly permitted use within  certain  residential  zoning  districts  and  the  associated  development  standards  for  that  use.  Accessory  dwellings are currently permitted in certain nonresidential zoning districts, and this proposed amendment  will  add  the  word  “units”  to  make  the  use  consistent  throughout  the  code  and  will  add  additional  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 2  development criteria for those accessory dwelling units within nonresidential zoning districts. The creation  of accessory dwelling units is supported by Clearwater 2045.  Amendments stemming from Greenprint 2.0 include the creation of standards for solar energy systems, i.e.  roof mounted solar photovoltaic (PV) panels. Additionally, this proposed addition is supported by Clearwater  2045.  Legislative amendments are based on requirements found in Senate Bill (SB) 64 (2021), An Act Relating to  Reclaimed Water; SB 250 (2023), An Act Related to Natural Emergencies; House Bill (HB) 1411 (2022), An Act  Relating to Floating Solar; and existing code language based on obsolete statutory requirements. Provisions  within SB 64 require that municipalities provide development bonuses for certain residential developments  that incorporate or implement graywater systems within the development. SB 250 extended the timeframe  for  which  temporary  emergency  housing  can  be  located  on  a  property  after  declaration  of  a  natural  emergency issued by the Governor. HB 1411 directs municipalities to promote the use of floating solar  facilities, which are proposed to be included with the solar energy systems section. Lastly, there are currently  provisions within the Community Development Code that detail a method for obtaining a certificate of  concurrency/capacity as it relates to public utilities prior to a development; however, the statutes do not  require this provision to occur, only that public utilities be available to serve a development prior to issuance  of a certificate of occupancy.  While not a directed change from Clearwater 2045, Greenprint 2.0, or legislative changes, amendments to  the noticing of applications results from discussions and feedback from staff and representatives of the  Clearwater Neighborhoods Coalition. The city currently sends a notice of application for Level I (Flexible  Standard Development) applications that have been deemed to be complete, and this proposed ordinance  adds Level II (Flexible Development) applications, once deemed to be complete, to this notice of application  requirement. This “advanced notice” of applications will allow for affected residents to be aware of projects  that will need to go before the Community Development Board in advance of the city’s current noticing  process. Those projects that go before the Community Development Board currently are noticed no later  than 10 days before the hearing, and this proposed change would provide an initial notice a minimum of six  weeks before that current notice is sent.  Remaining proposed amendments add additional review criteria related to car washes in the Commercial (C)  District, remove certain footnotes from certain zoning districts, bring consistency to the Residential Infill  Project use in certain zoning districts, update or remove outdated references, reformat certain use tables to  bring consistency between all use tables in the Community Development Code, and correct typographical  errors.  Additionally,  proposed  Ordinance  9758‐24  advertised  the  addition  of  electric  vehicle  (EV)  parking  requirements and updates to the city’s Mobility Management System. These were removed following the  Development Review Committee (DRC) Meeting on April 4, 2024. The proposed amendments relating to the  establishment of electric vehicle (EV) parking requirements were removed due to Senate Bill 1084 (2024)  preempting the regulation of electric vehicle charging stations to the state. Proposed amendments to the  Mobility Management System were removed as Pinellas County and Forward Pinellas are initiating a project  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 3  to update that system and the Multimodal Impact Fee. Staff felt a more comprehensive amendment after  that project has completed would be more appropriate.  AMENDMENT PROPOSAL  Proposed Ordinance 9758‐24 contains numerous amendments throughout the Community Development  Code, which can be generally broken down into the following categories:  1. Accessory dwelling units, or ADUs, including the establishment as a use within certain zoning districts  along with development standards for such.  2. Sustainability initiatives, including standards for solar energy systems.  3. Legislative changes, including adding language related to temporary emergency housing timeframes, the  inclusion of residential density bonuses for the use of graywater  systems  in  certain  residential  developments, and the creation of floating solar standards. Also included with legislative changes is the  removal of standards for certificates of concurrency/capacity.  4. Application noticing, to add Level Two, Flexible Development (FLD) applications to the notices that are  sent to abutting property owners.  5. “Clean up” amendments, which generally include correcting typographical errors, updating references  to Clearwater 2045, removing outdated references, adding additional or removing review criteria as  needed, and adding certain new definitions and amending other certain definitions.  The proposed amendments are detailed further within the analysis section.   ANALYSIS    Accessory Dwelling Units [Pages 3 – 8, 12, 14, 17 – 18, and 21 – 23 of Ordinance]   Ordinance 9758‐24 proposes to add accessory dwelling unit, or ADU, as a permitted use to the Low Density  Residential (LDR), Low Medium Density Residential (LMDR), and Medium Density Residential (MDR) Districts  as a Level One, Flexible Standard Development (FLS) approval. In addition, accessory dwellings are currently  permitted in the Commercial (C), Tourist (T), Downtown (D), Office (O), Institutional (I), and Industrial,  Research, and Technology (IRT) Districts. This ordinance proposes to update the use name to “accessory  dwelling unit” consistent with the LDR, LMDR, and MDR Districts. In addition to establishing accessory  dwelling unit as a permitted use within the LDR, LMDR, and MDR zoning districts, flexibility criteria are being  created within those specific zoning districts. These flexibility criteria relate to unit size, setbacks, height,  parking, and design standards including architectural styles and the use of shipping containers. Only one  accessory dwelling unit will be permitted per property, and it will not count towards a property’s density. For  example, if a property’s size only permits it one dwelling unit, that property will be able to construct an  accessory dwelling unit should the flexibility criteria be able to be met.   Additional flexibility criteria are also being proposed for an accessory dwelling unit in the C, T, O, I, and IRT  Districts. These criteria stipulate that the accessory dwelling unit needs to comply with the development  standards established for the principal use and that the accessory dwelling unit must be constructed with a  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 4  similar architectural style as the principal use. Like accessory dwelling units within the residential zoning  districts above, only one accessory dwelling unit is permitted per property.  The creation of accessory dwelling units as a permitted use will incrementally increase housing stock within  the city and has the potential for a property owner to earn additional income. To be able to construct an  accessory dwelling unit, the property owner must live within one of the units on the property. Additionally,  an accessory dwelling unit will not be permitted to operate as a short‐term rental, or a rental that is less than  30 days in length, within the LDR, LMDR, or MDR Districts. This is consistent with residential rental provisions  that currently exist within the city.  Sustainability Initiatives [Pages 27 – 28 and 38 of Ordinance]  This ordinance also proposes to include standards related to solar energy systems to further implement  Clearwater 2045, the city’s Comprehensive Plan, and Greenprint 2.0. Solar energy systems are being created  under Article 3, Development Standards, Division 2, Accessory Use/Structures to create standards for roof  mounted and floating solar systems.   Roof mounted systems can be located on pitched or flat roofs, and under both circumstances, the systems  must be installed in a horizontal configuration. For pitched roofs, the system must be parallel to and cannot  extend more than 12 inches above the roofline. For flat roofs, the system cannot exceed five feet in height  when at maximum tilt angle, which is approximately 25° in the city, and shall be set back from the edge of  the roof to minimize visibility from the street.   Floating solar energy systems were introduced, and required to be a permitted use, through HB 1411 (2022)  to promote the use of floating solar within the state. These systems tend to be constructed on larger inland  bodies of water, such as within quarries or reservoirs, where there is little to no wave action. These systems  could also be installed on smaller bodies of water such as stormwater ponds or lakes, and as such, staff is  including these systems within this proposed ordinance. Floating solar energy systems cannot exceed three  feet above the surface of the water, and a professional engineer must submit a statement that details that  the system will not cause degradation to the performance nor cause any negative impacts to the biological  community for which the system is to be located.  Legislative Changes [Pages 31 ‐ 32, and 34 – 37 of Ordinance]  This proposed ordinance also includes amendments based on legislative changes to the state statutes,  including the creation of development bonuses for residential uses that incorporate the use of graywater  systems, updating timeframes for temporary emergency housing, and the deletion of outdated standards  relating to certificates of concurrency/capacity.  Senate Bill 64 (2021) included provisions to promote the use of graywater technologies, as well as to help  conserve potable water usage, through the creation of density and intensity bonuses for residential uses.  There are two percentages of bonuses afforded to a developer: 25% or 35%. To achieve a 25% development  bonus, the developer of a proposed or existing development must have at least 75% of the units with a  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 5  graywater system installed. To achieve the 35% development bonus, the development must have 100% of  the units with a graywater system installed.  To qualify for these bonuses, the development, either proposed or existing, must have at least 25 detached  units or attached units. The bonus for graywater systems can be applied on top of other density or intensity  bonuses the city provides that were in effect on July 1, 2021; however, the bonus cannot be applied to a  multifamily development over five stories in height.   Senate Bill 250 (2023) revised provisions related to temporary emergency housing after a natural disaster.  The bill stipulates that a municipality may not prohibit the placement of one temporary shelter on a property  for up to 36 months after the date an emergency is declared or until a certificate of occupancy is issued on  the permanent structure. Three circumstances must apply for the temporary emergency housing to be  placed on a property: a good faith effort to rebuild or renovate the structure is made; the temporary shelter  is connected to water and electric utilities and does not present a threat to health and human safety; and  the resident lives in the temporary structure.  Currently, the city incorporates by reference Pinellas County’s emergency  housing code  into the city’s  Community Development Code. Pinellas County is not amending this portion of their code at this time, and  to ensure that the city is in compliance with state statutes, a small addition is being made within the  Community Development Code to recognize the revised timeframe of up to 36 months.   Ordinance  9758‐24  also  proposes  to  remove  the  requirements  of  obtaining  a  certificate  of  concurrency/capacity. The city’s Community Development Code does not provide for a review process for  obtaining  a  certificate  of  concurrency/capacity,  and  state  statutes  do  not  require  such  a  certificate.  Concurrency requirements found in Section 163.3180 of the Florida Statutes state that “sanitary sewer, solid  waste, drainage, and potable water are the only public facilities and services subject to the concurrency  requirement on a statewide basis” [§163.3180(1)]. This section goes on further to state that sanitary sewer,  solid waste, drainage, adequate water supplies, and potable water facilities shall be in place and available  prior to serve a new development no later than the issuance of a certificate of occupancy by the local  government [§163.3180(2)].   During the site plan review process, city staff from Public Utilities and Public Works review any proposed  development and determine if a development would need to make improvements  to  the  utilities  infrastructure prior to being issued a certificate of occupancy, or if the current infrastructure can adequately  serve any new development. As there is no statutory requirement for a certificate of concurrency/capacity  to  be  issued,  staff  is  recommending  that  these  sections  of  Article  4,  Development  Review  and  Other  Procedures, Division 9, Concurrency and Mobility Management, be amended to remove references to the  certificate of concurrency/capacity sections.      Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 6  Notice of Application [Page 33 of Ordinance]  Ordinance 9758‐24 proposes to amend Section 4‐202, Applications for Development Approval, subsection C,  Determination of Completeness, to require that Level Two, Flexible Development (FLD) applications be  noticed after applications have been determined to be complete. Currently, only Level One, Flexible Standard  Development (FLS) cases are included in these notices of applications, and the Level Two cases are only  noticed prior to the Community Development Board hearing. While this is a small amendment, it will allow  those property owners and registered neighborhood associations within 200 feet of a subject property  advanced notice of a development approval that will be going before the Community Development Board.  This will allow those affected residents and neighborhood associations to be more involved during the review  process, as well as be involved earlier in the process.  Additional Amendments [Pages 4 – 35 and 37 – 40 of Ordinance]   The additional proposed amendments are considered to be clean up amendments and consist of correcting  typographical  errors,  updating  references  to  the  city’s  new  Comprehensive  Plan, Clearwater  2045,  re‐ formatting certain development tables, revising the Detached Dwellings and Residential Infill Project uses in  certain zoning districts, adding or amending certain flexibility criteria, and adding or amending definitions as  needed.  Minor amendments to the Residential Infill Project use are proposed in this Ordinance. Under the Low  Density Residential (LDR), Low Medium Density Residential (LMDR), Medium Density Residential (MDR),  Medium High Density Residential (MHDR), and High Density Residential (HDR) Districts, the Residential Infill  Project footnotes and footnote references are proposed to be deleted from Tables 2‐103, 2‐104, 2‐203, 2‐ 204, 2‐303, 2‐304, 2‐404, and 2‐504. The footnote provides additional flexibility without including additional  standards or parameters to achieve that flexibility. No other uses within the Community Development Code  provide a footnote with such flexibility so this proposed deletion will bring consistency throughout the  Community Development Code. Additional amendments to the Detached Dwellings and Residential Infill  Project uses propose to update to correct setback measurements found on the minimum standard diagram  for the district.  Proposed Ordinance 9758‐24 proposes to reformat the tables within the following zoning districts: C, T, and  O Districts. Proposed edits to these tables would move the Maximum Height column to appear after the  Minimum Setbacks columns. This proposed edit would bring consistency with the rest of the Development  Standards tables in the Community Development Code. The other proposed edits are to the Minimum Off‐ Street Parking standards and to separate out the “side/rear” setback column into two separate “side” and  “rear” columns, also to bring consistency with the remaining tables in the Community Development Code.  The off‐street parking standards would be amended, as applicable, to be in the “number of spaces/unit of  measure” standard, i.e. 5/1,000 SF GFA.  Proposed  amendments  related  to Clearwater  2045,  the  city’s  Comprehensive  Plan,  remove  outdated  references to obsolete portions of the comprehensive plan and update references to the city’s Coastal Storm  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 7  Area policy and map. These proposed amendments include updating the reference to the policy and map  number  for  Section  2‐1101.1,  US  19  District,  the  definition  of “Coastal  Storm  Area”  in  Section  8‐102,  Definitions, and within Section B‐301.1, US 19 District and Development Standards. Additional amendments  to Section 3‐102.E remove references to obsolete maps or elements.  Within Section 2‐704, Commercial (C) District Flexible Development, two new criteria are proposed to be  added to subsection I, Limited Vehicle Service, that add language for a car wash as the existing language does  not adequately address design changes that have occurred in the car wash industry. Under Section 2‐1203,  Industrial, Research and Technology (IRT) District, Flexible Standard Development, subsection B, Airport is  being amended to remove references to the 1999 Airport Master Plan and to update to state the Airport  Master Plan as amended.  Other proposed amendments within Article 3, Development Standards, include revising the percentage for  accessory uses from ten percent of the gross floor area to 25 percent to be consistent with the percentage  for accessory structures; updating mechanical equipment screening standards to bring consistency with the  standards already adopted for the Downtown and US 19 Districts; updating certain fence graphics to bring  additional clarity to the application of fence standards; increasing the minimum size of sidewalks permitted  in front setbacks from 42 to 48 inches and allowing for the City Engineer to determine appropriate site  visibility site triangle distances; allowing for affordable housing density bonuses to be approved at a staff  level review; and exempting banners that are part of a city banner program, which is currently being  developed, from sign regulations.    Additionally, this proposed ordinance edits Article 4, Development Review and Other Procedures, Division 8,  Traffic Impact Study. Proposed amendments within Division 8, Traffic  Impact  Study  include:  adding  a  reference to Article 4, Division 9; clarifying when a traffic impact study is required; adding “a.m.” to peak  hours; and updating and adding traffic characteristics to be analyzed as part of a traffic impact study.  Section 8‐102, Definitions, is being updated to include definitions that relate to the new graywater systems  bonuses  and  solar  energy  systems,  along  with  a  definition  that was  contained  within  the  accessory  use/structures section. The new definitions are: blackwater; dog daycare; graywater; maximum tilt angle;  mechanical equipment; photovoltaic (PV) panel; racking equipment; shipping container; solar energy system;  solar energy system, floating; and solar energy system, roof mounted. Additionally, existing definitions are  proposed to be amended: dwelling, accessory to align with the newly created Accessory Dwelling Unit use;  nonresidentially zoned property to remove “Mixed Use (“MU”)” as this zoning district does not exist; and  retail sales and services to add dog daycare.          Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 8  CRITERIA FOR TEXT AMENDMENTS  CDC  Section  4‐601  sets  forth  the  procedures  and  criteria  for  reviewing  text  amendments.    All  text  amendments must comply with the following:  1. The proposed amendment is consistent with and furthers the goals, policies, and objectives of the  Comprehensive Plan.   Policy QP 5.2.8 Continue to evaluate that sufficient public facilities are available to support proposed  increased to density or intensity and require mitigation strategies if sufficient public facilities will not be  available.    Policy QP 5.4.1 Create a density bonus for residential development or redevelopment that utilizes  graywater systems within the CDC.    Policy QP 6.1.7 Support amendments to the CDC to enable greater housing diversity and affordability,  such as accessory dwelling units and other missing middle housing types.    Policy QP 6.1.10 Allow accessory dwelling units in all residential zoning districts and exempt them from  density  provisions  to  provide  additional  and  diverse  housing  options  integrated  into  existing  neighborhood. Such accessory dwelling units shall not be used for short‐term rental purposes.    Objective CCM 4.3 Continue to implement and evaluate Greenprint 2.0 to decrease energy consumption  and increase the city’s resiliency and sustainability.    Policy SS 1.4.5 Prior to issuance of a building permit, a design for potable water distribution system  improvements shall be prepared by the developer and approved by the city. The developer shall pay the  costs of any necessary improvements to the existing potable water distribution system to accommodate  the new development.    Policy SS 2.3.5 Prior to issuance of a building permit, a design for sewer system improvements if required  shall be prepared by the development and approved by the city. The developer shall pay the costs of any  necessary improvements to the existing  wastewater  collection  system to accommodate the new  development.    Policy  SS  4.4.2  Require  development  and  redevelopment  activities  to  comply  with  all  stormwater  management design standards and criteria.    Objective SS 5.3 Continue to provide solid waste collection service to residents and businesses within the  city.    Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 9  Goal PI 10 Continue to provide essential public facilities in a timely, efficient, and fiscally sound manner  through applicable codes, plans, or ordinances.    Objective PI 10.2 Coordinate policies of the Comprehensive Plan and CDC to address necessary public  facilities needed to support development or redevelopment prior to issuance of development orders.    Objective PI 10.4 Continue to administer the City of Clearwater Mobility Management System and  concurrency management for all other utilities and services.    The proposed additions of accessory dwelling units and providing density bonuses for graywater systems  are supported by Policies QP 5.4.1, 6.1.7, and 6.1.0, which will help to increase the housing stock and  diversity within the city and will meet statutory requirements for graywater incentives. Objective CCM  4.3 supports the expansion of the use of solar energy systems in the city. Policies SS 1.4.5, 2.3.5, and  4.4.2, along with Objectives SS 5.3, PI 10.2, and PI 10.4, and Goal PI 10 support the statutory concurrency  requirements for public  utilities. Minor amendments to the  Residential Infill Project use will bring  consistency between that use, the Detached Dwellings use, and the Minimum Standard Development  setbacks which will help simplify the development review process. Additional amendments are intended  to simplify or clarify development criteria while also correcting typographical errors, which will help  ensure the Community Development Code is interpreted and applied correctly. As such, the proposed  amendments within Ordinance 9758‐24 further the Comprehensive Plan through  the specific goal,  objectives, and policies referenced above.    2. The proposed amendments further the purposes of the Community Development Code (CDC) and  other City ordinances and actions designed to implement the Plan.  The proposed text amendment will further the purposes of the CDC in that it will be consistent with the  following purposes set forth in CDC Section 1‐103:   It is the purpose of this Development Code to implement the Comprehensive Plan of the city; to  promote the health, safety, general welfare and quality of life in the city; to guide the orderly growth  and development of the city; to establish rules of procedure for land development approvals; to  enhance the character of the city and the preservation of neighborhoods; and to enhance the quality  of life of all residents and property owners of the city (Section 1‐103.A., CDC).    It is the purpose of the Community Development Code to create value for the citizens of the City of  Clearwater by allowing property owners to enhance the value of their property through innovative  and creative redevelopment (Section 1‐103.B.1, CDC).    It is the further purpose of this Development Code to protect the character and the social and  economic stability of all parts of the city through the establishment of reasonable standards which  encourage the orderly and beneficial development of land within the city. (Section 1‐103.E.2, CDC)   It is the further purpose of this Development Code to establish permitted uses corresponding with  the purpose and character of the respective zoning districts and limit uses within each district to  those uses specifically authorized. (Section 1‐103.E.9, CDC)  Planning & Development Department Community Development Code Text Amendment Long Range Planning Division Community Development Board – April 16, 2024  TA2024‐02001 – Page 10  The  proposed  amendments  in  this  Ordinance  will  further  the  above  referenced  purposes  of  the  Community  Development  Code  by  providing  for  more  appropriate  and  consistent  development  standards. Through the various topics covered by this Ordinance, the city is encouraging the continued  investment in properties while also allowing property owners to enhance the value of their property  through the creation of accessory dwelling units. The establishment of solar energy system standards  will allow for beneficial development of land within the city while also respecting the character of the  respective zoning districts where the systems are permitted. Additionally, amendments throughout this  Ordinance  propose  clarifications  to  establish  reasonable  standards  which  encourage  orderly  development that will enhance the character of the city. As such, proposed Ordinance No. 9758‐24  furthers the purposes in the CDC.    RECOMMENDATION  The Development Review Committee (DRC) reviewed the proposed text amendments to the Community  Development Code at the DRC meeting of April 4, 2024. The Planning and Development Department, having  reviewed the requirements of the Community Development Code, recommends APPROVAL of Ordinance  9758‐24.           Prepared by Planning and Development Department Staff:     ___________________________  Kyle Brotherton  Planner II    ATTACHMENTS: Ordinance No. 9758‐24                Resume  Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ATA2024-03002 2nd rdg Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Planning CaseIn Control: Planning & Development Agenda Number: 6.2 SUBJECT/RECOMMENDATION: Adopt Ordinance 9759-24 on second reading, annexing certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, together with the abutting right-of-way of Beverly Circle North, into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Page 1 City of Clearwater Printed on 5/29/2024 Ordinance No. 9759-24 ORDINANCE NO. 9759-24 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, ANNEXING CERTAIN REAL PROPERTY LOCATED ON THE NORTHEAST CORNER OF BROOKSIDE DRIVE AND BEVERLY CIRCLE NORTH, WHOSE POST OFFICE ADDRESS IS 1239 BROOKSIDE DRIVE, CLEARWATER, FLORIDA 33764, TOGETHER WITH CERTAIN ABUTTING RIGHT-OF-WAY OF BEVERLY CIRCLE NORTH, INTO THE CORPORATE LIMITS OF THE CITY, AND REDEFINING THE BOUNDARY LINES OF THE CITY TO INCLUDE SAID ADDITION; PROVIDING AN EFFECTIVE DATE. WHEREAS, the owner of the real property described herein and depicted on the map attached hereto as Exhibit “B” has petitioned the City of Clearwater to annex the property into the City through an Agreement to Annex and pursuant to Section 171.044, Florida Statutes, and the City has complied with all applicable requirements of Florida law in connection with this ordinance; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property is hereby annexed into the City of Clearwater and the boundary lines of the City are redefined accordingly: See attached Exhibit “A” for Legal Description. (ATA2024-03002) The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The provisions of this ordinance are found and determined to be consistent with the City of Clearwater Comprehensive Plan. The City Council hereby accepts the dedication of all easements, parks, rights-of-way and other dedications to the public, which have heretofore been made by plat, deed or user within the annexed property. The City Engineer, the City Clerk and the Community Development Coordinator are directed to include and show the property described herein upon the official maps and records of the City. Section 3. This ordinance shall take effect immediately upon adoption. The City Clerk shall file certified copies of this ordinance, including the map attached hereto, with the Clerk of the Circuit Court and with the County Administrator of Pinellas County, Florida, within 7 days after adoption, and shall file a certified copy with the Florida Department of State within 30 days after adoption. Ordinance No. 9759-24 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Bruce Rector Mayor Approved as to form: Matthew J. Mytych, Esq. Senior Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTIONS ATA2024-03002 ========================================================================================= Lot 8, Block D, Replat of Meadow Creek Subdivision First, according to the plat thereof as recorded in Plat Book 41, Page 23, Public Records of Pinellas County, Florida. Together with: Abutting Southerly 25 ft Right-of-Way of Beverly Cir N. Parcel ID No.: 24 - 29 - 15 - 56538 - 004 - 0080 Exhibit “B” PROPOSED ANNEXATION Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) LOCATION MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) AERIAL PHOTOGRAPH Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) EXISTING SURROUNDING USES MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) Detached Dwellings Detached Dwellings ATA2024-03002 Henry McCullough 1239 Brookside Drive View looking east at subject property on Brookside Drive South of the subject property North of the subject property Across the street, to the west of the subject property View looking northerly along Brookside Drive View looking easterly along Brookside Drive Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: Ord. 9760-24 2nd rdg Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Planning CaseIn Control: Planning & Development Agenda Number: 6.3 SUBJECT/RECOMMENDATION: Adopt Ordinance 9760-24 on second reading, amending the future land use element of the Comprehensive Plan of the city to designate the land use for certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Residential Low (RL) and Preservation (P). Page 1 City of Clearwater Printed on 5/29/2024 Ordinance No. 9760-24 ORDINANCE NO. 9760-24 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE FUTURE LAND USE ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY, TO DESIGNATE THE LAND USE FOR CERTAIN REAL PROPERTY LOCATED ON THE NORTHEAST CORNER OF BROOKSIDE DRIVE AND BEVERLY CIRCLE NORTH, WHOSE POST OFFICE ADDRESS IS 1239 BROOKSIDE DRIVE, CLEARWATER, FLORIDA 33764, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS RESIDENTIAL LOW (RL) AND PRESERVATION (P); PROVIDING AN EFFECTIVE DATE. WHEREAS, the amendment to the Future Land Use Element of the Comprehensive Plan of the City as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The Future Land Use Element of the Comprehensive Plan of the City of Clearwater is amended by designating the land use categories for the hereinafter described property, upon annexation into the City of Clearwater, as follows: Property Land Use Categories See attached Exhibit “A” for Legal Description. Residential Low (RL), Preservation (P) (ATA2024-03002) The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The City Council does hereby certify that this ordinance is consistent with the City’s Comprehensive Plan. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9759-24. Ordinance No. 9760-24 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Bruce Rector Mayor Approved as to form: Matthew J. Mytych, Esq. Senior Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTIONS ATA2024-03002 ========================================================================================= Lot 8, Block D, Replat of Meadow Creek Subdivision First, according to the plat thereof as recorded in Plat Book 41, Page 23, Public Records of Pinellas County, Florida. Together with: Abutting Southerly 25 ft Right-of-Way of Beverly Cir N. Parcel ID No.: 24 - 29 - 15 - 56538 - 004 - 0080 Exhibit “B” PROPOSED FUTURE LAND USE MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) LOCATION MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) AERIAL PHOTOGRAPH Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) EXISTING SURROUNDING USES MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) Detached Dwellings Detached Dwellings ATA2024-03002 Henry McCullough 1239 Brookside Drive View looking east at subject property on Brookside Drive South of the subject property North of the subject property Across the street, to the west of the subject property View looking northerly along Brookside Drive View looking easterly along Brookside Drive Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: Ord. 9761-24 2nd rdg Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Planning CaseIn Control: Planning & Development Agenda Number: 6.4 SUBJECT/RECOMMENDATION: Adopt Ordinance 9761-24 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1239 Brookside Drive, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Low Density Residential (LDR) and Preservation (P). Page 1 City of Clearwater Printed on 5/29/2024 Ordinance No. 9761-24 ORDINANCE NO. 9761-24 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE ZONING ATLAS OF THE CITY BY ZONING CERTAIN REAL PROPERTY LOCATED ON THE NORTHEAST CORNER OF BROOKSIDE DRIVE AND BEVERLY CIRCLE NORTH, WHOSE POST OFFICE ADDRESS IS 1239 BROOKSIDE DRIVE, CLEARWATER, FLORIDA 33764, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS LOW DENSITY RESIDENTIAL (LDR) AND PRESERVATION (P); PROVIDING AN EFFECTIVE DATE. WHEREAS, the assignment of zoning classifications as set forth in this ordinance are found to be reasonable, proper and appropriate, and are consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property located in Pinellas County, Florida, is hereby zoned as indicated upon annexation into the City of Clearwater, and the Zoning Atlas of the City is amended, as follows: The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The City Engineer is directed to revise the Zoning Atlas of the City in accordance with the foregoing amendment. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9759-24. Property Zoning District See attached Exhibit “A” for Legal Description. Low Density Residential (LDR), Preservation (P) (ATA2024-03002) Ordinance No. 9761-24 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Bruce Rector Mayor Approved as to form: Matthew J. Mytych, Esq. Senior Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTIONS ATA2024-03002 ========================================================================================= Lot 8, Block D, Replat of Meadow Creek Subdivision First, according to the plat thereof as recorded in Plat Book 41, Page 23, Public Records of Pinellas County, Florida. Together with: Abutting Southerly 25 ft Right-of-Way of Beverly Cir N. Parcel ID No.: 24 - 29 - 15 - 56538 - 004 - 0080 Exhibit “B” PROPOSED ZONING MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) R-3 Single Family Residential Atlas Page: 308A To: Residential Low (RL), Preservation (P) Low Density Residential (LDR), Preservation (P) LOCATION MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) AERIAL PHOTOGRAPH Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) EXISTING SURROUNDING USES MAP Owner(s): Henry McCullough Case: ATA2024-03002 Site: 1239 Brookside Drive Property Size(Acres): ROW (Acres): 0.255 0.08 Land Use Zoning PIN: 24-29-15-56538-004-0080 From: Residential Low (RL), Preservation (P) Atlas Page: 308A To: Residential Low (RL), Preservation (P) R-3 Single Family Residential Low Density Residential (LDR), Preservation (P) Detached Dwellings Detached Dwellings ATA2024-03002 Henry McCullough 1239 Brookside Drive View looking east at subject property on Brookside Drive South of the subject property North of the subject property Across the street, to the west of the subject property View looking northerly along Brookside Drive View looking easterly along Brookside Drive Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0612 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: General Services Agenda Number: 7.1 SUBJECT/RECOMMENDATION: Authorize a Guaranteed Maximum Price (GMP) to Certus Builders, Inc., for the installation of roof top solar panels at the General Services Complex and Morningside Recreation Center in the cumulative amount of $1,113,944.00 pursuant to RFQ 40-20, Construction Manager at Risk (CMAR) Continuing Contracts and authorize the appropriate officials to execute same. (consent) SUMMARY: On August 4, 2022, Council approved the allocation of American Rescue Plan Act (ARPA) Coronavirus Local Fiscal Recovery Funds to a variety of city projects, which included $2,000,000 towards solar projects on City facilities. ARPA funds must be committed/encumbered by December 31, 2024 and fully expended by December 31, 2026 per Department of Treasury requirements. The city’s sustainability plan, Greenprint 2.0, includes reductions goals on greenhouse gas emissions. In 2022 McKim & Creed was hired by the city to provide a comprehensive solar feasibility study and cost benefit analysis of 41 city facilities. The three key assessment factors used in prioritizing city solar projects were: Levelized Cost of Energy, Internal Rate of Return, and Construction Costs, based on projected energy production rates and system size. Two of the facilities identified that closely align which each assessment factor are the General Services Complex and Morningside Recreational Complex. The target values and projected facility values are as followed: The financial performance of each proposed location assumes a 5% annual escalation of electric utility costs, as well as a solar panel degradation rate of 0.50% annually as recommended by McKim & Creed in the solar feasibility study. The installation of 383 solar panels on the roof top of General Services complex are projected to provide an initial annual electrical savings of $29,724.00 with a 12.5-year payback period. The panels will be producing an estimated 325,825-kilowatt hours of power annually which equates to 63.8% of the total power required to operate the facility. The cost to install solar at this facility will be $642,903.00, with a projected 8.3% Internal Rate of Return. The installation of 326 solar panels on the roof top of Morningside Recreation Center are projected to provide an initial annual electrical savings of $26,235.00 with a 10.8-year payback period. The panels will be producing an estimated 284,303-kilowatt hours of power annually which equates to 100% of the total power required to operate the facility. The cost to install solar at this facility will be $471,041.00, with a projected 9.9% Internal Rate of Return. On September 17, 2020, Council approved thirteen (13) Construction Manager at Risk (CMAR) contracts pursuant to RFQ 40-20, and Certus Builders, Inc. was one of the approved firms. Certus has a great understanding of the needs and required end results for this project. In past projects with the City, Certus delivered a quality product, met designated timelines, and did so in a professional manner. Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0612 APPROPRIATION CODE AND AMOUNT: 315-G2214, ARPA Solar Panels STRATEGIC PRIORITY: The installation of solar panels on the General Service Complex and Morningside Recreation Center is supported by Strategic Plan Objectives 1.1, maintaining municipal performance, and promoting accountable governance; 1.2, maintaining public infrastructure; 4.1, providing proactive climate resiliency; and 4.2, adopting renewable resource usage. Page 2 City of Clearwater Printed on 5/29/2024 CIRCUIT ENERGY SOLUTIONS Morningside Recreational Complex Circuit Energy Solutions 8095 Willow Ct Seminole FL 33776 jb@circuitelectricservices.com (727) 450‐9936 TABLE OF CONTENTS 1 CIRCUIT ENERGY SOLUTIONS 1 2 PROJECT SUMMARY 3 3 PROJECT DETAILS 4 3.1 Meter #1 4 3.1.1 PV SYSTEM DETAILS 4 3.1.2 REBATES & INCENTIVES 5 3.1.3 UTILITY RATES 6 3.1.4 CURRENT ELECTRIC BILL 7 3.1.5 NEW ELECTRIC BILL 8 4 CASH FLOW ANALYSIS 9 4.1 Cash Purchase 9 5 ENVIRONMENTAL BENEFITS 10 Page 2 2 PROJECT SUMMARY Payment Options Cash Purchase IRR - Term 9.9% LCOE PV Generation $0.044 /kWh Net Present Value $305,147 Payback Period 10.8 Years Total Payments $471,041 Total Incentives $127,181 Net Payments $343,860 Electric Bill Savings - Term $1,585,906 Upfront Payment $471,041 CUMULATIVE ENERGY COSTS BY PAYMENT OPTION COMBINED SOLAR PV RATING Power Rating:187,450 W-DC Power Rating:163,280 W-AC-CEC Year 0 Year 4 Year 8 Year 12 Year 16 Year 20 Year 24 Year 28 $0 $500,000 $1,000,000 $1,500,000 $2,000,000 Cumulative Energy CostsAvoided Utility Cost Cash Purchase Page 3 3 PROJECT DETAILS3.1 Meter #13.1.1 PV SYSTEM DETAILS GENERAL INFORMATION Facility:Meter #1 Address:2548 30th Ave N St. Petersburg FL 33713 SOLAR PV EQUIPMENT DESCRIPTION Solar Panels:(326) Hanwha Q Cells Q.PEAK DUO XL-G11.2 575 Inverters:(5) Solis Solis 30K US SOLAR PV EQUIPMENT TYPICAL LIFESPAN Solar Panels:Greater than 30 Years Inverters:15 Years Solar PV System Cost and Incentives Solar PV System Cost $471,041 Federal ITC -$127,181 Net Solar PV System Cost $343,860 SOLAR PV SYSTEM RATING Power Rating:187,450 W-DC Power Rating:163,280 W-AC-CEC ENERGY CONSUMPTION MIX Annual Energy Use:272,740 kWh Utility -11,563 kWh (0.00%) Solar PV 284,303 kWh (100.00%) MONTHLY ENERGY USE VS SOLAR GENERATION 1/23 - 2/232/23 - 3/233/23 - 4/234/23 - 5/235/23 - 6/236/23 - 7/237/23 - 8/238/23 - 9/239/23 - 10/2310/23 - 11/2311/23 - 12/2312/23 - 1/2310,000 15,000 20,000 25,000 30,000 35,000 Energy (kWh)Energy Use (kWh)Solar Generation (kWh) Page 4 3.1.2 REBATES & INCENTIVES This section summarizes all incentives available for this project. The actual rebate and incentive amounts for this project are shown in each example. Investment Tax Credit (ITC) ‐ 30% (with Adders) The Inflation Reduction Act (IRA) of 2022 establishes and extends the federal Investment Tax Credit (ITC) for solar photovoltaic (PV) systems at a rate of 30% of the total PV system cost. The 30% ITC was extended for 10 years, through 2032. Unlike tax deductions, this tax credit can be used to directly offset your tax liability dollar for dollar. The IRA extended the carryback period to 3 years, and the carryforward period to 22 years, in cases where the tax credit exceeds a customer’s tax liability in the ‘placed-in-service’ year. For PV projects greater than 1 MW AC in size, the IRA established prevailing wage and apprenticeship requirements in order to qualify for the full 30% “increased rate”, rather than a “base rate” which would only qualify for a 6% ITC. Projects with an output of less than 1 megawatt qualify for the “increased rate” irrespective of if prevailing wage or apprenticeship requirements are met. In addition to the 30% ITC, the IRA establishes three different types of ITC “Adders”, which provide additional tax credits of up to 10% each, for projects that meet specified requirements. (1) Energy Community, projects sited in an “energy community”, which includes brownfield sites, census tracts where a coal mine closed after 1999 or a coal-fired power plant was retired after 2009, or areas where 25% of local tax revenues are related to the extraction, processing or storage of coal, oil, or natural gas at any time beginning in 2010. (2) Low-income, projects located in a qualified “low- income community”, which is defined as a census tract with a poverty rate of at least 20%, as well as a census tract where the median family income (MFI) is 80% or less of statewide MFI, or on “Indian land”, which is defined as land located within the boundaries of an Indian reservation or lands held by a tribe. (3) Domestic Content, for projects that meet specified domestic content requirements which will be set by Treasury, including 100% steel/iron for manufactured products with a 40% requirement through 2024 followed by 45% in 2025, 50% in 2026, and 55% in 2027 and beyond. Manufactured content is further explained: the products which are components of a qualified facility upon completion will be deemed to have been produced in the United States if the adjusted percentage of the total costs of all such manufactured products of the facility are attributable to manufactured products which are mined, produced, or manufactured in the United States. Total Incentive Value: $127,181 Page 5 3.1.3 UTILITY RATES The table below shows the rates associated with your current utility rate schedule (GSD-1). Your estimated electric bills after solar are shown on the following page. Customer Charges Energy Charges Demand Charges Season Charge Type Rate Type GSD-1 Season Charge Type Rate Type GSD-1 Season Charge Type Rate Type GSD-1 S1 Flat Rate per billing period $16.51 S1 Flat Rate Import $0.08861 S1 Flat Rate Import $11.80 Page 6 3.1.4 CURRENT ELECTRIC BILL The table below shows your annual electricity costs based on the most current utility rates and your previous 12 months of electrical usage. RATE SCHEDULE: DUKE-FL - GSD-1 Time Periods Energy Use (kWh)Max Demand (kW)Charges Bill Ranges & Seasons Total NC / Max Other Energy Demand Total 1/23/2024 - 2/23/2024 S1 21,042 203 $17 $1,865 $2,395 $4,276 2/23/2024 - 3/23/2024 S1 23,372 203 $17 $2,071 $2,395 $4,483 3/23/2023 - 4/23/2023 S1 21,675 203 $17 $1,921 $2,395 $4,333 4/23/2023 - 5/23/2023 S1 21,530 203 $17 $1,908 $2,395 $4,320 5/23/2023 - 6/23/2023 S1 26,345 203 $17 $2,334 $2,395 $4,746 6/23/2023 - 7/23/2023 S1 25,190 203 $17 $2,232 $2,395 $4,644 7/23/2023 - 8/23/2023 S1 26,224 214 $17 $2,324 $2,525 $4,865 8/23/2023 - 9/23/2023 S1 23,630 214 $17 $2,094 $2,525 $4,636 9/23/2023 - 10/23/2023 S1 22,390 214 $17 $1,984 $2,525 $4,526 10/23/2023 - 11/23/2023 S1 24,432 214 $17 $2,165 $2,525 $4,707 11/23/2023 - 12/23/2023 S1 15,563 214 $17 $1,379 $2,525 $3,921 12/23/2023 - 1/23/2024 S1 21,347 214 $17 $1,892 $2,525 $4,433 Total 272,740 -$198 $24,167 $29,524 $53,889 Page 7 3.1.5 NEW ELECTRIC BILL ANNUAL ELECTRICITY SAVINGS: $26,235 RATE SCHEDULE: DUKE-FL - GSD-1 Time Periods Energy Use (kWh)Max Demand (kW)Charges Bill Ranges & Seasons Total NC / Max Other Energy Demand Total 1/23/2024 - 2/23/2024 S1 1,716 192 $17 $152 $2,260 $2,428 2/23/2024 - 3/23/2024 S1 705 189 $17 $62 $2,233 $2,312 3/23/2023 - 4/23/2023 S1 -7,931 195 $17 $703 $2,301 $1,615 4/23/2023 - 5/23/2023 S1 -10,161 192 $17 $900 $2,266 $1,382 5/23/2023 - 6/23/2023 S1 -4,068 196 $17 $360 $2,313 $1,969 6/23/2023 - 7/23/2023 S1 -856 179 $17 $76 $2,109 $2,050 7/23/2023 - 8/23/2023 S1 1,532 207 $17 $136 $2,440 $2,592 8/23/2023 - 9/23/2023 S1 -1,522 193 $17 $135 $2,274 $2,156 9/23/2023 - 10/23/2023 S1 1,849 208 $17 $164 $2,457 $2,638 10/23/2023 - 11/23/2023 S1 4,410 211 $17 $391 $2,493 $2,900 11/23/2023 - 12/23/2023 S1 -824 209 $17 $73 $2,460 $2,404 12/23/2023 - 1/23/2024 S1 3,587 206 $17 $318 $2,428 $2,762 Total -11,563 -$198 $578 $28,034 $27,654 Page 8 4 CASH FLOW ANALYSIS 4.1 Cash Purchase Assumptions and Key Financial Metrics IRR - Term 9.9%Net Present Value $305,147 Payback Period 10.8 Years ROI 245.6%PV Degradation Rate 0.50%Discount Rate 5.0% Energy Cost Escalation Rate 5.0%Federal Income Tax Rate 0.0%State Income Tax Rate 0.0% Total Project Costs $471,041 Years Project Costs O&M / Equipment Replacement Electric Bill Savings Federal Tax Effect Total Cash Flow Cumulative Cash Flow Upfront -$471,041 ----$471,041 -$471,041 1 --$937 $26,235 $127,181 $152,479 -$318,562 2 --$947 $27,409 -$26,463 -$292,099 3 --$956 $28,635 -$27,679 -$264,420 4 --$966 $29,915 -$28,950 -$235,470 5 --$975 $31,251 -$30,276 -$205,194 6 --$985 $32,647 -$31,662 -$173,532 7 --$995 $34,103 -$33,108 -$140,424 8 --$1,005 $35,624 -$34,619 -$105,805 9 --$1,015 $37,211 -$36,196 -$69,609 10 --$1,025 $38,868 -$37,843 -$31,766 11 --$1,035 $40,598 -$39,563 $7,797 12 --$1,046 $42,403 -$41,358 $49,155 13 --$1,056 $44,288 -$43,232 $92,387 14 --$1,067 $46,255 -$45,188 $137,575 15 --$1,077 $48,308 -$47,231 $184,806 16 --$53,588 $50,451 --$3,137 $181,669 17 --$1,099 $52,687 -$51,588 $233,257 18 --$1,110 $55,021 -$53,911 $287,168 19 --$1,121 $57,456 -$56,335 $343,503 20 --$1,132 $59,997 -$58,865 $402,368 21 --$1,144 $62,649 -$61,506 $463,873 22 --$1,155 $65,416 -$64,261 $528,135 23 --$1,167 $68,303 -$67,137 $595,271 24 --$1,178 $71,316 -$70,137 $665,409 25 --$1,190 $74,458 -$73,268 $738,677 26 --$1,202 $77,737 -$76,535 $815,212 27 --$1,214 $81,157 -$79,944 $895,156 28 --$1,226 $84,726 -$83,499 $978,655 29 --$1,238 $88,448 -$87,209 $1,065,864 30 --$1,251 $92,330 -$91,079 $1,156,944 Totals:-$471,041 -$85,102 $1,585,906 $127,181 $1,156,944 - Page 9 5 ENVIRONMENTAL BENEFITS OVER THE NEXT 20 YEARS, YOUR SYSTEM WILL DO MORE THAN JUST SAVE YOU MONEY. ACCORDING TO THE EPA'S GREENHOUSE GAS EQUIVALENCIES CALCULATOR (SOURCE), YOUR SOLAR PV SYSTEM WILL HAVE THE IMPACT OF REDUCING: 4,454 tons of CO2 Offset 10,127,347 Miles Driven By Cars 66,811 Trees Planted CIRCUIT ENERGY SOLUTIONS City Of Clearwater Fleet Maintenance Circuit Energy Solutions 8095 Willow Ct Seminole FL 33776 jb@circuitelectricservices.com (727) 450‐9936 TABLE OF CONTENTS 1 CIRCUIT ENERGY SOLUTIONS 1 2 PROJECT SUMMARY 3 3 PROJECT DETAILS 4 3.1 Clearwater Fleet Maintenance 4 3.1.1 PV SYSTEM DETAILS 4 3.1.2 REBATES & INCENTIVES 5 3.1.3 UTILITY RATES 6 3.1.4 CURRENT ELECTRIC BILL 7 3.1.5 NEW ELECTRIC BILL 8 4 CASH FLOW ANALYSIS 9 4.1 Cash Purchase 9 5 ENVIRONMENTAL BENEFITS 10 Page 2 2 PROJECT SUMMARY Payment Options Cash Purchase IRR - Term 8.3% LCOE PV Generation $0.052 /kWh Net Present Value $262,294 Payback Period 12.5 Years Total Payments $642,903 Total Incentives $173,584 Net Payments $469,319 Electric Bill Savings - Term $1,796,783 Upfront Payment $642,903 CUMULATIVE ENERGY COSTS BY PAYMENT OPTION COMBINED SOLAR PV RATING Power Rating:220,225 W-DC Power Rating:191,829 W-AC-CEC Year 0 Year 4 Year 8 Year 12 Year 16 Year 20 Year 24 Year 28 $0 $500,000 $1,000,000 $1,500,000 $2,000,000 Cumulative Energy CostsAvoided Utility Cost Cash Purchase Page 3 3 PROJECT DETAILS3.1 Clearwater Fleet Maintenance3.1.1 PV SYSTEM DETAILS GENERAL INFORMATION Facility:Clearwater Fleet Maintenance Address:1900 Grand Ave Clearwater FL 33765 SOLAR PV EQUIPMENT DESCRIPTION Solar Panels:(383) Hanwha Q Cells Q.PEAK DUO XL-G11.2 575 Inverters:(3) Solis Solis-60K-US-F-LSW SOLAR PV EQUIPMENT TYPICAL LIFESPAN Solar Panels:Greater than 30 Years Inverters:15 Years Solar PV System Cost and Incentives Solar PV System Cost $642,903 Federal ITC -$173,584 Net Solar PV System Cost $469,319 SOLAR PV SYSTEM RATING Power Rating:220,225 W-DC Power Rating:191,829 W-AC-CEC ENERGY CONSUMPTION MIX Annual Energy Use:510,314 kWh Utility 184,489 kWh (36.15%) Solar PV 325,825 kWh (63.85%) MONTHLY ENERGY USE VS SOLAR GENERATION 1/11 - 2/092/09 - 3/113/11 - 4/114/11 - 5/095/09 - 6/096/09 - 7/117/11 - 8/098/09 - 9/119/11 - 10/1010/10 - 11/0911/09 - 12/0812/08 - 1/1110,000 20,000 30,000 40,000 50,000 60,000 70,000 Energy (kWh)Energy Use (kWh)Solar Generation (kWh) Page 4 3.1.2 REBATES & INCENTIVES This section summarizes all incentives available for this project. The actual rebate and incentive amounts for this project are shown in each example. Investment Tax Credit (ITC) ‐ 30% (with Adders) The Inflation Reduction Act (IRA) of 2022 establishes and extends the federal Investment Tax Credit (ITC) for solar photovoltaic (PV) systems at a rate of 30% of the total PV system cost. The 30% ITC was extended for 10 years, through 2032. Unlike tax deductions, this tax credit can be used to directly offset your tax liability dollar for dollar. The IRA extended the carryback period to 3 years, and the carryforward period to 22 years, in cases where the tax credit exceeds a customer’s tax liability in the ‘placed-in-service’ year. For PV projects greater than 1 MW AC in size, the IRA established prevailing wage and apprenticeship requirements in order to qualify for the full 30% “increased rate”, rather than a “base rate” which would only qualify for a 6% ITC. Projects with an output of less than 1 megawatt qualify for the “increased rate” irrespective of if prevailing wage or apprenticeship requirements are met. In addition to the 30% ITC, the IRA establishes three different types of ITC “Adders”, which provide additional tax credits of up to 10% each, for projects that meet specified requirements. (1) Energy Community, projects sited in an “energy community”, which includes brownfield sites, census tracts where a coal mine closed after 1999 or a coal-fired power plant was retired after 2009, or areas where 25% of local tax revenues are related to the extraction, processing or storage of coal, oil, or natural gas at any time beginning in 2010. (2) Low-income, projects located in a qualified “low- income community”, which is defined as a census tract with a poverty rate of at least 20%, as well as a census tract where the median family income (MFI) is 80% or less of statewide MFI, or on “Indian land”, which is defined as land located within the boundaries of an Indian reservation or lands held by a tribe. (3) Domestic Content, for projects that meet specified domestic content requirements which will be set by Treasury, including 100% steel/iron for manufactured products with a 40% requirement through 2024 followed by 45% in 2025, 50% in 2026, and 55% in 2027 and beyond. Manufactured content is further explained: the products which are components of a qualified facility upon completion will be deemed to have been produced in the United States if the adjusted percentage of the total costs of all such manufactured products of the facility are attributable to manufactured products which are mined, produced, or manufactured in the United States. Total Incentive Value: $173,584 Page 5 3.1.3 UTILITY RATES The table below shows the rates associated with your current utility rate schedule (GSD-1). Your estimated electric bills after solar are shown on the following page. Customer Charges Energy Charges Demand Charges Season Charge Type Rate Type GSD-1 Season Charge Type Rate Type GSD-1 Season Charge Type Rate Type GSD-1 S1 Flat Rate per billing period $16.51 S1 Flat Rate Import $0.08861 S1 Flat Rate Import $11.80 Page 6 3.1.4 CURRENT ELECTRIC BILL The table below shows your annual electricity costs based on the most current utility rates and your previous 12 months of electrical usage. RATE SCHEDULE: DUKE-FL - GSD-1 Time Periods Energy Use (kWh)Max Demand (kW)Charges Bill Ranges & Seasons Total NC / Max Other Energy Demand Total 1/11/2024 - 2/9/2024 S1 31,666 150 $17 $2,806 $1,770 $4,592 2/9/2024 - 3/11/2024 S1 30,450 150 $17 $2,698 $1,770 $4,485 3/11/2023 - 4/11/2023 S1 36,547 150 $17 $3,238 $1,770 $5,025 4/11/2023 - 5/9/2023 S1 35,311 150 $17 $3,129 $1,770 $4,915 5/9/2023 - 6/9/2023 S1 46,797 150 $17 $4,147 $1,770 $5,933 6/9/2023 - 7/11/2023 S1 52,214 150 $17 $4,627 $1,770 $6,413 7/11/2023 - 8/9/2023 S1 54,075 150 $17 $4,792 $1,770 $6,578 8/9/2023 - 9/11/2023 S1 61,232 150 $17 $5,426 $1,770 $7,212 9/11/2023 - 10/10/2023 S1 53,572 150 $17 $4,747 $1,770 $6,534 10/10/2023 - 11/9/2023 S1 41,140 150 $17 $3,645 $1,770 $5,432 11/9/2023 - 12/8/2023 S1 32,655 150 $17 $2,894 $1,770 $4,680 12/8/2023 - 1/11/2024 S1 34,655 150 $17 $3,071 $1,770 $4,857 Total 510,314 -$198 $45,219 $21,240 $66,657 Page 7 3.1.5 NEW ELECTRIC BILL ANNUAL ELECTRICITY SAVINGS: $29,724 RATE SCHEDULE: DUKE-FL - GSD-1 Time Periods Energy Use (kWh)Max Demand (kW)Charges Bill Ranges & Seasons Total NC / Max Other Energy Demand Total 1/11/2024 - 2/9/2024 S1 12,472 147 $17 $1,105 $1,738 $2,859 2/9/2024 - 3/11/2024 S1 6,094 146 $17 $540 $1,726 $2,282 3/11/2023 - 4/11/2023 S1 3,613 142 $17 $320 $1,679 $2,015 4/11/2023 - 5/9/2023 S1 1,336 138 $17 $118 $1,628 $1,763 5/9/2023 - 6/9/2023 S1 11,828 143 $17 $1,048 $1,682 $2,746 6/9/2023 - 7/11/2023 S1 17,864 144 $17 $1,583 $1,699 $3,299 7/11/2023 - 8/9/2023 S1 25,968 144 $17 $2,301 $1,699 $4,017 8/9/2023 - 9/11/2023 S1 30,822 144 $17 $2,731 $1,702 $4,450 9/11/2023 - 10/10/2023 S1 27,958 143 $17 $2,477 $1,684 $4,178 10/10/2023 - 11/9/2023 S1 18,608 143 $17 $1,649 $1,682 $3,347 11/9/2023 - 12/8/2023 S1 12,898 145 $17 $1,143 $1,714 $2,873 12/8/2023 - 1/11/2024 S1 15,028 149 $17 $1,332 $1,755 $3,103 Total 184,489 -$198 $16,348 $20,387 $36,933 Page 8 4 CASH FLOW ANALYSIS 4.1 Cash Purchase Assumptions and Key Financial Metrics IRR - Term 8.3%Net Present Value $262,294 Payback Period 12.5 Years ROI 190.7%PV Degradation Rate 0.50%Discount Rate 5.0% Energy Cost Escalation Rate 5.0%Federal Income Tax Rate 0.0%State Income Tax Rate 0.0% Total Project Costs $642,903 Years Project Costs O&M / Equipment Replacement Electric Bill Savings Federal Tax Effect Total Cash Flow Cumulative Cash Flow Upfront -$642,903 ----$642,903 -$642,903 1 --$1,101 $29,724 $173,584 $202,207 -$440,696 2 --$1,112 $31,054 -$29,942 -$410,754 3 --$1,123 $32,443 -$31,320 -$379,435 4 --$1,134 $33,893 -$32,759 -$346,676 5 --$1,146 $35,407 -$34,261 -$312,415 6 --$1,157 $36,988 -$35,830 -$276,585 7 --$1,169 $38,638 -$37,469 -$239,116 8 --$1,181 $40,361 -$39,180 -$199,936 9 --$1,192 $42,159 -$40,967 -$158,969 10 --$1,204 $44,037 -$42,832 -$116,137 11 --$1,216 $45,996 -$44,780 -$71,357 12 --$1,228 $48,042 -$46,813 -$24,543 13 --$1,241 $50,177 -$48,936 $24,393 14 --$1,253 $52,406 -$51,152 $75,546 15 --$1,266 $54,732 -$53,466 $129,012 16 --$64,278 $57,159 --$7,119 $121,892 17 --$1,291 $59,693 -$58,402 $180,294 18 --$1,304 $62,337 -$61,033 $241,327 19 --$1,317 $65,096 -$63,779 $305,106 20 --$1,330 $67,975 -$66,645 $371,751 21 --$1,344 $70,980 -$69,636 $441,387 22 --$1,357 $74,115 -$72,758 $514,145 23 --$1,371 $77,386 -$76,015 $590,160 24 --$1,384 $80,798 -$79,414 $669,574 25 --$1,398 $84,359 -$82,961 $752,535 26 --$1,412 $88,074 -$86,662 $839,196 27 --$1,426 $91,949 -$90,523 $929,719 28 --$1,441 $95,992 -$94,551 $1,024,270 29 --$1,455 $100,209 -$98,754 $1,123,024 30 --$1,469 $104,607 -$103,138 $1,226,161 Totals:-$642,903 -$101,303 $1,796,783 $173,584 $1,226,161 - Page 9 5 ENVIRONMENTAL BENEFITS OVER THE NEXT 20 YEARS, YOUR SYSTEM WILL DO MORE THAN JUST SAVE YOU MONEY. ACCORDING TO THE EPA'S GREENHOUSE GAS EQUIVALENCIES CALCULATOR (SOURCE), YOUR SOLAR PV SYSTEM WILL HAVE THE IMPACT OF REDUCING: 5,105 tons of CO2 Offset 11,606,430 Miles Driven By Cars 76,569 Trees Planted ______________________________________________________________________________ Project Name: Clearwater Morningside Recreation Date: 5/17/2024 System Size: 182.30 kW DC Solar Contract Amount: $471,041.00 Scope of Work The scope of work for this project includes but is not limited to: 1. Project Overview: The Construction Manager (CMAR) will procure the design, procurement, installation, and commissioning of a commercial solar power system for Clearwater Morningside Recreation located at 2400 Harn Blvd. Clearwater,FL 33755. The system specifications and requirements are outlined as follows: 2. Design and Engineering: • Conduct site assessments, including shading analysis and electrical assessments. • Develop detailed engineering plans for the solar power system based on the site being a pitched rolled composition roof. • Obtain necessary permits, approvals, and documentation required for installation. 3. Procurement and Materials. • Procure high-quality Tier-1 solar panels, inverters, racking/mounting structures, wiring, and other necessary components compliant with industry standards. • Ensure timely delivery and quality inspection of all materials and equipment. 4. Installation: • Execute the installation of solar panels, inverters, and related equipment in accordance with approved engineering plans and manufacturer specifications. • Implement necessary electrical work, including wiring, connections, and integration with existing electrical systems. • Ensure adherence to safety protocols and industry best practices during the installation Process. 5. Testing and Commissioning: • Conduct comprehensive testing of the installed system to ensure proper functionality, • efficiency, and compliance with performance standards. • Commission the solar power system to make it fully operational, including system • optimization and performance checks. 6. Training and Documentation: • Provide training sessions for designated personnel on the operation, monitoring, and • maintenance of the solar power system. • Furnish comprehensive documentation, including operation manuals, warranties, as-built • drawings, and maintenance schedules. • Included • Net Metering application • Project management • Solar Panels, Racking, Inverters, and all corresponding mounting, electrical components and wiring. • All required labor • Utility interconnection • Trash removal • OSHA Certified Safety Plan • Crane rental/Lifting Equipment Exclusions The following items are excluded and will not be provided as part of this agreement: • Utility equipment upgrades (ie. transformer upgrade). • Any additional testing or engineering reports requested from FPL or AHJ outside of the normal • scope • Any additional insurance policies required by the utility or AHJ • Civil and fire hazard analysis • Third party inspections, lab verifications, or costs associated with each • Prevailing Wage & Certified Payroll • Liquidated Damages • Interconnection study fees (if required) Workmanship Warranty The Contractor, at their discretion, shall remedy any defect due to faulty material or workmanship and pay for any damage to other work resulting therefrom which shall appear within 5 years from final payment. This warranty excludes any defects due to faulty material provided by the owner and any damage to other work resulting therefrom. This warranty will be void if anyone other than the contractor performs work on the photovoltaic system within the warranty period. Solar Panel Warranty: 25 years Inverter Warranty: 10 years Racking Warranty: 25 years Labor Warranty: 5 years Payment Terms (Cash Purchases) Milestone #1 Contract Execution 30% Milestone #2 Construction Start Date 40% Milestone #3 Passed Final Inspection 30% Project Schedule The schedule below demonstrates the typical project lifecycle but can vary depending on existential factors outside the control of CMAR. Schedule: Business Days 1 Site Survey 2 2. Engineering 21 3. Permitting 30 4. Interconnection App 21 5. Mobilization 14 6. Installation 15 7. Inspection 2 8. Permission to Operate 30 9. Commissioning 2 Date:__________________ Client Initial:__________________ ______________________________________________________________________________ Project Name: Clearwater General Services Date: 5/17/2024 System Size: 220.00 kW DC Solar Contract Amount: $642,903.00 Scope of Work The scope of work for this project includes but is not limited to: 1. Project Overview: The Construction Manager (CMAR) will procure the design, procurement, installation, and commissioning of a commercial solar power system for Clearwater General Services located at 1900 Grand Ave, Clearwater,FL 33755. The system speciflcations and requirements are outlined as follows: 2. Design and Engineering: • Conduct site assessments, including shading analysis and electrical assessments. • Develop detailed engineering plans for the solar power system based on the site being a multi-level fiat rolled composition roof. • Obtain necessary permits, approvals, and documentation required for installation. 3. Procurement and Materials. • Procure high-quality solar panels, inverters, S-5 and Ironridge racking/mounting structures, • wiring, and other necessary components compliant with industry standards. • Ensure timely delivery and quality inspection of all materials and equipment. 4. Installation: • Execute the installation of solar panels, inverters, and related equipment in accordance with approved engineering plans and manufacturer speciflcations. • Implement necessary electrical work, including wiring, connections, and integration with existing electrical systems. • Ensure adherence to safety protocols and industry best practices during the installation Process. 5. Testing and Commissioning: • Conduct comprehensive testing of the installed system to ensure proper functionality, • efficiency, and compliance with performance standards. • Commission the solar power system to make it fully operational, including system • optimization and performance checks. 6. Training and Documentation: • Provide training sessions for designated personnel on the operation, monitoring, and • maintenance of the solar power system. • Furnish comprehensive documentation, including operation manuals, warranties, as-built • drawings, and maintenance schedules. • Included • Net Metering application • Project management • Solar Panels, Racking, Inverters, and all corresponding mounting, electrical components and wiring. • All required labor • Utility interconnection • Trash removal • OSHA Certifled Safety Plan • Crane rental/Lifting Equipment Exclusions The following items are excluded and will not be provided as part of this agreement: • Utility equipment upgrades (ie. transformer upgrade). • Any additional testing or engineering reports requested from FPL or AHJ outside of the normal • scope • Any additional insurance policies required by the utility or AHJ • Civil and flre hazard analysis • Third party inspections, lab veriflcations, or costs associated with each • Prevailing Wage & Certifled Payroll • Liquidated Damages • Interconnection study fees (if required) Workmanship Warranty The Contractor, at their discretion, shall remedy any defect due to faulty material or workmanship and pay for any damage to other work resulting therefrom which shall appear within 5 years from flnal payment. This warranty excludes any defects due to faulty material provided by the owner and any damage to other work resulting therefrom. This warranty will be void if anyone other than the contractor performs work on the photovoltaic system within the warranty period. Solar Panel Warranty: 25 years Inverter Warranty: 10 years Racking Warranty: 25 years Labor Warranty: 5 years Payment Terms (Cash Purchases) Milestone #1 Contract Execution 30% Milestone #2 Construction Start Date 40% Milestone #3 Passed Final Inspection 30% Project Schedule The schedule below demonstrates the typical project lifecycle but can vary depending on existential factors outside the control of CMAR. Schedule: Business Days 1 Site Survey 2 2. Engineering 21 3. Permitting 30 4. Interconnection App 21 5. Mobilization 14 6. Installation 15 7. Inspection 2 8. Permission to Operate 30 9. Commissioning 2 Date:__________________ Client Initial:__________________ Morningside Recreation Complex Supply & Install Solar Energy System 5/17/2024 Cost Proposal SUMMARY COST 1 Solar System 373,715.00$ 2 Conduit painting and system punch out 3,737.15$ 3 P & P Bond 15,540.00$ 4 Insurance 11,655.00$ Subtotal Cost of Improvements 404,647.15$ CMAR General Conditions 23,572.00$ CMAR Fees 42,821.92$ Total $471,041 Clarifications Deposit on materials is required, amount to be determined Proposal is based on McKim & Creed Feasibility Study Bond is included Prices good for 90 Days Roof engineering by other Proposal based on installation on existing rolled comp pitched roof system rated for the solar panel loading Using Uni rack or K - 2 Flush mounts Proposal does not included engineering/modifications to the roof structure to support solar panels TRADE Clearwater General Services Fleet Maintenance Complex Supply & Install Solar Energy System on rear buildings 5/17/2024 Cost Proposal SUMMARY COST 1 Solar System Phase 1 517,000.00$ 2 Conduit painting and system punch out 5,170.00$ 3 P & P Bond 21,180.00$ 4 Insurances 15,885.00$ Subtotal Cost of Improvements 559,235.00$ CMAR General Conditions 25,222.00$ CMAR Fees 58,445.70$ Total 642,903 Clarifications Deposit on materials is required, amount to be determined Proposal is based on McKim & Creed Feasibility Study Bond is included Prices good for 90 Days Roof engineering by other Proposal based on installation on existing standing seam roof system rated for the solar panel loading Utilizing S - 5 Brackets for panel fastening TRADE Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0615 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: General Services Agenda Number: 7.2 SUBJECT/RECOMMENDATION: Authorize an increase to purchase order with WEX Bank (WEX) of Portland, ME for fleet fuel card services in a cumulative not-to-exceed amount of $348,000.00 bringing the total amount to $668,000.00 pursuant to Clearwater Code of Ordinance Section 2.563 (1)(c) Piggyback and authorize the appropriate officials to execute the same. SUMMARY: On August 5, 2021, Council approved a purchase order to WEX for fleet fuel card services in the amount of $320,000.00 through December 31, 2025, with two (2), one (1) year renewal options in the annual amount of $150,000.00. This is a piggyback from the State of Florida contract #78181701-21-NASPO-ACS (NASPO Cooperative Purchasing Master Agreement #00819) with WEX Bank (WEX) No. 25172500-19-ACS. Additionally, on October 5, 2023, Council approved a purchase order to J & F Petroleum for fuel site repairs. This increase to the purchase order with WEX is needed to pay for the estimated additional expenditures for fuel that will be associated with the city fuel site being shut down for four to six weeks. There is sufficient funding to cover the increase because the city will not be using its vendor for fuel site deliveries at this time. WEX is the most widely accepted fuel card company in the US. Additionally, it provides incentives for prompt payment, detailed fueling reports, customer service 24/7, as well as a quarterly rebate based on total fuel spend. General Services is requesting authorization to increase our current purchase order by $348,000.00 for a new total of $668,000.00. APPROPRIATION CODE AND AMOUNT: 5666611-550500 Fuel STRATEGIC PRIORITY: These purchases help accomplish strategic objective 1.2. Fleet division operators maintain public infrastructure to deliver effective and efficient services by optimizing City assets and resources. Page 1 City of Clearwater Printed on 5/29/2024 MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 1 OF 138 AMENDED AND RESTATED COOPERATIVE PURCHASING MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES For Use by Eligible Participating States By and Between STATE OF WASHINGTON DEPARTMENT OF ENTERPRISE SERVICES and WEX BANK Dated October 1, 2020 MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 2 OF 138 COOPERATIVE PURCHASING MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES This Amended and Restated and entered into by and between Enterprise Services acting by and through the State of Washington corporation f October 1, 2020. RECITALS A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of Washington, is authorized to develop, solicit, and establish master contracts for goods and/or services to support Washington state agencies. See RCW 39.26.050(1); RCW 39.26.080(3). The Washington State Legislature has authorized Enterprise Services to make these master contracts available, pursuant to an agreement in which Enterprise Services ensures full cost recovery, to any other local or federal government agency or entity, any public benefit nonprofit organizations, or any tribes located in the State of Washington. See RCW 39.26.050(1) & (2). B. The Washington State Legislature also has authorized Enterprise Services to participate in, sponsor, conduct, or administer certain cooperative purchasing agreements for the procurement of goods or services. See RCW 39.26.060(1). One of the approaches that Enterprise Services utilizes to participate in cooperative purchasing agreements with other states is NASPO ValuePoint. C. NASPO ValuePoint is the cooperative contracting arm of the National Association of State Procurement Officials (NASPO). NASPO ValuePoint is led by state procurement officers from member states. NASPO ValuePoint does not award contracts, rather, it assists states, for an administrative fee, in their collaboration pertaining to solicitations and the resulting Master Agreements. D. to con award a Master Agreement with a contractor for the specified goods or services. States (including the District of Columbia and the organized territories of the United States), including the lead state, then may participate in that Master Agreement by executing a Participating Addendum with the awarded contractor. Until a Participating Addendum is executed by the applicable state (a the products and services offered pursuant to the cooperative purchasing Master Agreement. Under Washington law, at the time of solicitation, states may provide supplemental substantive terms and conditions to inform the competitive procurement. In addition, pursuant to their Participating Addendum, states may require certain administrative terms and conditions (e.g., a vendor management fee for sales within the state, state registration and reporting). Contractor, however, has no obligation to condition execution of a Participating Addendum on substantive terms and conditions that were not competitively procured. E. Enterprise Services, as a part of a cooperative purchasing competitive governmental procurement, with administrative support from NASPO ValuePoint, issued Competitive Solicitation No. 00719/00819 dated June 4, 2019 regarding Commercial Card Services, resulting MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 3 OF 138 in two separate Cooperative Purchasing Master Agreements. Eleven (11) states indicated an intent to utilize the resulting cooperative purchasing Master Agreement. F. Enterprise Services and a stakeholder team consisting of representatives from Washington, Oregon, California, Colorado, and Minnesota evaluated all responses to the Competitive Solicitation and identified Contractor as the Apparent Successful Bidder (ASB) Category 2 Fleet Card Services. G. Enterprise Services determined that entering into this Master Agreement will meet the cooperative purchasing needs and be in the best interest of the State of Washington. H. The purpose of this Master Agreement is to enable Participating or Purchasing Entities to utilize Commercial Card Services Fleet Card Services as set forth herein. I. Enterprise Services and WEX Bank entered into an agreement for the products and services listed herein and restate the Prior Agreement in its entirety to modify and supplement certain terms and conditions for the purpose of Agreement. J. For Participating States (or Participating Entities) that have already executed a Participating Addendum that references the Master Agreement, such Participating Addenda/Addendum shall be deemed to refer to this Amended and Restated Master Agreement. AGREEMENT NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows: 1. TERM. The term of this Master Agreement starts on October 1, 2020 and ends on December 31, 2025; The Fleet Card services provided pursuant to this Master Agreement start January 1, 2021 and end on December 31, 2025; provided, however that, the contract term shall be extended for twenty-four (24) performance metrics: Reports: Contractor provides timely and accurate reports as detailed in this Master Agreement and Participating Addendums; and Rebate: Contractor provides timely and accurate rebates as detailed in this Master Agreement and Participating Addendums. Provided, further however, Contractor shall provide implementation and transition support to Participating States who wish to utilize the Master Agreement, beginning upon the Participating Addendum execution date so as to effectuate a smooth transition for Participating States and Purchasing Entities for Fleet Card services to start on January 1, 2021. 2. PARTICIPANTS. Use of this Master Agreement may be authorized by Participating States for use by Purchasing Entities as set forth herein. 2.1. PARTICIPATING STATES. For the purpose of this Master Agreement, a Participating State shall mean: Participating Addendum with the Contractor. Such Participating Addendum will authorize Purchasing Entities for such Participating State and must be executed by the chief procurement MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 4 OF 138 officer for the applicable Participating State; provided however, that some States, with state authority to do so and permission from such state chief procurement officer, may authorize local governments, political subdivisions, and other entities to execute a Participating Addendum. Contractor may not provide Fleet Card Services under this Master Agreement until a Participating Addendum acceptable to the Participating State and Contractor is executed. 2.2. PURCHASING ENTITIES. For the purpose of this Master Agreement, a Purchasing Entity is any eligible entity authorized by a Participating State to participate in the Master Agreement (i.e. to purchase from the Master Agreement) pursuant to a Participating Addendum. Purchasing Entities may be required to execute a Card User Agreement (CUA) as outlined in this Master Agreement and shall be financially committed to the card account unless otherwise agreed to in the Participating Addendum. 2.3. PARTICIPATING ADDENDUM. For the purpose of this Master Agreement, a Participating Addendum is the document executed between a Participating State and Contractor that enables eligible Purchasing Entities to utilize the Master Agreement. The terms and conditions set forth in the Master Agreement are applicable to any Purchasing Entity except to the extent altered, modified, supplemented, or amended by a Participating Addendum. The Participating Addendum enables Participating States to specify state specific administrative terms and conditions to enable utilization of the Master Agreement. In no event shall a Participating Addendum change the material terms and conditions set forth in this Master Agreement. Contractor shall email a fully executed PDF copy of each Participating Addendum to PA@naspovaluepoint.org to support documentation of participation and posting in appropriate databases. 2.4. PARTICIPATING ADDENDUM CHANGES. Participating Addenda shall not be construed to amend the Master Agreement provisions pertaining to NASPO ValuePoint program requirements. 3. SCOPE INCLUDED GOODS/SERVICES AND PRICE. 3.1. SCOPE. Pursuant to this Master Agreement, Contractor is authorized to provide only those goods and services set forth in Exhibit A Fleet Card Products and Exhibit G Fleet Card Requirements and provide the Rebate/Incentive Share as set forth in Exhibit B Rebate/Incentive Share. Contractor shall not represent to any Participating or Purchasing Entity under this Master Agreement that Contractor has contractual authority to provide any goods and services beyond those set forth in Exhibit A Fleet Card Products and Exhibit G Fleet Card Requirements. 3.2. LEAD STATE S ABILITY TO MODIFY SCOPE OF MASTER AGREEMENT. Subject to mutual written agreement between the parties, Enterprise Services reserves the right to modify the goods and services included in this Master Agreement; Provided, however, that any such modification shall be effective only upon thirty (30) days advance written notice; and Provided further, that any such modification must be within the scope of this Master Agreement. 3.3. INCENTIVE SHARE ADJUSTMENT. Incentive share and fees shall remain firm and fixed for the term of the Agreement. Enterprise Services reserves the right to negotiate a greater incentive share at any time during the life of the Agreement. A greater incentive share must be mutually agreed between the Parties. A Participating State may negotiate the specifics of the Incentive Share Component, but shall not exceed the total basis points offered by the Contractor. 3.4. PRICE CEILING n this Master Agreement shall be fixed. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 5 OF 138 Master Agreement shall be the maximum fees Contractor may charge during the term of the Master Agreement. 3.5. MASTER AGREEMENT INFORMATION. Enterprise Services shall maintain and provide information regarding this Master Agreement, including scope and pricing, to the eligible Participating Entities. 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following representations and warranties as of the effective date of this Master Agreement and at the time any Card User Agreement (CUA) is placed pursuant to this Master Agreement and Participating Addendum. If, at the time of any such agreement, Contractor cannot make such representations and warranties, the Contractor shall not process any additional CUA and shall notify Enterprise Services, in writing, of such breach as soon as commercially reasonable but, in no event, later than ten (10) days after Contractor has knowledge of any such breach. 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that it is in good standing and qualified to do business in the State of Washington and that, if required to by law, it will register with the Washington State Department of Revenue and the Washington Secretary of State, that it possesses and shall keep current all required licenses and/or approvals, and that it is current, in full compliance, and has paid all applicable taxes owed to the State of Washington. Contractor further represents and warrants that it will do the equivalent, to the extent required, for any Participating State for which it executes a Participating Addendum. 4.2. SUSPENSION & DEBARMENT. Contractor represents and warrants that neither it nor its principals or affiliates presently are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States. 4.3. WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this Master Agreement and the three (3) year period immediately preceding the award of the Master Agreement, it is not determined, by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction, to be in willful violation of any provision of Washington state wage laws set forth in RCW chapters 49.46, 49.48, or 49.52. 4.4. PAY EQUALITY. Contractor represents and warrants that, among its workers, similarly employed individuals are compensated as equals. For purposes of this provision, employees are similarly employed if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. Contractor may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job-related factor or factors may include, but not be limited to, education, training, or experience, that is: consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential. Notwithstanding any provision to the contrary, upon breach of warranty provide satisfactory evidence of compliance within thirty (30) days, Enterprise Services may suspend or terminate this Master Agreement and any Participating Entity hereunder similarly may suspend MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 6 OF 138 or terminate its use of the Master Agreement and/or any Participating Addendum entered into pursuant to the Master Agreement. 4.5. EXECUTIVE ORDER 18-03 WORKERS RIGHTS (MANDATORY INDIVIDUAL ARBITRATION). Contractor represents and warrants, as previously certified in Contractors bid submission, that Contractor does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, during the term of this Master Agreement, Contractor shall not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. 4.6. INTENTIONALLY DELETED. 4.7. INTENTIONALLY DELETED. 4.8. QUALITY OF GOODS AND SERVICES. Contractor represents and warrants that any goods and services provided pursuant to this Master Agreement, shall conform to this Master Agreement and Cardholder User Agreement, and shall be provided in full compliance with applicable law. 4.9. NO EFFECT OF ADDITIONAL TERMS AND CONDITIONS. Other than the terms and conditions listed in Exhibit E - WEX Forms and Specific Terms & Conditions, attached hereto, the terms of which shall govern Contractor represents and ons shall not be binding and shall have no force or effect as to the Services of this Master Agreement or Participating Addendum, unless agreed to in writing between the parties. Without prejudice to first sentence of this Section 4.9, the parties agree that the terms and conditions listed in Exhibit E do not modify, amend or change the Master Agreement in any way and if there is a conflict between Master Agreement and any of the terms in Exhibit E, Master Agreement will govern. The parties anything to the contrary in the click-through terms and conditions that any Purchasing Entity shall click to approve in order to access such website. 4.10. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that it complies fully with all applicable procurement ethics restrictions including, but not limited to, restrictions against Contractor providing gifts or anything of economic value, directly or indirectly, to Participating Participating State for which it executes a Participating Addendum. 4.11. WASHINGTON S ELECTRONIC BUSINESS SOLUTION (WEBS). Contractor represents and warrants that it is system and that, all of its information therein is current and accurate and that throughout the term of this Master Agreement, Contractor shall maintain an accurate profile in WEBS. 4.12. STATEWIDE PAYEE DESK. Contractor represents and warrants that, prior to conducting any transactions under this Master Ag which registration is a condition to invoice payment for the State of Washington. 4.13. MASTER AGREEMENT PROMOTION; ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that it shall use commercially reasonable efforts both to promote and market the use of this Master Agreement with eligible Participating Entities and ensure that those entities that utilize this Master Agreement are eligible Participating Entities. Contractor understands and acknowledges that MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 7 OF 138 services or suggesting that such goods and/or services are the best or only solution to their needs. Accordingly, Contractor represents and warrants that it shall make no reference to Enterprise Services, the State of Washington, or any Participating or Purchasing Entity in any promotional material without the prior written consent of Enterprise Services. 4.14. MASTER AGREEMENT TRANSITION. Contractor covenant that, in the event this Master Agreement or a similar contract, is transitioned to another contractor (e.g., Master Agreement expiration or termination), Contractor shall use commercially reasonable efforts to assist Enterprise Services for a period of nine (9) months to effectuate a smooth transition to another contractor to minimize disruption of service and/or costs to the State of Washington and all other Participating Entities. 5. USING THE MASTER AGREEMENT ESTABLISHING A CARD USER AGREEMENT. 5.1. ESTABLISHING A CARD USER AGREEMENT (CUA). Purchasing Entities shall establish a Card User Agreement to receive cards, establish access to the online system, and leverage any other goods and services from this Master Agreement. 5.2. EXTENSION OF CREDIT. Contractor in its sole discretion extends credit and establishes accounts for Purchasing Entities. Contractor may research the financial condition of any Purchasing Entity. If requested, Purchasing Entity agrees to furnish Contractor copies of its official and finalized financial statements or other applicable financial information no later than 120 days following the end of each of its fiscal years. The financial statements shall have been prepared, consistently year over year and shall be in accordance with the books and records of Purchasing Entity. Any financial information submitted shall be kept strictly confidential by Contractor. (a) Purchasing Entities or any other entity or individual authorized by a Purchasing Entity to use an account opened pursuant to this Master Agreement or, as applicable, a Participating Addendum, or cards issued by Contractor pursuant to this Master Agreement limit appears on the billing statement and can be monitored via WEXOnline®. Each Purchasing Entity shall not to exceed its credit limit. Contractor may change the credit limit without prior notice. Contractor will use its best efforts to provide advance notice of any changes to the credit limit. If Contractor is unable to provide advance notice, Purchasing Entity will receive notification promptly following any such change. If Contractor has previously permitted Participating Entity to exceed its credit limit, it does not mean that Contractor will permit Participating Entity to exceed its credit limit again. (b) Contractor may suspend an account or refuse to authorize any transaction in its sole discretion and specifically in the event that: (i) any balance is past due more than 60 days (Purchasing Entity are contacted by WEX strategic receivables team prior to suspension. Should the authorized contact not respond, WEX strategic receivables will notify the WEX premium fleet account manager to escalate concern to other contacts within that Purchasing Entity); and/or (ii) the amount of the transaction plus the outstanding balance (including transactions authorized but not yet posted) exceeds the credit limit. Contractor shall notify the Purchasing Entity prior to account suspension for past due balances or exceeding credit limits. Each Purchasing Entity shall, immediately upon request, pay the amount over the limit and any associated fees or the MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 8 OF 138 entire balance due on the account. Nothing contained in this Master Agreement prevents Purchasing Entity or an Account User from requesting a modification of the credit limit. 5.3. ACCOUNTS AND ACCOUNT USERS. (a) Purchasing Entity shall designate its Account Users as well as those contacts authorized to: (i) provide Contractor with the information necessary to establish and maintain Account(s), Cards, and DINs; (ii) provide vehicle, driver and other information; (iii) receive all Account numbers, Cards or reports; (iv) receive other Account information; and (v) select additional products and/or services that may be offered. Purchasing Entity will provide notice of any change or removal of any contact or Account User either in writing, system. Purchasing Entity remains liable for any unauthorized use until Contractor receives notice of any change in or removal of any Account User or contact. Contractor is authorized to take instruction from any Account User or contact with apparent authority Unless Purchasing Entity reports any errors in Account information or Cards, Contractor is entitled to rely on that information for servicing the Account. (b) Purchasing Entity is responsible for notifying Contractor of any revocation of any Account Account User until notice of revocation of authority is received by Contractor. Purchasing Entity agrees that use of a Card and the applicable DIN is deemed authorized use of the Account. Purchasing Entity assumes all risk if Purchasing Entity chooses to leave a Card at an accepting location for use by its drivers or Account Users and as such, agrees to pay for all charges made with that Card or on that Account. Purchasing Entity agrees to keep DINs confidential and to provide for its employees or Account Users to not disclose any DIN. If Account Users or other employees disclose a DIN or write a DIN on a Card, then Purchasing Entity is liable for any fraudulent use that may result even if the disclosure is inadvertent or unintentional. (c) All Cards will be valid through the expiration date listed on the Card. Participating Entity will automatically receive new Cards prior to the expiration date of their current Cards. Standard delivery time for renewal cards is 30 to 45 days prior to the card request an earlier renewal timeframe if necessary. (d) Accounts and Cards will only be used for the purchase of products and services for business or commercial purposes and not for personal, family or household purposes. Purchasing Entity shall adopt internal policies and controls to ensure that the Accounts and Cards are used strictly for business or commercial purposes. Purchases of lottery tickets or other games of chance, gift cards, pre-paid cards or other cash equivalent charges are prohibited. Purch (e) Contractor is not responsible in the event a merchant does not accept or honor a Card or Account number as payment. 5.4. DISPUTED AMOUNTS. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 9 OF 138 (a) Purchasing Entity shall use its best efforts to resolve purchase disputes directly with the relevant merchant particularly such disputes arising out of quality or warranty issues. (b) During account. All disputed items must be submitted in writing within sixty (60) days from the billing date or they will be final and binding. Purchasing Entity may dispute an amount reflected on a billing statement if: (i) the amount does not reflect the face value of the Transaction; (ii) the amount being disputed is a fee that is not properly accrued under this Agreement; or (iii) Purchasing Entity does not believe it is liable for that amount. Dispute billing cycle in which the dispute is identified, reported to and processed by the Contractor. For disputes occurring within a billing cycle, the total amount due on the invoice shall be reduced by the amount in dispute. For disputes occurring after the relevant billing cycle has closed, where an invoice has been created, the permanent or temporary credit shall be reflected on the subsequent bil (c) Transactions made at an island card reader where the Purchasing Entity or Account User did not obtain a receipt at the time of sale are eligible for dispute. However, the receipt may provide the only opposing record to the transaction information submitted by the merchant. It is also important to note that island card reader transactions require both a valid card and DID to be authorized. (d) Transactions in dispute may qualify for charge back to the merchant. Contractor shall attempt to charge the Transaction back to the merchant in accordance with its procedures under its merchant acceptance agreements. Any accepted charge back will be credited to the relevant Account. The Purchasing Entity may be liable for the Transaction if the disputed item is found to be no fault of the merchant and therefore cannot be charged back to the merchant. 5.5. NOTICE OF LOSS, THEFT OR UNAUTHORIZED USE. In the event that Purchasing Entity or an Account User knows of or suspects the loss, theft or possible unauthorized use of a Card or Account or if Purchasing Entity would like to terminate an Account User, Contractor must be immediately notified by calling 1-800-492-0669. 5.6. CONTROLS. Purchasing Entity may request that Controls be applied to its Account(s). 5.7. UNAUTHORIZED USE AND UNAUTHORIZED TRANSACTIONS. (a) of card specifications and the information, including product codes that the merchant transmits to Contractor. The product codes are assigned by each merchant and not by the Contractor. In addition, some Controls are not enforceable at island card readers due to equipment restrictions at the merchant location. (b) Default Control values are only assigned by Participating Entity through the online product. More detailed information related to Controls and their limitations is available online. Contractor is not responsible for the prudence of any particular Control level selected by Participating Entity. Contractor shall use reasonable efforts to deny requests for Transaction authorizations that fall outside the selected Control parameters. Purchasing Entity remains responsible for payment in full of Transactions MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 10 OF 138 which fall outside of the Control parameters selected, if such Transactions are made with a valid Card and are processed by Contractor. The existence and/or use of Controls will horized Transactions in certain circumstances and is more fully described in the guidance information provided when Purchasing Entities make Control elections. Only transactions submitted for authorization are subject to Controls and those Controls can only be enforced when the merchant provides sufficient information as part of the authorization. (c) Contractor may, in its sole discretion and/or without prior notice, modify Authorization Controls for the purpose of the prevention of suspected fraudulent activity, see Exhibit G Section 15 Fraud Protection. Contractor will notify Purchasing Entity after any modification is made. Purchasing Entity agrees it is responsible for reviewing fraud control data provided by Contractor for the purpose of detecting fraud that may occur within Control parameters. 5.8. REPORTS AND OTHER PRODUCT FEATURES. (a) Contractor provides transaction data for each Account to the Purchasing Entity as transmitted by merchants. Purchasing Entity is responsible for reconciling that data. Contractor will report the data received from merchants and as such is not liable for accuracy or completeness of the data received, posted or contained in any specialty reports, management reports, data services or other information services provided. In addition, Purchasing Entity understands that in the event an error is identified in a report, such as incorrect product code, Purchasing Entity is still liable for the Transaction, but may follow the dispute process to obtain clarifying information. (b) Except as otherwise expressly provided below, Purchasing Entity will be liable to Contractor for all unauthorized use or Unauthorized Transactions that occur: (i) when a Card is lost or stolen, for the period prior to which a Purchasing Entity gives notice to Contractor as provided in this Agreement; (ii) if such use or suspected use occurs as a surrounding the Cards or Accounts as described in this Agreement; or (iii) if such use results in a benefit, directly or indirectly, to the Purchasing Entity or Account User. Misuse as defined by Purchasing Entity internal Purchasing Entity policy by an Account User or other employee does not constitute fraud, unauthorized use, or an Unauthorized Transaction. (c) Purchasing Entity may purchase dyed special fuel using its Account or Cards. Purchasing Entity acknowledges that all dyed special fuel purchases will be used exclusively for off- road purposes and according to all applicable laws governing its use. Contractor is not liable in any way for any misuse or mishandling by Purchasing Entity of any dyed special fuel. Upon request from applicable governmental authorities, Contractor may provide dyed special fuel purchases without prior authorization from Purchasing Entity. 5.9. DELIVERY REQUIREMENTS. Contractor must ensure that delivery of goods and/or services will be made as required by this Master Agreement, the Participating Addendum or as otherwise mutually agreed in writing between the Purchasing Entity and Contractor. (a) On-Site Requirements. Contractor, its agents, employees, or subcontractors shall comply, requirements required by any Participating State or Purchaser Entity while on their MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 11 OF 138 premises. Purchase Entitiesshall clearly communicate any such requirements to Contactor in the event Contractor is on their premises. 5.10. INTERNATIONAL USE OF CARDS/CURRENCY CONVERSION. (a) be used in Canada. Purchasing Entity may not distribute Cards to employees based in countries other than the United States. If Cards are used in any other country other than the United States, Purchasing Entity will: (i) be billed in US Dollars; and (ii) receive reporting in English. (b) Contractor will convert any purchase made in a foreign currency into a U.S. Dollar amount before the Transaction is posted to the Account. The exchange rate between the Transaction currency (the foreign currency) and the billing currency (U.S. Dollars) used for processing international Transactions is a rate selected by Contractor using rates available from the Oanda Index for the date that the Transaction is posted by Contractor, which rate may vary from the rate Contractor itself receives, or the government mandated rate in effect at that time. 6. STATEMENTS & PAYMENT. 6.1. CONTRACTOR STATEMENT properly itemized account statements on a monthly basis. Such statements shall itemize the following: (a) Master Agreement No. 00819 (b) Participating Addendum No. (c) Contractor name, address, telephone number, and email address for billing issues (i.e., Contractor Purchasing Entity Service Representative) (d) tification Number (e) Statement amount; and (f) Payment terms, including any available prompt payment discounts. Statements will not be processed for payment until receipt of a complete statement as specified herein. 6.2. PAYMENT. (a) Payment is the sole responsibility of, and will be made by, the Purchasing Entity. Payment is due in full within the earlier of (a) forty-five (45) days of statement or (b) the date legislation, in each case on or before the relevant cutoff time on or before the Due Date. If Purchasing Entity fails to make timely payment(s) (i.e., by the applicable Due Date) in full, the repayment of the balance of the account is due as provided on a billing statement. In the event of a Payment Default, Contractor may invoice in the amount of up to one percent (1%) per month on the amount overdue or a minimum of $1 (or as otherwise agreed in the applicable Participating Addendum) (the . The Late Fee will be applied to the Total Outstanding Balance (as defined below) on the Calculation Date, not to exceed the amount allowable by applicable law] posting date for the account, or (b) the last day of the Billing Cycle during which the Payment Default occurred. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 12 OF 138 transactions delivered by a merchant to Contractor, and minus any credits that have posted to the account, through the Calculation Date. (b) Each Purchasing Entity shall be liable for all Transactions on the account to the fullest extent permitted by applicable law, except as expressly provided in this Agreement. Purchasing Entities may pay the entire balance of the account or a portion of it, at any time prior to its Due Date without penalty. (c) Payments made via paper check are posted to the account after processing and must arrive at Contractor at least three Business Days before the Due Date on the billing statement. It can take up to three Business Days to process a check from the time the to the account. (d) For payments not made by paper check, payments on a Business Day before the cut-off --off Time on a Business Day, or on a day other than a Business Day, will be posted on the following Business Day. The Cut-off Times for payments not made by check are as follows: by 3:00 p.m. ET; a payment transaction made via IVR must be completed by 3:00 p.m. ET; and a payment transaction made via ACH must arrive to Contractor by 3:00 p.m. ET. (e) Regardless of payment method, each Purchasing Entity must ensure that Purchasing processing delays in posting the payment to the account. Payments that are received at locations other than the address specified on the billing statement, or that do not otherwise comply with instructions on the billing statement or this Master Agreement, may be delayed in posting. (f) Each Purchasing Entity shall: (i) pay all fees set forth herein; (ii) pay all amounts payable for transactions on each card issued by Contractor, and (iii) perform all obligations, covenants, and warranties in this Master Agreement. (g) Payments will be applied first to unpaid Late Fees and then to any unpaid balances. Each Participating Entity may pay their account balance or a portion of it, at any time prior to its due date without penalty. 6.3. OVERPAYMENTS. Contractor promptly shall refund to Purchasing Entity the full amount of any erroneous payment or overpayment. Such refunds shall occur promptly upon discovery by Contractor or within thirty (30) days of written notice to Contractor; Provided, however, that Purchasing Entity shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely payment(s) or issuance of such credit memos, Purchasing Entity may impose a one percent (1%) per month on the amount overdue thirty (30) days after notice to the Contractor. 6.4. NO ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or impose any additional charges including, but not limited to, charges for shipping, handling, or payment processing. 6.5. TAXES/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Master Agreement. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 13 OF 138 7. MASTER AGREEMENT MANAGEMENT. 7.1. MASTER AGREEMENT ADMINISTRATION & NOTICES. Except for legal notices, the parties hereby designate the following administrators as the respective single points of contact for purposes of this Master under this Master Agreement. The parties may change contractor administrators by written notice as set forth below. Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing: Enterprise Services Contractor Attn: WA Dept. of Enterprise Services PO Box 41411 Olympia, WA 98504-1411 Tel: (360) 407-2218 Email: DESContractsTeamCypress@des.wa.gov Attn: Ryan Kelly WEX Inc. North American Fleet 1 Hancock Street Portland, ME 04101 Tel: (952)-922-1104 Email: ryan.kelly@wexinc.com Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee. 7.2. CONTRACTOR RELATIONSHIP MANAGER. In each Participating Addendum, Contractor shall designate a Relationship Manager who shall be responsible for addressing Purchasing Entity issues pertaining to this Master Agreement and Participating Addendum. Notwithstanding any provision to the contrary, Contractor agrees that upon written notice from Participating State it shall collaborate with such State to transition the Relationship Manager duties to an alternative representative so as to achieve the mutually beneficial relationship intended by this Master Agreement. 7.3. ACCOUNT COORDINATOR. In each Participating Addendum, Contractor shall designate an Account Coordinator who shall be responsible for addressing Purchasing Entity issues pertaining to this Master Agreement and Participating Addendum. Notwithstanding any provision to the contrary, Contractor agrees that upon written notice from Participating State it shall collaborate with such State to transition the Account Coordinator duties to an alternative representative so as to achieve the mutually beneficial relationship intended by this Master Agreement. 7.4. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing: Enterprise Services Contractor Attn: Legal Services Manager Washington Dept. of Enterprise Services PO Box 41411 Olympia, WA 98504-1411 Attn: Gabriel Weiss Legal Director, North American Fleet 1 Hancock Street Portland, ME 04101 MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 14 OF 138 Email: greg.tolbert@des.wa.gov Email: gabriel.weiss@wexinc.com Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee. 8. CONTRACTOR SALES REPORTING; ADMINISTRATIVE FEE; & CONTRACTOR REPORTS. 8.1. NASPO VALUEPOINT ADMINISTRATIVE FEE. Contractor shall pay to NASPO ValuePoint, or its assignee, a NASPO ValuePoint Administrative Fee of one-quarter (1/4 or 25%) of one basis point (0.0025% or 0.000025) of the National Annual Volume no later than sixty (60) days following the end of the calendar year. The NASPO ValuePoint administrative fee is not negotiable. This fee may not be adjusted in any Participating Addendum. This fee is to be included as part of the pricing submitted with the bid. 8.2. PARTICIPATING STATE ADMINISTRATIVE FEE. Some states may require an additional fee be paid directly to the state only on PURCHASES made by Purchasing Entities within that state. The fee level, payment method and schedule for such reports and payments will be incorporated into the Participating Addendum that is made a part of the Master Agreement. The Contractor may adjust the Master Agreement pricing accordingly for purchases made by Purchasing Entities within the jurisdiction of the state. All such agreements shall not affect the NASPO ValuePoint Administrative Fee percentage or the prices paid by the Purchasing Entities outside the jurisdiction of the state requesting the additional fee. The NASPO ValuePoint Administrative Fee set forth above shall be based on the gross amount of all sales (less any charges for taxes or shipping) at the adjusted prices (if any) in Participating Addenda. 9. NASPO VALUEPOINT SUMMARY AND DETAILED USAGE REPORTS. In addition to other reports that may be required by the Master Agreement, Contractor shall provide the following NASPO ValuePoint reports. 9.1. SUMMARY SALES DATA. Contractor shall submit quarterly sales reports directly to NASPO ValuePoint using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool found at https://calculator.naspovaluepoint.org. Any/all sales made under this Master Agreement shall be reported as cumulative totals by state. Even if Contractor experiences zeros sales during a calendar quarter, a report is still required. Reports shall be due no later than thirty (30) days following the end of the calendar quarter (as specified in the reporting tool). 9.2. DETAILED SALES DATA. Contractor also shall report the following detailed sales data elements: 1. Portfolio Name 2. Year 3. Quarter 4. Vendor Name 5. Vendor Contract Number 6. Customer Name 7. Customer Number 8. Customer Type (State Government, K12 Education, Higher Education, Local Government, NonProfit, Other) 9. Customer Address 10. Customer City 11. Customer State 12. Customer Zip 13. Transaction Date MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 15 OF 138 14. Transaction Amount Reports are due on a quarterly basis and must be received by Enterprise Services and NASPO ValuePoint no later than thirty (30) days after the end of the reporting period. Reports shall be delivered to Enterprise Services and to NASPO ValuePoint electronically through a designated portal or other method as determined by Enterprise Services and NASPO ValuePoint. Detailed sales data reports shall include sales information for all sales under participating addenda executed under this Master Agreement. The file format for the detailed sales data report shall be CSV or XLSX. A template shall be provided by NASPO ValuePoint to Contractor. 9.3. NATIONAL ANNUAL SALES INCENTIVE REPORT. Contractor shall provide the NASPO ValuePoint Cooperative Development Coordinator and Enterprise Services Contract Administrator with a nual spend, National Annual Volume Rebate earned no later than thirty (30) days after the end of the calendar year. 9.4. NASPO VALUEPOINT EXECUTIVE SUMMARY. Contractor shall provide NASPO ValuePoint an executive summary each quarter that includes, at a minimum, a list of states with an active Participating Addendum, states that Contractor is in negotiations with and any Participating Addendum roll out or implementation activities and issues. NASPO ValuePoint and Contractor will determine the format and content of the executive summary. The executive summary is due thirty (30) days after the conclusion of each calendar quarter. 9.5. REPORT OWNERSHIP. Timely submission of these reports is a material requirement of the Master Agreement. Enterprise Services and NASPO ValuePoint shall have a perpetual, irrevocable, non- exclusive, royalty free, transferable right to display, modify, copy and otherwise use reports, data and information provided under this section. 9.6. CONFIDENTIALITY OF DETAILED SALES DATA AND PARTICIPATING ADDENDA. (a) Participating Addenda, as well as transaction data relating to purchases under this Master Agreement that identify the entity, transaction dates, line item descriptions and volumes, and prices/rates, shall be Confidential Information. Except as required by law, Contractor shall hold Confidential Information in confidence and shall not transfer or otherwise disclose Confidential Information to third parties or use Confidential Information for any purposes whatsoever other than what is necessary to the performance of purchase transactions under this Master Agreement. Contractor shall advise each of its employees and agents of their obligations to keep Confidential Information confidential. This provision does not apply to disclosure to the Lead State, a Participating State or any governmental entity exercising an audit, inspection, or examination pursuant to this Master Agreement. To the extent permitted by law, Contractor shall notify the Lead State of the identity of any entity seeking access to the Confidential Information described in this subsection. (b) Contractor shall use and disclose Data solely and exclusively for the purpose of providing the services; and not use, sell, rent, transfer, distribute, or otherwise disclose or make Participating Entity without their prior written consent. 10. NASPO VALUEPOINT COOPERATIVE PROGRAM MARKETING AND PERFORMANCE REVIEW. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 16 OF 138 10.1. NASPO VALUEPOINT COOPERATIVE PROGRAM. Contractor agrees to work cooperatively with NASPO ValuePoint personnel. Contractor agrees to present plans to NASPO ValuePoint for the education Agreement, including the competitive nature of NASPO ValuePoint procurements, the Master Agreement and Participating addendum process, and the manner in which qualifying entities can participate in the Master Agreement. 10.2. LOGOS. NASPO ValuePoint logos may not be used by the Contractor in sales and marketing until a logo use agreement is executed with NASPO ValuePoint. 10.3. ANNUAL CONTRACT REVIEW. Contractor agrees to participate in an annual contract performance review at a location selected by Enterprise Services and NASPO ValuePoint, which may include a discussion of marketing action plans, target strategies, marketing materials, as well as Contractor reporting and timeliness of payment of administration fees. 11. RECORDS RETENTION & AUDITS. 11.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Agreement and Card User Agreements (CUA) entered into by Participating or Purchasing Entities under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees. Contractor shall retain such records for a period of six (6) years following expiration or termination of this Master Agreement or final payment for any order placed by a Participating or Purchasing Entity against this Master Agreement, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. 11.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third party audit, applicable records to ensure that Contractor has properly issued the Purchasing Entity the applicable rebate/incentive share. Accordingly, no more than once per calendar year (or more frequently to the extent agreed between the parties), upon advance written notice of no fewer than 60 days from Enterprise Services, Contractor shall permit Enterprise Services, any Participating or Purchasing Entity, and any other duly authorized agent of a governmental agency, to audit, inspect, pertinent to this Master Agreement or agreements entered into by Participating and/or Purchasing Entities under it for the purpose of making audits, examinations, excerpts, and transcriptions. This right shall survive for a period of six (6) years following expiration or termination of this Master Agreement or final payment for any account under this Master Agreement, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. 11.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy available to any Participating or Purchasing Entity, Contractor shall (a) reimburse Participating or Purchasing Entity for any overpayments inconsistent with the terms of this Master Agreement, at a rate of 100 (b) reimburse Purchasing Entity for any underpayment of fees, at a rate of 100% of such fees found as a result of the examination of the Contract . Underpayment of Rebate/Incentive Share. Without limiting any other remedy available to any Participating or Purchasing Entity, in the event of a material underpayment of the Rebate/Incentive Share, in addition to compensating such Participating or Purchasing Entity for the deficiency, Contractor shall reimburse such Participating or Purchasing Entity for its reasonable out-of-pocket MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 17 OF 138 expenses incurred to discover and calculate the amount of such deficiency, or 25% of the amount of the deficiency, whichever is less, up to a maximum of $15,000 per calendar year. 12. INSURANCE. 12.1. REQUIRED INSURANCE. DURING the term of this Master Agreement, Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit C Insurance Requirements. 12.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Master Agreement. This provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect from Contractor. In addition, Contractor waives its immunity under RCW Title 51 to the extent it is required to indemnify, defend, and hold harmless the State of Washington and its agencies, officials, agents, or employees. 12.3. INSURANCE CERTIFICATE. Prior to commencement of performance, Contractor shall provide to other documentation evidence acceptable to the Lead State that (1) names the Participating States identified in the Competitive Solicitation as additional insureds, (2) provides for written notice of cancellation shall be delivered in accordance with the policy provisions, and (3) provides that the be primary, with any liability insurance of any Participating State as secondary and noncontributory. Unless otherwise agreed in any Participating specified in the first sentence of this subsection except the endorsement is provided to the applicable Participating State. 13. PUBLIC INFORMATION. This Master Agreement, all related documents, and all records created as a result of the Master Agreement are subject to p RCW chapter 42.56. In addition, Participating Addendums and related records shall be subject to public disclosure as required by applicable law pertaining to such Purchasing Entity. Consistent with the Public Records Act, to the extent that any such Contractor document or record in whole or in part includes information exempted or protected from disclosure by the Public Records Act, Contractor may mark such document or record the exempted or protected portions only with the specific basis for protection under the Public Records Act. In the event that Enterprise Services receives a public records disclosure request that pertains to such properly marked documents or records, Enterprise Services shall notify Contractor of such disclosure request and of the date that the records will be released to the requester Enterprise Services shall properly to identify exempted or protected information or timely respond after notice of request for public disclosure has been given shall be deemed a waiver by Contractor of any claim that such materials are protected or exempt from disclosure. 14. CLAIMS. 14.1 ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and all risks of personal injury or property damage to itself and its employees, and agents in connection with representations r MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 18 OF 138 or fraudulent acts or omissions, or acts of willful misconduct under this Master Agreement. 14.2 THIRD-PARTY CLAIMS; INDEMNITY. Contractor shall defend, indemnify, and hold harmless Enterprise Services and any Purchasing Entity and their employees and agents from and against all claims, demands, judgments, assessments, damages, penalties, fines, costs, liabilities or losses including, grossly negligent act or omission, or willful misconduct, of Contractor or its agents and subcontractors under this Master Agreement, gross negligence. Contractor shall take all steps needed to keep property free of liens arising from 14.3 THIRD- PARTY CLAIMS; INDEMNITY - INTELLECTUAL PROPERTY. Contractor shall defend, indemnify and hold harmless Enterprise Services and any Purchasing Entity, along with their officers and employees, from and against claims, damages or causes of action brought against Enterprise Services or any Purchasing Entity including reasonable attorney fees and related costs arising out of the claim that or entity. (a) Product with any other product, system or method, unless the Product, system or method is: i. ii. Specified by the Contractor to work with the Product; or iii. Reasonably required, in order to use the product in its intended manner, and in the infringement could not have been avoided by substituting another reasonably available product, system or method capable of performing the same function; or iv. It would be reasonably expected to use the Product in combination with such product, system, or method. (b) The indemnified party shall notify the Contractor within a reasonable time after receiving notice of an intellectual property claim. Even if the indemnified party fails to provide reasonable notice, the Contractor shall not be relieved from its obligations unless the Contractor was prejudiced in defending the intellectual property claim resulting in increased expenses or loss to the Contractor. If the Contractor promptly and reasonably investigates and defends any intellectual property claim, it shall have no control over the defense and settlement of it. However, the indemnified party must consent in writing for any money damages or obligations for which it may be responsible. The indemnified party sh assistance necessary for such defense. If the Contractor fails to vigorously pursue the defense or settlement of the intellectual property claim, the indemnified party may assume the defense or settlement of it and the Contractor shall be liable for all costs and expenses, the pursuit of the intellectual property claim. Unless otherwise agreed in writing, this section is not subject to any limitations of liability in this Master Agreement or in any other document executed in conjunction with this Master Agreement. 14.4 THIRD-PARTY CLAIMS; INDEMNITY: NASPO set forth above shall extend to an obligation to defend, indemnify, and hold harmless, NASPO and NASPO ValuePoint) to the same extent as Enterprise Services and any Purchasing Entity. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 19 OF 138 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Master Agreement efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving party then shall have three (3) business days to review and respond in writing. In the event that the parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference between the respective senior manager of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute. For the avoidance of doubt, this Section 15 shall not apply to disputed transactions, which shall be governed by Exhibit G Section 16. 16. DEFAULTS AND REMEDIES. 16.1 SUSPENSION & TERMINATION FOR DEFAULT BY CONTRACTOR operations under this Master Agreement immediately by written cure notice of any default. Suspension shall continue until the default is remedied to Enterprise Services satisfaction; Provided, however, that, if after thirty (30) days from such a suspension notice, Master Agreement. In such event, except as otherwise set forth herein, obligations to each other survive termination of this Master Agreement, until such obligations have been fulfilled. 16.2 DEFAULT BY CONTRACTOR. Each OF the following events shall constitute default of this Master Agreement by Contractor: (a) Contractor materially fails to perform or comply with any of the terms or conditions of this Master Agreement; (b) Contractor breaches any representation or warranty provided herein; or (c) Contractor enters into proceedings relating to bankruptcy, whether voluntary or involuntary. 16.3 REMEDIES FOR DEFAULT BY CONTRACTOR. (a) rights under this Master Agreement are in addition to all other available remedies. (b) In the event of termination for default, Enterprise Services may exercise any remedy provided by law including, without limitation, the right to procure replacement goods and/or services. In such event, Contractor shall be liable to Enterprise Services for damages as set forth in this Master Agreement. 16.4 LIMITATION ON DAMAGES. (a) Notwithstanding any provision to the contrary, the parties agree that in no event shall Contractor be liable to Enterprise Services or any Participating Entity for special, consequential, exemplary or punitive damages. Except as otherwise required under applicable law, Contractor makes no warranty with respect to goods, products, merchantability, or services purchased with a card or the account, or through Contractor. Contractor is not responsible for any failure of a merchant to accept a card issued by Contractor hereunder. (b) for actual damages shall not exceed three times the sum of: (a) all fees paid by such Participating Entity to Contractor under this Agreement in the twelve (12) month period MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 20 OF 138 prior to the date when any claim is made against Contractor; plus (b) all other revenue ctions made in the twelve (12) months prior to the date of any claim made against Contractor; provided, however, that in the case of claims (as such term is defined and limited pursuant to and in accordance with Sections 14.2 and 14.3) directly resulting from a data breach (i.e., any access, destruction, , for such damages shall not exceed six times the sum of: (a) all fees paid by such Participating Entity to Contractor under this Agreement in the twelve (12) month period prior to the date when any claim is made against Contractor; plus (b) all other revenue earned by Contractor fo of any claim made against Contractor. 16.5 GOVERNMENTAL TERMINATION. (a) Termination for Withdrawal of Authority. Enterprise Services may suspend or terminate this Master Agreement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Agreement; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Participating Entity or Purchasing Entity from payment for purchases on account (and any related fees or other amounts owed to Contractor) as of the effective date of such notice. Except as stated in this provision, in the event of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Participating Entity or Purchasing Entity shall have any obligation or liability to Contractor. (b) Termination for Public Convenience. Enterprise Services, for public convenience, may terminate this Master Agreement; Provided, however, that such termination for public Washington; and Provided further, that such termination for public convenience shall only be effective upon sixty (60) days prior written notice; and Provided further, that such termination for public convenience shall not relieve any Participating Entity or Purchasing Entity from payment for purchases on account (and any related fees or other amounts owed to Contractor) as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Participating Entity or Purchasing Entity shall have any obligation or liability to Contractor. 16.6 TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the PARTIES shall cooperate to ensure an orderly and efficient suspension or termination. Unless directed by Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith. 16.7 IF A PURCHASING ENTITY DEFAULTS: (i) it will not have any further right to borrow under the relevant PARTICIPATING Addendum; (ii) all outstanding amounts under the account shall be immediately due and payable; (iii) Contractor may terminate the relevant Purchasing Entity Cardholder Agreement; and (iv) Contractor will have the right to bring suit and exercise all rights and remedies available under applicable law. Alternatively, Contractor MAY, in its sole discretion: (i) suspend all services and obligations; (ii) shorten the billing cycle; or (iii) change the payment terms. The suspension of services and/or obligations will not be deemed a waiver of any right to terminate the Purchasing Entity Cardholder MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 21 OF 138 Agreement, whether as a result of the default to which such suspension of services or obligations relates or otherwise. For purposes of this Section 16.7 urchasing Entity fails to perform any obligation hereunder or, as applicable, the Purchasing Entity Cardholder Agreement; (b) a representation or warranty by Purchasing Entity in connection with this Master Agreement or, as applicable, the Participating Addendum, was incorrect or misleading when made; (c) any petition in bankruptcy, insolvency, receivership, or reorganization or proceeding pursuant to any other debtor relief law is filed by or against Purchasing Entity; (d) any order is entered appointing a receiver, custodian, trustee, liquidator, or any other person with similar authority over the assets of Purchasing Entity; (e) there is an insolvency, dissolution, reorganization, or assignment for the benefit of creditors with respect to Purchasing Entity, or any other material adverse change in the financial condition of Purchasing Entity; or (f) any adverse judgment, order or award is entered against Purchasing Entity that has a material adverse impact on the financial condition of Purchasing Entity or a detrimental effect on the ability of Purchasing Entity to perform its obligations to Contractor. 17. GENERAL PROVISIONS. 17.1 TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Master Agreement. 17.2 FORCE MAJEURE. Neither party to this Master Agreement shall be held responsible for delay or default caused by any unforeseeable acts of God including, but not limited to, fire, riot, unusually severe weather, epidemics or pandemics, or war which l which said party provides written notice within three (3) calendar days to the other specifying such force majeure event and their detailed plan to resume normal operations; Provided, however, that, in the event Contractor declares force majeure, Enterprise Services shall have the right to terminate thirty (30) days; Provided further as applicable, any Participating Addendum. 17.3 COMPLIANCE WITH LAW. Each of the parties shall comply with all applicable law. 17.4 INTEGRATED AGREEMENT. This Master Agreement (including all exhibits, schedules and attachments hereto) constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or understandings of any kind not set forth herein. 17.5 AMENDMENT OR MODIFICATION. Except as set forth herein, this Master Agreement may not be amended or modified except in writing and signed by a duly authorized representative of each party hereto. 17.6 AUTHORITY. Each party to this Master Agreement, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Master Agreement and that its execution, delivery, and performance of this Master Agreement has been fully authorized and approved, and that no further approvals or consents are required to bind such party. 17.7 NO AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall be or is intended to be created by or under this Master Agreement. Neither party is an agent of the other party nor authorized to obligate it. 17.8 ASSIGNMENT. Neither party may assign its rights under this Master Agreement without the other MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 22 OF 138 17.9 BINDING EFFECT; SUCCESSORS &ASSIGNS. This Master Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns. 17.10 ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED GOODS/SERVICES. Contractor irrevocably assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or cause of action which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws in connection with any goods and/or services provided in Agreement, including, at Enterprise Services' option, the right to control any such litigation on such claim for relief or cause of action. Contractor irrevocably assigns to a state Participating Entity outside the State of Washington any claim for relief or cause of action as described in this subsection, and the same right to control such litigation, in connection with any goods and/or s . 17.11 SEVERABILITY. If any provision of this Master Agreement is held to be invalid or unenforceable, such provision shall not affect or invalidate the remainder of this Master Agreement, and to this end, the provisions of this Master Agreement are declared to be severable. If such invalidity becomes known or apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Master Agreement. 17.12 WAIVER. Failure of either party to insist upon the strict performance of any of the terms and conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or to notify the other party in the event of breach, shall not release the other party of any of its obligations under this Master Agreement, nor shall any purported oral modification or rescission of this Master Agreement by either party operate as a waiver of any of the terms hereof. No waiver by either party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision. Similarly, failure of any party to insist upon the strict performance of any of the terms and conditions of any Participating Addendum, or failure to exercise any rights or remedies provided therein or by law, or to notify the other party in the events of breach, shall not release such party of any of its obligations under such Participating Addendum, nor shall any purported oral modification or rescission of such by either party operate as a waiver of any such terms thereof. 17.13 SURVIVAL. All covenants, agreements, and indemnities set forth in or otherwise made pursuant to this Master Agreement shall survive and remain in effect following the expiration or termination of this Master Agreement, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods. 17.14 GOVERNING LAW. The validity, construction, performance, and enforcement of this Master Agreement shall be governed by and construed in accordance with the laws of the State of Washington, provided that 12 U.S.C. 1831d shall apply on the basis of the location of the Contractor, without regard to its choice of law rules. The validity, construction, and effect of any Participating Addendum pertaining to the Master Agreement or order placed pursuant to such Participating Addendum shall be governed by and construed in accordance with the laws of the Participating at 12 U.S.C. 1831d shall apply on the basis of the location of the Contractor. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 23 OF 138 17.15 JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this Master Agreement, the parties agree to submit to exclusive jurisdiction in Thurston County Superior Court for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, Washington; Provided, however, that venue for any claim, dispute, or action concerning this Master Agreement or the effect of a 17.16 SOVEREIGN IMMUNITY. In no event shall this Master Agreement, any Participating Addendum, or any act of the lead State, a Participating Entity, or Purchasing Entity be a waiver of any form of defense or immunity, whether sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the Constitution of the United States or otherwise, from any claim or from the jurisdiction of any court. This section applies to a claim brought against the Participating Entities immunity and is not consent by the state to be sued in federal court. 17.17 ATTORNEYS FEES. Should any legal action or proceeding be commenced by either party in order to enforce this Master Agreement or any provision hereof, or in connection with any alleged dispute, breach, default, or misrepresentation in connection with any provision herein contained, the prevailing pa connection with such action or proceeding, including costs of pursuing or defending any legal action, including, without limitation, any appeal, discovery, or negotiation and preparation of settlement arrangements, in addition to such other relief as may be granted. 17.18 FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Master Agreement shall be construed as a whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and purposes of this Master Agreement. Each party hereto and its counsel has reviewed and revised this Master Agreement and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of this Master Agreement. Each term and provision of this Master Agreement to be performed by either party shall be construed to be both a covenant and a condition. 17.19 FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Master Agreement, the parties shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Master Agreement including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Master Agreement. 17.20 EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Master Agreement in their entirety. 17.21 CAPTIONS & HEADINGS. The captions and headings in this Master Agreement are for convenience only and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Master Agreement nor the meaning of any provisions hereof. 17.22 ELECTRONIC SIGNATURES. A signed copy of this Master Agreement or any other ancillary agreement transmitted by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Master Agreement or such other ancillary agreement for all purposes. 17.23 COUNTERPARTS. This Master Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Master MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 24 OF 138 Agreement at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Master Agreement. EXECUTED as of the date and year first above written. STATE OF WASHINGTON WEX BANK DEPARTMENT OF ENTERPRISE SERVICES A UTAH CORPORATION By: _______________________________ By: ___________________________ Name: Corinna Cooper Name: Tim Laukka Its: Statewide Enterprise Procurement Manager Its: President MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 25 OF 138 EXHIBIT A FLEET CARD PRODUCTS This exhibit details the type of Fleet Card products and services that are within the scope of this Master Agreement. Fleet Card Types include: Fleet Card Physical specialized Commercial Card used to capture fleet-related expenses (e.g., fuel, vehicle maintenance, aviation, marine, electric, repair and service). Cardless Account (WEXPay) Virtual card (no plastic) account used for maintenance services. WEX CARD PROGRAM WEX is offering the Universal WEX Fleet Card, a corporate liability card that offers acceptance in all 50 states, at more than 95% of U.S. retail fueling locations, all of which provide Level III data. The card is accepted by all major oil companies and fuel retailers as well as independent merchants, in urban, rural, and remote locations. The WEX Fleet Card is also accepted at more than 4,000 locations in Canada. WEX customers can be billed using centralized or decentralized invoicing across agencies and departments as desired. The program supports nine levels of hierarchy, offering robust reporting and billing flexibility. 1. THE WEX FLEET CARD The WEX Fleet Card program offers best-in-class card functionality, reporting and customer service. Our technology and services include: Level III data capture on 99.8% of transactions, including remote sites that may only transmit Level I or II using MasterCard, for greater insight and fraud protection Nine levels of hierarchy for more flexible reporting and billing options Advanced card-to-PIN functions; ability to tie one card to one PIN, etc. More flexible prompting options at point of sale Acceptance at more than 95% of all retail fuel sites in the U.S., plus expanded acceptance through virtual MasterCard technologies Comprehensive Federal and State tax exemption, reporting and recovery program Robust online reporting tools through WEXOnline®, including ability to schedule and share custom reports Ability to customize data fields and add GL codes for accounts, drivers, vehicles or cards for greater financial control and visibility Control user access to the online system, with advanced administrative functions 2. WEXPAY Along with the flagship Fleet card, WEX is offering , a tool that enables out-of-network purchases at an additional 398,000 merchants in the MasterCard® network by utilizing a virtual card interface. Typically used for independent or geographically remote fuel and service sites, This out-of-network tool reduces the number of out-of-network sites where drivers would have to use an alternative form of payment. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 26 OF 138 Using Purchasing Entity set the rules for drivers. Custom Control cards allow Purchasing Entity to set merchant, transaction, and even product type limits. WEX MasterCard transactions. Expanded coverage combined with integrated reporting and invoicing will further streamline Purchasing Entity fleet purchasing and operations. How WEXPay Works: As a MasterCard issuing bank, WEX uses Single-Use Account Number technology to authorize a one-time payment to a merchant. The account number provided to the merchant by phone is fast and secure good only for that one purchase. When the merchant calls for authorization, WEX applies the Purchasing Entity purchase controls and collect the same level of purchase detail, including Prompt ID and odometer. WEX integrate the purchase details into Purchasing Entity WEX Fleet Card invoice and reports. One card, one invoice, one report with the same controls and service our s expect from WEX. * Purchases are subject to the MasterCard transaction processing rules and terms of use, including tax exemption rules. 3. WEX SERVICE NETWORK WEX also offers acceptance for service and maintenance needs through the WEX Service Network. WEX Custom Control cards can be used to purchase tires, transmissions, brakes, mufflers, oil changes, glass replacement, car washes, and other routine vehicle maintenance products and services at national brand and local service stations, including Goodyear, Sears, Jiffy Lube, Valvoline, and Bridgestone/Firestone. The WEX card is currently accepted at more than 32,000 locations that provide service. 4. WEX EV FLEETCHARGE The WEX Fleet card also helps government fleets in their sustainability and greening initiatives. If a Purchasing entity is facing mandates to cut emissions, WEX EV FleetCharge, partnership with ChargePoint, allows a Purchasing Entity to use their WEX Fleet card to pay for charges at more than 66,000 Electric Vehicle charging sites. Purchasing Entities will also get reporting on EV charges that integrates with their traditional liquid fueling activity for a total fleet view of their fuel usage. 5. AVCARD PROGRAM Purchasing Entities can manage their aircraft fueling, maintenance, and activity as easily as they manage their ground fleet with the AVCARD program. AVCARD a complete purchasing solution for fuel and related aviation services is a credit card and contract fuel program used by corporate and private flight departments at both domestic and international airport locations. In addition to the Purchasi WEX Fleet Card account, WEX can set them up with an AVCARD account, which is integrated with WEX account. AVCARD cards function as both a credit card and a contract fuel card. Purchasing Entities only need one card program for purchasing fuel and services from all AVCARD acceptors and/or contract fuel suppliers. AVCARD is the most widely accepted aviation credit card, providing fuel access at 7,500 locations in more than 190 countries. With an AVCARD account, a Purchasing Entity automatically participate in their Contract Fuel Program, which allows them to receive significant savings on jet prearrange and quote, Contract Fuel prices worldwide for all trips. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 27 OF 138 Look up acceptinglocations by individual IATA/ICAO codes or geographically by country, state and city at WFSCORP.com. Purchasing Entities can also: View and download contact information and a detailed listing of specific services provided (catering, rental cars, hangar, etc.) Prearrange fuel and services Log in to obtain contract fuel pricing Request a firm Price Quote by email Report a lost or stolen card online or use the toll-free number during business hours Purchasing Entities can sign up and use the convenient features of the AVCARD program at no additional charge. 6. MARINE FUEL Fleets can purchase gasoline and diesel fuel at marine fueling locations through a combination of direct acceptance of the WEX Fleet Card at marinas with branded oil locations through electronic point of sale systems, and at any of the more than 9,500 marina locations that accept MasterCard worldwide. The WEX Fleet Card and WEX would be used at these accepting locations just like any other fueling location to purchase fuel and related services. Additional terms and conditions apply. 7. ALTERNATIVE FUEL & ADDITIONAL ACCEPTANCE Certain WEX-accepting merchants supply ethanol, natural gas (CNG, LNG), propane (LPG), hydrogen, biodiesel, methanol, and other alternative fuels. So WEX has created an Alternative Fuel Directory using transaction information passed to WEX by accepting merchants, and from external sources such as the Department of Energy. This directory contains more than 6,000 WEX- accepting sites that carry at least one alternative fuel type. This directory is available through a download from WEXOnline®, or can be provided in hard copy for use in vehicles. WEX uniquely reports ethanol, methanol, CNG, LNG, and biodiesel. WEX is always increasing its acceptance coverage for fuel, marina and service locations. Because WEX currently have acceptance at more than 95% of all U.S. fuel sites, our merchant acquisition strategy is driven by the needs of our fleet customers requiring service in remote areas or acceptance outside of domestic coverage. If a fleet customer identifies specific fueling needs, WEX will work toward signing any needed location If the customer has merchants that they would like to be part of the WEX accepting network who do not already have direct acceptance or cannot utilize the WEX tool, WEX will request the following information from the fleet: Merchant name Merchant address Merchant contact person Phone and fax numbers Expected utilization/volume from a Purchasing Entities fleet Name and phone number of fleet employee requesting WEX card acceptance MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 28 OF 138 WEX will work with all interested parties toward gaining acceptance at the location. This includes either direct agreements or acceptance through our partnerships with network sales organizations and acquirers. WEX OPTIONAL PRODUCTS /SERVICES 1. WEX FLEET CLEARVIEW is a suite of powerful, cloud-based analytic solutions that automatically organizes, interprets, and intuitively displays fleet-related information. Critical data is presented in an intentional layout of simple and informative visualizations, helping fleet managers monitor operations, understand trends, benchmark performance, investigate anomalies, and recognize cost-saving opportunities. With an eye toward designing solutions for fleets with a wide range of needs, WEX ClearView products present complex fleet data in straight-forward and compelling graphics turning information into insights. ClearView Essentials. a Purchasing Entity will enjoy actionable insights into fuel expense and driver purchasing that they have not experienced before. Purchasing Entities will quickly see a gain in time savings due to the elimination of manual manipulation and analysis of spreadsheets and identify opportunities to reduce their fuel provid modules there are many key pieces of functionality that can be utilized to more comprehensively and accurately analyze vehicles and the employees driving those vehicles each day. ClearView Advanced. Advanced gives a Purchasing Entity all the data analytics Essentials and more. It offers exceptional opportunities for fuel price Advanced provides an entirely new channel for communicating with drivers and/or managers, enabling the Purchasing Entity to implement, track, and evaluate the effectiveness of driver messaging campaigns. Identify and eliminate costly and unwanted driver purchasing behaviors: ClearView Advanced helps Purchasing Entities habits represent the greatest opportunities for savings. Quickly spot drivers who purchase unnecessary fuel grades or consistently buy from high-priced merchants. Once the drivers are identified, they can be targeted with behavior-specific messaging campaigns delivered via email or text from the ClearView platform. Customers using ClearView Advanced have experienced success in reducing unwanted driver purchasing behaviors and have realized thousands of dollars in savings. ClearView Advanced is add-on feature to ClearVeiw and is optional. The fee is $0.25/month (.25 cents) per active card. ClearView Snap. ClearView Snap gives a Purchasing Entity a quick snapshot of their fueling activity in easy-to-interpret charts and graphs that are delivered directly to their inbox on a monthly and/or weekly basis. No login is required. These simple, clean visuals display prior period actuals, period comparisons, and trends over time. Easily share key fueling metrics with senior leadership and the field building awareness and oversight of their fuel card program. ClearView Snap includes an Alexa voice skill which offers a new delivery channel, daily updates, and limited amounts of transaction-level information. Alexa will verbally relay information about dollars spent, gallons purchased, highest-spending employees, and tracks six savings opportunity and potential misuse exceptions, such as non-regular fuel purchases, exceeding tank capacity, and weekend fueling. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 29 OF 138 2. TAX EXEMPTION,RECOVERY,AND REPORTING PROGRAM Federal Gasoline and Diesel Excise Tax-Exempt Program. WEX will invoice a Purchasing Entity net of all Federal excise taxes on gasoline and diesel, at the transaction level, regardless of merchant participation if they are qualified as tax-exempt. State Sales, County and Local Taxes at Participating Merchants. WEX currently offers eligible tax- exempt entities a comprehensive tax exemption and reporting program for applicable motor fuel transactions based on merchant participation. The program supports the following levels of tax, including: State Primary (Excise Tax) State Secondary (Sales Tax) State Special County Primary (Excise Tax) County Secondary (Sales Tax) County Special City Primary (Excise Tax) City Secondary (Sales Tax) City Special Tax-exempt reporting through WEXOnline , WEXLink 300, and the paper PAR (Purchase Activity Report) shows: Exempted Tax, at the transaction level Reported Tax, at the transaction level Summary of tax types by product for both exempted and reported transactions (available on the paper PAR only) State Sales Tax and County Tax at Non-Participating Merchants. For fueling transactions with those fuel marketers that do not participate in the WEX tax-exempt program, but for which the fleet can file for exemption. Many fleets use their WEX data file to aid in the recovery of taxes that could not be excluded through the tax-exempt program. Reporting shows: Exempted tax, by transaction Reported tax, by transaction Summary of tax types by product for both exempted and reported transactions Tax Exemption for Non-Fuel Purchases. For non-fuel transactions, merchants may provide transactional data to WEX net of tax on a fleet-by- must supply the merchant with proper documentation of the organizations tax-exempt status at the point of sale. The merchant will send the transaction to WEX, net of tax, for billing. Qualification. Any fleet participating in this contract will be required to complete a certification process affirming its qualification to receive the tax exemption based upon the rules and criteria set by the appropriate taxing jurisdiction. Required Data. Tax Exemption processing requires that the merchant provide electronically to WEX the following data points: Account Number MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 30 OF 138 Account Name Type of Fuel Gallons Price per gallon Total gross sale Not all transactions may have exemptions applied to them. WEX is not able to exempt applicable fuel taxes on transactions that are provided with certain data elements that are missing and may be autocorrected. Taxing jurisdictions require documentation from the party providing the exemption of the type of fuel, gallons purchased, and price per gallon. There are occasions where the merchant is unable to provide all the required documentation, therefore these transactions will not go through our tax processing. However, if a Purchasing Entity provides WEX with a copy of the sales receipt, WEX can repost these transactions and apply the applicable exemptions. 3. PRIVATE SITE AND BULK FUEL SOLUTIONS For fleets with private site and bulk fueling needs, WEX offers secure, live authorizations and integrated reporting for onsite bulk fueling transactions. A Purchasing Entity can select one of two options. Private Site Program. llows a Purchasing Entity to use the WEX Fleet Card to activate pumps at their onsite bulk fuel tanks, allowing for increased security and asset-level fuel usage reporting on their bulk fuel. WEX captures Driver ID and odometer information, authorizes the card swipe, and provides integrated reporting of the private site transactions with the Purchasing Entities retail transactions while excluding onsite fuel transactions from their invoice. Private Site Reporting. Private Site Reporting consolidates tracking of onsite and retail fuel transactions into one comprehensive report and allows the Purchasing Entity to monitor private transactions for abuse through purchase controls at the point of sale using their WEX card. This program provides in-depth reporting of onsite fuel transactions at the vehicle level, integrated with retail fuel purchases. Onsite fuel transactions are excluded from invoice while providing consolidated comprehensive vehicle level paper and electronic reporting along with their retail transactions. Once installed, card readers will be required to retain reportable information so they nsaction, the driver initiates the data capture by entering the Driver ID and odometer. The card reader will provide the fuel type, gallons, PPG as programmed in the card reader, and total sale. Upon receipt, WEX integrates this key information into the Purchasing tracking of usage and consumption will help them better control costs. Using private site card readers with the WEX Fleet Card Program quickly gets Purchasing Entities on track to minimize time, effort and cost of administering fuel usage. Transactions that occur at a private site location, utilizing a local (non-networked/non-WEX) authorization, carry no additional costs from WEX. If a site owner were to network their transactions from their owned private site locations to WEX (run each translation through a network to WEX for authorization), there is a $0.15/transaction (.15 cent) cost. This is a pass-through cost of using a network. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 31 OF 138 4.WEX EMERGENCY FUEL PROGRAM WEX Emergency Fuel is an optional service may be offered, negotiated and mutually agreed in Participating Addendum. High Level Overview of program: For public safety and public works vehicles that require 100 percent uptime, guaranteed, WEX Emergency Fuel provides peace of mind to public fleet administrators who cannot be caught without fuel in an emergency. Sign up for WEX Emergency Fuel and when weather or a disaster disrupts a Purchasing Entities fuel supply, WEX will connect them with one of our approved partners to get their fleet back on the road with the fuel they need. Guaranteed. Because WEX partners with the leading providers of emergency fueling services, WEX has the necessary supply sources and logistical network to guarantee 100% uptime, including fuel dispensing equipment, mobile fueling trailers, military-grade rapid deployment equipment, high-water fueling vehicles, mini- mobile fueling stations, diesel and gasoline generators and more. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 32 OF 138 EXHIBIT B FLEET CARD REBATE/INCENTIVE SHARE This Exhibit includes the Rebate/Incentive Share components for Fleet Card Services. Rebate amounts will be based on total spend less write-offs, returns, and fraudulent charges. A single payment combining Incentive Share Components 1 and 2 will be paid directly to the Participating State/Purchasing Entity on a quarterly basis as determined in the Participating Addendum. Incentive Share Payments can be made via account credit, mailed check, ACH or EFT payment (standard or non- standard format) as determined in the Participating Addendum. Incentive Share Payments must be received no later than the 60th day following the end of each calendar quarter. Incentive Share Component 3 will be paid to the Participating State on an annual basis. Incentive Share Payment can be made via mailed check, ACH, or EFT as determined in the Participating Addendum. Incentive Share Payment must be received no later than the 60th day following the end of each calendar year. Delivery of the rebate may be adjusted in any Participating Entity 1 Basis Point = .0001 or .01% INCENTIVE SHARE COMPONENTS 1. INCENTIVE SHARE #1 STANDARD VOLUME INCENTIVE Each Participating Entity will receive a basis point (percentage) of their quarterly standard sales volume. The formula for calculating the Standard Volume Incentive is: Quarterly Total Volume x basis points = Quarterly Standard Volume Incentive. Basis Points Offered: 170 basis points (1.70%) Conditions. The Rebate set forth herein is expressly conditioned on the following: (1) monthly billing; (2) payment in full within 45 calendar days of the billing date appearing on the Purchasing invoice; (3) credit approval. Quarterly Total Volume spend by all Purchasing Entities for all card liability products in a Quarter. locations that appear on invoices provided to the Purchasing Entity in three calendar months. Quarterly Total Volume shall not include: (i) those amounts representing credits, disputed items, fees, late fees or charges posted to their accounts (such as returned check fees, collection costs, administrative fees and reporting fees), (ii) fuel purchased at Tier 1 Truck Stop locations* (currently Flying J, Loves, TA, Petro, and Pilot), or (iii) any amounts posted to an account with respect to which a Card has been reported lost or stolen. *Purchasing Entities will be charged the posted cash price at Tier 1 truck stops. 2. INCENTIVE SHARE #2 PROMPT PAYMENT INCENTIVE MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 33 OF 138 Each Participating Entity will receive a basis point (percentage) of their Quarterly Total Volume the Prompt Payment Incentive is: Quarterly Total Volume x Basis Points for Entity average file turn days = Quarterly Prompt Payment Incentive. Note: The payment terms for the Master Agreement is forty-five (45) days. Conditions. The Prompt Payment Incentive set forth herein is expressly conditioned on the following: (1) electronic reporting (i.e. no paper reports); and (2) our receipt of payment in full in accordance with one of the Average File Turn Days in the Prompt Payment Table. Basis Points Offered: Avg File Turn Days Basis Point Avg File Turn Days Basis Point Avg File Turn Days Basis Point 1 20 21 7.375 41 1.25 2 19 22 7 42 1 3 18 23 6.625 43 0.75 4 17 24 6.25 44 0.5 5 16 25 5.875 45 0.25 6 15 26 5.5 46 0 7 14 27 5.125 47 0 8 13.5 28 4.75 48 0 9 13 29 4.375 49 0 10 12.5 30 4 50 0 11 12 31 3.75 51 0 12 11.5 32 3.5 52 0 13 11 33 3.25 53 0 14 10.5 34 3 54 0 15 10 35 2.75 55 0 16 9.5 36 2.5 56 0 17 9 37 2.25 57 0 18 8.5 38 2 58 0 19 8.125 39 1.75 59 0 MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 34 OF 138 20 7.75 40 1.5 60 0 3. INCENTIVE SHARE #3 NATIONAL ANNUAL VOLUME INCENTIVE Each Participating State will receive an incentive based on the total National Annual Volume (total annual sales for all Participating States/Participating Entities). The formula for calculating the National Annual Sales Volume Incentive is: National Annual Volume (for all Fleet products) x basis points = National Annual Sales Volume Incentive. Conditions. The Rebate set forth herein is expressly conditioned on the following: (1) monthly billing; (2) payment in full within 45 calendar days of the billing date appearing on the Purchasing invoice; (3) credit approval. Total annual volume spend by all Participating States/Purchasing Entities for all card products in a calendar year. Cards at retail locations that appear on invoices provided to the Purchasing Entity in a calendar year. National Annual Volume shall not include: (i) those amounts representing credits, disputed items, fees, late fees or charges posted to their accounts (such as returned check fees, collection costs, administrative fees and reporting fees), (ii) fuel purchased at Tier 1 Truck Stop locations* (currently Flying J, Loves, TA, Petro, and Pilot), or (iii) any amounts posted to an account with respect to which a Card has been reported lost or stolen. *Purchasing Entities will be charged the posted cash price at Tier 1 truck stops. Basis Points Offered: Total Annual Spend Basis Points $50,000,000 $100,000,000 10 $100,000,001 $200,000,000 15 $200,000,001 $300,000,000 20 $300,000,001 $400,000,000 25 $400,000,001+ 30 FEES Below is a list of fees allowed under this Master Agreement. Fee Type Fee Amount Foreign Transaction Fee 1.5% of the total transaction value Overnight Delivery Fee $15.00 per occurrence MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 35 OF 138 EXHIBIT C INSURANCE REQUIREMENTS 1. INSURANCE OBLIGATION. During the Term of this Master Agreement, Contractor obtain and maintain in sole expense, the following insurance coverages: a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial General Liability Insurance (and, if necessary, commercial umbrella liability insurance) covering Bodily Injury and Property Damage on an general aggregate. This coverage shall include Contractual Liability insurance for the indemnity provided under this Master Agreement. b. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE (and, if necessary, commercial umbrella liability insurance) included coverage for all owned, hired, and non-owned vehicles. The combined limit per occurrence shall not be less than $1,000,000. c. WORKERS COMPENSATION INSURANCE & EMPLOYER S LIABILITY (STOP GAP). Contractor shall comply with ial Accident Insurance providing benefits as required -Gap Liability with a minimum limit of $1,000,000 per accident. d. PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Professional Liability insurance in the amount of not less than $2,000,000 combined single limit per occurrence, $4,000,000 general annual aggregate for malpractice or errors and omissions coverage against liability for damages because of personal injury, bodily injury, death, or damage to property, including the loss of use thereof, and damages because of negligent acts, errors, and omissions in any way related to this Master Agreement. e. CRIME INSURANCE/EMPLOYEE DISHONESTY. Employee Dishonesty and (when applicable) Inside/Outside Money and Securities coverage for State of Washington and/or purchaser owned property in the care, custody, and control of Contractor, including computer fraud. Coverage limits shall not be less than $2,000,000. f. CYBER RISK LIABILITY INSURANCE. Cyber Risk Insurance, on an occurrence form. This coverage shall include Contractual Liability Insurance for the indemnity provided under this Master Agreement. Limits are $8,000,000 per claim/annual aggregate. The limits of all insurance required to be provided by Contractor shall be no less than the minimum amounts specified. Coverage in the amounts of these minimum limits, however, shall not be construed to relieve Contractor from liability in excess of such limits. A cross-liability clause or separation of insured condition shall be included in all general liability, professional liability, and errors and omissions policies required by this Master Agreement. 2. INSURANCE CARRIER RATING. Coverages provided by the Contractor must be underwritten by an insurance company deemed reasonably Management. Insurance coverage shall be provided by companies authorized to do business within the State of Washington and rated A- Class VII or better in the most recently published edition of Be reasonably reject all or any insurance carrier(s) with an unacceptable financial rating. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 36 OF 138 3. ADDITIONAL INSURED. Except for Worker Automobile Liability, all required insurance shall include the State of Washington and all authorized Purchasers (and their agents, officers, and employees) as an Additional Insureds evidenced by copy of the Additional Insured Endorsement, including blanket Additional Insured Endorsements, attached to the Certificate of Insurance on such insurance policies. 4. CERTIFICATE OF INSURANCE. Upon request by Enterprise Services, Contractor shall furnish to Enterprise Services, as evidence of the insurance coverage required by this Master Agreement, a certificate of insurance satisfactory to Enterprise Services that insurance, in the above-stated kinds and minimum amounts, has been secured. A renewal certificate shall be delivered to Enterprise Services within 10 business days of the renewal of any required insurance. Failure to provide proof of insurance, as required, result in contract cancellation. All policies and certificates of insurance shall include the Master Agreement number stated on the cover of this Master Agreement. 5. PRIMARY COVERAGE any insurance or self-insurance maintained by, or provided to, the additional insureds listed above including, at a minimum, the State of Washington and/or any Purchaser; but only to the extent an indemnity is owed pursuant to this Agreement. All insurance or self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance provided by Contractor; but only to the extent an indemnity is owed by Contractor pursuant to this Agreement. 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required insurance policies, or shall furnish separate Certificates of Insurance and endorsements for each subcontractor. Each subcontractor must comply fully with all insurance requirements stated herein. Failure of any subcontractor to comply with insur responsibility. 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of Washington and any Purchaser for the recovery of damages; but only to the extent Contractor is legally liable to indemnify the State of Washington and any Purchaser under this Agreement. 8. NOTICE OF CANCELLATION. Contractor or its insurer representative shall use best efforts to provide 30 days prior written notice of cancellation of any policy required under this Agreement. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 37 OF 138 EXHIBIT D ESTABLISHING A CARD ACCOUNT AGREEMENT INTRODUCTION This exhibit explains the process and documentation for establishing an account for an individual Purchasing Entity. Participating States may edit this via the Participating Addendum process. NEW ACCOUNT & CARD SET-UP: STATE AGENCY ACCOUNTS In the initial implementation phase, a universal credit line will be established for a Participating Entity based on the needs and spend requirements. WEX has the ability to place protection against credit lines to ensure a Participating Entity does not experience any service interruptions due to sudden increased spending that can be caused by seasonal, emergency or other unexpected occurrences. This universal credit line then applies to all applicable accounts under the hierarchy, allowing them to set up accounts without needing to seek a new credit line for each new card set-up. For new accounts under a hierarchy, an electronic template is completed and tax exemption information is collected, either through a blanket tax exemption for the Participating Entity, or individually by agency depending on how the Participating Entity is set up with tax identification numbers. The information required for a new account set-up typically includes account name, DBA account name, account level within the existing hierarchy, shipping address, and if there are any other further requirements specific requirements a given Participating Entity may have, like ERP integration, etc. Once the information is captured and processed by WEX, an account number is generated and provided to the Participating Entity to complete the proper tax exemption paperwork for enrollment in the WEX Tax Program, assuming it is a financially liable account. FLEET CARD ENROLLMENT PROCESS: EXISTING PARTICIPATING ENTITY ACCOUNTS Program administrators can add cards and drivers via the Fleet Manager module of WEXOnline®, -based account management and reporting tool, or through WEX customer service or the Premium Fleet Services Account Manager. The Premium Fleet Services Account Manager is a one-to-one point of contact assigned to the Participating Entity for day-to-day operational support and account needs. The Fleet Manager module allows the fleet manager to add, edit, suspend, reactivate, and terminate cards and drivers, to add and manage card controls, and to view and download invoice details. Purchasing Entities can also: Assign card to driver, vehicle or location Transfer cards from one account to another Group cards into authorization profiles to enforce their purchasing policies Create organizational units or departments to better organize cards, vehicles and drivers for reporting and management purposes (initially added during the implementation phase) Edit account information Card orders: WEX will process requests for replacement cards for lost, damaged, or stolen cards within one business day. If notification is received by 3:30 p.m. Eastern Time, Purchasing Entities can have MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 38 OF 138 cards sent that day. They can use their own shipping account number, or be charged a fee to cover the shipping costs. The WEX overnight fee, is included in Exhibit B. If a WEX card is lost or stolen, it should be reported immediately to Customer Service Department by calling the toll-free number. The Customer Service Department is available 24 hours a day, 365 days a year. The fleet can also notify WEX of the loss, theft, or unauthorized use of any card or account electronically through WEXOnline®. NEW ACCOUNT AND CARD SET-UP: POLITICAL SUBDIVISION ACCOUNTS Eligible new accounts using this Master Agreement articipation Addendum (i.e. cities, counties, schools, etc.) will need to complete a Credit Application that references the Master Agreement/articipating Addendum and have their credit adjudicated independent of the credit application and tax exemption form, both of which can be completed electronically or manually, from the interested entities prior to their account set-up. *See the WEX Credit Application, attached in Exhibit E, for a political subdivision participation under this Master Agreement. Note: This Credit Application can be customized and can be discussed with each Participating State during the discussion of their Participation Addendum. A Credit Application will be made for each Participating State to account for the Master A Participation Addendum to the Master Agreement. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 39 OF 138 EXHIBIT E WEX FORMS AND SPECIFIC TERMS & CONDITIONS This exhibit includes form templates and specific terms and conditions for certain WEX products and services. Required Forms for Fleet Card Products and Services Addendum to the Fuel Card Services Agreement (Credit Application) WEXOnline Click through Terms & Conditions Optional Products and Services Forms Tax Exemption and Reporting Program WEX ClearView Enrollment Packet Private Site Enrollment Packet WEXPay Enrollment Packet MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 40 OF 138 ADDENDUM TO THE FUEL CARD SERVICES AGREEMENT BETWEEN WEX BANK AND THE STATE OF CREDIT INFORMATION Participating Entity s of the account to credit bureaus and others who may lawfully receive such information. Participating Entity Phone # Fax# Headquarters Name and Physical Address (Do not include PO Box) In Business Since (yyyy) Year of Incorporation (yyyy)Number of VehiclesAvg Monthly Fuel Expenditures Avg Monthly Service Expenditures $ $ ACCOUNT SETUP INFORMATION Write Participating Entity name as it should appear on cards. Limit of 20 characters & spaces. Unless specified, no Purchasing Entity name will appear on cards. Billing Contact Billing Address City State Zip+4 Designate the Fleet Contact authorized to receive all charge cards, reports, and other such information WEX provides from time to time and to take actions with respect to your account and account access. This is also the person designated by the Purchasing Entity to provide all fleet vehicles, driver and other information WEX may request. Authorized Fleet Contact Name Title Phone # Fax # Mailing Address (if different from billing address) City State Zip+4 Email address (required to take advantage of product type card controls) Card Controls: credit needs, indicate the types of cards they anticipate using. If the Purchasing Entity provides a valid email address above, they can select from these product type options: All Products Fuel & Service Fuel & Fluids with Roadside Assistance Fuel with Roadside Assistance Mix of card types Check here if business is exempt from motor fuels tax TERMS MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 41 OF 138 DEFINITIONS: Contract No. XXXX effective the (State of XXXX and NASPO Value Point and WEX Bank. he Agreement, as specified in the Credit Information above. All other capitalized terms used in this Addendum without definition have the meanings set forth in the Agreement. AGREEMENTS OF WEX BANK AND PARTICIPATING ENTITY: 1. This Addendum is to allow the Participating Entity to participate under the Agreement between WEX BANK and the State. It does not modify, amend or change the Agreement in any way. The parties agree to comply with the terms and conditions of Contract No. XXXX which is referenced and made a part of this transaction. 2. Participating Entity represents that it is authorized or allowed by the laws of its home state to enter into this Addendum and to participate under the Agreement. 3. Participating Entity hereby requests the services of WEX BANK described in the Agreement and agrees to perform all duties of a Participating Entity under the Agreement, including, without limitation, payment of all charges on its account(s) within the time periods provided under the Agreement, payment of any fees provided in the Agreement, and cooperation with respect to providing all necessary information for the administration of the Agreement. Participating Entity agrees to be bound by the terms and conditions of the Agreement, including, without limitation, rules for authorized and unauthorized use of cards, disputes of charges, 4. Participating Entity acknowledges that its failure to make timely payment in accordance with the terms of the Agreement and/or the Addendum may result in suspension or cancellation of the account(s). The undersigned represents and warrants that he/she is duly authorized to execute this Addendum on behalf of the Participating Entity and this Addendum is the valid and binding obligation of the Participating Entity, enforceable in accordance with its terms. INFORMATION SHARING DISCLOSURE transactions may be provided to accepting merchants or their service providers to facilitate discounts or other promotional campaigns of interest to them. COMPLIANCE WIATH FEDERAL LAW: WEX Bank complies with federal law which requires all financial institutions to obtain, verify, and record information that identifies each company or person who opens an account. Issuer may ask for name, address, date of birth, and other applicable information to identify the Company and/or Account Users. DISCLAIMER: THIS IS AN APPLICATION FOR SERVICES AND SHALL NOT BE BINDING UPON WEX BANK UNTIL FINAL CREDIT APPROVAL HAS BEEN GRANTED BY WEX BANK. CONTRACTING AGENCY AUTHORIZED SIGNATURE REQUIRED Any person signing on behalf of the Participating Entity has been duly authorized by all necessary action of Applicant's governing body, and that the undersigned is authorized to make this application on behalf of the Participating Entity. Signature: Printed Name: Title: Date: Complete and sign addendum. Fax to 1-207-253-1328. FOR OFFICE USE ONLY Oppty Number Sales Code Plastic Type Coupon Code YBA Account Number 04 MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 42 OF 138 WEXONLINE CLICK-THROUGH TERMS AND CONDITIONS 1. General WEX Inc. provides this web site subject to the following terms of use ("Terms"). WEX owns and operates this site. A continued use of this website constitutes its acceptance of these Terms. 2. Purpose of the Website The goal of the web site is to provide Any Purchasing Entity with access to information about WEX products and services, and certain functionality with respect to the Business Charge Accounts under program. Continued use of the site constitutes the Purchasi acceptance of these terms and conditions. 3. Trademarks, Service Marks and Copyrighted Materials WEX controls and operates the website. All content on the website, including, but not limited to, text, photographs, images, illustrations, audio clips, and video clips, is protected by copyrights, trademarks, service marks, and/or other intellectual property rights (which are governed by United States and worldwide copyright laws and treaty provisions, privacy and publicity laws, and communication regulations and statutes). The content is owned and controlled by WEX, its affiliates, or by third party content providers, merchants, sponsors and licensors (collectively the "Providers") that have licensed their content or the right to market their products and/or services to users of this site using this site. Purchasing Entity agrees to abide by all additional copyright notices, information, or restrictions contained in any content that is presented on this site. may not use any registered or unregistered trademarks, service marks or copyrighted materials appearing on the website, including but not limited to any logos or characters, without the express written consent of the owner of the mark or copyright. Purchasing Entity may not frame, deep link, or otherwise incorporate into another website any of the content or other materials on this website without express prior written consent. Violation of trademark and copyright laws may result in significant civil liability or criminal penalties under United States and/or worldwide copyright and trademark laws. Purchasing Entity recognizes that any reproduction or use of content, except as authorized by these Terms, is considered intentional infringement. 4. Use of the Site Purchasing Entity is are accessing this site using the Internet and Purchasing service provider. Security cannot be guaranteed. WEX hereby disclaims all liability for any security breaches of online communications or for any electronic, computer or other system failures. WEX shall not be liable to any person for loss, liability or damages, including consequential or special damages, arising as a result of any security breaches or system failures or any other defect of the electronic online communication procedures, including, without limitation, loss due to data modification or destruction. Purchasing Entity agrees not to use this site for any purpose except (a) access to descriptions of WEX products and services and (b) to the extent agreed with WEX, certain specified functionality with respect to the Business Charge Accounts under program. In using this site agrees not to disrupt or interfere with the site, its services, system resources, nor to upload, post or otherwise transmit any viruses or other harmful, disruptive, inappropriate, illegal or destructive files. also agrees not to use, attempt to use, or access other accounts, MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 43 OF 138 or create or use a false identity on the site. For the avoidance of doubt, the indemnification provisions set forth above are in addition to those set forth in (i) for Fleet Customers, their Business Charge Account agreement(s) and/or terms and conditions and (ii) for Partners, their Program Agreement(s). WEX reserves the right to terminate or suspend access to wexinc.com, in whole or in part, at any time, without notice. This site and the information provided on this site is provided "AS IS" without any representation or warranty, express or implied, of any kind, including, but not limited to, warranties of merchantability, noninfringement, or fitness for a particular purpose. WEX, its subsidiaries and affiliates, make no warranty that use of the site or the materials will be uninterrupted, timely, secure, or error free or that defects, if any will be corrected and WEX assumes no responsibility for any damages that may be suffered by any Purchasing Entity, including, but not limited to, losses from delays, nondelivery of content or any communications, errors, system down time, network or system outages, file corruption or service interruptions. 5. Governing Law WEX Inc. operates this website (excluding linked sites) from our offices within the state of Maine. The website can be accessed from all 50 states, as well as from other countries around the world. These Terms and Purchasing use of the web site shall be governed by the laws of the State of Washington, without regard to conflict of laws provisions and shall not be governed by the United Nations Convention on the International Sale of Goods. WEX makes no representation that materials on this web site are appropriate or available for use in other locations, and accessing them from territories where the content is illegal is prohibited. Customers who choose to access this web site from other locations do so at their own risk and are responsible for compliance with local laws, including laws regarding the transmission of technical data exported from the United States or the country in which the user resides. 6. Questions For questions concerning these terms or the products described online please call the following number: 1-800-492-0669, or send inquiries to: WEX Inc., P.O. Box 639, Portland, ME 04104. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 44 OF 138 TAX EXEMPTION AND REPORTING PROGRAM The WEX Tax Exemption and Reporting Program can significantly reduce accounting and administrative time for qualified fleets exempt from motor fuel excise taxes or certain sales taxes at Federal, state, county or local levels. Benefits include: Net billing of federal excise tax on applicable fuel purchases at any location. Net billing of state, local, county and special tax on applicable fuel purchases at participating merchant brands based on local tax laws. Detailed reporting of the purchase data and tax exemption. Exemptions are dependent upon several factors, such as tax-exempt status for fuel local taxes, require merchant participation. In the event t a Purchasing Entity will receive detailed reporting showing the full purchase price and the tax paid. Before WEX can start billing a Purchasing Entity net of applicable taxes on fuel transactions based upon their eligibility, they will need to complete the following required documentation: 1. Tax Exemption and Reporting Program Enrollment form (enclosed) 2. Certificate of Buyer of Taxable Fuel form for federal exemptions (enclosed) 3. Any required State forms obtain these from the appropriate state governing body. Please review the enclosed Frequently Asked Questions sheet for helpful information on the program. IMPORTANT: Purchasing Entities must fill out all forms completely and accurately in order to avoid delays in their program enrollment, so please follow the instructions on the enrollment form carefully. IRS regulations require that WEX Inc. obtain from a Purchasing Entity, their certification that they are eligible to receive exemptions from federal excise taxes. For all other taxing jurisdictions (state, county, local) a Purchasing Entity may need to submit similar certifications as required by the different taxing jurisdictions. The s department. WEX must have all applicable documents on file prior to providing a Purchasing Entity with all of the necessary current forms If a Purchasing Entity has any questions about the program or the enclosed materials, please call WEX at 1-866-841-3542. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 45 OF 138 TAX EXEMPTION &REPORTING PROGRAM FREQUENTLY ASKED QUESTIONS Q: If my fleet begins fueling before I have provided all necessary tax exemption paperwork, what will occur? WEX will not be able to bill a Purchasing Entity net of taxes or report tax exemptions until WEX has received all necessary forms and completed the qualification and setup process. Q: When will taxes begin to be exempted? Once WEX receive all the properly completed forms, WEX will complete the tax exemption setup in approximately 3 business days. WEX will then begin calculating applicable exemptions. It is a responsibility to notify WEX of any errors or omissions that they feel may have occurred. If a Purchasing Entity notices any problems, contact the WEX tax department at 1-866-841- 3542. Q: How can a Purchasing Entity determine their -exempt status for fuel, as well as what type of forms they need? Purchasing Entities should contact their local Department of Revenue for free help and answers regarding their tax-exempt status for fuel and necessary forms. This agency can best assist a Purchasing Entity with questions of this nature. Q: Will fleet be exempted from federal fuels excise taxes? Yes, if the Purchasing Entity is a qualified entity. Federal law effective January 1, 2006 allows a card issuer to invoice qualified fleets net of federal gasoline and federal diesel excise tax for transactions that occur wherever cards are accepted in all 50 states. In order to be exempted from federal fuels excise taxes, a Purchasing Entity will need to complete a Certificate of Buyer of Taxable Fuel in the name of the card issuer. Q: Does tax-exempt status apply in all states and localities? The local Department of Revenue, in each state that fleet will be fueling, will be able to help determine exemption eligibility for each state and locality respectively. Q: Will a Purchasing Entity receive state and local exemptions anywhere they can fuel with the card? Not necessarily. Merchant brand participation in the WEX tax program is optional in most states. Merchant participation is not necessary in the following states: Maine, Georgia, Michigan, North Carolina, Alabama, New York and New Jersey. Q: What should a Purchasing Entity do if their tax-exempt status changes? The Purchasing Entity should immediately notify WEX by calling the WEX Inc. Tax Exempt Department at 1-866-841-3542. Q: Do any of these forms expire and if so will a Purchasing Entity be notified prior to the expiration? Yes. Federal forms expire every 24 months and certain state forms expire as well. Starting at 120 days prior to the expiration of tax exemption form(s), WEX will send the Purchasing Entity three monthly reminders that renewed forms are required. If WEX has not received renewed tax exemption forms by the expiration date, the tax exemption process will cease until WEX receives the necessary paperwork and no credits will be given. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 46 OF 138 fleet be exempted from taxes on non-fuel products? The Tax Exemption Program provides applicable tax exemption and reporting for motor fuel taxes only; however, merchants may provide WEX with non-fuel transaction data net of tax on a fleet-by- fleet basis at their discretion. The fleet will need to supply the merchant with proper documentation of their tax-exempt status at the point of sale for this to occur. Q: What if fleet is entitled to a refund for motor fuel taxes that cannot be exempted up front through the WEX program? -exemptible fleet report. These reported taxes appear at the transaction level and at a summary level, providing them with supporting documentation, which can help them when filing for a refund of the non- exempted taxes. Q: What types of tax information reporting will a Purchasing Entity receive? At the transaction level, a fleet report will provide Gross Cost, Exempted Amount, Net Cost and Reported Taxes (for non-applicable taxes). Additionally, a Tax Exemption Summary will provide a detailed list of all taxes exempted, sorted by state and by tax type. Finally, a Tax Reported Summary will provide a detailed list of all taxes reported, sorted by state and by tax type. Q: How does a Purchasing Entity know how many forms to send in? If a Purchasing Entity qualifies for Federal exemptions, they need to send in one form per account or one form with a letter certifying all accounts belong to the same FEIN. If a new account is added in the future, a new form or amended certification letter will need to be sent. For state exemptions, each state is different and will be addressed on an individual basis. Q: What if a Purchasing Entity believes there is an error with their exemptions? The Purchasing Entity must notify WEX in writing within sixty (60) days of the billing date of the alleged error. WEX requests that the customer provide as many details regarding the error as possible including, but not limited to: transaction date and time, dollar amount and reason for alleging an error. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 47 OF 138 CERTIFICATE OF BUYER OF TAXABLE FUEL FOR USE BY ASTATE OR NONPROFIT EDUCATIONAL ORGANIZATION (To the Internal Revenue Code.) WEX Account Number (if known): Federal Tax Identification Number: Certification: The undersigned hereby certifies under penalties of perjury that I am the (Title of Officer): ______________________________________ Of (Certifying Entity): Entity Physical Address: Entity Phone Number: ___________________________________________ And that I am authorized to execute this certificate and that all purchases, are, or will be, purchased using a credit card issued by (Credit Card Issuer): WEX BANK 7090 Union Park Center, Suite 350 Midvale, UT 84047 Buyer will use the taxable fuel to which this certificate relates for the exclusive use of: (check one) State government American Red Cross or Blood Collection Center Local government Indian Tribe Public nonprofit educational organization Volunteer Fire/Rescue Private nonprofit educational organization Foreign Diplomat (they must provide a copy of their PID Card) and it applies to all exempt purchases of gasoline and diesel fuel, if eligible, using charge cards issued by the Credit Card Issuer named above. Information including the nature and quantity of each purchase of gasoline and diesel fuel (the subject of this Certificate) are evidenced by periodic reports provided by WEX BANK, the above- named Credit Card Issuer. Certification will be valid for twenty-four consecutive calendar months commencing upon completion and remittance of this Certificate. WEX Inc. may extend the certificate period upon its discretion for an additional period not to exceed four months. I understand that by signing this certificate, I, as an authorized representative of the entity named above, give up our right to claim a credit or payment for the taxable fuel purchased with the credit card to which this Certificate relates. I understand that the exemption from tax, in this case of sales of articles under the exemption Certificate, is limited to the sale of articles purchased for our exclusive use. I understand that the fraudulent use of this Certificate for the purpose of securing this exemption will subject us, and all parties making such fraudulent use of this Certificate, to fines or imprisonment, or both, together with the costs of prosecution. The parties agree that a signed transmission shall be considered valid for purposes of this certification and that the parties hereby waive any claim that a transmission does not satisfy the requirements of a signature or writing under applicable law. Authorized Signature Printed Signature Title Date Email or FAX completed forms to TaxExemptForms@WEXINC.Com or 1-207-523-7104 INTERNAL USE ONLY Sales Representative: MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 48 OF 138 TAX EXEMPTION &REPORTING ENROLLMENT FORM Instructions: 1. Complete part A and sign form at the bottom. 2. Attach FEDERAL Certificate of Buyer and STATE forms (see details below). 3. For questions on signing up for tax exemption and reporting, please call 1-866-841-3542 or email GovTaxServices@WEXInc.com. 4. E mail completed forms to TaxExemptForms@WEXInc.com , fax to 1-207-5237104, or mail to Fleet Services, Tax Exempt Department, P.O. Box 639, Portland, ME 04104. 5. Retain the terms on page 2 for your records. A. ACCOUNT INFORMATION Fleet Name: WEX Account Number (if known): Authorized Fleet Contact: Phone No.: Fleet Contact email: Fax No.: Federal Taxpayer ID Number: IMPORTANT: Eligibility may be limited based on applicable federal, state and local laws. Participating Entities must fill out these forms completely and accurately in order to avoid delays in their program enrollment, so please follow the instructions carefully. B. MOTOR FUEL TAX Tax regulations require the Contractor to maintain current copies of the following applicable forms, based on the eligibility: 1. Federal A Certificate of Buyer of Taxable Fuel in the name of WEX BANK (Included with this form.) 2. State Applicable state forms. (Obtain these from the appropriate state governing body.) properly completed documentation the Contractor will complete the tax exemption set up on their account within approximately three business days and start billing them net of the Applicable Taxes. The parties agree that a signed transmission shall be considered valid for purposes of this enrollment form and that the parties hereby waive any claim that a transmission does not satisfy the requirements of a signature or writing under applicable law. X Authorized Fleet Signature Date: USER (INTERNAL USE ONLY): The information contained in this message is intended only for the use of the individual or entity named above and may contain confidential information. If the recipient of this message is not the intended recipient, or the employee or agent responsible for delivering the message to the intended recipient, you are hereby notified that any dissemination, distribution, or copying of this communication is strictly prohibited. If you have received this communication in error, please notify us immediately at 1-800-492-0669 and return the original message to the attention of the sender at 97 Darling Avenue, South Portland, ME 04106. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 49 OF 138 TAX EXEMPTION &REPORTING ENROLLMENT FORM C. TERMS AND CONDITIONS agreement based on their participation in the Tax Exemption and Reporting Program acceptance of these terms and conditions. All capitalized terms contained herein shall have the same meaning as in the Master Agreement with the Contractor unless otherwise expressly provided herein. Except as amended hereby, the charge card agreement governing your account remains in full force and effect. TAX EXEMPTION AND REPORTING PROGRAM a. rmits qualified tax-exempt Participating Entities to be billed net of in Exhibit F). By completing this enrollment form the Participating Entity is electing to participate in the program. The Contractor will enroll a Participating Entity in the program upon receipt by Contractor of all of enrollment materials, including all required certificates, and validation of tax-exempt status. a specific breakdown of Applicable Taxes deducted for each taxing authority or jurisdiction. Applicable Taxes are those federal, state, county and/or local taxes levied on the purchase of gasoline or diesel fuel for which the Participating Entity has provided the proper documentation to the Contractor showing their exempt status, and for which such documentation has been accepted by us and for which the Program provides exemption1. b. Participating Entities with net billing of Federal excise taxes on fuel based upon the participation requirements in section (a) above. The Contractor will file a claim for refund with the Internal Revenue Service for these taxes. The Participating agrees that they may not file a claim for refund of any federal excise tax exempted by the Contractor and not billed to the Participating Entity by the Contractor. c. For state, county, special and local taxes, merchants have the option of electing to participate or not to participate in program based on their own preferences and ability to obtain refunds from state/local taxing authorities. Transactions that occur at merchant locations not participating in this program will be billed to Participating Entities with the tax included regardless of their exempt status. In ll contain a detailed listing of their transactions and the taxes charged to them. This information may assist a Participating Entity in filing their own claims for refunds if they so desire. Participating Entities agree that they may not file a claim for refund of any state, county, special or local taxes exempted by a participating merchant and not billed to them by the Contractor. d. The tax certificates and other pertinent documentation on which exemption is based must be received by the Contractor from the Participating Entity in MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 50 OF 138 order for the Contractor to provide the Participating Entity with net billing of any Applicable Taxes. These documents are required to be completed prior to any net billing of Applicable Taxes in order for the Contractor or a participating merchant to recover such exempted taxes from the applicable taxing jurisdiction. The Contractor shall have no responsibility to verify the correctness of the certificate supplied by a Participating Entity and shall be entitled to rely thereon in preparing the reports and tax exemptions until such time as the Contractor is notified by a Participating Entity in writing of a change in any such data. The Contractor reserve the right to terminate a Participating participation in the program, provided, however, that such termination shall not terminate the underlying Mater Agreement between the Participating Entity and the Contractor. e. The Contractor shall calculate tax exemptions based on Internal Revenue Service or other applicable taxing authority guidelines for transactions made by the Participating Entity. For state, county and local taxes, only those transactions agreed upon by the participating merchant shall be treated as tax exempt1. If the Contractor is obligated to reimburse a participating merchant for any actual loss incurred or rebill a Participating Entity for any taxes previously exempted (including refunds denied and assessments of previously made refunds and penalties) attributable to the provision of a tax exemption to them, they hereby agree to reimburse the Contractor for said losses incurred. f. For non-fuel transactions, merchants may provide transaction data to the Contractor net of tax at their sole discretion. Participating Entities would need to supply the merchant with proper documentation of their tax-exempt status at the point of sale. The merchant will send the transaction to the Contractor and the Contractor will bill the Participating Entity net of tax for those transactions. The Participating Entity will not receive reporting of taxes levied or exempted for non-fuel purchases. g. The Contractor shall comply with reasonable requests for information retrieval made by the Participating Entity. h. The Contractor cannot apply exemptions to transactions that occurred prior to the receipt and acceptance of completed certificates. i. The Contractor shall use reasonable efforts to correctly calculate the amount of tax included in each account arising from a tax exempt sale. The Contractor shall recalculate taxes only in cases where the Contractor miscalculated the original taxable transaction. j. The Contractor disclaims all warranties in connection with tax-exempt reporting and invoicing and shall not be responsible for the accuracy or completeness of such reports. In no event shall the Contractor be responsible for loss, liability or damages, including consequential or special damages, costs and expenses, including taxes, penalties, which the Participating Entity may suffer or incur in connection with or arising out of the tax-exempt reporting/invoicing service offered hereunder. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 51 OF 138 WEXFLEET CLEARVIEW ENROLLMENT PACKET 1. Complete parts A and B. 2. Be sure to sign and date the form at the bottom. 3. Email to WEX Relationship Manager, (Fill in name and email address) A. ACCOUNT INFORMATION Company Name: Account Number: Authorized Fleet Contact Name: Fleet Contact Phone Number: Fleet Contact Fax Number: Authorized Fleet Contact Email: B. SERVICE OPTIONS 1. Please choose the ClearView product Purchasing Entity plans to enroll in at this time: ClearView Essentials Volume & Spend, Exceptions, Reports, Community, and Admin modules, Driver and Vehicle Detail, product code and odometer cleansing algorithms, and VIN decoding. ClearView Advanced Includes Essentials services plus additional functionality such as Fuel Price Explorer, Cost Outliers, Driver Fuel Purchasing Analysis, Driver Messaging, and Campaign Management and Tracking. 2. ClearView Essentials and ClearView Advanced customers can elect to enroll in ClearVieaw Snap for free by checking the box below: ClearView Snap Key purchasing information and analysis displayed in visual dashboards delivered automatically by C. FEES WEX shall charg product election above: (i) ClearView Essentials and ClearView Snap: $0.00 per month (ii) ClearView Advanced: $0.25 per active card per month. (Active card is defined as a card that is in active status vs. suspended or terminated status). WEX reserves the right to change fees with prior written notice. The ClearView prog card program contract term. By signing this form, the purchasing Entity agrees to the ClearView (and, if applicable, ClearView Snap) Terms of Use, which supplement the terms of credit agreement, included herein. The Purchasing Entity further represent that they are authorized to sign on behalf of their company. X Authorized Fleet Contact Signature Date: Print Name: Title: Please read the terms on the following pages carefully before using this product. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 52 OF 138 WEXFLEET CLEARVIEW TERMS OF USE 1. General: WEX Inc. ("we," "us" and "our") will provide the ClearVie Entity of use (the "Terms"). These Terms supplement the general terms of use for our online products as well as your credit agreement with WEX Bank or an approved WEX Issuer and may be used by you only for the purposes set forth in these Terms. You agree to abide by the Terms which shall be applicable to you upon your completion of this Enrollment Form. If you have any questions, please call our Customer Service department at 1-800-492-0669. 2. Purpose of WEX Fleet ClearView: The goal of CV is to allow you to perform data analysis for your except to perform analysis on your Account data. 3. Link and License: You may access CV using the user login information we provide. We grant you a non-exclusive, non-transferable, limited right to log in and access CV. You agree not to purposefully interrupt or attempt to interrupt the operation of CV, its services or system resources in any way and you may not modify CV in any way nor upload, post or otherwise transmit any viruses or other harmful, disruptive, inappropriate, illegal or destructive files. 4. Access and Security: You will access CV using the Internet and your Internet service provider through portals provided by WEX and subject to the terms previously agreed to under your credit agreement with WEX Bank and any online terms previously agreed to for access to our products and features via our online portals. 5. Important Disclosures: The availability and effectiveness of portions of CV is dependent upon product codes that the merchant transmits to us. The product codes are assigned by each merchant, and as such, we are not responsible for inappropriate product code assignment, or any claims arising or damages resulting therefrom. ClearView includes machine learning algorithms that cleanse erroneous data we receive from third parties. WEX assumes no responsibility for any damages that may be suffered by you due to the use to any subsequent tax filings that you may make using reporting features on CV. WEX does not recommend that you use CV to submit for any fuel tax exemption reimbursements as revenue agencies may not accept this as evidence of your purchase and may still require actual sales receipts. Machine learning algorithms delivered in CV are not integrated with any other WEX systems or reporting. On occasion, we will make new products, modules, and functionality available to customers during a free trial, pilot, or beta test. We make no warranty that this new functionality will be error free or that defects, if any will be corrected, and we assume no responsibility for any damages that may be suffered by you due to the use of this functionality. Further, we reserve the right to alter and/or discontinue any new products, modules, and functionality that are offered as part of a free trial, pilot, or beta test. CV works best with more current versions of internet browsers, such as Chrome and Firefox. Use of older browsers, more specifically Internet Explorer (IE), is not recommended and should not be used to access and use CV. We assume no responsibility for sub-optimal CV use that may result by using a non-recommended browser. We will make an attempt to port in data from other programs and systems, such as customer- generated or third party data. We make no warranty that we will be able to successfully import non- WEX originated data into CV or that if successful this data will be error-free or that defects, if any, will MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 53 OF 138 be corrected, and we assume no responsibility for any damages that may be suffered by you due to the use of this data. Data, such as transactional data from a card swipe, could take up to 24-48 hours to load into CV. 6. Modifications: We reserve the right to modify, change or discontinue any aspect of CV and the products and services accessed via CV at any time upon 15 days prior written notice. We may also impose limits on certain features and services or restrict your access to parts or all of CV without liability. 7. Versions: New Versions: We may publish revised and/or new versions of both modules and Effect of New Versions: When a New Version is published and/or revised, we may modify the Terms applicable to the New Version. You may commence using the New Version once published and/or revised at your election. You will be required to agree to any additional terms of use for a New Version prior to using any New Versions. Retirement of Versions: We may make CV product obsolescence and retirement decisions that maximize customer and marketplace benefits. We will notify you of such planned obsolescence and retirement decisions. 8. Representations and Warranties: CV is provided "AS IS" without any representation or warranty, express or implied, of any kind, including, but not limited to, warranties of merchantability, or fitness for a particular purpose. Notwithstanding the foregoing, we represent and warrant that to the best of our knowledge and belief: (i) the content developed by us available through CV: (a) does not and will not infringe any copyright, trademarks or trade secrets of any third party; and (b) does not and will not constitute a defamation or invasion of the rights of privacy or publicity of any kind of any third party, and (ii) CV does not violate the laws, statutes or regulations of any jurisdiction. 9. Assignment: You may not sell, assign, transfer or otherwise convey any of your rights or delegate any of your duties under these Terms without our prior written consent. 10. Independent Parties: Nothing in these Terms shall be deemed to constitute, create, give effect to, or otherwise recognize a partnership, joint venture or formal business entity of any kind or create a fiduciary or similar relationship between the parties not in existence prior to the effective date of these Terms; and the rights and obligations of the parties shall be limited to those expressly set forth herein. 11. Questions: For questions concerning these Terms, please call the following number: 1-800-492-0669, or send inquiries to: WEX Inc., 97 Darling Avenue, South Portland, ME 04106. Be sure to include your account number with all inquiries. For questions concerning CV, please email WEX at support@wexclearview.com. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 54 OF 138 ADDITIONAL CLEARVIEWTM PRIVACY ISSUES 1. Consumer Privacy Rules The objective of this Privacy Policy is to provide you with a clear, concise and accurate statement of how WEX handles customer information. Please note that our products and services are intended to be used only for commercial and business purposes. As our products and services are not intended to be used for personal, family or household purposes, consumer privacy protection laws and regulations do not apply to our information handling practices for these programs. This Privacy Policy is not a statement of intent to be bound by or comply with such laws and regulations. 2. Security WEX recognizes the importance of secure online interaction, and we utilize a number of methods to safeguard your transmissions. Our Website is hosted on secure servers with firewall protection. WEX uses Secure Socket Layer (SSL) encryption technology on our Website and information that is gathered is stored within secure databases protected by multiple firewalls. As effective as current encryption technology is, however, no security system is impenetrable. We cannot guarantee the security of our databases, nor can we guarantee that the information provided via our Website will not be intercepted while being transmitted to WEX over the Internet. 3. Children WEX provides only business services and does not intend to collect or knowingly collect any information from or about children. It is possible that a child may impersonate a company representative and attempt to access or use this Website and, in so doing, provide the child's name, address, phone number, fax number, email address and other identifying information. When such information is received and WEX is aware that the individual providing the information is a child, the information is used only to reject the child's application and is immediately deleted by WEX. Such information is never shared with third parties. WEX cannot always determine if a visitor to its Website or the sender of an email is a child. 4. Cookies Our Website makes use of a standard feature of browser software called a "cookie" to assign each visitor a unique, random number. A cookie is a file that identifies a computer as a unique user. Cookies may be used to facilitate your use of our Website, to maintain site security and to improve our Website. Most browsers are initially set up to accept cookies. You may be able to reset your browser to refuse all cookies or to indicate when a cookie is being sent. If cookies are disabled, however, our Website (and other Websites) may be harder to use. A cookie cannot read data stored on the hard drive of a computer. 5. Links to Other Websites Our Website contains links to other sites whose information practices may be different than ours. If you click on a banner or other hyperlink, you may be transferred off of this Website. Our inclusion of hyperlinks to these websites does not imply any endorsement of the material on such web sites or associations with the operators of the websites. Our Privacy Policy does not extend to these sites or the internet. You should consult the other sites' privacy notices as WEX has no control over information that is submitted to, or collected by, these third parties and how that information is used. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 55 OF 138 6. Security of your Data in Cloud-Based Storage ClearView uses cloud-based databases and employs a sophisticated firewall that protects from hackers and intruders attempting to gain access to your fleet data. As a protective measure, ClearView does NOT store full card numbers. 7. Security of Your Data across the Internet A third layer of security is data encryption, or SSL, between the web server and your browser. Encryption helps prevent technically sophisticated individuals who have the desire, tools, and opportunity from intercepting your data as it travels over the Internet. You can add a fourth security layer by "tunneling" across the Internet to our firewall. Tunneling requires installation of additional software and a fixed IP address, which may be acquired from your local systems Technical questions and concerns relating to security should be directed to the WEX Inc. Webmaster at webadmin@wexinc.com. For questions relating to usage, please email support@wexclearview.com. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 56 OF 138 WEXPRIVATE SITE ENROLLMENT PACKET Secure, live authorizations and integrated reporting for onsite bulk fueling transactions. Choose Between Two Program Options: 1. Private Site Program: Allows Purchasing Entity to use the WEX Fleet Card to activate pumps at Purchasing onsite bulk fuel tanks allowing for increased security and asset-level fuel usage reporting on bulk fuel. WEX captures Driver ID and odometer information, authorizes the card swipe, and provides integrated reporting of the Private Site transactions with Purchasing transactions while excluding onsite fuel transactions from Purchasing invoice. 2. Private Site Rebilling Program: Combines the same features and functionality of the private site program with the ability to allow other WEX Universal fleets to fuel at onsite bulk tank.* Purchasing Entity will receive a private site report that details all of Purchasing Entity transactions both non-financial and rebilled. WEX will handle the reconciliation and settlement on Purchasing Entity behalf. WEX will bill the visiting fleet. Funds from the visiting fleet transactions will be automatically deposited in Purchasing account via ACH 30 days after the transaction posts in the WEX system. How It Works: Fleet must have or install certified card readers (see certified equipment vendor list) Drivers, who fuel at the site, are prompted for Driver ID and Odometer reading Card reader provides fuel type, gallons, PPG, and total sale WEX integrates the information into Depending on set-up, certain fees may apply The Benefits: Consolidates tracking of Purchasing and retail fuel transactions into one comprehensive report. Minimizes time, effort, and cost of administering fuel usage. Purchase controls a WEX card monitor private site transactions for card abuse and misuse. Easy Processing: Driver swipes their WEX fuel card at the onsite card reader. Card reader prompts driver for Driver ID and odometer reading on vehicle. Card reader dials out via network to WEX for authorization. WEX authorizes sale and pump activates. Driver fuels vehicle. Card reader sends final sale to WEX via network. WEX processes this information and posts the information in fleet reporting. *Rebilling functionality is only available for certain types of programs. Please contact the WEX Sales Representative for more information. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 57 OF 138 Set-up and Maintenance 1. Customer contacts certified equipment providers found in the Private Site Agreement Packet Customer obtains quotes, makes a purchase, and has the equipment installed If the customer already owns equipment; they contact the vendor to confirm they have what is needed to process WEX 2. Customer completes the WEX Private Site Agreement Packet* 3. Customer emails the packet to MerchantApplications@wexinc.com 4. WEX begins the setup in WEX Systems** 5. WEX reaches out to the network to obtain a terminal ID number 6. WEX uses the terminal ID number to complete the setup 7. WEX emails a checklist containing the terminal ID and WEX Site ID to the customer 8. Customer reaches out to equipment provider or tech, and provides them with the checklist 9. Using the checklist, the tech contacts the network number provided to complete the setup *Agreement is sent to WEX after the equipment has been installed **Steps 3 7 are completed in 3-5 business days. WEX is unable to completed same-day setups. PRIVATE SITE OWNER WEX NETWORK SETUP 1. Purchase or validate existing POS equipment and software with Purchasing . All equipment must be certified by WEX. See the attached list of vendors to ensure a certified equipment purchase. 2. Provide a completed and signed Private Site Agreement (see attached) to WEX. *If participating in Rebilling, complete the Rebilling portion of the agreement as well. 3. WEX Merchant Operations updates the fleet accounts, including transaction pricing, setup costs and site(s), and works with the Network to obtain the Purchasing Site Merchant / Terminal ID. *If participating in Rebilling, Merchant Operations will set up the banking information needed for settlement. 4. Confirms set up of all locations and sends the Purchasing Entity the Welcome Packet that includes Network assigned and WEX 5. Contact Equipment Provider to initiate a software download to complete the setup process. 6. Run connectivity test with equipment vendor and network to assure transactions are authorizing and posting correctly. ONGOING MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 58 OF 138 Maintain the POS equipment. Provide reporting of private site transactions in purchase reports Provide processing support for the private site owner/operator Notify WEX Merchant Operations of equipment changes, new additions, or software updates. Ensure security at the site. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 59 OF 138 CERTIFIED EQUIPMENT VENDOR LIST Below is a list of the current contacts at each of the respective equipment providers WEX works with for private site set-ups: have equipment and they are interested in learning more, please contact one of the equipment providers above. For general questions about private site setups, contact WEX Merchant Operations at 888-660-8941 or merchantprocessing@wexinc.com FUELMASTER Edye Michelle Coxwell Distributor Relations Coordinator (800) 888-9136, ext. 1444 edye.coxwell@myfuelmaster.com www.myfuelmaster.com GASBOY Pete Moyer Director of Sales (757) 215-5893 pete.moyer@gilbarco.com www.gasboy.com MULTIFORCE Keith Griesinger VP of Sales (908) 419-0961 keithg@fuelforce.com www.fuelforce.com OPW/PETRO VEND Bobby Hayes Control Product Manager (770) 605-9611 robert.hayes@doverfs.com www.opwglobal.com COMDATA/SMARTSITE Josh Connelly Inside Sales Manager (615) 370-7207 jconnelly@comdata.com www.comdata.com MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 60 OF 138 WEXPRIVATE SITE ENROLLMENT PACKET Private Site: Complete sections A, B, C & if relevant, G Private Site Rebilling: Complete sections A-E & if relevant, G Sign and date the agreement Email to: merchantapplications@wexinc.com; or Fax to: 1-207-253-1379; or Mail to: Merchant Operations PO Box 639, Portland, ME 04101 *Allow 3-5 Business Days for setup. WEX is unable to complete same-day setups. Select all that apply: New Set-up First time Setup Additional Site Set-up Additional Account Set-up Adding accounts to already existing sites A. ACCOUNT INFORMATION (If more than one account, attach additional account information. All account numbers are needed in order to ensure correct set-up) Fleet name (legal name of business or DBA): Fleet Contact (first name, last name): Title: Fleet Contact Phone Number: Fax Number: Email Address: B. EQUIPMENT INFORMATION Equipment Vendor (check one): ComData Fuel Master GasBoy MultiForce OPW/Petro Vend Equipment Name, Model and Software (be specific): C. SITE INFORMATION Number of Sites: Provide a list of sites with the following information: (If more than one location, attach additional site information) Company Name: Physical Address: City: State: Zip: Site Time Zone (check one): Eastern Central Mountain Pacific Contact Name: Phone Number: Email Address: MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 61 OF 138 Bank Name and Address ABA Routing Number Account Name Account Number IMPORTANT: FOR REBILLING ONLY, PLEASE ATTACH A VOIDED CHECK IMPORTANT: FOR REBILLING ONLY, PLEASE ATTACH A COMPLETED W-9 AND IF A PURCHAING ENTITY HAS INCOME GENERATED FROM CALIFORNIA SOURCES, THEY ARE REQUIRED TO COMPLETE AND RETURN FORM 590 WEX must receive a completed W-9 and Form 590 in order to process application. AUTHORIZED SIGNATURE PRIVATE SITE OWNER/OPERATOR: The undersigned represents and warrants to WEX that all of the terms and conditions of this WEX Private Site Program Application consisting of this entire document in addition to any other document or addendum including the EX Private Site Program Application have been reviewed in their entirety, are true and correct, and set forth the agreement between WEX and the private site owner/operator. Additionally, the undersigned represents and warrants that he or she has authority to sign and to bind Merchant to the terms of this Application. Also, the undersigned represents that the undersigned has the authority to provide information and execute this Application on behalf of the private site owner/operator. The Agreement shall only ssignment to private site owner/operator of a private site owner/operator processing identification number. The private site owner/operator further affirms that they are establishing a credit card processing relationship with the processor indicated on the attached WEX private site application. Once WEX begins processing credit cards through this processor, our company does not intend to process any transactions through a processing agreement with a branded petroleum marketer. Signature Printed Name Title Date D. VISITING FLEET INFORMATION (Rebilling Only) If the Purchasing Entity will be allowing fleets other than their own to fuel at their Private Site location(s), please provide the following information for each visiting fleet. Account Name: Account Number: Account Name: Account Number: Account Name: Account Number: E. WEX BANKING AUTHORIZATION FORM (Rebilling Only) BANK ACCOUNT INFORMATION Private site owner/operator hereby authorizes and requests WEX to make payments of amounts owing to private site owner/operator by WEX by initiating credit entries to private site owner/operator s demand deposit account at the Bank indicated below ( bank and authorizes and requests bank to accept any credit entries initiated by WEX to such account without responsibility for the correctness thereof. In the event of an overpayment or payment in error, private site owner/operator hereby authorizes WEX to initiate a debit entry to the account for each overpayment or payment in error. It is understood that for purposes of this Agreement, bank shall mean and include the bank identified below by private site owner/operator and any successor bank identified to WEX (i) in a Notice of Change provided to WEX by any Automated Clearing House Association processing credit or debit transactions under this Agreement, or (ii) by private site owner/operator, whether orally or by other non-written means. Any such notification to WEX shall be effective only with respect to entries credited account by the Bank after receipt of such notification and a reasonable time to act upon such notice. Private site owner/operator agrees and acknowledges that WEX will not be liable to private site owner/operator for any damages resulting from the performance or the failure to perform of any Automated Clearing House Association. Funds from the visiting e transaction posts in the WEX system. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 62 OF 138 FOR WEX INC. INTERNAL USE ONLY Processed By Date Processed Settlement Entity Site ID# By signing and submitting this Private Site Agreement, the Purchasing Entity agrees to adhere to the WEX Private Site Card Sale Procedures incorporated herein as Exhibit A. G. FEES WEX shall charge the following fees: (i) a set-up fee waived per site; and (ii) a transaction fee of $0.15 for each card sale that is made using the private site owner/operator WEX charge card account. (iii) ed to such visiting fleets for (iv) the purchases that they make using the sites set forth herein. (v) WEX may increase the transaction fees, in its sole discretion. Check box if the Purchasing Entity has a separate negotiated rate under a Master Contract. Include the contract with their Private Site Agreement submission. The contract is needed in order for set up to be completed. H. MISCELLANEOUS The parties agree that a signed facsimile transmission shall be considered valid for purposes of this enrollment form and satisfies the requirements of a signature or writing under applicable law. The undersigned represents and warrants to WEX that all the terms and conditions have been reviewed in their entirety, all information provided in this request form is true and correct, and he or she has been duly authorized to sign and to bind the private site owner/operator to the terms of this agreement. Authorized Signature: Title: Date: MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 63 OF 138 WEX PRIVATE SITE CARD SALE PROCEDURES 1. Method of Transmission Of Card Sales To WEX A. MERCHANT shall have the necessary equipment to permit the electronic acceptance of the Card at its Distribution Sites including but not limited to their point of sale equipment and networking services. B. MERCHANT shall collect and transmit the Card Sale data in accordance with the WEX Technical Specification. Merchant shall obtain from WEX the necessary acceptance certification for its network and equipment that will be used for processing sales transaction. 2. Minimum Card Sale Processing Requirements A. Card Sale data sent to WEX shall include: account number, vehicle number, driver identification number, sales date, sales time, site identification number, authorization number, product code(s), quantity, total sales amount (in dollars), odometer, ticket number and any other information as WEX and MERCHANT may mutually agree upon. MERCHANT is responsible for the inclusion of any applicable taxes on the fuel when allowing a non-tax exempt fleet to utilize the fuel at its locations. WEX will not add any taxes to the total PPG of any private site transactions transmitted by MERCHANT. B. All Card Sales require an authorization or approval from WEX. MERCHANT shall request such authorization from WEX for the total Card Sale amount prior to sending the Card Sale to WEX for processing. C. WEX does not provide pre- MERCHANT calls prior to completion of the services being provided to the cardholder, MERCHANT still needs to obtain an authorization number upon completion of the services or Card Sale to obtain payment from WEX. D. An authorization or other approval code is not a guarantee that MERCHANT will receive payment. WEX does not provide payment to merchants based upon receipt of information during the authorization process. MERCHANT is still required to submit the completed Card Sale, including the authorization or other approval code, to WEX. Obtaining an authorization without submitting the completed Card Sale to WEX may result in non-payment by WEX for such Card Sale. E. MERCHANT shall not accept payment through use of an expired Card or when advised upon authorization inquiry, that the Card is not to be honored. F. MERCHANT shall never make a Card Sale when MERCHANT believes or has reason to believe that the Card may be counterfeit or stolen or the Card Sale is in any way fraudulent or otherwise suspicious. G. Merchant shall maintain a record of all information required in Section 1.3.A above. H. -at-the- require the cardholder to sign the transaction receipt unless the total for the Card Sale is less than $25. I. treated as having been received on the next business day. J. MERCHANT shall not divide the price of goods and services purchased in a single transaction among two (2) or more transaction receipts for billing to WEX. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 64 OF 138 K. Merchant must not submit Card Sales until Products are delivered. L. A Card must be present at the time of purchase. In the event that MERCHANT processes a Card Sale when the Card is not presented, MERCHANT bears the risk of the sale being charged back. M. MERCHANT shall maintain a record of the Card Sale, including all sales data required for a period of one (1) year. Upon the reasonable request of WEX, such records shall be provided to WEX within thirty (30) calendar days result in a charge back of the Card Sale to MERCHANT. 3. Data Input and Transmission A. Merchant is responsible for the data entry of Card Sale information by its personnel, or representatives. All data shall meet the WEX Technical Specification and shall be in good and usable condition. B. If information pertaining to any Card Sale is garbled in transmission such that part or all of the record is likely to vary from what MERCHANT transmitted, WEX may advise MERCHANT of the suspected inaccuracy and request retransmission of the record or other appropriate confirmation. WEX may, with notice to MERCHANT, withhold payment for such Card Sales until the record is retransmitted or MERCHANT provides other appropriate confirmation. C. If MERCHANT has not provided WEX with required information or that WEX needs to interpret, verify, or validate a Card Sale, WEX may, withhold payment for such Card Sale until MERCHANT sends WEX the necessary information. WEX may make appropriate adjustments in its settlements with MERCHANT to reflect the receipt or correction of any such Card Sale information. WEX shall provide notice to MERCHANT of any Card Sales that it is not able to process due to errors or missing information through its daily settlement reports. D. MERCHANT shall submit all Card Sales to WEX for processing within thirty (30) days of the transaction date. WEX may accept transactions up to one hundred and twenty (120) days from the date of the transaction for processing and billing to the fleet, however, reserves the right to chargeback any such transaction that is disputed by a fleet customer. E. MERCHANT authorizes WEX to refer to a default price per gallon table, which may be used when pricing which is updated from time to time by WEX based upon market conditions. The table is based upon average price per gallon data collected from all merchants who accept WEX Cards. F. MERCHANT authorizes WEX to refer to the authorization log to obtain information to complete the processing of transactions in the event that errors are detected by WEX during processing. It real-from the MERCHANT at the time the use of the charge card was authorized. If sufficient information is not available in the authorization log to correct any errors in the transaction file received by WEX from MERCHANT, then these transactions will be returned back to MERCHANT for correction. G. Use of the defaults in Section 1.3.E and 1.3.F above does not affect the total transaction value submitted for settlement and is only used to facilitate reporting to fleet customers. It does not relieve MERCHANT of its requirements to provide accurate and complete data as set forth in 1.2.A for Card Sales. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 65 OF 138 WEX PRIVATE SITE CARD SALE FREQUENTLY ASKED QUESTIONS How does it work? -certified equipment reader and enter a Driver In a matter of seconds, a driver using an authorized card can begin fueling. All of the Purchasing Ent information appears on their WEX purchase report. What equipment will a Purchasing Entity need? A purchasing Entity will need to purchase a card reader (or upgrade existing equipment) to match WEX and network requirements (see certified equipment vendor list). What is the cost? There is a one-time set up fee that is waived and a $0.15 per transaction fee. Costs to purchase new card readers (or upgrade current equipment) vary by vendor so the Purchasing Entity will need to negotiate their purchase. Are there other costs that might be associated with set up? nformation. How does a Purchasing Entity sign up? Just complete the enclosed Private Site Agreement and submit it to WEX. What equipment provider would WEX recommend? WEX provides the Purchasing Entity with a certified equipment vendor list to choose from. The Private Site Owner/operator is responsible for the purchase and upkeep of the equipment. Who do I contact with issues regarding incorrect product coding or reporting from the will be able to ensure proper downloads and configurations are reporting correctly. What is a network? electronic processing. What information should a Purchasing Entity provide the network helpdesk if they need to call? Be sure to have the Merchant/Terminal ID for the location the Purchasing Entity is calling for. This along with the Network Contact numbers can be found on the Welcome Packet received from WEX. If a Purchasing Entity participates in Rebilling, how do they receive the funds for the fuel used by visiting fleets? for visiting fleet transactions will be automatically deposited in their account under the payment term of their contract. If I allow visiting fleets to fuel at my location, how will I be able to keep track of those transactions? Each month, WEX will send you a private site merchant report. The report will provide detail on all visiting fleet transactions. In addition, your transaction detail report will include both local and visiting fleet transactions. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 66 OF 138 WEXPAY ENROLLMENT PACKET FAX to: ______________________________ FAX #: ___________________________ 1. Complete parts A and B. 2. Be sure to sign the form and keep a copy for the Purchasing records. 3. Fax completed form to: 1-800-516-7536. A. ACCOUNT INFORMATION Account Name: Account Number: 04 Authorized Fleet Contact: Phone No.: Fleet Contact email: Fax No.: B. SETUP INFORMATION Complete the below items: Number of Alternative Authorization Instruction cards needed. (WEX recommend at least one per driver using WEXPay) $ How much spend does the Purchasing Entity anticipate? (Credit line may need to be reviewed) C. TERMS AND CONDITIONS These terms and conditions supplement the WEX ® Business Charge Account Agreement (the between the Purchasing Entity and WEX Bank The following additional terms and conditions shall be applicable to their account upon their completion and acceptance of this WEXPayTM Request form. The continued use of their account and the product referenced herein constitutes acceptance of these terms and conditions. All capitalized terms shall have the same meaning as in the Agreement, as amended from time to time. Issuer will provide single use virtual MasterCard® Cards for purchases made by the Purchasing Entity only at U.S. merchant locations that do not accept the WEX® Universal Fleet Card. A virtual card is one where there is no plastic issued, only card numbers. Single use virtual cards may be used for purchases one time only. MasterCard Internationa MasterCard purchases will appear on their WEX® Universal Fleet invoices. The Purchasing Entity agrees to pay and/or perform, as the case may be, when due all indebtedness, obligations and liabilities of each MasterCard account established pursuant to this request of every kind, nature and character whatsoever, including, without limitation, (i) all amounts payable under each account, (ii) all obligations, covenants, and agreements contained herein. Purchases are due and payable in full by the Purchasing Entity upon billing in accordance with the terms of credit Agreement with Issuer. In the event the Purchasing Entity currently participates in any rebate or discount program offered by Issuer for the WEX® Universal Fleet card purchases, their purchases made using WEXPayTM will apply to such rebate or discount provided they meet any conditions of such rebate or discount program. Issuer reserve the right to modify or terminate WEXPayTM at any time upon 15 days notice to the Purchasing Entity. Issuer will provide WEXPayTM Alternative Authorization Instruction card for distribution to their drivers. When their drivers present the Alternative Authorization Instruction card to a merchant, the merchant may, at discretion and their own risk, either complete the work or contact Issuer to validate account. Issuer will not pre-authorize the transaction if the work has not been completed but WEX will provide the merchant with a reference number so that they may contact WEX upon completion of the work for payment authorization. In order to validate the Purchasing account WEX must preview their account information and this may affect their control limits, if the Purchasing Entity has set them on their account, including the number of transactions available per day and the total daily dollar limits. The Purchasing Entity should check their current controls (if any) to be certain that they have sufficient limits for these transactions. If they make any changes or set any control limits, the Purchasing Entity agrees that WEX is authorized to rely on such changes and WEX will not be responsible for any losses resulting from such changes. The Purchasing Entity will also agree that WEX will not be liable to the Purchasing Entity for any loss, liability or damages they suffer which arise from, are related to, or are in any way connected with any fraud control or purchase restrictions such as Authorization Controls which WEX implements from time to time. WEX is not liable on or to participate in the WEXPayTM process, regardless of the reason. The person signing this Out-of-Network Authorization Process Request represents and warrants that he/she is authorized to execute this Request. X Authorized Fleet Contact Signature: Date: Print Name: Title: MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 67 OF 138 EXHIBIT F DEFINITIONS This exhibit provides definitions of terms used throughout this Master Agreement and exhibits. Account: For purposes of this Master Agreement, cards do not represent an individual account. Accounts are established within the WEX hierarchy where the cards are issued from. The Account contains the overall credit line and authorization controls that are applied to one or many cards. Account Coordinator: Employee of the Contractor assigned to a Participating State or Purchasing Entity to provide day-to-day assistance with regard to program card maintenance. Annual Volume: Total volume spend by all Purchasing Entities within a Participating State for all card liability products in a calendar year. Applicable Taxes: Federal, state, county and/or local taxes levied on the purchase of gasoline or diesel fuel that may be eligible for tax emption by the Contractor. ASC X12: Official designation of the U.S. national standards body for the development and maintenance of Electronic Data Interchange (EDI) standards. Also known as ANSI ASC X12. Associations: Group of card-issuing banks or organizations that set common transaction terms for merchants, issuers, and acquirers. Some major associations are Visa, MasterCard American Express and Discover. Also referred to as Network. Authorization Controls: Controls that are established in the WEX system and assigned to every card to determine the purchasing rules for cards assigned to the given control profile. Like an Emergency Card, emergency authorization controls can also be established. Authorized User/User: Representative of Purchasing Entity that leverages a Commercial Card, manages Commercial Cards, and/or accesses the online system Automated Clearing House (ACH): Central distribution point for transferring funds electronically for participating depository financial institutions. Transactions are accumulated and sorted by destination for transmission during a predetermined period. It includes small dollar payments in large transaction volume. Bank Overrides: A transaction that has been pushed through by the Contractor. Basis Points: Unit of measure for incentive share/rebate rates. One basis point is equal to 1/100th of 1% or 0.01% or 0.0001. Bidder: Any entity submitting a bid or response to the solicitation Billing Cycle: A specific recurring time period between the time statements of account/invoices are processed. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 68 OF 138 Card Issuer: Financial institution issuing a Commercial Card or account. Also referred to as a card issuer, card provider or bank. For the avoidance of doubt, Contractor shall be the sole Card Issuer under the Master Agreement and Participating Addenda. Card User Agreement: Agreement between the Purchasing Entity and awarded Contractor verifying credit availability, account information, and agreeing to the terms and conditions of the Master Agreement and Participating Addendum. Cardholder: An employee, contractor, or representative of a Purchasing Entity to whom a Commercial Card is issued for making designated business purchases/payments on behalf of his or her organization. Card-less Accounts/Ghost Cards: Accounts that have no plastic card issued, only an account number to which the acquisition of goods and services are charged. Centrally Billed Account: Card accounts are billed to the Purchasing Entity or program within a Purchasing Entity. CBA accounts are paid directly by the Purchasing Entity. Client-held Days: Number of days from the billing cycle date to the date payment is received. Commercial Card: Generic term for any card product used by organizations for making payments for various goods, services and business expenses. Contractor: The entity/entities awarded a Master Agreement and/or Participating Addendum(s) as a result of the evaluation of the bids received in response to a solicitation. Corporate Liability: Purchasing Entity is liable for all card transactions and fees. Credit Application: WEX form to establish a credit line with WEX Bank and adhere the contractual terms & conditions of this Master Agreement to the Purchasing Entity. Declined Transaction: Transaction where authorization has been refused by the Card I authorization system. Duplicate Transaction: a transaction that has been processed twice for the same purchase. Department: Functional business unit of an organization such as purchasing, accounting, human resources, etc. Department Card: Card issued to a department rather than a specific cardholder. Declining Balance/Managed Spend Card: Specialized Purchase Card with a pre-set spend limit and expiration date that is typically non-replenishing. Also referred to as a Controlled Value Card. Electronic Payables: A form of electronic payment, utilizing the card infrastructure, managed centrally within an organization, typically by accounts payable. Also known as electronic accounts payable (EAP), automated payables, e-payables, Virtual Payment Cards, push payments, straight through payments 9STP), buyer-initiated payments (BIP), supplier/vendor card, single-use accounts and MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 69 OF 138 electronic invoice presentment and payment (EIPP). Each provider has a proprietary name for its solution; functionality and processes vary for each. Eligible Purchaser: A Purchasing Entity authorized pursuant to the execution of a Participating Addendum. Emergency Card: A type of Commercial Card that is always open, active and ready for use. Usually equipped with high or no credit limits and are used in emergency response situations. Entity Program Administrator(s): A common role responsible for various administrative tasks (i.e., ongoing operations) in a typical Commercial Card program, including card issuance, account maintenance, card cancellation and reporting. File Turn: Number of days from the date a transaction is posted to an account to the date payment is received. Fleet Card: Specialized Commercial Card used to capture fleet-related expenses and vehicle data (e.g., fuel, vehicle maintenance, repair, and service). Foreign Transaction Fee: A charge applied to purchase made in foreign countries (outside the United States). Purchases made online from your home country where the vendor is foreign and processes the transaction in its local currency. Fraud: Unauthorized use of a card, resulting in an acquisition whereby the Purchasing Entity does not benefit. Implementation: Process of putting all card program functions and activities into place. Interchange Rate: A rate, set by the Network (i.e., Visa, MasterCard, Discover, American Express), collected by the card issuer to cover the cost of processing the transaction. Lead State: State responsible for soliciting for and managing the awarded Master Agreement. Level 1 Data: Standard commercial transaction data that includes the total purchase amount, the date of transaction/credit was processed by the Contractor, Contractor processing/transaction reference number for each transaction/credit, and other data elements as defined by the Associations or similar entity. Level 2 Data: In addition to Level 1 data, includes sales tax amount, company information, and other data elements as defined by the Associations or similar entity. Level 3 Data: In addition to the Level 2 data includes cost, quantiles, unit of measure, product codes, product descriptions, and ship to/from zip codes, freight amount, duty amount, order date, discount amount, order number and other data elements as defined by the Associations or similar entity. Master Agreement: Underlying agreement executed by and between the Lead State and the Contractor, as now or hereafter amended. May also be referred to as contract or Master Contract. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 70 OF 138 Master Agreement Administrator: Employee of the Lead State responsible for soliciting for and managing the awarded Master Agreement Master Agreement Authorized Representative: Employee of the Bidder authorized to sign bid submittal documents, provide bid clarification responses, and function as the primary point of contact during the solicitation and evaluation. Merchant Category Codes (MCC): A system of four-digit codes, maintained by networks, used to identify merchant or merchant acquirer. Merchant Negotiated Transaction: Transaction completed with a merchant that has an agreement with the Association to complete theirs at a lower than standard interchange rate. Merchant Negotiated Volume: Total quarterly merchant negotiated volume spend by a Purchasing Entities for all card liability products in a Quarter. Merchant Overrides: A transaction that has been pushed through by a merchant location. National Annual Volume: Total annual volume spend by all Participating States/Purchasing Entitles for all card products in a calendar year. National Annual Volume Incentive: Rebate or Incentive Share earned by a Participating State based on their contribution to the National Annual Volume. Network: Entity that facilities the movement of transactional data between the Card Issuer and acquirer and sets merchant rules for card acceptance. Organizations in this role include Visa, MasterCard, American Express and Discover. Also referred to as Association. Non-Standard Volume: Transactions that are processed using Reduced Interchange Rate as determined through an agreement between the merchant and the Association. Participating Addendum: An agreement signed by the Contractor and a Participating State that incorporates the Master Agreement and any other additional Participating State specific terms and conditions. Participating Addendum Administrator: Employee of the Participating State responsible for the management and administration of the Participating Addendum. Participating Addendum Authorized Representative: Employee of the Participating State authorized to sign the Participating Addendum. Participating State chooses to execute a Participating Addendum under the awarded Master Agreement. May also be referred to as Participating Entity. Participating State Annual Volume: Total annual volume spent by a Participating States for all card products in a calendar year. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 71 OF 138 Product Code (PC): A unique identifier, assigned to product types (e.g. maintenance, tires, etc.) within a Fleet management system. Program Administrator(s): Refers to Participating Entity, Purchasing Entity, or Statewide Program Administrators. Program Administrator Overrides: A transaction that has been pushed through by a Program Administrator. Prompt Payment Incentive: Rebate or Incentive earned by a Purchasing Entity based on their average speed of pay/file turn days. Purchasing Entity: Any eligible organization executing a Card User Agreement as allowed by a Participating Addendum under the Master Agreement. Quarter: Three (3) month period based on the yearly calendar as follows: Quarter 1(Q1) January, February & March Quarter 2 (Q2) April, May & June Quarter 3 (Q3), July, August, September Quarter 4(Q4) October, November & December. Quarterly Non-Standard Volume: Total Non-Standard Volume sales for a Quarter. Quarterly Non-Standard Volume Incentive: Rebate or Incentive Share earned by a Purchasing Entity based on their Non-Standard Volume sales for a Quarter. Quarterly Standard Volume: Standard Volume sales for a Quarter. Quarterly Standard Volume Incentive: Rebate or Incentive Share earned by a Purchasing Entity based on their Quarterly Standard Volume. Quarterly Total Volume: Total quarterly volume spend by all Purchasing Entities for all card liability products in a Quarter. Relationship Manager: Employee of the Contractor assigned to a Participating State or Purchasing Entity to provide day-to-day assistance with regard to program card maintenance. Reduced Interchange Rate: A lower interchange rate for processing Commercial Card transactions. Standard Volume: All transactions, less Non-Standard Volume, fees, cash advances, convenience checks, Fraud, chargebacks and net of Write-Off Adjustments. Statement/Invoice: Document reflecting account details for the billing period including debits, credits, transaction detail and balance due. Statewide Program Administrator: Employee of the Participating State who administers the Stat Purchase Card and or Fleet Card Program(s) Transaction: Exchange between cardholder and merchant, payment for goods and/or services. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 72 OF 138 Virtual Cards/Single Use Card:One time use account numbers. Write-Off: A cancelled account with an unpaid balance determined to be uncollectible by the Contractor. Accounts are considered uncollectible once delinquent for one-hundred-eighty (180) days after billing MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 73 OF 138 EXHIBIT G FLEET CARD SERVICE REQUIREMENTS This exhibit details Fleet Card service requirements and Contractor responses to how these requirements will be met as submitted with their bid. 1. RESERVED Identifies card products available in Exhibit A. 2. ADMINISTRATION OF ACCOUNTS 2.1 System must allow for Program Administrator to setup new accounts online including ordering and registering cards, establishing User ID and password. 2.2 System must allow for Program Administrator to add, edit, or remove single or multiple Product Codes (PC) or Merchant Category Codes (MCC) from multiple card accounts at once. 2.3 System must allow for Program Administrator to initiate one-time overrides per transaction. 2.4 System must allow for Program Administrator to establish roles, access, and authority levels for all user types (i.e. managers, approvers, cardholders) within the Purchasing Entity. 2.5 System must allow for Program Administrator to unlock system access, reset User ID and reset password for any User within the Purchasing Entity. 2.6 System must allow for Program Administrator to see changes made to a card profile and who made those changes. 2.7 System must allow for system to allow Program Administrator to view cancelled, deactivated and suspended cards within the Entity. 2.8 System must allow for Program Administrator to order and issue replacement cards (singular or multiple simultaneously) online. 2.9 System must allow for Program Administrators and Cardholders to access statements online. 2.10 System must allow for Program Administrators and Cardholders to mark accounts for paper or paperless statement delivery. 2.11 System must notify Program Administrators and Cardholders of statement availability. 2.12 System must allow for Program Administrator and Cardholders to check status of cards and view account information including but not limited to: balances limits charges declined transactions spend history default accounting codes demographics 2.13 System must allow for the Program Administrator to choose the billing cycle close date for the Purchasing Entity. The billing cycle date will be established at account implementation and will MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 74 OF 138 2.14 System must have the ability to roll-up billing to managing account level or bill at department level as determined by the Purchasing Entity. 2.15 System must display all transactions in US Dollars. 2.16 System must be able to restrict fuel type at the card and/or vehicle level by not allowing the wrong fuel type to be purchased and by being able to report exceptions for wrong fuel type. 2.17 System must be able to apply hard limits on quantity (gallons) of fuel dispensed. 2.18 System must be able to restrict maintenance purchases. 2.19 System must allow for Program Administrator to reset Driver PIN online and in real time. 2.20 System must have the ability for Program Administrator to set/change PIN for each driver and/or vehicle. 2.21 System must be able to provide federal fuel tax exemption prior to invoicing. 2.22 Reserved, see Exhibit D Establishing an Account. 2.23 System must allow for Program Administrator to edit User ID, role and authority level online. WEXOnline® allows the Program Administrator, or other individuals with appropriate permission levels, to add/edit new online users, manage existing users, and manage online enrollment requests. The module also allows for a prospective user to self-enroll online and have their request route to a Program Administrator to be approved and have the appropriate level of access assigned to them by the Administrator. A prospective user is not granted any level of access until after their request has been approved by a Program Administrator and their level of access is assigned. The administrator retains ultimate control over access and assignment of roles, authority level and privileges allowed online. The module contains prepopulated templates for roles with varying levels of permissions available online to control the access an individual may have for their given job duty. The module also allows for users to create custom roles for levels of access specific to an individual or job duty. This creates appropriate account and system access, based on user responsibilities; ultimate control over who has access to the module, what level of access, and to what accounts; and the ability to track user logins. Additionally, WEXOnline® allows users to reset their passwords on their own should they need to do so. This allows for a greater level of control at the user level and helps minimize the need to reach out for assistance with a reset. 2.24 System must have a minimum of seven (7) program hierarchies. allows for robust account structures and reporting functionality. WEXOnline® supports nine (9) levels of hierarchy, providing a high level of detail and flexibility. The levels of hierarchy are customizable to the set-up of an individual entity participating in the contract to meet their specific needs. For example, the State of Washington could be set up as a level 1 (L1) account with multiple L2 accounts hanging off of the overall contractual relationship. The accounts under the L2 would then have the ability to structure the departmental breakdown unique to that agency or entity. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 75 OF 138 - Identifying accounts: Accounts can be identified in multiple ways in WEXOnline®. WEX offers custom reporting, account search functionality, and visual hierarchy layouts that are collapsible for finding and identifying accounts. Reporting can also offer account details about the account with the hierarchy regarding addresses (shipping, billing, primary and physical) total drivers and/or vehicles, total cards, default authorization profile, and primary shipping method and carrier. - Reporting rebate earnings: WEX does offer rebate reporting that provides a full breakdown of rebate for a given time period. WEX will work with states at implementation to get the appropriate rebate reporting set-up to cover their needs. - Reporting transaction data: All WEX transaction data is available within WEXOnline® to view and is reportable through the system. Additionally, WEX offers custom files and file interfaces to provide transactional data to customers. Below are several templated examples of how transactional data as well as authorization data can be accessed in WEXOnline®. Custom Report/ Authorization Activity This template helps users build a custom report with a direct view of authorization activity, including declines transactions. Custom Report/ Transaction Management This template permits users to generate a transactional-level report, whereby a user may analyze usage at certain merchants, or within certain timeframes, or exceeding specified dollar amounts and more. 2.25 System must allow for a Statewide Program Administrator account with access to view and pull reports for all transactions made by Purchasing Entities within the Participating State under this Master Agreement. WEXOnline® allows for a Statewide Program Administrator with access to view and pull reports for all transactions made by Purchasing Entities within the Participating State under this Master Agreement. This would be accomplished by providing the administrator with an access role rooted at the top of the hierarchy. This can be accomplished through either the templated roles available within the module or creating a custom role should it be required. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 76 OF 138 2.26 System must allow for Program Administrator to simultaneously activate, deactivate, suspend, and terminate cards online. WEXOnline® allows the Program Administrator to update cardholder and vehicle information online, including simultaneously activating, deactivating suspending or terminating cards. This is accomplished by providing the administrator with edit access to vehicle/cards and driver information. The administrator can select multiple cards and then choose to activate, deactivate, suspend or terminate these cards simultaneously. Additionally, through the account support provided by WEX, an agency can also send large amounts of data to the WEX Premium Fleet manager could send a spreadsheet of the information to WEX to activate, deactivate, suspend or agency. 2.27 System must allow for Program Administrator to update all cardholder information online, unless barred by Federal Regulation. WEXOnline® allows the Program Administrator to update all cardholder and vehicle information online. This is accomplished by providing the administrator with edit access to cardholder/driver information. Additionally, through the account support provided by WEX, an agency can also send large amounts of data to the WEX Premium Fleets Services (PFS) Account Manager to handle for them on their behalf. For example, if a State agency had a large amount of seasonal workers This often can help save time, energy and resources in a given agency. WEX Fuel cards are not individual liability cards, so WEX is not aware of any Federal Regulations preventing the editing of cardholder information online. 2.28 Throughout the life of the Master Agreement and associated Participating Addendums, Purchasing Entities may have reason(s) to cancel a card (or a group of cards). Cards or groups of cards can easily be canceled within the WEXOnline® module. Cards can be found under the Fleet Manager tab, administrator can search to find the card or group of cards an authorized user may want to cancel. Once a card has been reported lost, stolen, canceled, suspended or otherwise inactive, it is immediately invalidated in the WEX system. As stated above, this can be accomplished in WEXOnline® or by contacting the fleets Premium Fleet Services authorizations associated with the card are declined at the time a purchase is attempted. Additionally, once WEX receives proper notification, the fleet is relieved from liability for any subsequent charges. 2.29 When a card (or group of cards) is closed, a credit may be due to the card based on an overpayment, transaction credit, or something similar. s receivables department reviews all credits on termed accounts and cards 90 days after termination. If the credit qualifies for a refund, WEX will process that transaction and send a check for closed accounts or post a credit to an account, if it is a cancelled card within an active account. The timeline for a credit to post to an account can vary. This is due to the nature of the credit. For example, in some cases a WEX representative may be able to confirm immediately that a credit is owed. In other cases WEX may need to do additional research or contact a merchant to MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 77 OF 138 verify additional information. WEX always works to resolve any owed credits as quickly as possible. Once the credit is confirmed to be owed to the customer, it is posted to the account and it will be reflected as a credit on the next invoice in the billing cycle. Should the customer require payment for the credit, WEX will process the credit for payment which typically takes 3-5 business days. 2.30 Foreign Transaction Fee For US-based WEX card programs, the WEX system recognizes an assigned originating site ID and/or country code, provided to WEX by the merchant, for the corresponding country of origin of a transaction. For example, if an agency transacted in Canada, WEX would receive the transactional data that would include a site ID, country code or similar identifying code, provided to WEX by the The check in the WEX system is also tied to the currency. For US-based WEX card programs, the currency is based in US Dollars. If a transaction comes through in Canadian Dollars, the WEX system would flag that transaction and assess the associated Foreign Transaction Fee. Foreign Transaction Fees are denoted in WEX reporting to reflect the appropriate amount merchant. 2.31 System must be able to route transactions through approval/workflow path as established by the Program Administrator. WEXOnline® provides the ability to route transactions through an approval workflow path. The user roles required for this functionality and the process flow is outlined below. An eligible approver is a User within a hierarchy who has the Approve Transactions permission has opted in to receive approval emails is an active online user a Fleet Manager/Program Administrator. A Fleet Manager will have all of the Manage Transactions features and functionality including the Approve Transactions permission or, have a Custom Role that includes the Approve Transactions permission only. For those responsible for reviewing transactions: These users will have Manage Transactions without the Approve Transactions permission. They: can filter transactions can view transactions can change transaction status as follows: - - - - - - - will have all other existing manage transaction functionality (including upload receipt, MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 78 OF 138 reallocate, notes, view history) - If there is an eligible approver at and/or above the reviewing user in the hierarchy, the user can see the "Email Approval Request" button and send an email to those Approvers. For those responsible for approving transactions: These users will have a Custom Role with the Approve Transactions permission that allows them to: filter transactions view transactions change transaction status as follows: - - - receive and read approval emails sent from a User at and/or below their level in the hierarchy as long as long as the user has opted in to receive Approval Emails Or, they can be assigned a Fleet Manager/Program Administrator role so they: can do everything available in the Manage Transactions Fleet Manager/Program Administrators also have the ability to change permissioning or access to allow for substitution scenarios when the approver role maybe out on vacation or leave allowing another user who is either new or would have a lesser role normal to step in an approve transactions in the Fleet Manager/Program Administrators absence. 2.32 System must allow for Program Administrator to add, edit, or remove security features (temporarily or permanently) in real time at the card account level including, but not limited to: dollar per transaction limit maximum daily/weekly/monthly spend transactions per day/week/month limit pay at pump only tank capacity limit type of fuel, by individual vehicle authorized State or Province Product Code (PC) blocks The WEX system and the Fleet Manager module of WEXOnline® allows the fleet manager to add, edit, suspend, reactivate, and terminate cards and drivers, to add and manage card controls, and to view and download invoice details, card by card or simultaneously among a grouping of cards. The Program Administrator has all the capabilities requested above, the ability to do so in real- time and simultaneously to multiple cards. Pay-at-pump ONLY functionality is systematically supported by WEX but cannot be done online. This is supported by the WEX Customer Service team on request or during account set-up at the time of implementation. Product code blocks are achieved by our product-type controls in the authorization profile card is assigned. These can be changed, created and applied in real-time and simultaneously to multiple cards. Users can also: Assign card to driver, vehicle or location Transfer cards from one account to another Group cards into authorization profiles to enforce purchasing policies MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 79 OF 138 Create organizational units or departments to better organize cards, vehicles and drivers for reporting and management purposes (initially added during implementation phase) Edit account information WEXOnline® is structured to provide the ultimate flexibility to meet unique account program needs. The Administration module of WEXOnline® allows the fleet manager to create custom roles that can be assigned to online users to limit or broaden access into the system. The fleet manager can create custom roles which provide users with access to different sections like the driver section. This setup allows them to focus on their defined tasks without giving broader permissions that could be abused. Authorization profiles are the purchasing control parameters, or limits, that fleet managers assign to cards. This allows for easy management of the program to ensure purchasing policies are enforced each time a card is used. WEX offers the flexibility for the fleet manager to name the authorization profiles via numeric or alphabetic naming and be set up for that type of employee. The fleet manager can assign as few or as many profiles as necessary Fleet managers can add new profiles, view existing profiles, view cards assigned to each profile, clone, edit or modify the values, change the status of the profile, set account defaults, and reassign cards to other profiles. Authorization control profiles allow the fleet manager to edit a profile and have that change impact all cards associated with that profile. There is no limit to the number of cards that can be assigned to a certain profile and this functionality eliminates the need to manually edit each driver or vehicle record when a policy changes. Benefits include centralized account management; efficient administration of cards, driver, vehicles and authorization controls; and quick link navigation to all management features and functions. 2.33 System must allow for Program Administrator to assign card (with an identifying PIN or VIN number) to a driver, vehicle, department, etc. as determined by the Program Administrator. A WEX card can be assigned to a vehicle/asset, driver, or organizational unit (or cost center) in the fleet, enabling the card to capture and track all purchase activity. This flexibility allows a Fleet Manager/Program Administrator to assign a card (with an identifying PIN (Driver/Vehicle ID) or VIN number) to a driver, vehicle, department or any other entity, asset or individual needing a card as determined by the Program administrator. When the card is swiped at the point-of-sale device, the driver is prompted to enter a Driver ID (DID), or PIN as referenced in the requirement, and the odometer reading of the vehicle in order to receive authorization for the ensuing transaction. Each DID can be assigned to one, many, or all cards on the WEX account and can be generated by WEX at random, or assigned by the fleet customer. This 4- or 6-digit DID can be assigned to a driver, vehicle/asset, or organizational unit on the WEX account (based on the type of card preferred to use). For example, if Purchasing Entity decides to assign the card to the driver, the driver would typically enter a DID associated with the vehicle. If Purchasing Entity prefers to assign the card to a vehicle, typically the DID is associated with the driver. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 80 OF 138 The DID, combined with the card and account validation rules, is queried against the WEX database for verification and transaction authorization. If valid, the transaction is authorized. The WEX card cannot be electronically activated without entering a valid DID, making the card useless to someone who has found or stolen it and does not know the DID. The authorization process acts as a security measure, and provides a layer of protection against fraudulent activity. 2.34 System must allow for Program Administrator to create an approval path of setting specific card limits higher than Entity established limits. 2.35 System must allow for Program Administrator and/or Cardholder to mark transactions sent to accounting for payment. 2.36 System must be able to send notifications of pending approval(s) based on established approval path. 2.37 System must allow for Program Administrator to lock transaction accounting code data from editing. 2.38 If capable, system must allow for Program Administrator to create templates for card/account set up (i.e. same billing address, TIN, workflow, etc.). The WEX system allows for templates with different functions within the site as well as the ability exists for card and authorization profile information to leverage like information (address, cost center, TIN, org/department, user defined fields, etc.) associated between card or driver types. Templated default limits for authorization profile & set-up Clone function The WEX team lead by an assigned Strategic Relationship Manager and Premium Fleet Services Account Manager will work to set-up and establish these with customer during the initial implementation. For needs that arose after implementation the Premium Fleet Services Account Manager will be able to assist in setting up these functions. 2.39 If capable, system must allow for Users, with multiple roles within a program, (i.e., Cardholder & Program Administrator) to opt to have one login to be able to access all aspects of their accounts (dual role). If yes, provide details on how that functionality works/is implemented. However, this requirement can be met by creating a Custom Role with all necessary levels of permissions to support scenarios where a user maybe both a cardholder and Program Administrator or have other roles and responsibilities with a given agency. Another example is when the user is a cardholder who also carries financial responsibilities and also need to access the system for pulling invoices and reporting, and making payments. The module allows for this 3. DATA COLLECTION AND MANAGEMENT 3.1 System must capture and display transaction data at the following minimum levels: Cardholder Approving official Entity office or unit Account/billing (available at different levels) MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 81 OF 138 Entity Program Administrator or alternates (available at different levels) Participating State (all state entity transactional data, statewide administrative level and compliance review group) 3.2 System must have the ability to view transaction authorization/declines in real time. 3.3 System must post transactions within twenty-four (24) to forty-eight (48) hours of receipt from merchant. 3.4 System must have the ability to capture and display Level 1, Level 2, and Level 3 transaction data as made available from the merchant. 3.5 System must allow for Users to add notes, comments, and additional descriptions to a transaction in a separate field. This field must: Allow for alpha, numeric, and special characters. Be searchable Be reportable Be accessible to all hierarchies within the system 3.6 System must be able to capture and display merchant Tax Identification Number (TIN) or similar unique identifier. 3.7 System must allow for user to input a minimum of 150 character of Entity defined accounting code structure/segments at the transaction level. 3.8 System must allow for the Purchasing Entity to set requirements for accounting code segments (i.e. mandatory, non-mandatory, etc.) 3.9 System must allow for Purchasing Entity to define, edit, maintain, and upload valid value tables for each accounting code segment. 3.10 System must actively validate accounting segment data against valid value table data as determined by the Purchasing Entity. 3.11 System must allow for Program Administrator to assign, edit, and delete "default" accounting codes for all program hierarchies within the Purchasing Entity. 3.12 System must allow for User to save and edit frequently used accounting codes. 3.13 System must allow for a minimum of 99 accounting code splits per transaction. 3.14 System must allow for User to manually enter tax detail at the transaction level. 3.15 System must allow Program Administrator to download the entire Fleet Card number for use in other systems. 3.16 Participating States and Purchasing Entities have a need to access past transaction detail data in real time for a minimum of thirty-six (36) months throughout the life of the Master Agreement and Participating Addendum. WEXOnline® module, files are retained for a period of 24 months. Premium Fleet Services Account manager can fulfill requests from NASPO participating entities for transaction details going back to 84 months. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 82 OF 138 offering at no extra cost, are able to access past transaction data for a minimum of 36 months throughout the life of the Master Agreement, as required. 3.17 Templates/defaults At the time of account set-up and during implementation, WEX can establish user-defined fields with a State or Agency. User-defined fields can be used for any information or data the State or Agency may wish to capture. For example, as it relates to accounting information, a user defined field can be created for a particular GL Codes or set of GL codes and made a mandatory field as part of the card set-up template a user will have to complete in order to place a card order. This ensures the data will be assigned to it can be reported against. These fields can also be added, removed or edited after the account set-up as well given the user has the appropriate permissions to do so. 3.18 System must allow for user to upload and attach supporting documentation to the transaction in the following formats (at a minimum): pdf, jpg, png. WEXOnline® Receipt Upload feature supports the uploading of supporting documentation to a transaction in the following file formats: .png, .jpg, .gif, and .pdf. Additionally, WEX has the ability to add support for more file types for upload should an agency require it. WEX will work with agencies should there be a file format they may need. 3.19 Contractor will be required to work directly with Participating State to develop effective strategies to address product code errors with merchants. WEX routinely works with merchants, the processing networks, and point-of-sale providers to ensure product code accuracy and address issues. Once WEX becomes aware that there is an issue with a merchant(s), we work with all parties involved to identify the root cause and remediate it. For customers whose tax exemptions may be negatively impacted by a product code error, if WEX is able to definitively validate the product that was actually purchased, WEX will perform a transaction correction to ensure that either the exemption or reported taxes are accurate. Team, this team is responsible for working with merchants, networks and point of sales providers to remediate issues like product coding errors, and our customers to actively catch errors in merchant data, like bad product codes. -based analytics solutions that automatically organizes, interprets, and intuitively displays fleet-related information. Critical data is presented in an intentional layout of simple and informative visualizations, helping fleet managers monitor operations, uncover card misuse and potential driver theft, understand trends, benchmark performance, investigate anomalies, and recognize cost-saving opportunities. offering with extra no charge. Included in the cleansing algorithm fleets can utilize to proactively catch and see corrected product types. Product Code Cleansing: -standing, industry-wide issue by designing and developing a proprietary machine learning algorithm, which automatically detects and corrects inaccurate product codes transmitted by fuel merchants. The algorithm can make the following determinations with a 0.3% error rate: Categorize transactions by Product Group: fuel and non-fuel MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 83 OF 138 Categorize fuel transactions by Product Type: gasoline and diesel Categorize gasoline transactions by Product Grade: regular, mid-grade, premium , and exceptions reporting. Purchasing Entity can trust their product- informed and confident decisions. This corrected information is aggregated in the Reports Module product level information provided by the merchant and the corrected values enabled by the algorithm. This information can be downloaded into Excel. For information about how WEX handles disputed transactions, see 16.1. 3.20 Controls and Non-Vehicle Spending The WEX Fleet card was developed to provide control and transparency. The card allows for fuel spending, non--loop network, and non-fuel vehicle spending -- along with the ability to discern between those various types of purchases -- approved by a reviewer with permission to grant that level of approval. One of the most significant advantages the WEX proprietary closed-loop card offers over an open- loop solution is our custom-built network that operates on product codes and not Merchant Category Codes (sometimes referred to as MCC codes). The WEX Fleet card can only be used at fuel and maintenance locations that accept the WEX card. This is the first line of defense against unauthorized or fraudulent spending, either of which could more easily occur with an open-loop credit card that can be used at any type of retailer. WEX can ensure that all vendors accepting our cards comply with the same requirements and that data capture is tailored specifically to meet fleet customer needs. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 84 OF 138 WEX Fleet Cards and open-loop credit cards both offer fleet managers the ability to track and set controls on fuel spend. However, the WEX closed-loop solution provides more in-depth transaction data, greater flexibility and security, and tighter controls than open-loop credit cards. Greater Access to Level III Data: All WEX-accepting merchants are required to be capable of transmitting Level III data, and that level of data is transmitted on 99.8% of transactions. When a driver swipes the card, the point-of-sale device prompts him or her to enter the Authorization Prompt ID and odometer reading. Level III line-item detail allows fleet managers to better track expenditures and facilitates cost analyses, vehicle life-cycle analyses, and overall fleet management. For example, entering the correct odometer reading helps provide valuable vehicle information such as cost per mile, miles per gallon, vehicle operating costs, and intelligence for preventive maintenance schedules and vehicle replacements. It can also help streamline administrative operations, reducing the time and resources devoted to accounting. Additionally, the WEX proprietary closed-loop network removes the need for fleets to have to perform site lockouts for merchants that do not transmit Level III Data on open-loop networks. Site lockouts can significantly reduce the number of accepting locations of an open-loop network card. This can be highly problematic for drivers utilizing open-loop solutions as they may pull up to a station that will decline their card due to merchant not being able to transmit Level III Data -loop network. The WEX closed-loop proprietary network has an added advantage for government fleets eligible fuel tax exemptions. The IRS requires Level III Data to be included in that transaction data in order for a Credit Card Issuer to invoice a fleet net of the eligible taxes. These are typically Federal Excise Taxes for unleaded and diesel fuel and can have a significant impact to the bottom line for a fleet if they are not exempted up front by the fuel card provider. Transactions on an open-loop network where Level III Data is not present are not eligible for tax exemptions by the fuel card issuer. Greater Security: The cardholder is required to enter an Authorization Prompt ID for each make fleet cards more secure and help limit internal and external fraud. The Authorization Prompt ID can be linked to a specific purchase profile in WEXOnline®, providing further security by limiting expenditures to certain types of purchases, at specific dollar levels, and during specific timeframes. Contrast this to a typical credit card, which usually requires no additional verification. WEX customer have the ability to choose between Fuel Only cards and Custom Control cards. Fuel Only cards permit the purchase of fuel -- such as gasoline, diesel, or alternative fuels -- based -fuel purchases are not permitted when non-fuel items are identified at the time of authorization. It does not prevent items such as car washes paid for at the pump as merchant devices do not send this authorization request to us. Custom Control cards permit all allowed types of purchases, based on the coding in the magnetic strip, at WEX accepting locations. This includes fuel, maintenance, and other items, such as general merchandise. Fleet managers have the option to apply Product Type Controls, allowing MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 85 OF 138 be deselected, allowing only Fuel and Parts/Service-related purchases. Custom Control Cards and Product Type Controls provide control over what drivers buy, not just where they buy it. WEX accounts may be comprised of all Fuel Only cards, all Custom Control cards, or a mix of the two. This enables fleet managers to issue the appropriate card type based on a variety of purchasing needs. Purchasing Controls: WEX developed its own closed-loop acceptance network among merchants and can control transactions at the merchant-type level. The WEX card is accepted at approximately 135,000 fuel and maintenance locations across the US. Most generic credit cards can control the type of merchant. However, WEX goes a level deeper and is able to control the product type being purchased. Product Type Controls: Product Type Controls are groupings of like products separated by type such as services, fuels, oil and fluids, food, etc. These controls enable or disable access to specific -loop network of fuel and service merchants. WEX uses Level III data to allow customized card controls that allow use only at certain times and/or on specific product types. Fleet managers can then set spending limits at the transaction level: dollar limits, fuel quantity limits, and timeframe of purchase. Product Type Controls enable the fleet manager to limit -determined network of fuel and service vendors. For example, the fleet can allow drivers to purchase fluids, like washer fluid or oil, and disallow general merchandise, like snacks and soft drinks. A typical credit card would be open to all gas stations, and any merchandise that is available in this retail channel. For example, a driver could purchase electronics or snack food. This opens up the business to unauthorized expenses and program abuse. Purchase Controls: WEX Purchase Controls allow fleet managers to control the amount and frequency of purchases at the card level. Defining limits helps a fleet manager detect and prevent unauthorized transactions, potentially saving Purchasing Entity money by limiting unauthorized purchases. Fleet managers can use these tools to establish daily, weekly, twice monthly, or monthly limits for fuel and service expenditures. If a transaction is outside of the set limit, it is logged and recorded at the point of sale or, in the case of hard controls, declined at the point of sale. Purchase Control Tools * Level Per transaction dollar limit Card Per period dollar limits (daily, weekly, twice monthly, monthly) Card Per period # of transactions (daily, weekly, twice monthly, monthly) Card MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 86 OF 138 Total Fuel per period (daily, weekly, twice monthly, monthly) Card Total Non-Fuel per period (daily, weekly, twice monthly, monthly) Card Total Gallons per period (daily, weekly, twice monthly, monthly) Card Card Card *Enforcement of some limits depends upon adoption of specification and merchant participation. 3.21 Account Maintenance Services The WEX system works off product codes that discern between what is being purchased. This includes maintenance services. If the WEX Product Type controls allow for maintenance services product/service being purchased will be reported as any other transaction would. The controls in place are stated in 3.20 and maintenance services can be opted out of entirely as well should those types of purchase be not allowed. All of these controls can be accessed through the WEXOnline® module. out-of-network purchases at an additional 398,000 merchants in the MasterCard® network. Typically used for inde a virtual card interface to provide the control of a fleet card with the convenience of a credit card. This out-of-network tool reduces the number of out-of-network sites where drivers would have to use an alternative form of payment. Using WEX in conjunction with a Custom Control fleet card lets Purchasing Entity set the rules for their drivers. Custom Control cards allow Purchasing Entity to set merchant, transaction, and even product type limits. WEX applies those limits to both WEX Fleet Card and WEXPay MasterCard transactions. Expanded coverage combined with integrated reporting and invoicing will further streamline fleet purchasing and operations. How It Works As a MasterCard issuing bank, WEX uses Single-Use Account Number technology to authorize a one-time payment to a merchant. The account number provided to the merchant by phone is fast and secure good only for that one purchase. When the merchant calls for authorization, WEX applies purchase controls and collect the same level of purchase detail, including Prompt ID and odometer. WEX integrates the purchase details into WEX Fleet Card invoice and reports. One card, one invoice, one report with the same controls and service our customers expect from WEX. As an additional option for fleets that operate a call center type operation for maintenance approvals, WEX offers Purchase Log to facilitate payments to merchants that accept MasterCard®. Lastly, WEX does offer an ancillary product that is separate from our fuel card offering that and completely optional for use that we call Purchase Log. Purchase Log is a web-based interface that allows fleet-designated staff enter pertinent Level III data associated with a transaction (or invoice). This can include up to six entry fields for the fleet-specific data such as billing codes. Once the transaction information and MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 87 OF 138 payment amount is entered, a virtual card/single use ghost account with expiration dates and CVC2 values is presented. The fleet provides this to the merchant for payment. The Purchase Log product typically works well for fleets that operate a call center or central garage locations where an authorized fleet or service manager is working directly with service merchant locations who is servicing an asset of theirs. Purchase Log helps facilitate safe, secure, quick and easy payment. Additionally, it allows for maximum data capture to feed fleet management systems and removes the need for having to invoice on account, issue checks or other forms of payment. Using the MasterCard® payment network, see all requests and approve all transactions before they take place. Purchasing Entities can give their managers different levels of approval, while maintaining control over larger purchases. Purchase Log uses Single Use Virtual Accounts to make secure payments to vendors. It is a safe and secure method of paying vendors that lowers the possibility of misuse or fraud, and significantly reduces paperwork. Purchase Log transactions appear on their own invoice and report since the program is separate from WEX Fleet Card account. Reports can often be formatted to be imported into most customer accounting programs. *Purchase Log purchases are subject to the MasterCard transaction processing rules and terms of use, including tax exemption rules and would be a separate account set-up. 3.22 Level 3 Data When a driver swipes the card, the point-of-sale device prompts him or her to enter the Authorization Prompt ID (required) and odometer reading. Level III data line-item detail allows fleet managers to better track expenditures and facilitates cost analyses, vehicle life-cycle analyses, and overall fleet management. The Authorization Prompt ID is flexible to allow for the input of driver ID information for cards assigned to vehicles or department or the input of asset/vehicle ID information for cards assigned to a person or department, yet this Prompt ID is required for authorization. For example, entering the correct odometer reading helps provide valuable vehicle information such as cost per mile, miles per gallon, vehicle operating costs, and intelligence for preventive maintenance schedules and vehicle replacements. It can also help streamline administrative operations, reducing the time and resources devoted to accounting. Requiring the cardholder to enter an Authorization Prompt ID, typically referred to as a Authorization Prompt IDs make fleet cards more secure and help limit internal and external fraud. The Authorization Prompt ID can be linked to a specific purchase profile in WEXOnline®, providing further security by limiting expenditures to certain types of purchases, at specific dollar levels, and during specific timeframes. Contrast this to a typical credit card, which usually requires no additional verification. Additionally, if a merchant is not set-up to pass Level III Data on an open-loop network most times this additional prompting is non-existent. WEX also offers flexible prompting at merchants who have adopted and coded to our most recent point of sale specification. This flexible or 3rd prompting allows fleets the option to ask for an additional field of data that is prompted at the pump. For example, this could be for a job number, MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 88 OF 138 cost center, department code or any other piece of data a fleet may want to capture. This is an optional feature that can be opted in or out of. 3.23 If capable, System will provide accurate Merchant latitude and longitude. WEX complies with this requirement. merchant diversity information (i.e. small business, minority owned, etc.) including Federal Diversity information. WEX has all of the source data behind our merchant diversity information and standard reporting. Should a Participating State or Purchasing Entity have a need to capture information specific to their state, WEX can provide this information on a state-by-state basis by building and delivering a custom report based on the individual state's specifications. 3.25 Ability for Contractor to initiate/create one-time overrides after hours with follow-up notification to Program Administrator. The WEX Customer Service Department is open 24 hours a day, 365 days a year (366 days in leap years), the WEX Customer Service Department are WEX Employees hired by WEX, US based, fleet- trained in-house through a WEX training program, located in several call centers across multiple states and time zones and are always available to handle the needs of the fleet by calling the toll- free number 800-492-0669. WEX has a No Driver Stranded (NDS) policy and will work with States and Agencies to tailor that policy at the time of account set-up to ensure it complies with that given fleets needs and own policies. This policy will be put into the WEX account notes available to our customer service representatives for account so that representative can follow the stated policy to assist a driver in need, help safeguard against possible misuse and appropriately notify a fleet when an occurrence may happen. NDS policy can include scenarios such as: Emergency and/or Extenuating Situations Out of Network Specific Agencies: State Police/Patrol, DOT, etc. Exceeding Authorization Controls Lost/Stolen Card Terminated Card Card Suspended for Fraud Card Suspended Driver is unsure of Vehicle ID but it is active Driver is unsure of Vehicle ID and it is not active Vehicle ID is terminated In addition to the WEX NDS policy, WEX also offers a virtual card option to facilitate out of network WEXPay -of-network purchases at an additional 398,000 merchants in the MasterCard® network by utilizing a virtual card interface. Typically used for independent or geographically remote fuel and service sites, WEXPay the convenience of a credit card. This out-of-network tool reduces the number of out-of-network sites where drivers would have to use an alternative form of payment. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 89 OF 138 Using WEX in conjunction with a Custom Control fleet card lets Purchasing Entity set the rules for drivers. Custom Control cards allows the ability to set merchant, transaction, and even product type limits. WEX applies those limits to both WEX Fleet Card and WEXPay transactions. Expanded coverage combined with integrated reporting and invoicing will further streamline fleet purchasing and operations. The merchant would call the number on the back of the WEX Fleet Card, and the merchant will be routed MasterCard for a virtual payment. Use of WEXPay conditions and enrollment at the time of account set-up. 3.26 Roadside Assistance. WEX Emergency Roadside is an existing WEX service delivered through partnership with National Automobile Club (NAC), one of the premier service motor clubs in the United States. Their mission since they were founded in 1924 has been to render Emergency Road Service promptly, courteously, safely and efficiently. WEX Emergency Roadside is available to all WEX Fleet Card it is used is available for any class of vehicle, including Class 7 and 8 vehicles. Services include winching, fluid delivery, lockout services, towing, tire change, jumpstart and more. Benefits include no out-of-pocket expense for drivers, 24/7/365 service with toll-free call or by placing a digital service request, preferred rates and ease of pay through the WEX Fleet Card, coverage across the United States, Canada and Puerto Rico, with service right from the driver's seat using available mobile app access. Drivers can also call WEX customer service connected to NAC or call NAC directly. All they will need is their WEX card. NAC will advise the driver of the quoted response time and an estimated amount for the needed service from the vendor they identify who is able to assist with their breakdown need. These times can vary, depending on the type of service needs and other circumstances like weather or emergency events. 3.27 Many states require Fleet Card services in rural areas and marinas where separate/proprietary network are not always available. WEX offers tool called WEXPay -of-network instances where a driver maybe in a rural area and the merchant is not set-up to accept our proprietary WEX Fleet card. WEXPay a tool that enables out-of-network purchases at an additional 398,000 merchants in the MasterCard® network by utilizing a virtual card interface. Typically used for independent or geographically remote fuel and service sites, WEXPay the convenience of a credit card. This out-of-network tool reduces the number of out-of-network sites where drivers would have to use an alternative form of payment. Using WEX in conjunction with a Custom Control fleet card lets Purchasing Entity set the rules for drivers. Custom Control cards allow Purchasing Entity to set merchant, transaction, and even product type limits. We apply those limits to both WEX Fleet Card and WEXPay transactions. Expanded coverage combined with integrated reporting and invoicing will further streamline fleet purchasing and operations. How It Works As a MasterCard issuing bank, WEX uses Single-Use Account Number technology to authorize a one-time payment to a merchant. The account number provided to the merchant by phone is fast and secure good only for that one purchase. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 90 OF 138 When the merchant calls for authorization, WEX applies Purchasing Entity purchase controls and collects the same level of purchase detail, including Prompt ID and odometer. WEX integrates the purchase details into WEX Fleet Card invoice and reports. One card, one invoice, one report with the same controls and service our customers expect from WEX. WEX is always increasing its acceptance coverage for fuel, marina and service locations. Because we currently have acceptance at more than 95% of all U.S. fuel sites, our merchant acquisition strategy is driven by the needs of our fleet customers that require service in remote areas or acceptance outside of domestic coverage. If a customer needs specific merchants added to the WEX accepting network, we will request the following information from the fleet: Merchant name Merchant address Merchant contact person Phone and fax numbers Expected utilization/volume from fleet Name and phone number of fleet employee requesting WEX card acceptance WEX will work with all interested parties in an attempt to gain acceptance at the location. This includes either direct agreements or acceptance through our partnerships with network sales organizations and acquirers. * Purchases are subject to the MasterCard transaction processing rules and terms of use, including tax 3.28 Non-proprietary Network When the merchant calls for authorization, WEX applies purchase controls and collects the same level of purchase detail and Level III Data including Prompt ID and odometer. WEX integrates the purchase details into WEX Fleet Card invoice and reports alongside all other purchases made with WEX Fleet Ca reporting with MC to show they were processed using a MasterCard. 3.29 Primary vs. Non-proprietary Transactional Data See response to 3.28. 3.30 Ability for a purchase to be executed via the standard (non-proprietary) network with Driver ID/PIN prompting. a one-time use virtual card account number. When the merchant calls for authorization, WEX applies purchase controls and collects the same level of purchase detail, including Prompt ID and odometer from the driver that is verified by the WEX Customer Service Representative while the merchant is on the phone with them. WEX then integrates the purchase details into Purchasing WEX Fleet Card invoice and reports. One card, one invoice, one report with the same controls and service our customers expect from WEX. 3.31 Electric Vehicles WEX has partnered with ChargePoint to provide Drivers and Fleet Managers/Program Administrators utilizing the WEX EV FleetCharge solution the ability to tie their WEX Fleet Card to an RFID tag or Mobile application. This integration allows fleets to obtain an EV charge at more than 66,000 ChargePoint locations. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 91 OF 138 The customer logs into the ChargePoint portal to connect the WEX card to the RFID card/fob provided by ChargePoint. The data needed to link a WEX account in the ChargePoint online system will be the WEX account number found on the card (13 digits), the WEX card number found on the card (5 digits) and the expiration date found on the card (MM/YY). WEX will facilitate all needed payments to ChargePoint and integrate the available data with all other available transaction data through WEX. All verification comes through ChargePoint and the associated data with transaction is reported through WEX as we receive it from ChargePoint. WEX is also varying stages of talks with other charging providers to bring on additional acceptance. Future integrations will include mobile and other applications to allow for additional prompting and authorizations. Should there be particular vendors/charging providers States or Agency identify as wanting to have card acceptance with, WEX will work with those various providers to establish acceptance wherever possible. 3.32 Electric Vehicle Charging Stations ChargePoint controls authorization for its charging stations. They send WEX a daily sales file containing all transactions made on a WEX Fleet Card and transactional data they have available for reporting. Transactions typically post to the customer's account within 48 hours. Customers will not see these transactions in the authorization details in WEXOnline for ChargePoint transactions, but all the details of the transaction available in the transaction detail (Excel/CSV) once the transaction has posted. The transaction will also show within the standard report set (PDF reports) WEX provides to fleet customers. Typical transactional data along with kilowatt hours and other available information is included in WEX reporting. 3.33 Parking Stations Almost all parking station point of sale (POS) devices are not currently capable of passing along Level III data as part of a transaction. To solve for this POS hurdle, WEX is currently in the process of applying our mobile payment capabilities, via the WEX Fleet DriverDash mobile application. Using mobile technology is a way to overcome POS limitations and facilitate payments that also include the requisite data. Currently, WEX mobile payments are accepted at 25,000 US fueling to bring acceptance for parking, with Level III data, to customers in the near future. 4. SYSTEM UPGRADES 4.1 Participating States/Purchasing Entities understand that as technology and regulations change, system changes will have to occur. Participating States/Purchasing Entities also assume that as a good partner, Contractor will actively and continuously improve the systems capabilities, functionality and usability including platform transition. Changes/upgrades will be made at no additional cost to the Participating States/Purchasing Entities. When changes are made Contractor must, at a minimum, notify the Master Agreement Administrator (Lead State) and Statewide Program Administrator (Participating States), prior to changes being put in place. Master Agreement Administrator and Statewide Program Administrator must provide approval of any notification communication prior to distribution to Users. 4.2 Online Transaction Management MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 92 OF 138 WEX engages with our customers in both the public and private sector on a regular basis to collaboratively create and improve WEX products and solutions. WEX product managers seek eam for online input and improvements among many other WEX products and system. Products like WEX Fleet WEX holds an annual Lead User Group conference. The Fleet Lead User Group is a broad group of fleet administrators and managers representing more than 50 organizations and government on providing WEX direction on near-term products and services (typically 1-3 years out). In some needs that might be unmet. The group conferences annually at WEX headquarters in Maine, and teleconferences regularly. Add - per year, answering questions regarding satisfaction with WEX products and services. This forum enables WEX to stay close to its largest fleet customers and maintain a clear understanding of the requirements necessary to keep products current and competitive. As part of our Lead User Group, WEX also employs a Fleet Advisory Board. This is a targeted group made up of a cross-t industry with position in the marketplace. This group meets once or twice a year, and corresponds regularly via conference calls and email. Its focus is on strategic initiatives, looking out 3-5 years or more, to managers interact with our Strategic Relationship Managers (SRM) on a regular basis. Through these interactions and account review with SRMs, they will seek feedback or currently or desired lows Purchasing Entity to network, collaborate, participate in discussion groups on fleet-related topics (i.e. positively impacting driver behavior or reducing fraudulent spend), pose questions, and share best practice information with fellow analytics peers. This module features Discussion Forums on a variety of fleet-related topics where users can collaborate and share information, a news feed of recent Community activity, the ClearView University and an Events calendar, and a Resources section where content can be downloaded. The Summary Dashboard (default or home view) contains important announcements, a news feed events. The Discussion Forums view contains a list of available forums. Navigate to this view by using the top navigation menu. The Calendar view contains a list of free events and training that is open to all WEX Fleet four different ways to view the events: Month, Week, Day, and Event Stream. The Resources view contains informational assets, such as, Quick Start Guides, white papers, articles, images, and release notes. Navigate to this view by using the top navigation menu. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 93 OF 138 4.3 System Upgrades/Changes Communication WEX conducts routine, frequent and multichannel messaging to customers, from posting news in communications from the WEX Relationship Management Team in order to communicate system changes. Any major changes, either systematic or policy related, are communicated well in advance of any change being implemented and WEX typically seeks feedback from fleets to measure what, if any impacts they experience. Online Outage Notification: Display on Home Screen English example Due to scheduled maintenance, online access will not be available from 11:00 pm ET Friday, November 16 to approximately 8:00 am ET, Sunday, November 18. French example vendredi 16 4.4 Participating States/Purchasing Entities Top-Down Communication to the online transaction management system when changes are made WEX does not engage in forced system changes without prior notice to the customer and collecting customer feedback as part of our assessment. WEX is proud of our long history of developing solutions and policies in close consultation and collaboration with our customers. We employ our Lead User Group, the advice of our Fleet Advisory Board and WEX Relationship Management Team to create and facilitate conversation and feedback around any potential changes with customers to make sure they are engaged and have a voice in any decisions that may occur. As an example, WEX was able to avoid implementing extreme policies that could have proved detrimental to our Fleet Customers with the large increase in White Plastic Fraud (card skimming) the industry has seen over the past several years. Through this collaborative process WEX was able to manage implementing manageable safeguards with our customers where possible and at the same time WEX implemented new technologies to more effectively identify and catch fraud early on after a card had been compromised. 4.5 System Changes Communication and Access to Data Similar to our responses in requirements 4.3 and 4.4, WEX employs advanced notification for system changes. These notifications are posted in the WEXOnline® module prior to going into effect. Additionally, participating states in this agreement would each have the services of a Premium Fleet Services Account Manager and Strategic Relationship Manager assigned to their account. As such, outreach of this kind would occur at least one week prior, via phone call and/or email to the primary contact at each participating entity from this team to ensure proper notification is received and there is time for questions. 4.6 Training for System Changes WEX provides multiple options and formats for training when system changes are made. Training can be customized as The WEX Relationship Management Team will work with States and Agencies to ensure a training MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 94 OF 138 model is put in place that works to cover their needs. Examples of what is available include but are not limited to: advice from the Premium Fleet Account Manager and/or the Strategic Relationship Manager; in-Person or video conference calls; recorded training sessions that can be saved and shared on State or Agencies local libraries or intranet sites; online self-help videos n WEXOnline® with each release; and contextual help tutorials and walk-throughs to support right in line with what managers 4.7 -changes unless required by - off of cards on weekends, block purchases on specific days of the week. WEX does not engage in forced system changes without prior notice to the customer and collecting customer feedback as part of our assessment. WEX is proud of our long history of developing solutions and policies in close consultation and collaboration with our customers. here, WEX does not engage in forced process changes like the automatic shutoff of cards on the weekends, blocking of purchases on specific days or other drastic measures of this kind. We employ our Lead User Group, the advice of our Fleet Advisory Board and WEX Relationship Management Team to create and facilitate conversation and feedback around any potential changes with customers to make sure they are engaged and have a voice in any decisions that may occur. As an example, WEX was able to avoid implementing any policies that proved extremely detrimental to our Fleet Customers with the large increase in White Plastic Fraud (card skimming) the industry has seen over the past several years. Through this collaborative process WEX was able to manage this process with our customer while WEX implemented new technologies to more effectively identify and catch fraud early on after a card had been compromised. 5. REPORTING Participating States and Purchasing Entities must have the ability to generate reports including detailed transaction data. A system with robust reporting capabilities is required. 5.1 System must time-stamp authorizations and reports according to the time zone of the authorization location or report request. 5.2 System must allow Program Administrator or Cardholder to run a transaction detail report which includes all User-inputted data. 5.3 System must allow for reports to be accessible as defined by roles and access levels. 5.4 System must have the ability for reports to be available in multiple formats (e.g. PDF, text, Excel, HTML, browser). MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 95 OF 138 5.5 System must have the ability to provide program and transaction data reports at various frequencies to meet ea limited to: Daily Weekly Monthly (billing cycle and calendar) Quarterly Annually (fiscal and calendar) 5.6 System must have the ability to extract/download data at any given time so that a report can be generated. The data can be downloaded by the following areas: Purchasing Entity Name Department/program Name Cardholder name (if applicable) Last 4 -6 digits of Credit Card number Merchant Name Merchant Spend Merchant transaction number Product Code Date transaction occurred Date transaction processed Charge Amount Transaction reference number City in which the transaction occurred State in which the transaction occurred Accounting string (Fund, Organization, Account, Program, Activity, etc.) 5.7 S Merchant Overrides Bank Overrides Program Administrator Overrides Back-to-back transactions Fuel type Over tank capacity Maintenance transactions Odometer input Decline report Miscellaneous transactions Split Transactions Duplicate Transactions 5.8 Contractor must provide quarterly rebate report no later than sixty (60) days after the end of the quarter to the Statewide Program Administrator or other representative designated by the Participating State. This report, at a minimum must include: Participating State Purchasing Entity legal name Purchasing Entity Type (Agency, City, etc. as defined by the Participating State) Gross spend for the rebate period MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 96 OF 138 Any credits for the rebate period Any write-offs for the rebate period Net spend for the rebate period Net spend for each rebate type Incentive Share/Rebate Rate per rebate type Rebate amount by rebate type Total rebate paid to the Purchasing Entity and/or Participating State. 5.9 Contractor must be able to provide a rebate report that reflects the type of rebate applied to each transaction no later than sixty (60) days after the end of the quarter. This report, at a minimum, must include: Purchasing Entity legal name, Entity Type (Agency, City, etc. as defined by the Participating State) Transaction date Merchant name Merchant TIN Transaction amount Applicable rebate type Applicable rebate BPS Rebate amount earned 5.10 Participating States and Purchasing Entities may have additional transaction data and rebate reporting requirements, detailed in each Participating Addendum. 5.11 Contractor must provide an annual report to the Lead State reflecting total spend and National Annual Volume Rebate earned by Participating States for the calendar year. 5.12 System must have the ability to schedule on-demand and Ad Hoc reports. The WEXOnline® module offers a suite of reports, both standard and Ad Hoc, to help slash the administrative time involved with managing fleet expenses and operations. These reports can be scheduled for timely delivery to users or to a Fleet Manager/Program Administrator, they can be scheduled to run daily, weekly or monthly. The suite of standard and Ad Hoc reports allows users the flexibility to access system generated reports quickly, or build a report to the specifications important to them, their job responsibilities and/or reporting requirements. Additionally, Purchasing Entity to build customized reporting for many different kinds of specialized or specific reporting needs a State or Agency may have. WEX requires all accepting merchants to be Level III capable, a level of transaction data capture that provides the foundation for our superior reporting tools. The major report categories we offer are: Management Reports Profile Reports Transaction Reports Exception Reports Benchmark Reports Billing Cycle Reports Ad Hoc Reports Authorization Detail Reports Standard Reports MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 97 OF 138 Customizable Reports In addition to these reports, contact Premium Fleet Services Account Manager, who has advanced query tools that satisfy complex reporting needs not covered by our standard reports, to order custom reports. WEX will be able to demonstrate this functionality in a Demo setting should the evaluation like to see what our WEXOnline® module is capable of. 5.13 Reports When Data is not available Average turnaround times can vary depending on the type of data/report being requested and when the request is made of WEX. However, typical requests and responses usually take less than 24 business hours and are answered the same business day. The WEX Relationship Management team will work with Purchasing Entity on the initial request to ensure we are aware of any timelines, restraints or deadlines that the requesting State or Agency faces. Furthermore, whenever possible we communicate how long we anticipate a specific request to take. Some requests may require WEX to, for example, reach back out to a merchant for clarification or more information. This can add time, but is something WEX will work to communicate upfront with the requesting entity. 5.14 Standard or 'canned' reports available and who has authority to view them. Include description of search capabilities criteria and methods available. The standard reports available in the WEXOnline® Reporting module are provided and described below. The authority to view various reports depends on the permissions assigned to a user within WEXOnline®. Search criteria and methods can vary based on the types of reports but they are typically searchable over a various levels in the hierarchy. Users can be limited to show only the levels of access they have within the hierarchy. Search criteria can include date ranges, report types, filter options, billing cycle, transaction date, posting date various other measures to populate the necessary data from the module. Management Reports provide a view into the entire portfolio, illuminating trends and areas for possible savings. Available reports include: Report Name Description/Benefit Mode of Delivery Frequency Major Fleet Activity Report This report provides current and previous monthly summary information by account, by brand, outlining total spend, fueling spend, gallons, and average PPG. The report helps fleets identify which merchants they are using and whether they could save by switching to brands with a lower PPG. WEXOnline Monthly Account Review This report is a rolling 13-month review of data consisting of the following reports: portfolio summary, spend report, gallon report, fuel type usage snapshot, premium fuel gasoline spend, non-fuel spend snapshot, average price per gallon (gas and diesel), transaction report, activation report, brand report (gasoline, diesel and maintenance). This report allows fleets to identify areas of opportunity (such as excessive premium fuel use). WEXOnline Monthly Opportunity Report This report outlines savings opportunities by account, driver and/or vehicle by benchmarking purchases at a zip code level against the entire WEX portfolio. This report provides insight into where drivers are fueling, identifying ways to save by fueling at lower cost stations near their routes. WEXOnline Monthly MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 98 OF 138 Profile Reports provide fleet managers and administrators with a snapshot of the information available in our system at the time the report is run, making it easy to manage the inventory of accounts, cards, drivers, and vehicles and helping ensure that the information and status of each item is up-to-date. Available reports include: Report Name Description/Benefit Mode of Delivery Frequency Account Profile This report itemizes the accounts within hierarchy and provides details including contact name, shipping information, total cards, total driver prompts, card type, accounts, org units, and total vehicle prompts. This report helps fleet managers ensure their accounts are set up as desired. WEXOnline On Demand or Scheduled Card Profile This report provides a broad view of cards across multiple accounts or focused on a single account. This allows fleets to monitor and review card data based on a comprehensive view of card attributes or just a few specific card details. WEXOnline On Demand or Scheduled Vehicle Profile This report provides a broad view of vehicles and assets across multiple accounts or focused on a single account. This allows fleets to monitor and review vehicle data based on comprehensive information, including account assignment, name, status, and date of last transaction. WEXOnline On Demand or Scheduled Driver Profile This report provides a broad view of drivers across multiple accounts or focused on a single account. This allows fleets to monitor and review driver data based on comprehensive information, including account assignment, name, status, and date of last transaction. WEXOnline On Demand or Scheduled Transaction Reports provide fleet managers and administrators with a full range of authorization and posted transaction data to perform audits, trend analysis and data mining. This allows for simple ad hoc queries and more in-depth, customizable reporting to help drill down to the data needed. Available reports include: Report Name Description/Benefit Mode of Delivery Frequency Ad Hoc Transaction Details This report is a simple, on-demand, ad hoc reporting tool that provides posted transaction details for a period of time specified (up to 24 months). This tool is especially useful in viewing transactions associated with a particular billing cycle, or a quick way to look up something being investigated. It has both filtering and sorting capabilities. WEXOnline On Demand Ad Hoc Transaction Summary This report is a simple, on-demand, ad hoc reporting tool that provides posted transaction details at a summary level for a period of time specified (up to 24 months). This tool is especially useful in viewing a summary of information by account, card, or brand, with an ability to then drill down into transaction details to get more information. WEXOnline On Demand Transaction Management This report is a comprehensive, highly customizable, transaction-level report that allows the ability to analyze usage at certain merchants or WEXOnline On Demand or Scheduled MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 99 OF 138 within specified dollar amounts or within selected accounts. It allows for a broad set of filters, and the ability to select and sort the fields. Authorization Activity This report provides a direct view of authorization activity, which is posted in real-time in our system. This detailed authorization data helps make informed decisions and perform analysis to help manage and enforce driver purchasing policies. It is also an excellent tool for at the fuel pump, but are unsure why. WEXOnline On Demand or Scheduled Managing by exception is an excellent way to save time while ensuring Purchasing Entity policies are being followed in the field. Exception Reports, when paired with card controls, help manage program by identifying potential fraud or abuse. Available reports include: Report Name Description/Benefit Mode of Delivery Frequency Ad Hoc Exceptions This report is a simple, on-demand, ad hoc exception reporting tool that provides the ability to view posted transaction details for a variety of exceptions. Some of the options include: high octane fuel, weekend purchases, and number of gallons or number of transactions per period. The tool has both filtering and sorting capabilities. WEXOnline On Demand Flexible Exceptions This report provides a comprehensive set of exception parameters for posted transactions upon which Purchasing Entity can be alerted. Any transactions that meet the threshold set will be captured on a report for review. Additionally, Purchasing Entity can choose to receive an email once a day notifying of any exception that has occurred. This tool is effective in identifying possible fraud or abuse of cards. Email and WEXOnline Daily capture of transaction details; on demand report viewing Real Time Alerts This tool allows Purchasing Entity to set parameters within Authorization Profiles so Purchasing Entity can be immediately alerted when a transaction falls outside of that parameter. An email will be deployed to notify of what has occurred, in near real-time, and it will also be available for review in an online report. This tool is very effective in identifying possible fraud or abuse as the transaction is occurring. Email and WEXOnline Emailed as threshold is exceeded; on demand report viewing Benchmarking Reports provide a way for fleets to understand how their purchasing behavior compares to others, with insight into the types of merchants being used. Report Name Description/Benefit Mode of Delivery Frequency Minority and Women-Owned Business Report This report provides monthly roll-up of transactions, gallons, and dollars spent at minority- and women-owned fueling and service sites. This report is useful for those fleets that are tracking their minority spend and have a program to increase spending at minority- and women-owned businesses. WEXOnline Monthly gallon of certain fuel types in a given month. Our customers use this report to understand pricing trends in the industry. Within the Account Review (see above under Management Reports), it is used to benchmark pricing behavior vs. the national WEXOnline On Demand MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 100 OF 138 average for the specific fuel type. This tool is an excellent way to help drivers make good choices on where they fuel and where fueling costs can be reduced. Billing Cycle Reports accompany an invoice to assist fleets in reconciliation before making payment. They are available in a variety of formats, giving the fleet the ability to choose the format that is most beneficial. Available reports include: Report Name Description/Benefit Mode of Delivery Frequency Purchase Activity Report This is our standard billing cycle report that accompanies each invoice, with a roll-up by card or department. It can be retrieved online and is in a PDF format. It consists of several key elements: Purchase Activity: by card transaction details for that cycle Financial Summary: financial roll-up of spend by account, fuel and non-fuel Site Summary: roll-up of purchase behavior by brand, with totals Tax Exempt Summary (tax exempt fleets only): roll-up of exempted and reported transactions by jurisdiction and fuel type WEXOnline With invoice, at cycle close View Details This is our standard transaction detail report that is available online and accompanies each invoice. The report can be downloaded into Excel or CSV as needed and provides an easy way for fleets to reconcile their transactions with their invoice. Also provides the ability to download for additional filtering or archiving. WEXOnline With invoice, at cycle close WEXLink WEXLink is a comprehensive data file available to fleets that wish to import transaction details into their systems. It can serve as simply a report, or as a billing and reporting file. (See description below in requirement 6.6) WEXOnline, FTP, or Email With invoice, at cycle close 5.15 System must capture and report sales by Product Code (PC). If PC Type reporting is available, please explain how this reporting would be conducted and what information would be provided. WEX does capture and report sales by Product Code (PC). PC type reporting is available through WEX, is accessible in multiple p codes as reported to WEX by the merchant. WEX utilizes product coding standards set by the National Association of Convenience Stores (NACS). WEXOnline® contains multiple reports that are available either via standard reporting or custom reporting that includes PC information. WEXOnline® Exception Reporting can also be set-up to trigger against unwanted or closely watch product grouping to alert a Fleet Manager/Program Administrator when an unwanted purchase may have occurred. permissioning to search and reports on Product Codes easily and quickly with in the dynamic analytics platform. PCs can be easily searched by Product Group, Product Type, Product Grade and Product Name. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 101 OF 138 file. This is an electronic file that provides customers with transaction data on a daily, weekly, or monthly basis via the internet (i.e. SFTP). The data is provided in a flat file and includes extensive detail for both fueling and service transactions, enabling fleets to analyze vehicle, driver and for fleet customers who want to perform detailed analysis and reporting on their fleet accounts within their own systems. This file can be merged with existing information management system, making it easy to track costs. Product Code information is available as Transaction Data report. See table in Answer 6.6 for a summary of available reports, including Product Code reporting. 5.16 Contractor must be able to provide comparative rebate reporting comparing the previous quarterly and annual rebates to the then current quarter/year. ing the reporting of rebate earnings that provides a full breakdown of a rebate for a given time period. These reports can be structured to compare the previous quarterly and annual rebates to the current quarter/year. WEX Premium Fleet Services Account Manager along with the dedicated Strategic Relationship manager will work at the time of implementation, or at any point during the life of the contract, to set up or modify reporting to ensure it satisfies the needs on an individual State or Agency. 5.17 If capable, system must provide sales by merchant type (i.e. small business, minority owned, etc.) including Federal Diversity information. -Owned Business Report provides monthly roll-up of transactions, gallons, and dollars spent at minority- and women-owned fueling and service sites. This report is useful for those fleets that are tracking their minority spend and have a program to increase spending at minority- and women-owned businesses. This report is delivered via WEXOnline®. -Owned Business Report Purchase Activity Report, delivered via WEXOnline® at the close of every billing cycle, is our standard billing cycle report that accompanies each invoice, with a roll-up by card or department. It can be retrieved online and is in PDF format. It consists of several key elements: Purchase Activity: by card transaction details for that cycle Financial Summary: financial roll-up of spend by account, fuel and non-fuel Site Summary: roll-up of purchase behavior by brand, with totals Tax Exempt Summary (tax exempt fleets only): roll-up of exempted and reported transactions by jurisdiction and fuel type 6. DATA TRANSFER/INTEROPERABILITY 6.1 System must be accessible in accordance with Section 508 (Section 508 of the Rehabilitation Act (29 U.S.C. 794d), as amended by the Workforce Investment Act of 1998 (P.L. 105-220), August 7, 1998) - accessibility. 6.2 System must be supported (at a minimum) by Internet Explorer, Edge, Firefox, Safari, Chrome. 6.3 System must allow for downloads, data transmissions, and integration in support of non- standard/standalone financial management systems, including legacy systems. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 102 OF 138 6.4 System must have the ability to interface with legacy fleet management systems at no charge to customers including, but not limited to: Asset Works (Maximus, M4 and M5) Faster VMTS SAP 6.5 System must be able to provide Fleet Card information and transaction detail in a format compatible with all Enterprise Resource Planning (ERP) or e-procurement systems utilized by any Participating State/Purchasing Entity that is part of this Master Agreement. Those systems include, but are not limited to any SAP, Banner, Oracle, Periscope, or PeopleSoft systems. WEX can deliver data in a flat file format, or WEXLink of our WEXOnline® module in CSV and XLS formats. These file types make it easy to import data into any back-office system -- including, but not limited to, SAP, Banner, Oracle, Periscope and PeopleSoft -- for thorough reporting and analysis. Additionally, WEX can perform custom file work to help meet a State or Agency need. 6.6 Contractor shall be able to provide, at no cost, the entire transaction data collected by the merchant at the frequency requested by the Participating State or Purchasing Entity in accordance with standard File Transfer Protocol (FTP). At a minimum, file outputs must include CSV (comma delimited) format and XLS. Most of our larger fleets choose to receive billing data in the form of WEXLink , an electronic file that provides customers with transaction data on a daily, weekly, or monthly basis via the internet (i.e. FTP). The data is provided in a flat file and includes all available information made available by the merchant with extensive detail for both fueling and service transactions, enabling fleets to analyze vehicle, driver and purchase information, and to reconcile monthly invoices. WEXLink files are designed specifically for fleet customers who want to perform detailed analysis and reporting on their fleet accounts. This file can be merged with existing information management system, making it easy to track costs. File outputs include CSV (comma delimited) format and XLS. The file can be set-up for delivery on a frequency suitable for the participating State and/or Agency. Some of the detailed transaction information included in the WEXLink WEXLink File Data Summary Transaction Data Site Data Vehicle Data Driver Data Product code Site name Vehicle number/ID Driver ID Product name Brand name Vehicle plate number First name Transaction date Site address License plate state Last name Transaction time Site city Odometer Transaction number Site state Fuel type Site zip code MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 103 OF 138 Unit of measure Private site quantity Unit cost Private site transaction Quantity purchased Gross dollars Exempted tax Reported tax Invoice number Billing period Account number Code tracking* Non-fuel purchases 6.7 System must have the ability to create custom extract files/mappers at no charge to the customer for automatic feed into their financial systems (i.e. SAP, Oracle, SMFA, SQL, PeopleSoft, Excel, etc.). This custom file will be created in such a manner that it can be imported into the Purchasing data. WEX, at no charge to the Purchasing Entity, is able to create custom files that are capable of being imported into financial systems. The WEX IT Team can build custom files that are delivered via SFTP, email or mailed to a customer. The file types we can build and support are fixed length, CSV, Excel and PDF files. The files will be built to specs provided by the customer to match what they need the file to look like to minimize coding on their side to load the files. The files can be delivered on a variety of frequencies from daily, weekly, monthly (on any day of the month) and billing cycle. This work does have to go through a slotting and prioritization process. Customers should make requests through the Relationship Management Team. The Purchasing Entity/Customer will need to clearly detail what it is they are looking for and how they need to receive the customize file. The Contractor will build the file and work through a testing process with the Purchasing Entity to ensure the file work prior to them being put into production. Changes to a file would follow a similar process. The WEXOnline®system also offers customization of data for reporting and export. The specification would be based on the standard data fields provided by WEX. These reports can be scheduled for export to CSV or Excel format and can be emailed to individuals or multiple people. Depending upon account set-up, they can also be sent to a WEX SFTP for retrieval. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 104 OF 138 7. SECURITY &CONFIDENTIALITY 7.1 System must be PCI DSS compliant throughout the term of the Master Agreement. 7.2 System Electronic Data Interchange (EDI) standards must be compliant with ANSI ASC. 7.3 Contractor must keep Participating State, Purchasing Entity, and Cardholder information confidential and may not share, use, or sell data acquired through the execution of this Master Agreement or affiliated Participating Addendum. 7.4 Cyber Security Protocols. integrity and availability of physical and electronic information assets. The overall objectives for information security at WEX include: Ensuring the confidentiality, integrity and availability of WEX's information assets. Managing controls to safeguard WEX's information assets against unauthorized use, access or disclosure. Maintaining business resiliency in the event of a disaster or security incident. Managing a control environment consistent with commonly accepted industry standards and frameworks including ISO 27001, PCI-DSS, SOX/404, and NIST. Managing risks related to the use of external service providers and related third parties. protecting information assets. The framework and related control activities have been established using a risk based approach aligned to enable the business and support strategic priorities. As such, the Information Security framework includes the following: ISO 27001 Domain Representative WEX IS Capabilities Information security policies Corporate IS Policy, Acceptable Use, and extensive IS standards and procedures Organization of information security VP CISO reporting to the audit committee with functional groups including access management, threat management, risk management, business resiliency and architecture and engineering. Human resource security Background checks, training, management oversight Asset management Asset inventories maintained, data classification, and media handling controls Access control Provisioning and recertification controls limit access based on need to know and enforce stringent password and segregation of duties requirements MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 105 OF 138 Cryptography Encryption of relevant data in transit and at rest based on data classification Physical and environmental security Physical access and environmental controls Operations security Procedures, anti-virus, backups, change management, capacity management, logging, vulnerability management Communications security Network controls, network segmentation System acquisition, development and maintenance System development methodologies, secure coding training, security engagement into the project management lifecycle Supplier relationships Review of key third party service organizations to include right to audit and review of SSAE16, PCI and related reports Information security incident management Incident management, security investigations, and eDiscovery capabilities Information security aspects of business continuity management Formal business continuity and disaster recovery programs including periodic testing and business resiliency controls Compliance; with internal requirements - policies, and with external requirements - laws PCI-DSS, SSAE16, SOX/404, NIST, Data Protection Laws, data loss prevention controls In terms of administration and governance, WEX has established a Global Chief Information Security Officer who reports to the Board of Directors Technology Committee and administratively through the Chief Technology Governance, Risk and Compliance, Identity and Access Management, Security Architecture, Security Engineering, and Business Continuity/Disaster Recovery functions. The Security framework is reviewed regularly and updated at least annually to respond to the rapidly evolving threat landscape. WEX has also contracted with a Managed Security Service provider to perform 24x7 real time threat intelligence, security monitoring, and incident response capabilities. 7.5 Data Breached Notification. The WEX Crisis Management Team ensures notification requirements are assessed by the legal and compliance teams and facilitates all required notifications via the appropriate channels to those who may have been impacted by any data breach. 7.6 Data Breach and Protocols to protect Agency Information. In the event of a data breach the WEX Crisis Management Team engages immediately to implement the WEX Business Continuity Plan (BCP) to triage the level a potential breach and immediately safeguard all customer for each line of business across our organization, and this plan is customized to meet the unique needs of WEX customers across our organization in a given line of business. The WEX Business MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 106 OF 138 Continuity Plan ensures that WEX employees, and the physical and information assets entrusted to us by our clients are protected by viable response and recovery plans. The Corporate BCP takes an all hazards approach to the assessment of risk posed to critical business functions and develops comprehensive plans that provide for effective recovery from a disruption of critical business functions. The plans are tested before implementation and exercised regularly thereafter to ensure their viability and continued improvement. In instances of fraud or card skimming, WEX works in a similar manner to ensure accounts and customer information is shut system, SaferPayments, in our response to Question 15.4. 7.7 Contractor must provide and maintain an appropriate information security program to prevent the unauthorized disclosure, misuse, alteration, or destruction of confidential information. As part of the WEX BCP, WEX has in place an information security program that exists to safeguard both WEX and WEX customers from the unauthorized disclosure of information, especially sensitive information. This includes unauthorized disclosure, misuse, alteration or destruction of confidential information. The WEX Information Security Program outlined below covers the protection of cards, account numbers, passwords, PINs, transaction data, among many other sensitive systems and information. The WEX production data center is a secure facility, accessed by badge readers and monitored by CCTV. The facility is staffed 24x7x365. The WEX data center has a Tier III rating as specified by the uptime institute. WEX visitors and maintenance personnel are only allowed access to data center facilities with an authorized escort and approved business need. WEX has an ISO 27001/27002 based Information Security Program that includes robust access controls, security monitoring controls, governance, risk and compliance, backup and recovery capabilities, regular penetration testing and vulnerability scanning, strong physical and environmental controls, policies and procedures, and security awareness training. Policies and standards are reviewed and updated annually. Procedures are owned by the individual teams and are required to meet the standards and also be approved by their management. WEX also obtains a SSAE16 SOC1, PCI-DSS certification over our WEXOnline® platform, and is subjected to regular reviews and oversight by Internal Audit, External Audit, FDIC Examiners, and various third parties. The SSAE16 SOC1, PCI-DSS certification governs WEX security protocols for how we handle customer information like cards, account numbers, passwords, personal identification numbers and transaction data. Vendor Access WEX has a Vendor program that establishes the following review and oversight areas: Information Security service provider review, Procurement review, and Legal Department review that must be performed prior to a third party being approved. Logical access is then requested by the WEX manager that owns the relationship with the third party and provisioned by a systems access group. System Patches System patches, including service packs and security fixes are reviewed and approved following standard change management processes. Relevant patches are applied as soon as practical given MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 107 OF 138 maintenance windows, risks, etc. Not all updates are relevant in every environment, so each is evaluated for relevance and risk before implementation. Protection From Attacks The OWASP standards are built into development processes and manual testing is performed in addition to peer review as required by our SDLC. WEX uses an automated dynamic application security testing (DAST) solution that scans web applications to find vulnerabilities and provide guidance on remediation. WEX receives vulnerability announcements, for relevant systems, from vendors, third parties, NIST, FDIC, FBI, and other threat feeds and has a dedicated security operations team managing and maintaining the vulnerability management program. The Vulnerability management procedure requires a ticket to be generated and assigned to Information Technology operations teams for patching. Logging and Log Monitoring Logs are aggregated and correlated using an on premise, commercially available, SIEM platform. Logs are kept for one year. Additionally, WEX has managed services contracts with a well known global service to assist in monitoring and responding to log events. Remote Access Remote access to WEX networks from a non-trusted network requires an authorized device, the use of VPN and two-factor authentication. Network based intrusion detection is used at critical points of the network infrastructure. Network access control has been implemented to ensure only authorized devices that have the correct security posture are admitted onto the network. Media Destruction WEX utilizes a third-party vendor for media destruction. WEX also has onsite degauss capability that meets Department Of Defense requirements for media sanitization. Access Access is granted through the provisioning of a unique user ID, with least privilege rights granted. Requests are approved logon requires a password change, and access is disabled upon termination. Key password parameters: Min. Length of 8 characters must choose 3 out of the 4 of the following: capital letter, lower case letter, number, special character. Lock out is three unsuccessful attempts and expiration is 90 days. User authentication can be performed, depending on the application, by: Active Directory, LDAPS, or Oracle access manager. Encryption Policies and Standards WEX encryption policies and standards govern encryption for data in transit and/or at rest. Standard algorithms are AES 256 and 3DES. WEX SAN data is encrypted at rest using AES256 and mobile devices utilize whole disk encryption. For web applications, SSL is used between web servers and the browser. Console access is SSH. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 108 OF 138 Incident Response WEX has an incident response policy, standard, and procedure that is reviewed, approved, and tested yearly. Procedures contain: incident handling, incident detection and analysis, incident categorization, incident analysis, incident documentation, incident prioritization, incident notification, containment, eradication, and recovery, evidence gathering and handling, identifying the attackers, eradication and recovery, and post-incident activity using collected incident data. Subcontractors The WEX Legal Department, in conjunction with Procurement, performs contract review for service providers and has standard legal language in all contracts that address our security requirements and expectations of subcontractors. 7.8 Securing and preventing unauthorized disclosure, misuse, alteration, or destruction of confidential information. WEX employees multiple levels of security with our contractors depending on the level of access they require. WEX prevents unauthorized disclosure, misuse, alteration or destruction of confidential information by utilizing the security protocols and proprietary technological advantages described above for both WEX and our Contractors. See responses in 7.1, 7.5, 7.6, 7.7 and 15.4 for more detail. 7.9 Disaster recovery plan (i.e. data breaches, system errors and resolution plans, timeframe for data restoration, backup in case of power failure, etc.). information identifying and defining the resiliency roles and responsibilities of WEX and our clients in the event operations are impacted due to disruption or disaster. WEX employs multiple call center locations across the country to ensure a given event in one area or region will not roves transactions. Both are on separate power grids and housed in multiple locations across the country. In addition to some of these basic precautions, see our business continuity plan: Overview The WEX Business Continuity Plan includes well defined and documented procedures, designed to respond to unforeseen events. WEX utilizes a step-by-step, standardized incident management process that ensures all requirements relating to proper response, escalation, notification and resolution of a disruption of any type are met. The WEX BCP utilizes the ISO 22301 framework and is integrated with WEX physical and information security, and risk management systems. The WEX BCP adopts a process approach for establishing, implementing, operating, monitoring, reviewing, Review Policy Oversight of business continuity planning is assigned to the Director, Organizational Resilience who ensures that plan updates are completed and that the plan is tested and remains current and relevant. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 109 OF 138 Objective The objective of the WEX BCP is to provide a comprehensive and systematic process of prevention, mitigation, preparedness, response, continuity, and recovery that provides an on- going, dynamic, and interactive process that serves to assure the continuation of the The BCP allows WEX to: effectively manage disruptions; provide efficient notification to personnel, clients, business partners, service providers and vendors; ensure organizational stability; provide well-defined and documented incident management procedures to minimize decision making during a disaster; ensure regulatory and legal compliance; and ensure regular testing of response/recovery plans. Recovery Summary The WEX BCP provides well defined and documented procedures which provide the incident management team with the ability to effectively and efficiently manage the recovery process during and after a disruption of service to our clients. By implementing the pre-planned procedures, our incident management team can work together in an expedient and effective manner to resolve any unforeseen incident and ensure that the impact to our clients is minimized. Alternate Processing Sites WEX utilizes a combination of cloud and physical infrastructure to ensure resilience and recoverability of production systems across the globe. Each primary production system is designed to be highly available and resilient by utilizing HA architecture within each data center or by duplicating systems across multiple cloud availability zones as well as a corresponding disaster recovery solution to ensure recoverability of production systems. The WEX call center will staff the alternate processing sites with operational support staff, technical, telecommunications, and administrative support personnel. WEX will maintain a fully functional Emergency Command Center at each location to provide redundancy for incident command. Plan ORGANIZATION Overview The WEX BCP consists of multiple plans that outline physical security, emergency response, and recovery responsibilities, tasks, and procedures to be used throughout recovery efforts for our business locations and data centers. WEX utilizes multiple industry recognized automated resiliency tools and services to ensure global situational awareness, effective preparation, communication and collaboration across the enterprise related to resiliency planning, testing and incident management. Business Unit Plans The business unit plans contain the recovery tasks and the action items required to recover the functions of each critical business unit. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 110 OF 138 Technology Plans The technology plans identify the responsibilities, recovery tasks, detailed logistics and action items vital to recovering the critical applications and network infrastructure that supports our business units. Emergency Response Plans The emergency response plans identify the responsibilities and action items required for initial response to incidents and focus on preservation of life and safety of WEX employees and clients, as well as, the safeguarding of physical and information assets. Corporate Incident Management System (IMS) By allocating resources and providing a standardized incident management structure for all affected locations, the IMS identifies the Emergency Operations Center (EOC) responsibilities and activities that will assist the crisis management and recovery teams throughout the recovery effort. The responsibilities and tasks contained in the IMS are performed at the designated EOC. Crisis Communications Plan (CCP) The crisis communications plan provides procedures for the management and coordination of communications within WEX and externally to WEX clients and external stakeholders. Pandemic Plan The WEX Pandemic Plan lays out the strategic approach and preparations for influenza or other infectious disease pandemic. The plan is designed to minimize the risk to the health and safety of WEX employees and customers and ensure the continuity of business operations. The plan includes recommendations from the Centers for Disease Control (CDC) and includes tactics for addressing workforce and facility impairment, notification of employees, and clients in the event of plan activation. Support Plans The support plans identify the responsibilities and recovery tasks required to provide emergency travel, financial, human resource, damage assessment, and salvage activities. Evaluation AND TESTING Summary WEX will evaluate organizational resilience plans, procedures and capabilities through periodic assessments, testing, After Action Reports (AAR), performance evaluations and exercises. Monitoring and Measurement WEX will establish, implement and maintain performance metrics and procedures to monitor and measure, on a regular basis, characteristics of its operations that have a material impact on its performance, including partnership and supply chain relationships. The procedure shall include documenting of information to monitor performance, applicable operational controls, and MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 111 OF 138 Evaluation of Compliance Consistent with its commitment to compliance, WEX is continuously evaluating compliance with applicable legal and regulatory requirements. WEX will evaluate compliance with other requirements to which it subscribes including industry best practices. Exercises WEX will validate its Business Continuity Plans using testing and exercises that: Are consistent with the scope of the BCP and the objectives of the organization Are based on scenarios that are well planned with clearly defined objectives Minimize the risk of disruption to operations and assets Produce a formalized post exercise report that contains outcomes, recommendations, and plans to implement improvements in a timely fashion Are reviewed within the context of promoting continual improvement and are conducted at planned intervals, from time to time on a non-periodic basis, and when significant changes occur within the organization and the environment it operates in. 7.10 Roles and responsibilities of the team responsible for monitoring and managing system and product risks. Include how known risks and mitigation plans would be communicated to Participating States, Purchasing Entities, and Cardholders. Consistent with its commitment to compliance, WEX is continuously evaluating compliance with applicable legal and regulatory requirements. WEX employs an Organizational Resilience Team WEX organization and employ policy and plans to ensure all risk is mitigated to the lowest level possible as well have to have communication and response plans in place should something happen. WEX evaluates compliance with other requirements to which it subscribes, including industry best practices. WEX has established performance metrics and procedures to monitor and measure, on a regular basis, those characteristics of its operations that have a material impact on its performance, including partnership and supply chain relationships. The procedure shall include documenting of information to monitor performance, applicable operational controls, and 8. CUSTOMER SERVICE Customer service and support are key to the successful operation of any card program. 8.1 Contractor must provide at least one (1) designated Relationship Manager assigned to each Participating State. Relationship Manager may provide service to multiple states as long as service level meets each of the Participating State's requirements. 8.2 Relationship Manager must be familiar with all aspects of Category 2 Fleet Card Services of the Commercial Card Solutions Master Agreement and applicable Participating Addendum. 8.3 Relationship Manager must be available to Program Administrators and Master Agreement Administrator Monday through Friday during the Participating State's regular business hours. 8.4 Relationship Manager will provide managing account support to Program Administrators and contract support to Master Agreement Administrator in each state. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 112 OF 138 8.5 Contractor must provide at least one (1) designated Account Coordinator assigned to each Participating State to support all Purchasing Entities within that state. Account Coordinator may provide service to multiple states as long as services level meets each Participating State's needs. 8.6 Account Coordinator must be familiar with all aspects of Category 2 Fleet Card Services of the Commercial Card Solutions Master Agreement and applicable Participating Addendum. 8.7 Account Coordinator must be available to Program Administrators Monday through Friday during 8.8 Account Coordinator will provide day-to-day account management support to Program Administrators and Cardholders. 8.9 Contractor must provide a domestic and international toll-free numbers available to cardholders 24/7/365. 8.10 Roles and responsibilities filled by proposed Relationship Manager(s). At a minimum, include how they will meet the requirements described above. WEX assigns a Relationship Management Team lead by a Strategic Relationship Manager to each State relationship. The Strategic Relationship Manager is in charge of the overall relationship under the contract for a given State and is able to provide for and oversee all of the requirements listed above. The role of the Strategic Relationship Manager is to ensure States and Agencies maximize the value of our program. This includes an in-depth understanding of your business and your goals so that they can provide you with the best solutions and best practices for optimal savings and usage of the program. The Strategic Relationship Manager will engage with you during the implementation of your program, and ongoing, through regular business reviews which includes a review of key performance indicators, sharing best practices, introducing new products, as well as tracking against your established policies, goals and objectives. The Strategic Relationship Manager is also available to assist with problem resolution and escalation whenever necessary. Working with the Strategic Relationship Manager will be a Premium Fleet Service Account Manager whose responsibilities are to assist the Strategic Relationship Manager with the overall relationship as well as provide day to day operations support to the St entities. The Premium Fleet Services Account Manager is also able to provide for and oversee all of the requirements listed above. 8.11 Roles and responsibilities filled by proposed Account Coordinators. At a minimum, include how they will meet the requirements described above. At WEX, our management and staff are tasked with improving and enhancing the effectiveness and efficiency of all aspects of our service offering. Our charge is to maximize resources while creating and maintaining a balance between work expectations and personal lives. Keeping first line customer representatives invigorated and available to handle the next call requires support from an extended team of specialists to provide assistance with complex issues and ensure optimal staffing during peak call hours. Your Premium Fleet Services (PFS) Account Manager is the primary day-to-day contact for your fleet managers/program administrators. PFS generally ensures that the program is working smoothly and also expedites all problems to their quickest resolution so that the fleet experiences minimal disruption. PFS will also serve as the liaison to any technical needs the State or Participating Entity may require. PFS will help create reporting that may not be easily accessible MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 113 OF 138 to the Fleet Managers. It is the goal of PFS to ensure that the Fleet Managers have the necessary data to manage their fleets. PFS Account Managers, at a minimum, return phone calls within two business hours and return emails within 24 business hours. WEX Premium Fleet Services Account Managers are dedicated to a balanced portfolio of strategic clients. Capacity is closely managed to ensure a superior customer experience for each client. Your PFS and Strategic relationship manager will assist facilitating requests and needs that come up throughout the life of the contract. In addition to these two roles, WEX has host of support department the Relationship Management Team will lean on to support your State through the life of the contract. Below is an outline of that support structure: 8.12 Contractor must provide a designated customer service team familiar with all aspects of Category Participating Addendum in order to provide consistent, relevant, and effective front-line customer service via phone or on-line, 24/7/365. The designated customer service team may provide service to multiple states as long as customer service level meets each Participating States' requirements. In addition to the Relationship Management team described in 8.10 and 8.11, WEX also provides an award winning, 24/7/365, toll-free customer service department to assist with after-hours needs, reporting lost or stolen cards, assistance in processing transactions, cardholder assistance, general accounts information, reporting fraud, invoice questions, authorization questions or help, out-of-network transaction authorizations and many more specific needs or questions a customer may have. Roles within WEX Customer Service Call Center include: Customer Service Help Desk is available to support service representatives with calls that require, immediate help, additional research or specialized knowledge to fleet manager, system users, drivers and merchants. The goal is to resolve issues in one call and provide an immediate response to the customer. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 114 OF 138 Customer Service Trainer is accountable for providing initial, remedial, and new program training for all CSRs. The Relationship Management Team will work with the Customer Service Trainer in support of the States and participating entities to this contract to ensure the Call center is trained appropriately and they will also develop account notes that are visible to all customer service representatives to make sure that beyond initial training on the Master Contract and Participation Addendums, they will have the information handy to them on a go forward basis as well. Technical and Resource Planning Team is responsible for the daily management of the queues to ensure service levels are achieved. The team also provides daily, monthly, and ad hoc reporting for the call center. They forecast the resources required and manage the scheduling of associates to optimize the customer experience. WEX employs a state-of-the-art call handling system featuring skill-based call routing. Our skill- based call routing ensures that our CSRs do not receive certain types of calls until they are fully trained to support them. We conduct a rigorous training and examination phase for all newly hired CSRs, and provide continuous refresher training to experienced staff. Only upon successful completion of the training program, are CSRs allowed to field calls from the customers, ensuring that they are able to provide the best in class service that our customers have come to expect from WEX. Experienced CSRs and team leaders monitor new staff responses to assure quality and program performance. 8.13 After-hour/holiday/weekend customer service will be provided (internally or 3rd party). If provided by a 3rd party, explain how this team is trained and access to the system and data. The WEX Customer Service Department is available 24 hours a day, 365 days a year (366 days in leap years) and fully staffed by WEX employees who are fleet-trained in-house. The WEX Customer Service Department is always available to handle the needs of the fleet by calling the toll-free number 800-492-0669. Realizing that customer service is paramount in our relationships, WEX has kept its support within the company and aggressively invests in training, technology, equipment and industry best practices. WEX does not outsource its call center service to a third party. 8.14 System issues (bugs) communicated (acknowledgement, status of fix, resolution, etc.) to system users? As the Premium Fleet Services Account Manager is made aware of a system issue they will communicate via email and/or via phone to the customer acknowledging the issue, providing insight around any known impacts and timing of fix. The Premium Fleet Services Account Manager will provide consistent communication and progress updates through to issue resolution. If a production defect is present, an IT ticket is opened and addressed by the product support team. If an enhancement is requested, it will be added to workflow or, if multiple teams are required to 8.15 Participating States and Purchasing Entities will need the support of a secure and knowledgeable team at all hierarchical levels of the Program. WEX offers Participating States and Purchasing Entities our Relationship Management Team, including our Premium Fleet Services Account Manager, who are all tenured employees of WEX and have fleet specific knowledge. This team supports all hierarchical levels of the program. This team ONLY manages fleet-related accounts, ensuring they are well versed in the needs of state governments and fleet in general. 8.16 Contractor must benchmark customer service. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 115 OF 138 WEX uses two benchmarks as success measures: service level (the percentage of calls answered within a certain time frame) and customer satisfaction (driven by post-servicing customer survey results). Both are monthly targets. Service level is measured daily and adjustments are made on a weekly basis as required. Customer satisfaction surveys are sent to a percentage of customers post call, and our internal QA system is designed to support customer satisfaction drivers. Agent receive weekly coaching designed to improve customer satisfaction. 8.17 Contractor must have an established escalation process. Your Premium Fleet Services Account Manager is the primary day-to-day contact for your fleet managers. He or she generally ensures that the program is working smoothly and also expedites all problems to their quickest resolution so that the fleet experiences minimal disruption. Premium Fleet Services Account Managers work hand in hand with the Strategic Relationship Manager assigned to the account as well. Should any issues, problem or concern in need of escalation, the PFS Account Manager will immediately engage the Relationship Manager. Customers can always reach out to the Strategic Relationship Manager as well directly. The Strategic Relationship Manager will work with all parties involved to ensure plan is put in place to address and resolve any issue that is at hand in the quickest and most effective way possible. 8.18 Additional customer support services. Our fleet customers including public sector clients cite their customer service experience as the single finest aspect of their relationship with WEX. Our service philosophy is based on matching customer service personnel with the skills and expertise to meet large and small fleet needs at various organizational levels. WEX will assign experienced Account Managers to large fleet Program Coordinators as the single point of contact for their programs. Program participants will also have 24/7 access to trained call center representatives (CSRs) available whenever needed. This tiered approach enables us to provide high levels of customer service at all times, as well as strategic oversight to work closely with agency contacts to improve their fleet card programs. Below are additional tools and support staff WEX employees who support the ongoing relationships: eServices In coordination with Premium Fleet Services and Strategic Support, eServices provides fleet -call resolution and, where applicable, customer education on use of our online products. Fraud Specialists raud prevention professionals work with fleets, partners, merchants, and, when necessary, local and federal authorities in order to minimize fraud, misuse, and abuse of our fleet card programs. We take a three-pronged approach to mitigating inappropriate use of cards and card programs prevention, detection, and management. The Fraud Team an extensive network of industry contacts and association memberships to ensure they are on top of new trends and developments. Merchant Services The Merchant Services group works closely with both our Merchant Acquisition team and our Tax Department to achieve maximum acceptance with the greatest level of tax participation possible. This work includes the recruitment of new merchant acceptance when requested by a fleet. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 116 OF 138 Strategic Receivables Services (SRS) WEX takes a proactive and service oriented approach to reducing payment delinquency. Our team of receivables specialists (Strategic Receivables Services) works with large customers to ensure accurate and on-time billing and payment. Each customer is assigned a specific receivables specialist who will be the primary point of contact and will work closely with the account manager. Your SRS specialist will work with you to ensure that your billing structure and payment methods work well for your business and help you get the most value from your card program. SRS specialists monitor payments on a daily basis and make contact with customers that have remitted a payment amount that does not match the amount due. In this way, past due balances are cleared up quickly, reducing the need for costly and time consuming historical reconciliation and analysis. The WEX Customer Service Department is available 24 hours a day, 365 days a year, and is staffed by highly proficient service representatives and supervisors. The Customer Service Department is always available to answer questions, handle lost or stolen card reports, order replacement cards and authorize transactions for cardholders and Program Administrators. Customer Service Representatives are also trained to handle questions regarding account billing and reporting. Station attendants can utilize an interactive voice response system (IVR) to obtain quick purchase authorization. Program administrators can use the IVR to check balances, available credit limits, or make a payment by phone. Customer satisfaction is the bottom line for any service organization and WEX has developed high standards for how we deal with our customers. For example, our current minimum performance goal is to have 70% of calls answered by a person within 30 seconds.* We set our standards for customer service by benchmarking against other card-based call centers. We then strive to exceed these standards with each call. Measured metrics include: Average speed to answer Time to abandon Abandonment rate Talk Time After-Call Work Handle Time WEX surveys its customers to gain insight into their Customer Service experience. Our customers consistently give us high marks for the service we provide. Additionally, we record all of our calls and evaluate trends using speech analytic technology. This provides us with rich, real time voice of the customer information that is valuable for enhancing our training programs and informing our product development activities. *Subject to change based on seasonality and call volumes. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 117 OF 138 Customer Service Management At WEX, our management and our staff are tasked with improving and enhancing the effectiveness and efficiency of all aspects of our service offering. Our charge is to maximize resources while creating and maintaining a balance between work expectations and personal lives. Keeping first line customer representatives invigorated and available to handle the next call requires support from an extended team of specialists to provide assistance with complex issues and ensure optimal staffing during peak call hours. Skill-Based Call Routing System WEX employs a state-of-the-art call handling system featuring skill-based call routing. Our skill- based call routing ensures that our CSRs do not receive certain types of calls until they are fully trained to support them. We conduct a rigorous training and examination phase for all newly hired CSRs, and provide continuous refresher training to experienced staff. Only upon successful completion of the training program, are CSRs allowed to field calls from the customers, ensuring that they are able to provide the best in class service that our customers have come to expect from WEX. Experienced CSRs and team leaders monitor new staff to assure quality and program performance. Emergency Response (Premium Fleet Services) WEX is prepared to support the needs of our Premium Fleet Service fleets in the case of natural disasters (e.g., hurricanes, earthquakes), threats to national security, and military mobilization. At WEX, we recognize the critical importance of keeping fuel supplies available so that public proud that the fleets we serve have found our work to be instrumental in their ability to maintain continuous operations during their most crucial times of need. Some services that can be provided upon request include: Emergency plan development: we work with each customer to prepare a plan of response should an emergency occur Set up of online emergency card profiles, so you can easily remove or change your card control limits to support your emergency needs Regular updates outlining which networks and fuel stations are open and active in disaster areas MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 118 OF 138 At right is a recent communication WEX sent to our PFS customers in preparation for the Tropical Storm/Hurricane Barry that hit the Gulf Coast in July. These reminders are provided when there is an expected event, like weather, that may affect a certain area. WEX also provides this type of notification on an ongoing basis after a major event. This type of communication would include list of fuel merchants where WEX is seeing purchasing activity so we can inform our customers of places to find fuel in the event of power or fuel shortages. ClearView communities For users of WEX Fleet , the Community Module allows you to network, collaborate, participate in discussion groups on fleet-related topics (i.e. positively impacting driver behavior or reducing fraudulent spend), pose questions, and share best practice information with your fellow analytics peers. This module features Discussion Forums on a variety of fleet-related topics where users can collaborate and share information, a news feed of recent Community activity, the ClearView University and Events calendar, and a Resources section where content can be downloaded. The Resources view contains informational assets, such as, Quick Start Guides, white papers, articles, images, and release notes. Navigate to this view by using the top navigational menu. 8.19 Contractor must provide an issue tracking system. When a service interruption or problem is reported by a customer, the contact center agent enters the information into a CRM system for case lifecycle tracking management. This would include any issues that may require additional research, off-phone work where the resolution would be provided back to the customer based upon their preferred channel phone or email. When an enterprise outage occurrence, for example, online application, there is a standard notification provided within the online application to notify customers. 8.20 If a customer has to call back or another customer calls about the same issue, how is the customer service team notified that the issue has already been explained and should be (at a minimum) in the issue resolution que? When a service interruption or problem is reported by a customer, the contact center agent enters the information into a CRM system for case lifecycle tracking management. This would include any issues that may require additional research, off-phone work where the resolution would be provided back to the customer based upon their preferred channel phone or email. When an enterprise outage occurrence, for example, online application, there is a standard notification provided within the online application to notify customers. The lifecycle tracking also allows customer service agents to see if the same or like issue has already been addressed and be MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 119 OF 138 able to communicate that to a customer. Is some cases similar issues may still need to be addressed with the individual calling and the customer service representative will work with the caller to ensure their issues are taken care of. As the Premium Fleet Services Account Manager is made aware of a system issue, they will communicate via email and/or via phone to the customer acknowledging the issue, providing insight around any known impacts and timing of fix. The Account Manager will provide consistent communication and progress updates through to issue resolution. If a production defect is present, an IT ticket is opened and addressed by the product support team. If an enhancement is requested, it will be added to workflow or, if multiple teams are required to actualize, the new 9. IMPLEMENTATION/TRANSITION The timeline and assigned resources of the multi-state implementation/transition to a new program are critical. The awarded Contractor will be responsible to fully cooperate with the current Contractor and any State executing a Participating Addendum under the new Master Agreement during all phases of the implementation/transition. 9.1 Implementation/Transition activities will occur at no cost to the Participating States or Purchasing Entities. prior to the effective date, many entities will transition from the current NASPO ValuePoint contract and other individual state contracts to the new agreement*. Contractor must have a pre-established account set-up process that may be customized based on the needs of each Participating State. Note: Each state's implementation shall not exceed nine (9) months. *If the new agreement is awarded to the currently awarded Contractor, current Participating (i.e. re-organize under one statewide hierarchy/short name) their Contractor will be required to work with Participating State to meet implementation requirements. After contract award and execution of the Master Agreement and Participation Addendums, WEX will begin the implementation phase at the availability of State and/or participating Entity. The WEX Relationship Management Team will enlist the help of a WEX Strategic Implementation Manager to take the lead on the implementation process. WEX is well versed in implemented large complex accounts onto our platform. In recent years WEX has successfully lead the implementation of numerous large State, Private Sector and Federal Agency accounts as well as entire card portfolios for large Fleet Management Companies as well as several Major Oil Card Programs for branded merchants. new programs and implementing significant changes to existing large client programs. Your Strategic Implementation Manager will work with the State to create and coordinate project plans and design, lead and execute communication to ensure milestones are met. The Strategic Implementation Manager will also develop and execute training plans to ensure card holders and fleet managers are well prepared to use the program. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 120 OF 138 During the implementation, they will also prepare and distribute regular project updates, facilitate and document issues and action customized reporting. Task Name Duration Who's Responsible TRANSITION/PRE-IMPLEMENTATION 20-30 days Initial formal contact between WEX and fleet Relationship Manager / Fleet Establish contacts, addresses and areas of responsibilities between all parties Relationship Manager / Fleet Relationship Managers Relationship Manager / Fleet Fleet Manager (day to day contact(s)) Fleet Premium Fleet Services (PFS) Account Manager WEX Fleet billing Fleet Fleet maintenance Fleet Fleet technical Fleet Determine fleet expectations Fleet / Relationship Manager / PFS Determine whether roll out is at once or staggered Fleet Finalize implementation schedule Fleet / PFS Establish account profiles and hierarchy requirements Fleet / PFS Determine needed credit line Fleet / WEX Determine fleet's electronic capabilities Fleet / PFS Determine billing requirements Fleet / PFS Determine reporting requirements Fleet / PFS Determine account maintenance (WEXOnline) requirements Fleet/PFS Determine fleet training needs and create training plan Fleet/PFS Provide format for auto upload of fleet data into WEX system PFS Account information verified (prior to loading) Fleet/PFS IMPLEMENTATION - Timeline depends upon size and complexity, but typically 60 days MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 121 OF 138 Depending on the project plan that is mutually agreed to WEX will work to meet all requirements in the allotted time. A typical implementation takes around 90 days, but that can vary based on the specific requirements a fleet may have. Please refer to the following sample Implementation Plan for a step-by-step list of implementation activities and the responsible party. This plan will be expanded and modified to meet your specific needs, including custom plastic. 9.3 Contractor must provide an Implementation/Transition Communication Plan. As addressed in requirement 9.2, the WEX Strategic Implementation Manager will create a communication plan as part of the overall project plan that WEX will put in place with the customer at the very beginning of the implementation. The communication plan will be mutually 4 or 6 digit personal prompt identification number? Fleet Prompt IDs provided by fleet or randomly generated by WEX System? Fleet Determine card design and embossing requirements Fleet Determine card types and restrictions Fleet Verify card information PFS Establish billing process and where invoices are sent for reconciliation and payment Fleet /PFS Establish payment terms Fleet/WEX Establish rebate process Fleet/WEX WEXOnline fleet user enrollment Fleet/PFS Test applicable billing files and reports Fleet/PFS Execute training plan Fleet/PFS Create Training materials and Driver guides PFS Establish dispute process PFS Establish problem resolution process PFS Issue and distribute new fleet cards (confirming receipt) PFS POST-IMPLEMENTATION 30 days Review first set of reports PFS PFS Review first set of invoices PFS Are invoices received on time and meeting fleet needs? PFS Are payments being received on time? PFS Survey fleet to obtain feedback on implementation PFS MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 122 OF 138 agreed to and provide for how communication will happen as well as resources and training for all users who are coming on board. This plan will call out any needed staff resources, how communication should take place as well as timing of any necessary communications and training. WEX has been in the fleet fueling business since 1983, and has a long history of efficiently and effectively implementing fleet fueling programs for many of the largest commercial and government fleets in the United States. We believe customers who have worked with WEX, such as the references included in this response, will agree that our implementation process is unsurpassed when compared to our fleet card competitors. See sample implementation plan above for reference. 9.4 Contractor must provide qualified personnel during the implementation/transition process. WEX would replicate the proven implementation process detailed above in 9.2 and 9.3 and engage the proper contacts at each of the participating entities, optimizing the sequence of implementation by the project plan that is put in place following the first meeting. Additionally, WEX will work to schedule group online training session, recorded training session and additional trainings in person as needed or required. 9.5 Contractor must provide Implementation Training Plan for all Purchasing Entities. WEX would replicate the proven implementation process detailed above in 9.2-9.4 and engage the proper contacts at each of the participating entities to put in place project plans to ensure the above requirement and all other needs are met. 9.6 Contractor must provide access to online test-environment for Participating State and Purchasing Entity testing during all phases of the account setup process. The system must look, act, and demonstrate all aspects of the "live" system. Although WEX does not have a customer-facing testing environment, we typically provide account access at the time of account creation to users who desire early access. This is done so customers can familiarize themselves with the site as the WEX Strategic Implementation Managers are standing up all of the specific aspects of the account for the end-users. This process allows fleets -person training, WEX also provides access to the actual system interface and can walk users through typical set-ups in live webinars or other in-person training. 9.7 Contractor must agree that at the end of any applicable Master Agreement or Participating Addendum, should any Participating State conduct another procurement and award a new contract, the Contractor will work with Participating State to ensure that an efficient and effective transition takes place within nine (9) months. WEX agrees to this requirement and that we would make every attempt to ensure that contract close-out and transition to a new contractor is successful, and would assign a close out and transition team to carry this out. This team will be assigned by WEX no later than one hundred twenty (120) calendar days prior to expiration of the Contract. WEX understands that the State may have a need for WEX to continue providing any part or all of the services required under the Contract for a period not to exceed one hundred twenty (120) calendar days after expiration or termination of the Contract. If this need exists, upon written notification by the State, WEX will provide services for that period or until the State notifies WEX in writing to cease providing services, whichever is sooner. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 123 OF 138 Coordinating the card, driver and account terminations in our system to coincide with the timing of their transition has been our primary focus and action. WEX will continue to provide reporting as needed, communicate with the customer about how long they will need online access, and either only suspend the accounts accordingly until online access is not needed and then terminate the accounts and associated online logon(s). We will work with the customer to establish a reasonable date or phase out of WEX card usage, so that there is no interruption in service, and keep credit on the account accordingly if there are no credit issues. If there are credit issues we will communicate with the customer and the bank to work out a plan to switch to the new provider when needed. The goal of the plan and the continuous communication to the fleet is to provide uninterrupted fueling and reporting. All of these activities are performed by an account manager per an authorized fleet contact request. 10. PROGRAM GROWTH Throughout the life of the Master Agreement/Participating Addendum and through the growth of each exiting Purchasing Entities will need to be added. 10.1 As the marketplace changes and technology advances, card products and service may also expand. If the awarded Contractor proposes an additional product or service, that request must be submitted to the Lead State for review and approval. Request must include: Full description of product/service; Full implementation plan, including level of effort and timeline; Full communication plan; and Full training plan. New card products and services must not impact the rebate/incentive share or have any additional cost to the Participating States or Purchasing Entities. Addition of any card product or service to the Master Agreement is at the sole discretion of the Lead State. Participating States will have the option to allow or exclude new card products or services in the Participating Addendum. 10.2 While the goal is for a majority of Purchasing Entities to enroll in the program prior to the program effective date, it is understood that some Purchasing Entities will need to be integrated after the program effective date and additional Purchasing Entities will join throughout the program term. WEX would encourage full participation at the outset to maximize training resources and transmit standardized information to all participating entities. However, WEX has no issues in meeting this requirement and providing whatever levels of support for the on-boarding of the new participating entities individually as they join. 10.3 Adding cards to an active Purchasing Entity account. An active purchasing entity account requires no extra paperwork or agreement to add cards to that account. As long as an authorized contact is making the request. Fleet Card Enrollment Process: Existing State Agency Accounts Program administrators can add cards and drivers via the Fleet Manager named, WEXOnline®, through WEX Account Manager. The Premium Fleet Services Account Manager is a one to one point of contact MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 124 OF 138 assigned to the State to day to day operation support and account needs. The Fleet Manager module allows the fleet manager to add, edit, suspend, reactivate, and terminate cards and drivers, to add and manage card controls, and to view and download invoice details. You can also: Assign card to driver, vehicle or location Transfer cards from one account to another Group cards into authorization profiles to enforce your purchasing policies Create organizational units or departments to better organize cards, vehicles and drivers for reporting and management purposes (initially added during the implementation phase) Edit account information Card orders: WEX will process requests for replacement cards for lost, damaged, or stolen cards within one business day. If notification is received by 3:30 p.m. Eastern Time, you can have cards sent that day. You can use your own shipping account number or be charged a fee to cover the shipping costs. The WEX overnight fee, is included in the pricing evaluation for the RFP. If a WEX card is lost or stolen, it should be reported immediately to our Customer Service Department by calling the toll-free number. The Customer Service Department is available 24 hours a day, 365 days a year. The fleet can also notify WEX of the loss, theft, or unauthorized use of any card or account electronically through WEXOnline®. 10.4 Contractor is expected to promote the card program. WEX currently provides fleet fuel cards for 24 states, and has governmental and tax-exempt customers in all 50 states. Our State customers represent more than 375,000 cards. Additionally, GSA SmartPay 3 Charge Card Program for the GSA Fleet, as well as to the Departments of Homeland Security, Energy, Treasury, and Agriculture. These federal government customers have more than 320,000 cards. In total, WEX services more than 1 million tax-exempt cards. WEX offers and actively markets its card programs to municipal and other public entities within member states so as to extend the benefits of the program throughout member states. See ADDENDA for examples of how WEX markets its government card programs to political subdivisions within a participating entity. WEX employs an outside sales team as well as two inside sales representative who are dedicated to Government Contract Support for promoting and onboarding eligible entities to support contract growth. In addition to these resources, WEX actively participates in government-specific trade shows and associations to actively promote and sell our products and services to grow our contracts. Some of these events include the NASPO Exchange, NCSFA, NIGP, NAFA, GFX, state- specific shows showcasing their contracts, and many others. Over the years, WEX has seen tremendous growth and high retention rates for all our state-held contracts, cooperative contracts, and political subdivision participation within those contracts. 11. CARD DESIGN/EMBOSSING, DELIVERY & ACTIVATION 11.1 Contractor shall be responsible for the embossing and printing of the cards to each Participating artwork (digital file) to the Contractor. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 125 OF 138 11.2 Each Participating State reserves the right to change the card design during this contract, and if doing so, will provide the artwork needed to make changes. 11.3 Contractor must be able to deliver cards overnight when requested by the Purchasing Entity. 11.4 Customization options to the front side of the card will include verbiage and/or logo or graphic and embossing including but not limited to: Participating State Purchasing Entity Program/Department Name Cardholder Name Picture/Logo Phrase (i.e. "FOR OFFICIAL USE ONLY") Embossing Line, ALPH OR NUMERIC VERBIAGE Contractor supplied options Card embossing, production, and distribution process. WEX is able to meet the above requirements as stated. Our embossing capabilities and card design enable customers to customize the information that is imprinted and printed on the cards. There are two lines for embossing. The first line is usually designated for the account name, while the second line can be used to identify the associated equipment or driver. Each line will accommodate up to 24 characters. The account number, card number, product restriction (such as "Fuel Only"), and expiration dates are magnetic strip are the card number, expiration date, prompt, and restrictions, if any. The WEX Fleet Card is a standard-size plastic charge card with an encoded magnetic strip on the back. The strip is encoded with the account and card information which, when read at the point of sale, is married in our systems with Level III data obtained during the transaction. Although we use the highest grade plastic that is rated for longer periods of use, our standard term for card expiration is three years. WEX uses a three-year active period for our cards due to the wear and tear on the magnetic strip that requires a card to be replaced for optimum performance. WEX ships new cards 45 days prior to expiration to ensure that your drivers will never be without an active card. On request WEX can renew cards earlier than the standard 45 day prior to expiration to allow the fleet more time to swap out cards. Some competitors offer longer card terms on equally rated card stock prior to replacement. We prefer to replace cards before they become problematic for your drivers and detrimental to the efficiency of your fleet operations. WEX will process requests for replacement cards for lost, damaged, or stolen cards within one business day. If notification is received by 3:30 p.m. Eastern Time, you can have cards sent that day. You can use your own shipping account number or be charged a fee to cover the shipping costs. If a WEX card is lost or stolen, it should be reported immediately to our Customer Service Department by calling the toll-free number. The Customer Service Department is available 24 hours a day, 365 days a year. The fleet can also notify WEX of the loss, theft, or unauthorized use of any card or account through WEXOnline®. Subject to any limitations imposed by applicable law, the fleet will be liable to WEX for all unauthorized use of a card until you notify us of such use. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 126 OF 138 Once a card has been reported as lost or stolen, it is immediately invalidated in the WEX system. After cancellation, all electronic authorizations associated with the card are declined at the time a purchase is attempted. Once WEX receives proper notification, the fleet will be relieved from liability for any subsequent charges to the card. WEX will work with each participating entity to customize plastics types. 11.5 Physical cards will be delivered to the Purchasing Entity or Cardholder at the address specified by the Purchasing Entity. WEX cards can be shipped directly to the address specified by the user making the card order. Standard card orders are set to go out via Standard US Mail at no charge. WEX does offer expedited shipping options of overnight and two-day shipping. WEX cards can also be delivered using the carrier specified by the fleet (e.g., the U.S. Postal Service, FedEx and UPS). There is a fee for expedited orders if you choose not to use your own shipping account. For all card orders of five or more cards, WEX ships via USPS Parcel to provide a tracking number for the order. This is done at no extra cost and helps provide visibility into card orders that would not be trackable through regular mail. 11.6 Purchasing Entities must be able to decide if cards are delivered active or inactive. WEX typically ships cards in active status. WEX can accommodate cards being shipped inactive; we only need to be notified of that request at the time of card order. We will change the cards to suspended status once the file is sent to our card production. Card status can be changed to active when the customer is ready to begin using the cards. WEX cards can also be suspended on arrival by authorized users and WEX can assist with any mass card activations on our end. 11.7 Purchasing Entities need to have the ability to have cards delivered in batches (i.e. Division A, Program 1) as determined by the Purchasing Entity. The customer can order cards in batches using the WEXOnline® module or the Premium Fleets Services Account Manager can work with the customer to order new cards or reissue cards in batches using a Data Collection Document (DCD) for orders exceeding 100. The PFS Account Manager has access to and can provide to the customer delivery tracking information for USPS card orders totaling five or greater and tracking on expedited card orders at no additional cost. 11.8 Card re-issuance. Accounts can be set up with different expiration dates, and account expiration dates can be changed by the account manager to renew early. Both measures are precautions to avoid a mass- reissuance of cards. In the normal course of business, files of reissuance cards are sent to the vendor on the 1st and 15th of the month prior to the month in which cards expire. Cards expiring on August 31 are sent to the vendor on July 1 and 15. Cards are completed and mailed to the customer within seven business days of receipt of the file and shipped via regular mail. For Purchasing Entities requiring more time, WEX can perform an early card renewal given the entity the time needed to complete their re-issuance. This is available on request from the entity to the Premium Fleet Services Account Manager. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 127 OF 138 11.9 Mass re-issuance of cards for a Purchasing Entity avoidance process. Accounts can be set up with different expiration dates, and account expiration dates can be changed by the account manager to renew early. Both measures are precautions to avoid mass- reissuance of cards. WEX is flexible in that we are always looking to work to meet the needs of our customers. If there are specific re-issuance scenarios a fleet may be concerned about, WEX will work with that entity to mitigate and put in place precautions to avoid a mass re-issuance scenario. 12. TRAINING program. Each Participating State may have additional training requirements and will be negotiated in the Participating Addendum. At a minimum, training will include: 12.1 Contractor must provide System User Guides online and accessible through the web-based card management system. 12.2 Contractor must provide ongoing training for the life of the contract. WEX will provide initial training at agreed upon sites, ongoing as-needed training, and re-training as required via the following delivery methods: in-person training, webinars, phone conference or a combination of those. Upon the initial implementation, your WEX Strategic Implementation Manager will train the fleet management team in how to perform the following functions. Online or in person system training typically takes 60 to 90 minutes, depending on questions: WEXOnline® Account Maintenance User ID/Password Creation and Site Overview View Hierarchy/Account Search Card Maintenance Vehicle Maintenance Driver Maintenance Invoices Authorization Controls Address/Contact Management WEXOnline® Account Financials Accounting Fields/Codes Accounting Profiles Transaction Management WEXOnline® Reports Ad hoc Reports Exception Reports Custom Report Standard Reports WEXOnline® Resource Tools Accepting Locations Fuel Price Mapping MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 128 OF 138 Alternative/Diesel Fuel Directory WEX Index Top Metro Report WEXOnline® Administration View /Add Online Users View Pending Requests Add/View Roles and permissions Training can be divided into specific segments depending on the additional tool. Multiple trainings can or read only. 12.3 Contractor must provide web-based training. WEX is able to provide training for all of the above requirements and will hold ongoing WebEX and in-person training sessions at a frequency determined by the State of Washington/NASPO and any other Participating Entity. For instance, WEX could host monthly WebEX/online trainings for new employees and those who need refresher training. Items included in the training are customizable depending on the need, but typically consist of all of the needs mentioned in Question 12.3 plus: Program policies as dictated by the member states Card usage at retail locations System access Customer Service Support Updated technology Best practices Industry trends 12.4 Contractor must provide onsite/classroom training for Program Administrators WEX agrees to and will hold onsite, in-person training sessions for Program Administrators at a frequency determined by the State of Washington/NASPO and any other Participating Entity. 12.5 Contractor must provide onsite User group forums. WEX will hold ongoing in-person training and user forum sessions at a frequency determined by the State of Washington/NASPO and any other Participating Entity for whatever subject matter, best practice sharing, account reviews, raising concerns or any other need the customer may have. Many times these user forums are a great time for Participating Entities to share new or reinforce existing polices as well for their users. Items included in the forums are customizable and can meet all of the above requirements. 12.6 Contractor must provide written User reference guides, both extensive and quick guides. WEX will provide reference guides that are detailed and provide quick summaries as part of the For example, The WEXOnline® module has PDF help guides that provide step-by-step instructions to navigate the different modules available. The following PDF help guides are available: MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 129 OF 138 Homepage. View news and events, pending online user requests, flexible exception report notifications, and search and select both accounts and organizational units. Fleet Manager. Managing cards, drivers, vehicles, authorization profiles, accounts, org units (or departments), contacts, and addresses. Financials. Provides access to accounting fields and definitions, and allows you to assign financial profiles throughout your hierarchy. Reports- Guides the user through the various reporting tools to meet your analysis needs. Resource Tools. offers various, commonly-requested reporting tools to help locate sites where your fleet card can be used, to assist you in finding diesel and alternative fuel sites, and to direct you to locations with the lowest price per gallon. Administration. Manage online users, view the roles and permissions to which these users are assigned; create custom roles to meet your security needs. The Implementation Manager will also work with the Agency to create a WEXOnline® Summary Guide that outlines how agency nuances and requirements will be captured and reported through the system as well as quick-step guides for the online system. 12.7 Contractor must provide updates to the user guides will be proactively communicated. Improving our end-user assistance, WEX is shifting away from static PDF user guides in favor of an ilable and is updated dynamically. PDF user guides will remain available on the site as we continue to add embedded content to the contextual and embedded help management system. New contextual and embedded help management system content is prioritized based on information communicated from the call center, account reps, and direct user feedback. When new information is added, on-screen alerts appear. Adding new contextual and embedded help management system content is ongoing, and new walk-throughs are added as quickly as resources and capacity allow. Our site is coded such that video content can be generic or, if state-specific tutorials are available and supplied to WEX, branded by state. 12.8 Additional training. During the implementation phase WEX will source feedback from user to craft training to ensure customer input is received, needs are prioritized, training is tailored, the venue it needs to be presented in and how it is communicated. At the conclusion of the implementation, the Implementation Manager will create a final document outlining the program as implemented for a given Participating Entity and capturing the nuances of the different Agencies along with any customized servicing or reporting that has been designed for your team. This is a collaborative process between the customer and WEX and will be maintained throughout the life of the contract for support on an ongoing basis. See the response in 12.7 regarding how our system also provides dynamic training updates with pertinent on-screen alerts that notify of new training topics and learnings supplied by our call center, account reps, and direct user feedback. WEX will also provide training on an ongoing basis as technical releases are completed to ensure the Agencies are taking full advantage of all the WEX offerings. Your Strategic Relationship Manager along with your Premium Fleet Services Account Managers will work with the MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 130 OF 138 Participating Entities to schedule additional training sessions as required or requested after the initial implementation is completed. 12.9 Reserved 13. RESERVED - See Payment Terms Section 6. 14. LIABILITY 14.1 Purchasing Entities shall have no liability for lost or stolen cards upon notification to the Contractor or fraudulent use of any card products. 15. FRAUD PROTECTION 15.1 Contractor shall report fraud transactions, and the resulting credit issuance(s) to the Cardholder and the Purchasing Entity Program Administrator through real time notifications. 15.2 Contractor or system must be capable of providing a daily (at a minimum) fraud and declined transaction report as requested by the Purchasing Entity. 15.3 Contractor must provide external fraud protection coverage for the following types of occurrences including, but not limited to: lost/stolen cards counterfeit cards skimmed cards unauthorized internet transactions fraud patterns account takeovers Fraud protection coverage plan. The WEX Fraud team looks for and provides protection coverage for the types of occurrence listed of a fleet management policy; controls; and alerts, along with careful review of all reports, including exception reports, helps substantially reduce exposure to abuse and fraud, and any associated losses. WEX has instituted business practices designed to help you detect and reduce fraud and/or misuse of the WEX card. Fraud Department performs three primary functions in an effort to identify and mitigate fraud on our fleet customers' accounts: Primary Functions Review Transaction activity Identify potentially abusive or fraudulent behavior Notify customers when such behavior occurs MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 131 OF 138 Our Fraud Department makes every effort to detect unusual or excessive purchase activity using constantly evolving techniques and reporting. If such activity is detected, an analyst will contact the fleet manager to bring it to their attention, noting details such as: Date and time of purchase Merchant location Product purchased Driver identification number used to conduct the sale Dollar amount Our Fraud Department has been instrumental in providing recommendations to prevent fraud from occurring, proactively working to identify fraudulent transactions, and working closely with fleets, merchants and appropriate authorities to minimize losses and prevent such situations from continuing or recurring. WEX will terminate compromised cards within 48 hours if there are no fraudulent transactions. If WEX discovers a suspicious transaction, the card is terminated immediately and WEX will attempt to contact the fleet for verification. If the transaction proves to be legitimate, WEX can reactivate the card. state and local law enforcement, in all 50 states, in an effort to prosecute those who commit fraud with the WEX card. WEX only covers liability for losses for counterfeit/skimmed transactions. For lost or stolen cards, liability only applies after the customer reports a loss. If a WEX card is lost or stolen, it should be reported immediately to our Customer Service Department by calling the toll-free number. The Customer Service Department is available 24 hours a day, 365 days a year. The fleet can also notify WEX of the loss, theft, or unauthorized use of any card or account through WEXOnline®. Subject to any limitations imposed by applicable law, the fleet will be liable to WEX for all unauthorized use of a card until you notify us of such use. Once a card has been reported as lost or stolen, it is immediately invalidated in the WEX system. After cancellation, all electronic authorizations associated with the card are declined at the time a purchase is attempted. Once WEX receives proper notification, the fleet will be relieved from liability for any subsequent charges to the card. 15.4 Contractor must provide program screening activity for external fraud patterns and the process for communicating potential external fraud with Cardholders and Program Administrators. In recent years, white plastic fraud has become the most significant form of fraud in the fleet card industry. White plastic is the result of a third party stealing card information and loading that information onto a new card for the purpose of conducting fraudulent transactions. In the cases that we see, the data is primarily acquired through devices placed into Automated Fuel Dispensers (AFDs). The devices allow the perpetrators to capture the card numbers, Driver IDs, and odometer MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 132 OF 138 are affected by gas pump skimming; any other gas or bank card used at the same pump during the time a device is in place is also at risk of being compromised. WEX uses the data available to us in an attempt to discern the Point of Compromise (POC) for each identified occurrence of white plastic. We use this data to review other cards used at the same location during the same time period for possible abuse. Based on this information and other variables, we determine which cards are most at risk for having white plastic created. WEX also regularly communicates fraud patterns to our customers on an ad-hoc basis. Finally, as a global payments innovator with more than 35 years in the market, WEX has developed SaferPayments, a true 24/7 real-time system that prevents fraud by intercepting fraudulent -flight cases, triggering email alerts to customers. SaferPayments is capable of preventing fraud at the holistic individual portfolio level, either during the authorization process or at the payment gateway. SaferPayments can prevent first party fraud and enforce business policies in one single instance for a true multi-channel/ multi- portfolio application. SaferPayments has been carefully programmed to prevent the authorization of the highest number of suspicious transactions possible without negatively impacting the SaferPayments is an artificial intelligence based software that identifies risky transactions during the authorization process within milliseconds to prevent the degradation of authorization response times from the WEX authorization exceptionally accurate results at high fraud detection rates without impacting the customer experience. SaferPayments can detect anything from an unauthorized transaction due to a lost or stolen card, a compromised account (skimming, data breach, account takeover), or a potentially illicit transaction (money laundering, drug smuggling, etc.). SaferPayments can both detect and prevent fraud. SaferPayments is both versatile and easily configurable, allowing WEX to maintain the fraud models internally, yet still provides robust fraud management capabilities. Using advanced machine learning algorithms, SaferPayments aggregates transactions streaming through the solution to detect trends at a portfolio, customer, channel, product, and transaction level. WEX controls the settings -coded patterns of transactions or geolocation monitoring. They lack the ability to learn as they go and monitor all levels of a card portfolio. They but may not be able to actually stop a potentially fraudulent transaction from getting through the authorization process. monitor trends and activity at the portfolio, channel, customer, product, and transaction levels. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 133 OF 138 The logic within SaferPayments is highly configurable and as fraud trends are identified, will apply past learning, patterns, and trends to new transactions that stream through its logic engine. SaferPayments has multiple levels of detection which can actually prevent a transaction from authorizing or can flag a transaction for review by the fraud team depending upon scoring logic. SaferPayments model maintenance requires no vendor intervention, enabling WEX to update models internally on a daily basis. 15.5 Fraudulent charges and communication. WEX sends an immediate email notifying of potential fraud transactions. We don't execute massive "block and reissue" of potentially compromised cards. Our strategy involves enhanced monitoring of cards involved in a compromised event using Safer Payments decision intelligence (see 15.4). 15.6 Fraud deterrent of an EMV chip. WEX will begin issuing chip cards in 2020 and will have a proprietary chip card live in market before the scheduled EMV liability shift in October 2020. This is in accordance with the industry wide movement led by the major card brands to require EMV chip usage at pay-at-the-pump fuel terminals. An added benefit of the WEX chip cards will be that card renewal cycles will go from three years on current plastic to five-year renewal cycles (card expiration date). This will give fleets that added benefit of not having to deal with card swap outs due to expiring cards as often and help relieve some of that administrative burden. WEX's current WEX Spec Compliance Policy requires that all WEX accepting merchants are able to accept a WEX chip card by October 2020 or merchants will cover the costs of any counterfeit fraud. WEX developed its proprietary chip card in partnership with FIS, Multos and Gemalto, world-class leaders in chip card technology. This is the first fleet-centric chip applet designed specifically for the U.S. fleet industry, spec-based and customized for WEX Fleet. Despite technological advances WEX is developing in the card, not all retail fuel merchants will choose to invest in chip card readers at the point of sale or at outside payment terminals due to the significant financial investment required. Some merchants will accept the risk of liability for fraudulent transactions. Because of this, the WEX Fleet card will have both a chip and magnetic stripe for many years to come. WEX has taken a thoughtful and comprehensive approach to its chip card development: use a proprietary chip applet -- not a consumer based chip applet -- in order to continue to be the market leader in Fleet technology. The WEX research and development team initiated planning years in advance with a goal to define a lasting standard, and to release the highest quality solution for commercial fleet at the right time. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 134 OF 138 WEX is building a WEX Chip Issuance Roadmap to provide a seamless transition to WEX chip cards for our fleet customers. WEX also is working directly with our WEX-accepting merchants, their payment processors and their POS/pin pad vendors to build and to ensure compliance of the WEX chip. 15.7 Contractor or system must provide a way for Purchasing Entities to report fraudulent activity, lost, or stolen cards. Purchasing Entities also know it is important to be able to verify credentials of someone reporting such activity. If a WEX card is lost or stolen, it should be reported immediately to our Customer Service Department by calling the toll-free number. The Customer Service Department is available 24 hours a day, 365 days a year. The fleet can also notify WEX of the loss, theft, or unauthorized use of any card or account through WEXOnline®. Subject to any limitations imposed by applicable law, the fleet will be liable to WEX for all unauthorized use of a card until you notify us of such use. WEX will process requests for replacement cards for lost, damaged, or stolen cards within one business day. If notification is received by 3:30 p.m. Eastern Time, you can have cards sent that day. You can use your own shipping account number or be charged a fee to cover the shipping costs. Once a card has been reported as lost or stolen, it is immediately invalidated in the WEX system. After cancellation, all electronic authorizations associated with the card are declined at the time a purchase is attempted. Once WEX receives proper notification, the fleet will be relieved from liability for any subsequent charges to the card. WEX actively works with authorities at both local and federal levels to help authorities identify and apprehend individuals associated with White Plastic and/or Skimming. This level of engagement sometimes involves undercover surveillance which could be jeopardized by an unknowing individual pursuing an investigation on his or her own. WEX may assume liability (financial loss) for white plastic cases. WEX may also require the impacted fleet to submit a dispute form or an Unauthorized Use Affidavit. This notarized document may be requested should the matter be prosecuted and it enables WEX to submit information in a court proceeding as evidence. Without the formal notarization, the claims we are prosecuting on your behalf may be disallowed. It is important to remember that diligence and responsiveness are also important for fraud mitigation: Timely review of transaction data and reports is critical to fast identification of suspicious activity. Expeditious reporting (including submission of the Unauthorized Use Affidavit, if requested) of any suspicious transactions. Drivers should be encouraged to report to Customer Service anything unusual at stations, such as a pump that may have been tampered with/opened or a card reader that appears abnormal. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 135 OF 138 15.8 Contractor or system must provide a way for Purchasing Entities to track reported fraud transactions to completion (closure). WEX offers a comprehensive fraud prevention and management program. Most recently, we have been beta testing an enhanced customer facing claims management interface with a large government customer. This tool allows customers to view each claim, the claim number, type of claim, card number, date reported, age of claim, total dollars, claim status and date of resolution. Upon resolution, an email is sent to the fleet for notification. The information in the interface can be exported into a report (on demand or scheduled) so it can be easily shared with others in your organization. Once beta testing is complete, we expect to deploy this solution to other large customers. We expect this to be in place before the contract effective date of January 1, 2021. 15.9 Contractor or system must be able to resolve mass attacks (i.e. fraudulent low value charges on multiple cards at once) without requiring action from the Purchasing Entities. This type of attack is not a risk to WEX Fleet card holders, as our transaction processing occurs on a closed-loop network, not over the Internet. Regarding other Web-based applications, OWASP standards are built into development processes, and manual testing is performed in addition to peer review as required by our SDLC. WEX uses an automated dynamic application security testing (DAST) solution that scans web applications to find vulnerabilities and provide guidance on remediation. WEX receives vulnerability announcements for relevant systems from vendors, third parties, NIST, FDIC, FBI, and other threat feeds, and has a dedicated security operations team managing and maintaining the vulnerability management program. The vulnerability management procedure requires a ticket to be generated and assigned to Information Technology operations teams for patching. 16. DISPUTED TRANSACTIONS Purchasing Entities will pay according to the contract payment terms; however, in instances of dispute, the charges must be placed in suspense until there is resolution. The Contractor must propose a timely dispute procedure to ensure that the payment network charge back rights do not expire. If upon resolution of a dispute it is found that the transaction was actually an authorized charge, the Participating Entity will be liable for the payment within the payment terms as described herein. 16.1 Contractor must provide a resolution procedure for dealing with disputed transactions resulting from unauthorized charges, errors in cardholder billings, or problems with charges for merchandise or services that are not resolved between the Cardholder and Merchant. Disputed Transaction Detail How users will notify the Contractor Ability to dispute transactions electronically as well as track through final resolutions of the charge Instructions for cardholders Instructions (including invoice adjustments) for billing offices Provisions for prompt investigation of disputed items MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 136 OF 138 Provisions for reporting/disposition on resolution of dispute to cardholders, approving officials, Program Administrators, and billing office Provisions for system identified disputed related credit or payment on resolved dispute. Any limitations on the timeline of disputed transactions. Any details on what components of the transaction can be disputed The WEX transaction dispute process is outlined below: 1. A customer must notify WEX in writing of a disputed transaction within sixty (60) days of the billing date of said transaction. WEX requests that the customer to provide as many details regarding the transaction and the reason for dispute as possible, including, but not limited to the following: card number, driver identification number used, transaction date and time, transaction dollar amount, and reason for dispute. Additional information may be requested as necessary to facilitate the investigation. When a Purchasing Entity disputes a charge, the disputed amount is temporarily or permanently credited in the current billing cycle and is removed from the amount due on the next available invoice. As such, the amount due shown on every invoice will be less the disputed amounts that occurred since the last invoice was created. Purchasing Entities shall pay the exact amount set forth on each invoice to avoid a credit being taken twice once the dispute is resolved and the final credit is applied. 2. The department for follow up and investigation. If the dispute involves an allegation of dispute process may vary from the standards as outlined below depending on the nature and validity of the claim. 3. If the disputed transaction occurred inside the fueling location and required a signature from the cardholder, the Contractor may request a copy of the sales draft from the merchant. As a result of the ticket request, the Participating Entity will receive a temporary credit memo on their invoice noting that a transaction is in dispute. 4. Once the applicable merchant provides a copy of the sales draft, it will be reviewed for compliance with the fleet program. If the Contractor determines that the sale is valid in accordance with the program, the disputed charge balance will be carried forward for payment and will be subject to applicable late fees. Payment is expected during the next billing cycle. Copies of the sale draft are then forwarded to the Purchasing Entity for review. 5. In the rare event that the transaction in question is determined to be a duplicate transaction, it is not necessary for the Contractor to request a copy of the ticket from confirming that the transaction is a duplicate, the Contractor will permanently credit the account within five (5) business days. 6. If the disputed transaction occurred at an automated facility, a copy of the sales draft would not be available as no signature is required and swipe of the card into the card reader establishes that the card was present at the time of sale. Pursuant to the ter 7. In the rare occasion that a technical error occurred at an automated facility, the Contractor will perform an investigation into the dispute sale. MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 137 OF 138 8. Upon conclusion of the investigation, the Contractor will communicate the outcome of the investigation to the Purchasing Entity. If a credit for a disputed transaction is warranted, it will be applied against the current billing period. *Disputes of WEX Online Dispute Process Provisioned users can use WEXOnline® to request ticket copies, initiate a transaction dispute on a single or multiple transaction(s), and maintain visibility until resolution. Current rules about what types of transactions cannot be disputed (e.g., private site, transactions, aviation transactions, island card reader, etc.) still apply. Onscreen instructional text and error Fraud-related dispute requests can be initiated within WEXOnline®, but due to their urgent nature, these disputes are immediately routed to the WEX Fraud Department for analysis and review. Given their sensitive disposition and circumstance, information about fraud-related disputes, including their status, will not appear in WEXOnline®, and instead will follow existing communication channels. be disputed online and must follow the existing process. Onscreen error messaging be disputed online and must follow the existing process. Onscreen error messaging with a hyperlink to the dispute form will appear if this type of transaction is selected. 17. CARD ACCEPTANCE 17.1 Card acceptance is critical to state business and is a scored element of this Competitive Solicitation. The WEX Fleet Card offers acceptance in all 50 states, at more than 95% of U.S. retail fueling locations, all of which provide Level III data. The card is accepted by all major oil companies and fuel retailers, as well as independent merchants, in urban, rural, and remote locations. The WEX Fleet Card is also accepted at approximately 4,500 locations in Canada. Although the number of accepting locations fluctuates due to gas and service stations opening and closing, the WEX card is currently accepted at more than 132,000 retail locations. Of these, approximately 120,000 offer fuel or both fuel and service; approximately 32,000 offer service or both fuel and service. WEX Fleet DriverDash, our free mobile fuel payments platform, is now accepted at more than 25,000 US fueling locations, with frequent new acceptance announcements. DriverDash is an industry-first, fleet fuel card mobile payments application. WEX Fleet DriverDash sets the fundamental framework and acceptance for how future payments will be made, including by the vehicle itself. As connected car technology grows and becomes more accessible, the need for these type of mobile payments applications and interfaces will continue to grow. Mobile payments are safer, more secure, and provide a greater level of flexibility and accuracy for what can be prompted for at the time of purchase. WEX is always increasing its acceptance coverage for fuel, marina and service locations. Because we currently have acceptance at more than 95% of all U.S. fuel sites, our merchant acquisition strategy is driven by the needs of our fleet customers requiring service in remote areas or acceptance outside of domestic coverage. If a fleet customer identifies specific fueling needs, WEX will work toward signing any needed location MASTER AGREEMENT NO. 00819 FLEET CARD SERVICES PAGE 138 OF 138 If the customer has merchants that they would like to be part of the WEX accepting network who do not already have direct acceptance or cannot utilize the WEX tool, we will request the following information from the fleet: Merchant name Merchant address Merchant contact person Phone and fax numbers Expected utilization/volume from your fleet Name and phone number of fleet employee requesting WEX card acceptance WEX will work with all interested parties toward gaining acceptance at the location. This includes either direct agreements or acceptance through our partnerships with network sales organizations and acquirers. Number of WEX-accepting locations, July 2019: Fuel, United States 137,862 Fuel, Canada ~ 4,500 EV (US) ~ 66,000 WEXPay (US) ~ 398,000 WEX TM Page 1 of 3 “”“” collectively referred to herein as the “Parties.” Page 2 of 3 Department’s Contract Contractor’s Contract Manager: Page 3 of 3 1 Department’ Not be on the State’s Convicted, Suspended, or Discri 2 to the Department’s Contract Manager within the State’s fiscal quarters close on The Contractor’s first and the Department’s contract manager without prompting or notification from the Department’s Contract ontractor’s 3 – – – – Department’s or ’s additional 4 Workers’ Compensation Insurance Department’s designated Contract Manager shall reduce State’s decision as to 5 from the public agency’s custodian of public records, in a format that is e Contractor’s 6 Department of Homeland Security’s (DHS) E (MOU) to the Department’s Contract Manager within five (5) days of Contract Department’s obligation to terminate the Contract if it has a good faith belief that last six (6) years from the date of the court’s determination for the crimes listed 7 EXHIBIT C SCHEDULE OF POINTS AND FEES 1. (percentage) of their quarterly standard sales volume. The formula for calculating the Standard Volume Incentive is: Quarterly Total Volume x basis points = Quarterly Standard Volume Incentive. Basis Points Offered: __170 basis points (1.70%)___________ 2. (percentage) of their Quarterly Total Volume base formula for calculating the Prompt Payment Incentive is: Quarterly Total Volume x Basis Points for Entity average file turn days = Quarterly Prompt Payment Incentive. Note: The payment terms for the Master Agreement is forty-five (45) days. Basis Points Offered: Avg File Turn Days Basis Point Avg File Turn Days Basis Point Avg File Turn Days Basis Point 1 20 21 7.375 41 1.25 2 19 22 7 42 1 3 18 23 6.625 43 0.75 4 17 24 6.25 44 0.5 5 16 25 5.875 45 0.25 6 15 26 5.5 46 0 7 14 27 5.125 47 0 8 13.5 28 4.75 48 0 9 13 29 4.375 49 0 10 12.5 30 4 50 0 11 12 31 3.75 51 0 12 11.5 32 3.5 52 0 13 11 33 3.25 53 0 14 10.5 34 3 54 0 15 10 35 2.75 55 0 16 9.5 36 2.5 56 0 17 9 37 2.25 57 0 18 8.5 38 2 58 0 19 8.125 39 1.75 59 0 20 7.75 40 1.5 60 0 3. Annual Volume Incentive an incentive based on the total National Annual Volume (total annual sales for all Participating States/Participating Entities). The formula for calculating the National Annual Sales Volume Incentive is: National Annual Volume (for all Fleet products) x basis points = National Annual Sales Volume Incentive. Basis Points Offered: Total Annual Spend Basis Points 10 15 20 25 $400,000,001+ 30 FEES Below is a list of fees allowed under this Master Agreement. If choosing to charge these fees throughout the agreement, indicate the amount and/or rates here. Fee Type Fee Amount Foreign Transaction Fee 1.5% of the total transaction value Overnight Delivery Fee $15.00 per occurrence Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0270 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Information Technology Agenda Number: 8.1 SUBJECT/RECOMMENDATION: Authorize a purchase order to GSA Security, Inc. of Tampa, FL, for the purchase, installation, maintenance, and repairs of security cameras in the not-to-exceed amount of $200,000.00 through October 24, 2024, with two, one-year renewal options in an annual not-to-exceed amount of $200,000.00 each year pursuant to Clearwater Code of Ordinances Section 2.563(1)(c), Piggyback, and authorize the appropriate officials to execute same. (consent) SUMMARY: The City currently has approximately 800 Axis IP security cameras composed primarily of exterior facility security cameras. The Information Technology Department requests authorization to use GSA Security for the purchase and installation of new cameras and the maintenance of new and existing cameras, piggyback from Hillsborough County Public Schools (HCPS), Bid No. 21089-MST-KJ valid through October 24, 2024, with two, one-year renewal options. Should the contract be extended by HCPS and GSA, authorization is requested to extend our contract accordingly with oversight from our Procurement Division. Projects anticipated during this contract term include Crest Lake Park Security, Cleveland Street Downtown District & Mercado, Osceola Parking Garage, City Hall, Fire Station 47, construction monitoring and other locations for the Intelligent Policing Project. APPROPRIATION CODE AND AMOUNT: Installation of security cameras at other city facilities will be funded from various operating capital codes as requested, and Information Technology CIP 94873 (Citywide Camera System). STRATEGIC PRIORITY: These purchase helps accomplish strategic objectives 1.2, 1.3, and 1.4. The Information Technology Department maintains critical public infrastructure to deliver sustain a high level of service to support a safe and healthy community. Page 1 City of Clearwater Printed on 5/29/2024 Connect with Us • HillsboroughSchools.org • P.O. Box 3408 • Tampa, FL 33601-3408 • (813) 272-4000 Raymond O. Shelton School Administrative Center • 901 East Kennedy Blvd. • Tampa, FL 33602-3507 FINANCE DIVISION PROCUREMENT SERVICES REQUEST FOR PROPOSALS TRADES July 2, 2021 Solicitation Number and Name. 21089-MST-KJ Camera & Access Control Systems Replaces: 0016091-RFP Purpose. Public notice is hereby given that Hillsborough County Public Schools (“HCPS” or the “District”) on behalf of The School Board of Hillsborough County, Florida (the “Board”) has issued this competitive solicitation for the goods and services in Section 5. TAB 2. SPECIFICATIONS. Questions Due Date. Wednesday, July 21, 2021 at 12:00 PM (Noon) Bid Due Date. Wednesday, July 28, 2021 at 3:00 PM Estimated Award Date Wednesday, September 21, 2021 Bid Submittal. ELECTRONIC COPY SUBMITTAL. PROPOSER MUST SUBMIT THEIR BID VIA UPLOAD at WWW.MYVENDORLINK.COM. HCPS no longer accepts paper submittals. The Proposer is solely responsible for submittal of their Proposal through VendorLink no later than the time and date specified in the solicitation or subsequent addenda. The Proposer must allow adequate time to upload their submittal on VendorLink. The Proposer is responsible to contact VendorLink technical support at support@eVendorLink.com if technical difficulties arise during submission of the Bid. HCPS shall not be responsible for delays caused in any occurrence and shall reject Proposals submitted via any other means. The Proposer must transmit their Proposal electronically via VendorLink at www.myVendorLink.com. Acceptable file formats for upload are Microsoft Excel (XLS or XLSX), Adobe Portable Document Format (PDF), or ZIP file formats and printing must be enabled on all files submitted. VendorLink. HCPS will post all solicitations and supporting documents on www.myVendorLink.com. It is the sole responsibility of interested parties to monitor VendorLink for solicitation opportunities and updates. Each Proposer must have a current vendor application on file with VendorLink to conduct business, receive updates and addenda, and ask questions under any HCPS solicitation. HCPS may disqualify a Proposer for failure to comply with this condition. For technical support contact the Vendor Registration Helpdesk via email at support@eVendorLink.com for additional registration questions. Lobbying/Cone of Silence. The Cone of Silence, HCPS policy 6320 – Procurement, prohibits any communication regarding an active competitive solicitation between any HCPS employee or Board member and any third party, representative, or lobbyist of that party, in effect from the time of release of the competitive solicitation until the contract is awarded by the Board. Notice. Failure to file a protest within the time prescribed in s. 120.57(3), Florida Statutes, or failure to post the bond or other security required by law within the time allowed for filing a bond shall constitute a waiver of proceedings under Chapter 120, Florida Statutes. Hillsborough County Public Schools Page 2 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.GENERAL TERMS AND CONDITIONS ................................................................................................................3 1.1 BACKGROUND ..................................................................................................................................................................................... 3 1.2 LEGAL REQUIREMENTS ........................................................................................................................................................................ 4 1.3 HCPS’ RIGHTS ....................................................................................................................................................................................... 8 1.4 CONTRACTOR’S OBLIGATIONS ........................................................................................................................................................... 11 1.5 HAZARDOUS MATERIALS ................................................................................................................................................................... 14 1.6 DATA .................................................................................................................................................................................................. 16 2.PROPOSER INSTRUCTIONS ........................................................................................................................... 18 2.1 VENDORLINK (WWW.MYVENDORLINK.COM/) .................................................................................................................................. 18 2.2 PRE-SOLICITATION CONFERENCE ...................................................................................................................................................... 18 2.3 PROPOSAL SUBMITTAL ...................................................................................................................................................................... 18 2.4 PUBLIC INSPECTION OF PROPOSAL ................................................................................................................................................... 19 2.5 EVALUATION PROCESS ...................................................................................................................................................................... 19 2.6 NEGOTIATIONS (BEST AND FINAL OFFER “BAFO”) ............................................................................................................................ 21 2.7 AWARD .............................................................................................................................................................................................. 21 2.8 CONTRACT ......................................................................................................................................................................................... 22 2.9 PURCHASE ORDER ............................................................................................................................................................................. 22 3.REQUIRED FORMS ........................................................................................................................................ 23 4.TAB 1. QUALIFICATIONS AND EXPERIENCE .................................................................................................... 36 4.1 QUALIFICATION SUMMARY ............................................................................................................................................................... 36 4.2 MINIMUM QUALIFICATIONS ............................................................................................................................................................. 37 5.TAB 2: SPECIFICATIONS ................................................................................................................................ 39 5.1 ESTIMATED BUDGET/CONTRACT AMOUNT....................................................................................................................................... 39 5.2 CONTRACT TERM/RENEWALS............................................................................................................................................................ 39 5.3 AWARD .............................................................................................................................................................................................. 39 5.4 SCOPE OF WORK ................................................................................................................................................................................ 40 5.5 CUSTOMER SUPPORT SERVICES ........................................................................................................................................................ 43 6.TAB 3: COST/BEST VALUE ............................................................................................................................. 54 6.1 HCPS ORDERS .................................................................................................................................................................................... 54 6.2 PRICE SHEET ....................................................................................................................................................................................... 55 7.TAB 4: SMALL BUSINESS ENCOURAGEMENT (SBE) PROGRAM ........................................................................ 58 7.1 SMALL BUSINESS ENCOURAGEMENT (SBE) PROGRAM ..................................................................................................................... 58 8.APPENDIX A: INSURANCE AND INDEMNIFICATION ........................................................................................ 60 8.1 INSURANCE REQUIREMENTS ............................................................................................................................................................. 60 8.2 INDEMNIFICATION ............................................................................................................................................................................. 61 9.APPENDIX B: HCPS CONTRACTED SERVICES VERIFICATION FORM (CSVF) ....................................................... 63 10.APPENDIX C: SAMPLE AGREEMENT ............................................................................................................... 64 Hillsborough County Public Schools Page 3 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.GENERAL TERMS AND CONDITIONS These General Terms and Conditions are applicable to this solicitation and to each purchase made by any authorized method of acquisition. HCPS shall deem that each organization or entity (the “Proposer”) submitting a response (“Proposal”), to have assented to these conditions by the act of responding to this solicitation and acceptance of a request for purchase via duly issued purchase order (PO). Prior to the solicitation due date. During the active solicitation process, HCPS may incorporate additional conditions, without limitation, referenced as addendum, attachment, appendix, or exhibit. Any conflict in terms between any additional conditions, and any HCPS-issued addenda will require the following descending order of precedence. addenda, answers to questions on www.myVendorLink.com, appendix, attachment, exhibition, and the solicitation. Unless specifically stated, the terms and conditions in this solicitation are nonnegotiable. HCPS may reject any Proposal that fails to accept the stated terms and conditions as "non-responsive." 1.1 BACKGROUND Hillsborough County Public Schools, Florida (“HCPS” or the “District”) is a political subdivision organized under Section 4, Article IX, of the State Constitution and Florida Statutes. HCPS, which is coterminous with Hillsborough County, is the nation’s seventh largest school system. HCPS presently has 235 PreK-12 schools, specialty centers and technical colleges with approximately 225,000 students and approximately 24,000 employees. Management of HCPS is independent of metropolitan and city governments. The School Board of Hillsborough County, Florida (the “School Board”), a public corporation existing under the Laws of the State of Florida, is the policy-making body of HCPS. The School Board consists of seven members elected by geographic area. Among other duties, the School Board has broad financial responsibilities, including the approval of the annual budget, which for the 2019/2020 fiscal year is approximately $3 billion. The Chief Executive Officer is the Superintendent of Schools, Mr. Addison Davis, appointed by the School Board, who is responsible for all financial transactions and records of HCPS.1 1.1.1 Vision. Preparing Students for Life. 1.1.2 Mission. To provide an education and the supports that enable each student to excel as a successful and responsible citizen. 1.1.3 Definitions. Whenever the following terms are used, its intent and meaning shall be as follows: •Addendum. All written or graphic instruments issued prior to the date for opening of the proposal, which modify or interpret the solicitation by additions, deletions, corrections, or clarifications. •Contract. The term “agreement” or “contract” includes this competitive solicitation, all related addenda and answers to questions via www.myVendorLink.com, the Proposal, all mutually agreed amendments, and subsequent renewals covering the provision of goods and services herein. •Competitive Solicitation. The term “competitive solicitation” shall be defined for the purposes of this rule to include purchasing made through the issuance of this invitation to negotiate (competitive solicitation). •Contractor. The term “Contractor” refers to any type of business entity awarded by The School Board of Hillsborough County, Florida or approved by Hillsborough County Public Schools in accordance with a proposal submitted by that organization in reply to any HCPS competitive solicitation. •Default. The omission or failure to fulfill a duty, observe a promise, discharge an obligation, or perform as agreed. •Florida Statutes (F.S.). The Florida Statutes are the codified, statutory laws of Florida; it currently has 48 titles. •Procurement Officer. HCPS contracting personnel, as identified in the cover sheet of all competitive solicitations. •Project Coordinator. An HCPS Project Coordinator (the “Coordinator”) will be assigned to oversee all assigned work for adherence to projected schedules and quality of work from the start date through project completion. 1 Current information provided by the Communications and Media Officer on 01/07/2020. Hillsborough County Public Schools Page 4 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Proposer. “Proposer” shall include those vendors submitting a proposal to this competitive solicitation. •Renewal. A renewal allows for the continued contracting with the same contractor for an additional contract period after the initial term of the contract, only if pursuant to contract terms specifically providing for such renewal. •Request for Proposals. Per 6A-1.012(1)(e) Purchasing Policies, shall be defined as a written solicitation for competitive sealed proposals. The request for proposals is used when it is not practicable for HCPS to specifically define the scope of work for which the goods, group of goods and services is required and when the school board is requesting that a responsible vendor propose a good, group of goods, or service to meet the specifications of the solicitation document. A written solicitation includes a solicitation that is publicly posted. •Services/Work. References to “services” or “work” are used interchangeably to identify the HCPS-assigned task or project •Small Business Enterprise (Woman/Minority/Service-Disabled Veteran Owned Business) (SBE). An HCPS Office of Supplier Diversity certified small, woman, minority, disabled veteran-owned small business enterprise. •Subcontractors. Proposer understands that, as a prime contractor, said contractor is responsible for all actions taken by its subcontractors and shall bare all liability for the subcontractors’ action under the Agreement. HCPS must pre-approve each subcontractor and must follow all of Contractor’s requirements herein. All Contractor’s requirements and references to Contractor herein shall apply to all HCPS approved subcontractor(s). The subcontractor includes any organization whom Contractor utilizes for the provision of goods and services subject to the Agreement. The Contractor must notify HCPS for prior approval as to the use of any subcontractor. The subcontractor must adhere to Contractor’s obligations and Contractor shall remain responsible for the subcontractor’s actions. •Superintendent. The term “superintendent” shall mean the District “superintendent or designee.” For the purposes of this solicitation, the General Manager of Procurement Services will serve as the designee. •Vendor. The term “vendor” shall apply to any business entity or organization that sells goods and services to achieve certain commercial goals. •VendorLink (www.myVendorLink.com). The electronic bidding system used to solicit and receive competitive solicitation responses for HCPS. Contact the Vendor Registration Helpdesk via email at support@eVendorLink.com for additional registration questions. The following General Terms and Conditions are incorporated and applicable to all Hillsborough County Public Schools (HCPS)-issued competitive solicitations and to each purchase made by any authorized method of acquisition. HCPS shall deem that each organization or entity (the “Proposer”) submitting a bid response (“Proposal”), to have assented to these non-negotiable conditions by the act of responding to this competitive solicitation (solicitation) and acceptance of a request for purchase via duly issued purchase order (PO). Prior to the solicitation due date. During the active solicitation process, HCPS may incorporate additional conditions, without limitation, referenced as Addendum, Attachment, Appendix, or Exhibit. Any conflict in terms between any additional conditions, and any HCPS-issued addenda will require the following descending order of precedence: addenda, answers to questions on www.myVendorLink.com, appendix, attachment, exhibition, and the solicitation. Unless specifically stated, the terms and conditions in this solicitation are nonnegotiable. HCPS will reject all Bids that fail to accept the stated terms and conditions as "non-responsive." 1.2 LEGAL REQUIREMENTS The Contractor must be knowledgeable of and in compliance with all applicable federal, state, county, and local laws, ordinances, rules, regulations, and Board Policy (www.sdhc.k12.fl.us/policymanual/policy/7) that may affect the provision of goods and services covered herein. The Contractor’s lack of knowledge shall not be a cause for relief from responsibility. 1.2.1 Governing Law, Jurisdiction, and Venue. The Agreement shall be governed by and interpreted in accordance with the laws of the State of Florida other than its conflict of laws principles. The parties agree that if any suit or proceeding is brought in connection with this Agreement, such suit or proceeding shall be brought in the state or federal courts located in Hillsborough County, Florida, and the parties shall submit to the exclusive jurisdiction of such Hillsborough County Public Schools Page 5 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems courts and waive any and all jurisdictional, venue, and inconvenient forum objections to such courts. Each party shall be responsible for its own attorneys’ fees and costs incurred because of any action or proceeding under this Agreement. 1.2.2 The Jessica Lunsford Act (JLA). Per ss. 1012.465 and 1012.467, F.S., the “Jessica Lunsford Act,” a Contractor who meets any of the three (3) criteria, (i) be at school when students are present, (ii) have direct contact with students, or (iii) have access to or control of school funds must be Level II fingerprinted and Florida Department of Law Enforcement (FDLE)/Federal Bureau of Investigations (FBI) screened by the HCPS Professional Standards Department, or where designated by HCPS. Those Contractor’s employees are required to be in possession of the statewide JLA (blue) badge and the HCPS (yellow) badge to access HCPS sites. Site personnel will deny access to a Contractor who violates this requirement. The following exemptions may apply: •A law enforcement officer, as defined in s. 943.10 (1), if assigned or dispatched to HCPS grounds by their employer. •An employee or medical director of an ambulance provider, licensed pursuant to chapter 401, who is providing services within the scope of part III of chapter 401 on behalf of such ambulance provider. •Non-instructional contractors who remain at a site where students are not permitted if the site is separated from the remainder of the school grounds by a single chain-link fence of 6 feet in height. •Non-instructional contractors who provide pick-up or delivery services and those services involving brief visits on school grounds when students are present. 1.2.3 Protest. Any protest concerning bid specifications, a decision, or intended decision pursuant to this solicitation shall be made in accordance with § 120.57(3) F.S. and Board Policy chapter 6320 (Bid Protest). Questions to Procurement Services, Board member, or any HCPS employee shall not constitute formal notice of a protest. HCPS shall post Board recommendations and tabulations for this solicitation on www.myVendorLink.com. It shall be the sole responsibility of each Proposer to review this solicitation on VendorLink. HCPS will not mail tabulations, recommendations, or notices. A Proposer who wishes to file a bid protest must file such notice and follow procedures prescribed by s. 120.57(3), F.S., for resolution shall file a Notice of Intent to Protest, in writing, within 72 hours after the solicitation document is posted or after the notice of decision is posted, respectively, excluding Saturdays, Sundays, and state holidays. For solicitations by Procurement Services, the notice must be filed with the General Manager of Procurement Services, 901 East Kennedy Boulevard, Tampa, Florida 33602. Any person who files an action protesting a decision or intended decision pertaining to a solicitation pursuant to s. 120.57(3)(b), F.S., shall post, at the time of filing the formal written protest that states, with particularity, the facts and law upon which the protest is based. A bond payable to the School Board in an amount of five (5%) percent of the lowest accepted bid for all other projects, conditioned upon payment of all costs and fees which may be adjudged against the protestor in the administrative hearing. If at the hearing the School Board prevails, it shall recover all costs excluding attorney's fees from the protestor; if the protestor prevails, the protestor shall recover from the School Board all costs excluding attorney's fees. Failure to file a protest within the time prescribed in § 120.57(3) b, F.S., shall constitute a waiver of proceedings under Chapter 120, F.S. 1.2.4 Florida Department of State, Division of Corporations Registration Requirements. Proposers that are required to be registered with the Florida Department of State, Division of Corporations or who are incorporated within the State of Florida must furnish their Florida document number, and written documentation of “active” status. All registered proposers must have an active status in order to be eligible to do business with HCPS. Proposer doing business under a fictitious name must submit their proposal using the company’s complete registered legal name, i.e. ABC, Inc. d/b/a XYZ Company. To register with the State of Florida, visit: www.Sunbiz.org. 1.2.5 Severability. In case of any one or more of the provisions contained in this solicitation shall be for any reason be held to be invalid, illegal, unlawful, unenforceable or void in any respect, the invalidity, illegality, unenforceability, unlawful, or void nature of that provision shall not affect any other provision and this Agreement shall be considered as if such invalid, unlawful, unenforceable, or void provision had never been included herein. Hillsborough County Public Schools Page 6 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.2.6 Fair Labor Standards Act (“Hot Goods”). The proposer certifies that the production of the provided goods and services shall be compliant with all applicable requirements of sections 6, 7, and 12 of the Fair Labor Standards Act, as amended, and of regulations and orders of the United States Department of Labor issued under section 14 thereof. 1.2.7 Student Confidentiality. Any records, materials, documents or other objects containing confidential information, and copies thereof, obtained by the Contractor during the provision of goods and services for HCPS are confidential and shall not be used or disclosed in any manner by the Contractor, except as allowed by applicable law and regulations and the policies and practices of HCPS. Notwithstanding the policies and practices of HCPS, in no event shall the Contractor use or disclose confidential information in violation of the Health Insurance Portability and Accountability Act (HIPAA), Family Educational Rights and Privacy Act (FERPA), Americans with Disabilities Act (ADA), Family and Medical Leave Act (FMLA), or other applicable laws or regulations. After the termination of the contract with HCPS, the Contractor shall not use or disclose the contents of such confidential information for any purpose whatsoever, except as may be required by law if the Contractor must first furnish prompt notice thereof to HCPS to permit HCPS an opportunity to contest such disclosure. The Contractor agrees to not remove from HCPS premises, except as a contractor, acting on behalf of HCPS and in pursuit of the business for HCPS or except as authorized or directed by HCPS, any records, materials, documents or objects containing or reflecting any confidential information. The Contractor recognizes that all such documents and objects, whether developed by the Contractor or someone else, are the exclusive property of HCPS. Upon contract expiration, or at any other time upon request by HCPS, and at the sole discretion of HCPS, the Contractor shall promptly deliver to HCPS all documents and records which are in the Contractor's possession or control and which are confidential information as defined in the Agreement. The Contractor’s failure to comply with the provisions of the Agreement pertaining to confidential information is a breach of the Agreement and may result in the termination of the contract and further legal action against contractor. The provisions of the Agreement pertaining to confidential information shall survive termination of the contract between HCPS and the Contractor. The Contractor shall be solely responsible for any claims, damages, costs, and expenses, including reasonable attorney fees incurred by HCPS because due to the Contractor's breach of the confidentiality provisions of the Agreement. The contractor further agrees that HCPS may obtain injunctive or other equitable relief in a court action to restrain further breach of the Agreement or to prevent unauthorized uses or disclosures of confidential information by the Contractor. 1.2.8 Tax Exemption. HCPS is exempt from federal and state taxes for tangible personal property. HCPS’ State Sales Tax Exemption Number is 85-8012621971C-8 and the Federal Excise Tax Exemption Number is 59 72-0088 K. The Sales Tax Exemption Form is available for download at https://www.sdhc.k12.fl.us/doc/163. Note, the contractor cannot claim exemption from taxes for materials to fulfill its contractual obligations to HCPS. HCPS shall not authorize the use HCPS’ tax exemption number to purchase such materials. 1.2.9 Public Records Laws. The Contractor acknowledges that the Agreement and all documents submitted to The School Board of Hillsborough County, Florida related to the Agreement are a matter of public record and are subject to the State of Florida Public Records Law Ch. 119 F.S., Art. I s. 24, of the State Constitution, and any other comparable federal laws. The Contractor further acknowledges that HCPS may post the Agreement on The School Board of Hillsborough County, Florida website. The Contractor also understands the broad nature of these laws and agrees to comply with Florida’s public records laws and laws relating to records retention. If the Contractor is acting on behalf of HCPS pursuant to s. 119.0701 F.S., the Contractor shall: •keep and maintain public records that ordinarily and necessarily would be required by HCPS to perform the service, and •provide the public with access to public records on the same terms and conditions that HCPS would provide the records and at a cost that does not exceed the cost provided in s. 119 F.S. or as otherwise provided by law, and •ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law, and •meet all requirements for retaining public records and transfer, at no cost, to HCPS all public records in possession of the contractor upon termination of the Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, and Hillsborough County Public Schools Page 7 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •can provide all electronically stored records in a format that is compatible with the HCPS information technology systems IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, F.S., TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE HCPS OFFICE OF COMMUNICATIONS AT PHONE: (813) 272-4060, EMAIL: PRR@SDHC.K12.FL.US, 901 E. KENNEDY BOULEVARD, TAMPA, FLORIDA 33602. 1.2.10 Discrimination. The Contractor shall comply with all applicable laws, ordinances, codes, and statutes of all local, state, or national governing bodies included within this section. In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be cancelled, terminated, or suspended in whole or in part. 1.2.10.1 Statement of Assurance. The Contractor must comply with the regulations of Title VII of the Civil Rights Act of 1964, as amended, and the Florida Civil Rights Act of 1992, in which no person in the United States shall on the grounds of race, color, religion, sex, pregnancy, national origin, age, handicap, or marital status be excluded from participation in or be denied the proceeds of or be subject to discrimination in the performance of the Agreement. Also, all the funds, services, materials, property, etc. inclusive in the contract shall not be used in the performance of any partisan political activity or to further the election or defeat of any candidate for public office. 1.2.10.2 Americans with Disabilities Act. Any Proposer submitting a Proposal to HCPS for the provision of goods and services may not exclude any person(s) from participating in; deny any person(s) the proceeds or benefits of; not otherwise subject any person(s) or subcontractors to any form of discrimination based on grounds of race, creed, color, national origin, age, sex, or disability. All contractors and subcontractors providing goods and services must comply with the pertinent portion of the Americans with Disabilities Act of 1990, Public Law 101-336. 1.2.11 Vendor Sanctions. The Proposer certifies that it complies fully with the Federal Debarment Certification regarding debarment suspension, ineligibility, and voluntary exclusion. HCPS may, by written notice to the Contractor, immediately terminate the Agreement if HCPS determines that the Contractor has been disbarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body. 1.2.11.1 Public Entity Crimes (§287.133(2)(A). "A person or affiliate who has been placed on the convicted vendor(s) list following a conviction for a public entity crime may not submit a Bid on a contract to provide any goods and services to a public entity, may not submit a Bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit Bids on leases of real property to a public entity, may not be awarded or perform work as a vendor(s), supplier, subcontractor(s) or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Florida Statute 287.01 7 for category two ($35,000) for a period of 36 months from the date of being placed on the convicted vendor(s) list." 1.2.11.2 Convicted and Discriminatory Vendor Lists (ss. 287.133(2)(a) and 287.134, F.S., and Rule 60A1.006 (1), F.A.C.). A person or affiliate who has been placed on the State of Florida Discriminatory Vendor List or the Convicted Vendor List: following a conviction for a public entity crime may not submit a Bid on a contract to provide goods and services to a public entity; may not submit a Bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit Bids on leases of real property to a public entity; may not be awarded or perform work as a Contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount of $35,000 for a period of 36 months following the date of being placed on the convicted vendor list. www.dms.myflorida.com/business_operations/state_purchasing/state_agency_resources/vendor_registration_and_ve ndor_lists/convicted_vendor_list. 1.2.11.3 Bankruptcy. At the time of Proposal submission, the Proposer shall not be in the process of or engaged in any type of proceedings relating to insolvency or bankruptcy, either voluntary or involuntary, or receivership proceedings. If Proposer is awarded a contract for one (1) year or longer, and files for bankruptcy, insolvency, or receivership thereafter, HCPS may, at its option, terminate the contract. Hillsborough County Public Schools Page 8 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.2.11.4 Employment of Unauthorized Aliens. The employment of unauthorized aliens by the Contractor is considered a violation for §274A (e) of the Immigration and Nationality Act. If the Contractor knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of the Contract. 1.2.11.5 Scrutinized Companies Lists/Business Operations in Cuba or Syria. Per the provisions of s. 287.135 F.S., a company that, at the time of bidding or submitting a Proposal for a new contract or renewal of an existing contract, is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Section List, created pursuant to s. 215.473 F.S., or is engaged in business operations in Cuba or Syria, is ineligible for, and may not bid on, submit a Bid for, or enter into or renew a contract with an agency or local governmental entity for goods and services exceeding one-million dollars. The Proposer certifies by submission and signature of this Proposal that it is not on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Section List or been engaged in business operations in Cuba or Syria. Any contract for goods and services of $1,000,000 or more may be terminated at the option of the awarding body if the company is found to have submitted false certification or been placed on either of these lists or been engaged in business operations in Cuba or Syria. 1.3 HCPS’ RIGHTS This solicitation will comply with all applicable HCPS policies, federal, state, and local laws. HCPS reserves the right to qualify Proposals that HCPS deems to meet the qualifications listed in this solicitation. HCPS is therefore not bound to accept a Proposal solely based on lowest price. In addition, HCPS at its sole discretion, reserves the right to cancel, recall, or reissue all, or parts of the solicitation, to reject any Proposal, to waive any formality and irregularity, or to re- advertise the identical or revised specifications. HCPS may investigate the qualifications of any Proposer under consideration, require confirmation of information furnished by a Proposer, and require additional evidence of qualifications to perform the services described in this solicitation. Furthermore, HCPS reserves, but not limited to, the following rights: •A Proposer’s past performance may be used in the evaluation of this solicitation. •Reject any or all the Proposals; and •issue subsequent solicitation for the same statement of work; and •cancel the entire solicitation; and •remedy solicitation errors; and •reduce the scope of work (if deemed in HCPS’ best interest and at HCPS sole discretion); and •appoint evaluation committees to review Proposals; and •seek the assistance of technical experts to review Proposals; and •approve or disapprove the use of subcontractors and suppliers; and •award a contract to one or more (or none) of the Proposers; and •accept other than the lowest priced Proposal; and •waive informalities and irregularities in Proposals; and •award a contract without discussions or negotiations; and •disqualify proposals upon evidence of collusion with intent to defraud or other illegal practices on the part of the Proposer; and •this solicitation does not commit HCPS to enter a contract nor obligate HCPS to pay for any costs incurred in the preparation and submission of Proposals or in anticipation of a contract. 1.3.1.1 Submittal Confidentiality. Pursuant to s. 119.071(1) (b) 2, F.S., proposals received by HCPS pursuant to a competitive solicitation are exempt from ss. 119.07 (1) and 24 (a), Art. I of the State Constitution until HCPS provides notice of an intended decision or until thirty (30) days after receipt of the proposals, whichever is earlier. All proposal evaluation meetings and discussions with the Proposer shall be subject to § 286.0113, F.S. 1.3.1.2 Submittal Rejection. HCPS, at its discretion, may reject any, or part(s) of any proposal; advertise, postpone, or cancel, at any time, the competitive solicitation process, or waive any irregularities in the solicitation in the proposal received. HCPS also reserves the right to request clarification of information from any Proposer. 1.3.1.3 Alternative Purchasing Options (Non-Exclusivity). This solicitation does not establish an exclusive arrangement between HCPS and the Contractor. Additionally, HCPS reserves the following additional unrestrictive rights: Hillsborough County Public Schools Page 9 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Use additional vendors to provide the goods and services, or deliver the same or related products, as described herein when it is to the economic benefit of HCPS; and •Propose any work, products, or services as described herein when it is to the economic benefit of HCPS; and •May purchase items on this solicitation from any State of Florida public entity, the General Services Administration (GSA), Bay Area Schools Purchasing Council (BASPC), or any purchasing cooperative that serves school districts; and •Generate emergency purchases from the next highest-ranked Proposer(s); and •Generate additional purchases due to the Contractor’s inability provide the goods and services under the requested timeframe. 1.3.1.4 Purchases by Other Public Agencies. In accordance with the State of Florida Department of Education (FLDOE) Purchasing Rule 6A-1.012 (6), in lieu of requesting competitive solicitations from three (3) or more sources, district school boards may make purchases at or below the specified prices from contracts awarded by other city or county governmental agencies, other district school boards, community colleges, federal agencies, the public or governmental agencies of any state, or from state university system cooperative bid contracts, when the Proposer awarded a contract by another entity defined herein will permit purchases by a district school board at the same terms, conditions, and prices (or below such prices) awarded in such contract, and such purchases are to the economic advantage of the district school board. 1.3.1.5 Purchases from Other Public Agencies (within Hillsborough County). In accordance with Laws of Florida, Chapters 69-1112 and 69-1119, any public agency or authority existing within Hillsborough County that may desire to purchase goods and services under a contract, entered into pursuant to law by any other political subdivision, such authority existing within Hillsborough County may purchase the goods and services at the contract price. Submission of a Proposal in response to this solicitation also constitutes a Bid under the same contract conditions and at the same contract price, during the effective period of the contract, to all the other public entities there listed (Governmental Purchasing Council of Hillsborough County). Each member of the Governmental Purchasing Council of Hillsborough County will issue their own purchase orders, issue payments, and coordinate the service locations with the Contractor, as applicable. The Hillsborough County Governmental Purchasing Council consists of the following agencies: •Children’s Board of Hillsborough County •City of Plant City •City of Tampa •City of Tampa Housing Authority •City of Temple Terrace •Hillsborough Area Regional Transit •Hillsborough Community College •Hillsborough County Aviation Authority •Hillsborough County Board of County Commissioners •Hillsborough County Clerk of Courts •Hillsborough County Property Appraiser •Hillsborough County Sheriff •Hillsborough County Supervisor of Elections •Hillsborough County Tax Collector •Office of the State Attorney, Hillsborough County, FL •Tampa Hillsborough Expressway Authority •Tampa Palms Community Development •Tampa Sports Authority 1.3.2 Contract Termination & Default. In accordance with Board Policy chapter 6320 - Procurement Procedures, Suspension or Debarment, the General Manager of Procurement Services may debar contractors for a defined period from bidding on or performing as a subcontractor on any HCPS contract. The suspended or debarred contractor may request removal from suspended or debarred status after the expiration of the suspension or debarment period. The Hillsborough County Public Schools Page 10 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems General Manager of Procurement Services shall have the authority to suspend or debar any contractor for the following: •default on awarded contract; or •violation of contract terms and conditions without cure or remedy; or •default of any payment or other monies due to HCPS; or •conviction of fraud or criminal acts while performing as a contractor on any contracts, even those not associated or written by HCPS; or •consistent past performance record of habitual or continuous unsatisfactory performance, safety violations, failure to adhere to the Jessica Lunsford Act, as defined in the contract, repeated violations of any contract provisions, or delinquent performance by the Contractor; or •possession of firearms on HCPS property; or •violation of Federal or State law and any applicable HCPS policy regarding Drug-Free Workplace (will be subject to the immediate termination of any contract) 1.3.2.1 Termination for Convenience. HCPS shall have the right to terminate the Agreement, with or without cause, upon written notice of such termination provided not less than 30 days prior to the date that such termination is to be effective, or with such lesser notice as HCPS may deem appropriate under the circumstances. If HCPS elects to terminate the Agreement without cause, HCPS shall compensate the Contractor for all satisfactory goods and services provided prior to the date of termination. If a notice of termination is given, the Contractor agrees to abide and perform all covenants and provisions of the Agreement until the date of the termination specified in the written notice of termination. The Contractor shall have no further rights, and HCPS shall have no further obligation to the Contractor, after the date of termination of the Agreement as specified in the written notice. HCPS may discontinue the provision of goods and services to any HCPS site as it deems necessary, that portion of the contract shall be void for the said site. 1.3.2.2 Non-Appropriation of Funds (Funding Out). It is understood and agreed between the parties hereto that HCPS shall be bound and obligated hereunder only to the extent that the funds shall have been appropriated and budgeted for the contract. In the event funds are not appropriated and budgeted in any fiscal year for payments due under the contract, HCPS will notify the Contractor of such occurrence and the contract must terminate on the last day of the fiscal year for which appropriation(s) received, sans penalty or expense to HCPS. 1.3.2.3 Termination for Cause. HCPS will periodically inspect goods and services to ensure that the Contractor meets all requirements. HCPS reserves the right to terminate the Agreement for cause, which shall include without limitation the Contractor’s failure to comply with any provision of the Agreement. Prior to the district terminating a contract, the General Manager of Procurement Services or designee may initiate an internal review of the situation; HCPS may invite the Contractor to participate. If HCPS determines that grounds exist to declare the Contractor in default, the Superintendent or designee shall provide the Contractor written notice of default and termination, making specific reference to the provision(s) that gave rise to the breach. Inaction by HCPS to exercise its rights is not a waiver of such rights. HCPS may notify the Contractor as follows: •Initial Cure Notice. An initial notification will require the correction of any discrepancies, inconsistencies, or items not meeting the specifications contained herein at no additional cost to HCPS. Within ten (10) days upon receipt of notice, or as mutually agreed, the Contractor must provide a written response describing the Contractor’s steps to correct the noted deficiencies. •Second Notice. A second discrepancy notification shall serve, upon receipt, as notification of immediate termination due to the discrepancies, inconsistencies, or goods and services not meeting specifications contained herein and the Contractor shall cease with the provision of goods and services. In such event, HCPS shall pay the Contractor only for satisfactory goods and services. The Contractor and its sureties may be liable to HCPS for any additional HCPS-incurred costs to complete the job and repair of damages to the site and shall be deemed a breach of contract, subject to termination, and shall be a factor during the evaluation of future HCPS solicitations. Hillsborough County Public Schools Page 11 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •If Performance Security Was Required. HCPS may elect to execute the performance security as liquidated damages. •If Performance Security Was Not Required. The Contractor shall pay HCPS, as liquidated damages, an amount equal to five (5%) percent of the total estimated value of the item(s) in question. If the proposed pricing is a lump sum amount then the amount due is five (5%), percent of the remaining value of the contract. The Contractor’s failure to pay the liquidated damages within fifteen (15) days after notification that liquidated damages are due, shall lose eligibility to transact business with HCPS for a period of not less than one (1) year, but no more than two (2) years after the date of the default, as determined by the General Manager of Procurement Services. Thereafter, the Contractor may request reinstatement to the active bidders list. Upon contract cancellation, HCPS reserves the right to award the contract to the lowest responsive, responsible Bidder (ITB only) or the responsible Proposer(s) offering the next highest rated Proposal for the unexpired term of the Agreement or publish a new competitive solicitation, as deemed to be in HCPS’ best interest. 1.3.2.4 Force Majeure. No default, delay, or failure to perform on the part of the either party will be considered a default, delay, or failure to perform otherwise chargeable, hereunder, if such default, delay, or failure to perform is due to causes beyond either party’s reasonable control including, but not limited to, strikes, lockouts, or inactions of governmental authorities; pandemics; epidemics; acts of terrorism; war; embargoes; fire; earthquake; acts of God; or default of common carrier. In the event of such default, delay, or failure to perform, any date or times by which either party is otherwise scheduled to perform will be extended automatically for a period equal in duration to the time lost by reason of the excused default, delay, or failure to perform. 1.4 CONTRACTOR’S OBLIGATIONS The Contractor shall keep HCPS fully informed as to the progress of the provision of goods and services. The Contractor may do so not only through regularly issued progress reports, cost reports, and minutes, but also through close liaison between such designated HCPS personnel. The Contractor shall submit to HCPS minutes of any meetings attended by the Contractor and HCPS relating to the goods and services within (10) business days following such meetings. 1.4.1 Non-Collusion. The Proposer shall certify by completing and executing a Non-Collusion Affidavit, attached hereto as Non-Collusion Affidavit in Section 3. Required Forms, that they are not related to any of the parties bidding in the competitive solicitaiotn, and that the Proposal is genuine and not a sham or is collusive or made in the interest of or on behalf of any person not named in the Non-Collusion Affidavit. The Proposer must also certify that they have not directly or indirectly induced or solicited any other Proposer to put in a sham Proposal, or any other person, firm, or corporation to refrain from proposing. The Proposer shall further certify that they have not in any manner sought by collusion to secure to the Proposer an advantage over any other Proposer. 1.4.2 HCPS Procurement Policy (6320). HCPS Procurement Policy (www.sdhc.k12.fl.us/policymanual/) is incorporated into this solicitation (and, therefore, any contract awarded as the result of this solicitation) by reference. HCPS Procurement Policy binds the Contractor, by participation in this solicitation, in any issue or action related to this solicitation or subsequent contract resulting from this solicitation. 1.4.3 Subcontractors. The Contractor is responsible for performance and meeting all specifications and for the performance of any subcontractor used in conjunction with an award hereunder. The Proposer must disclose the name(s) of any sub-contractor(s) used to satisfy performance herein and ensure that the subcontractor(s) are qualified, insured, and that subcontractor’s employees meet all requirements set forth herein. 1.4.4 Assignment. The Contractor, whether under separate contract or not, shall not assign any part or whole of the Agreement to another party, subcontractor, or company nor shall they assign any money due or to become due to him hereunder, without the previous written consent of HCPS. HCPS may transfer the Agreement to any successor performing the same functions. The parties acknowledge that HCPS may transfer any or all its interest in the Agreement to any successor of HCPS. 1.4.5 Licenses & Taxes. The Contractor shall remain compliant with all federal, state, and local regulations as to licenses, permits, and tax obligations required for the operation of the Contractor’s business activities. 1.4.6 Bid Cost. All expenses involved with the preparation and submission of the Proposal to HCPS, or any services performed in connection therewith, shall be borne by the Proposer. HCPS shall not provide payment for any submittals received, or for any other effort required of or made, or expenses incurred by the Proposer. Hillsborough County Public Schools Page 12 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.4.7 Accounting & Invoicing. In accordance with the Florida Prompt Payment Act (ss. 218.70218.80). Invoice payment is Net 45 days from the date of delivery or the receipt of satisfactory invoice, whichever occurs last, unless invoices specify early-payment discounts. All payments due and not made within the time specified by this section bear interest from thirty (30) days after the due date at the rate of one (1%) percent per month on the unpaid balance. 1.4.7.1 Purchase Order (PO) Number. All accounting and invoicing correspondence must reference an HCPS PO number. HCPS may generate Individual purchases via blanket or multiple POs against the contract as item(s) are required. 1.4.7.2 Offered Prices. All pricing shall be based on FOB Destination and will include all packaging, handling, and shipping charges. HCPS is exempt and does not pay Federal Excise and State of Florida sales taxes. 1.4.7.3 Invoice Submittal. The Contractor shall submit an original invoice to HCPS’ Accounts Payable Department. P.O. Box 3408, Tampa, Florida, 33601-3408. Per s. 287.058(1)(a), F.S.: bills for fees or other compensation for services or expenses shall be submitted with enough detail for a proper pre-audit and post-audit thereof. 1.4.7.4 “Duplicate” or “Copy” Invoice. All service contracts require a duplicate invoice, identified as a “duplicate” or “copy” to the ordering department or designated project leader. 1.4.7.5 Payment Assignment. Any PO or contract issued pursuant to an award hereunder, and the monies that may become due are not assignable except with prior written approval by HCPS Procurement Services. 1.4.7.6 Request for Payment. The Contractor, unless under mutual written contract, shall provide invoices that will include all scheduled services, products purchased, and services completed during the previous 1-month period. The Contractor represents and agrees that information submitted in support of its requests for payment is the basis of payment and is true and accurate to the best knowledge of the responsible signatory. A violation of this provision shall subject the violator to the provisions of s. 68.082, F.S., pertaining to false claims against the State, and s. 837.06, F.S., pertaining to false official statements. 1.4.7.7 Excess Funds. A Contractor who receives funds paid by HCPS under this Agreement shall promptly notify HCPS of any funds erroneously received from HCPS upon discovery of erroneous payment or overpayment. The excess funds must be refunded to HCPS with interest calculated from the date of the erroneous payment or overpayment. Interest shall be calculated using the interest rate for judgments under s. 55.03, F.S., applicable at the time the erroneous payment or overpayment was made by HCPS. 1.4.7.8 Stop Work Order. HCPS may at any time by written notice to the Contractor stop all or any part of the services for this solicitation. Upon receiving such notice, the Contractor will take all reasonable steps to minimize additional costs during the period of work stoppage. HCPS may subsequently either cancel the stop work order resulting in an equitable adjustment in the delivery schedule and the price or terminate the work in accordance with the provisions of the solicitation terms and conditions. 1.4.7.9 Deliveries. HCPS shall provide payment for deliveries on a per order basis and delivery shall be to any point within Hillsborough County, Florida to a secure area or inside delivery, as requested by the school site. 1.4.7.10 Travel Expenses. Per s. 287.058(1)(b), F.S.: bills for HCPS-approved travel expenses will be reimbursed only if expressly authorized by the contract terms. Bills for any travel expenses shall be submitted in accordance with s. 112.061, F.S. 1.4.8 Right to Audit Provisions. The Contractor’s records shall include, but not be limited to, accounting records, payroll time sheets, audited and unaudited financial statements to substantiate payment rates and income, written policies and procedures, subcontractor’s files and any other supporting evidence necessary to substantiate payments and income related to the Agreement (records) shall be open to inspection and subject to audit and reproduction, during normal working hours, by an HCPS authorized representative to adequately permit evaluation and verification of any invoices, payments, or claims submitted by the Contractor or any of his/her payees pursuant to the execution of the contract. Such records subject to examination shall also include, but not be limited to, those records necessary to evaluate and verify payments and any other matters or items associated with the Agreement. For such audits, inspections, examinations, and evaluations, the HCPS authorized representative shall have access to the records from the effective date of the Agreement, for the duration of the work, and until five (5) years after the date of Hillsborough County Public Schools Page 13 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems the Contractor’s final payment pursuant to the Agreement. All payments which cannot be documented as paid as required by the contract and found not to follow the provisions of the Agreement, shall be reimbursed to HCPS. The HCPS agent or its authorized representative shall have access to the Contractor’s facilities, all necessary records, and shall be provided adequate and appropriate workspace to conduct audits in compliance with this section. The HCPS authorized representative shall give the Contractor reasonable notice of intended audits. The Contractor shall certify that payments are accurate and correct on each payment. If an audit reveals a discrepancy, such as an over payment, the Contractor must reimburse HCPS for the discrepancy with a minimum of 18% per annum interest. If an audit inspection or examination in accordance with this article, discloses overpayments (of any nature) by HCPS to the Contractor of more than 10% of the total payments, the actual cost of HCPS’s audit shall be paid by the Contractor in addition to the overpayments by HCPS. 1.4.9 Conflict Of Interest. The award made pursuant to this solicitation is subject to the provisions of ss. 112.313(3), 112.313(7), Part III Code of Ethics, F.S., and Board Policy 6460.01 – Conflict of Interest. Employees shall not engage in or have a financial interest, directly or indirectly, in any activity that conflicts or raises a reasonable question of conflict with their duties and responsibilities in the school system. Employees shall not engage in business, private practice of their profession, the rendering of services, or the sale of goods of any type where advantage is taken of any professional relationship they may have with any student, client, or parents of students, or clients during their employment with HCPS. •Employees shall not make use of materials, equipment, or facilities of the District in private practice. Examples would be the use of facilities before, during, or after regular business hours for service to private practice clients, or the checking out of items from an instructional materials center for private practice. •HCPS shall not enter a contract knowingly with any supplier of materials, supplies, and services to HCPS that any Board member or the Superintendent has any material interest. This prohibition shall not prevent any person from receiving royalties upon the sale of any educational material of which she/he is the author, and which has been properly approved for use in HCPS’ schools. •Any employee who knowingly is in a capacity to influence, approve, or cause the purchase of any item to the School Board that can render him/her, or an immediate relative personal gain must immediately disclose that fact. Any violation of these policies by an HCPS employee shall be subject to disciplinary actions up to and including termination of employment. 1.4.10 Personnel Qualifications/Behavior. The Contractor will provide a written list of, and qualifications, of new or additional people working under the Contract for approval prior to the provision of goods and services under this Agreement. 1.4.10.1 Personnel Appearance & Conduct. The Contractor’s staff members are to present a professional appearance Personnel shall be neat, clean, well groomed, if applicable properly uniformed, and conduct themselves in a respectable and courteous manner. 1.4.10.2 Uniforms. If applicable, employees shall wear a recognizable uniform, no hats indoors. Each employee, performing services for HCPS, must carry a government issued picture ID and be presented upon request while on HCPS property. 1.4.10.3 Tobacco Products. Per Board Policy 7434 - Tobacco-Free Environment, "use of tobacco" shall mean all uses of tobacco, including cigars, cigarettes, pipes, smokeless tobacco, chewing tobacco, snuff, or any other matter or substances that contain tobacco. The use of electronic, "vapor," or other substitute forms of cigarettes, clove cigarettes, or other smoking devices shall constitute the use of tobacco. HCPS prohibits the use of tobacco within any indoor facility owned, leased, contracted for, or used by the School Board, including outdoor areas (practice fields, playgrounds, athletic fields, stadiums, venues, and all open areas owned, leased, contracted for, or used by the School Board. HCPS also prohibits the use of tobacco by a passenger in any vehicle owned or operated by the School Board, including, but not limited to, school buses, vans, trucks, station wagons, and cars. Hillsborough County Public Schools Page 14 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.4.10.4 Disruptive Behavior. The Contractor’s personnel shall not play loud music, make unnecessary noises, or use language that causes offense to others. 1.4.10.5 Site Security. The Contractor’s personnel must coordinate with the site's front office or security personnel and shall be properly identified and must sign-in and sign-out when working or making deliveries during operational hours. All personnel must remain in the assigned work area. 1.4.10.6 The Contractor’s Tools and Equipment. The Contractor is solely responsible for safeguarding its own materials, tools, and equipment while at an HCPS site. HCPS shall not assume any responsibility for vandalism or theft of the Contractor’s materials or property. 1.4.10.7 Firearms & Narcotics. HCPS will not tolerate the possession of firearms and narcotics while on HCPS property; nor violations of Federal and State laws and any applicable HCPS policy regarding Drug Free Workplace. Violators will be subject to the immediate termination of any contract resulting from this solicitation. •“Firearm” shall mean any weapon (including a starter gun or antique firearm) which can, is designed to, or may readily, be converted to expel a projectile by the action of an explosive; the frame or receiver of any such weapon; any destructive device; or any machine gun. •No person who has a firearm in their vehicle may park their vehicle on HCPS property. •If any employee of a Contractor or its subcontractor brings a firearm on HCPS property, the Contractor or subcontractor will terminate said employee from the HCPS contract. HCPS shall terminate the contract if Contractor or its subcontractor fails to remove said employee from the Agreement. 1.5 HAZARDOUS MATERIALS THIS SECTION APPLIES TO ALL VENDORS WHOSE GOODS AND SERVICES ENABLE OR REQUIRE THE PROVISION OR USE OF HAZARDOUS MATERIALS. •The HCPS Safety (Safety Office) Office will monitor and enforce compliance by all contractors and sub- contractors that provide HCPS with goods and services. It is HCPS intent that all contractors and sub-contractors shall at no time cause unsafe conditions or acts that may affect the safety and health of students, employees, or visitors to HCPS operations. •HCPS may require the Contractor to supply a written copy of their Safety Program/Manual for review after contract award and may conduct periodic review of the Contractor's safety manual and operations. •Contractors and their employees, including sub-contractors, performing work under the terms of the Agreement will follow safe working practices always, as well as comply with all Federal, State, Local, and HCPS safety policies and procedures, including the operation of vehicles and equipment on HCPS-owned property. •The Contractor must report any accident, injury, or incident occurring on HCPS property to the District Safety Office. 1.5.1.1 Safety Data Sheets (SDS). In compliance with Chapter 442, F.S., any item delivered or used when providing services under the Agreement must have a published SDS. 1.5.1.2 The Hazard Communication Standard (HCS) (29 CFR 1910.1200(g)). The HCS, revised in 2012, requires that the chemical manufacturer, distributor, or importer provide Safety Data Sheets (SDS) (formerly MSDS or Material Safety Data Sheets) for each hazardous chemical to downstream users to communicate information on these hazards. The information contained in the SDS is largely the same as the MSDS, except now the SDS is required in a consistent user friendly, 16-section format. The SDS includes information such as the properties of each chemical; the physical, health, and environmental health hazards; protective measures; and safety precautions for handling, storing, and transporting the chemical. The information contained in the SDS must be in English and Spanish. In addition, OSHA requires that SDS preparers provide specific minimum information as detailed in Appendix D of 29 CFR 1910.1200. Sections 1 through 8 contain general information about the chemical, identification, hazards, composition, safe handling practices, and emergency control measures (e.g., firefighting). This information should be helpful to those that need to get the information quickly. Sections 9 through 11 and 16 contain other technical and scientific information, such as physical and chemical properties, stability and reactivity information, toxicological information, exposure control information, and other information including the date of preparation or last revision. The SDS must state the lack of applicable Hillsborough County Public Schools Page 15 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems information found when the preparer does not find relevant information for any required element. The SDS must also contain Sections 12 through 15, to be consistent with the UN Globally Harmonized System of Classification and Labeling of Chemicals (GHS), but OSHA will not enforce the content of these sections because they concern matters handled by other agencies. Each SDS Must be written in English and Spanish; and include information regarding the specific chemical identity of the hazardous chemical(s) involved and the common names. Information must be provided regarding: •the physical and chemical characteristics of the hazardous chemical; and •known acute and chronic health effects and related health information; and •exposure limits; and •whether the chemical is a carcinogen as identified by the National Toxicology Program (NTP), International Agency for Research on Cancer (IARC) or the Occupational Safety and Health Administration (OSHA), emergency first aid procedures; and •the identification of the organization responsible for preparing the SDS. 1.5.1.3 Hazardous Material. The Safety Office defines Hazardous Material as, "Any material or substance for which there is sufficient data to indicate a reasonable risk to physical and environmental health." These substances, classified as poisonous, toxic, corrosive and flammable, explosive, radioactive, or otherwise have any warning on the product label. The Contractor must: •provide current and legible SDS to the Safety Office for each hazardous material they may use at an HCPS site at least five (5) working days prior to use; and •provide its safety plan (precautions needed by the Contractor's employees); and •maintain a copy of the approved SDS at the job location. After review by the Safety Office, HCPS may provide the Contractor a stamped SDS, as approved, approved with or without restrictions, or not approved. 1.5.1.4 Approval of Hazardous Materials. Prior to the Contractor’s use, the Safety Office must approve all hazardous materials. The Contractor must submit all requests for product approval to the Safety Office, at 4224 W. Crest Avenue, Tampa, Florida 33614. Telephone (813) 872-5263, Facsimile (813) 356-1471. The Contractor using the product must follow any identified restrictions. The Contractor’s use of any product at an HCPS site must be in accordance with the manufacturer's instructions and applicable HCPS Policies. Sites where no students or employees are present do not require approval, provided the materials are not within 250 feet of sites with students or employees. All Federal, State, and Local regulations shall apply. 1.5.1.5 Contractor’s Use of Product. Product approval for use by HCPS employees does not constitute an automatic approval for use by the Contractor for all applications. The Safety Office must specifically approve each product used by the Contractor and must be specifically approved for each HCPS assignment. 1.5.1.6 HCPS Employee Use of Products. The Contractor (prior to use by HCPS employees) must submit the approved SDS to the HCPS supervisor and ensure filing of the SDS in the worksite’s SDS Book (even if approved for use by the Contractor). 1.5.1.7 Rejection of Hazardous Materials. HCPS may ban certain products for use in HCPS to prevent any incidence of exposure to students or employees. HCPS may apply restrictions to the use of certain materials to reduce or eliminate the incidence of exposure. 1.5.1.8 Product Removal. The Contractor is responsible for removal of all materials used on projects immediately upon completion. The Contractor must list all materials left for HCPS use on a manifest identifying the container type, amount, and where located. The HCPS employee that originated the service or contract shall sign the manifest and deliver to the District Safety Office. 1.5.1.9 Hazard Notification-Asbestos Containing Materials (ACM) and Lead Based Paint (LBP). ACM and LBP are present in many HCPS buildings. The presence of ACM and LBP does not necessarily mean that a hazard exists; however, it may be hazardous to disturb ACM and LBP. The Contractor must contact the Safety Office prior to commence any work that may affect ACM or LBP materials. Hillsborough County Public Schools Page 16 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 1.5.1.10 Unsafe Conditions. The Contractor will: •perform work under the terms of the Agreement will follow the best environmental working practices always; and •not cause any unsafe conditions or perform acts that could have an impact on the safety and health of students, employees, or visitors to HCPS operations; and •comply with all Federal, State, Local, and HCPS environmental policies and procedures; and •supply, upon request, a written copy of its Environmental Program/Manual for review after contract award (HCPS may periodically review the Contractor's environmental manual and operations); and •be responsible for removal and clean-up of all contamination (or potential contamination) upon occurrence or when identified by the Safety Office; and •immediately report all incidents to the Safety Office. 1.5.2 Independent Contractor. HCPS engages the Contractor as an independent business. The Contractor agrees to provide the goods and services in the manner of and as an independent contractor. In accordance with the status of an independent contractor the Contractor covenants and agrees that the Contractor will conduct itself consistent with such status, that the Contractor will neither hold HCPS as, nor claim to be an officer or employee of HCPS for any right or privilege applicable to an officer or employee of HCPS, including, but not limited to workers’ compensation coverage, unemployment insurance benefits, social security coverage or retirement membership or credit. 1.5.3 Warranty. The Contractor warrants that provided goods and services supplied hereunder will be of good workmanship and of proper materials, free from defects and in accordance with specifications. If the Contractor knows of the purchaser’s intended use, the Contractor warrants that the goods and services are suitable for that intended use. Repeated failure to meet established inspection and repair timeframes below will be cause for default. The minimum warranty on product shall be one (1)-year. The Contractor shall warrant and guarantee all goods and services for a period of one (1)-year from the date of acceptance and shall repair or replace any and all defects in material or workmanship which are discovered or exist during the warranty period. The Contractor shall bear all labor, products, and transportation costs. Labor shall have a warranty of one (1)-year from the date of completion. Rework for incomplete, insufficient or failed work under a current warranty shall be at no cost to HCPS. A “No Charge” invoice shall be submitted on all warranty repairs detailing the all product replaced including dimensions and quantity in writing. The Contractor shall respond to all warranty requests within 24-hours of notification. Effective date on all warranties shall begin at time of complete installation and acceptance by HCPS. 1.6 DATA THIS SECTION APPLIES TO ALL CONTRACTORS WHOSE GOODS AND SERVICES ENABLE OR REQUIRE THE PROVISION THE CONTRACTOR’S ONLINE SOFTWARE SERVICES OR USE OF HCPS COMPUTER DATA. 1.6.1 Web Content Accessibility. If the online services will be used by: •If to students, parents, and the community, the Contractor supplying online services on behalf of HCPS must adhere to the Americans with Disabilities Act (ADA) and with Section 508 of the Rehabilitation Act of 1973. The Contractor will indemnify and defend HCPS from and against any and all losses, liabilities , and claims (including reasonable attorneys’ fees) arising out of any claims by a third party alleging that the online services provided by the Contractor do not adhere to the ADA or with Section 508 of the Rehabilitation Act of 1973. •If to HCPS employees, the Contractor supplying online services on behalf of HCPS must adhere to the Americans with Disabilities Act (ADA) and with Section 508 of the Rehabilitation Act of 1973. 1.6.2 Data Re-Use. The Contractor agrees that any and all data exchanged shall be used expressly and solely for the purposes enumerated in the Agreement. The Contractor must not distribute, repurpose, or share across any other application, environment, or business unit. As required by Federal law, the Contractor further agrees that no HCPS data Hillsborough County Public Schools Page 17 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems shall be revealed, transmitted, exchanged, or otherwise passed to other contractors or interested parties except as agreed, in writing, by HCPS’ Procurement Services or its General Manager of Information Technology. 1.6.3 Data Breach. The Contractor agrees to comply with § 501.171 the State of Florida Database Breach Notification process and all applicable laws that require the notification of individuals in the event of unauthorized release of personally identifiable information or other event requiring notification. In the event of a breach of any of the Contractor’s security obligations or other event requiring notification under applicable law (“Notification Event”), the Contractor agrees to notify HCPS immediately and assume responsibility for informing all such individuals in accordance with applicable law and to indemnify, hold harmless, and defend HCPS and its trustees, officers, and employees from and against any claims, damages, or other harm related to such Notification Event. 1.6.4 Data Storage and Backup. The Contractor agrees that any and all HCPS data will be stored, processed, and maintained solely on designated servers and that no HCPS data at any time will be processed on or transferred to any portable or laptop computing device or any portable storage medium, unless that storage medium is in use as part of the Contractor’s designated backup and recovery processes. All servers, storage, backups, and network paths utilized in the delivery of the service shall be contained within the states, districts, and territories of the United States unless specifically agreed to in writing by an HCPS officer with designated data, security, or signature authority. An appropriate officer with the necessary authority can be identified by HCPS’ General Manager of Information Technology for any general or specific case. The Contractor agrees to store all HCPS’ backup data stored as part of its backup and recovery processes in encrypted form, using no less than 128-bit key. 1.6.5 End of Agreement Data Handling. The Contractor agrees that upon termination of the Agreement it shall return all data to HCPS in a useable electronic form, and erase, destroy, and render unreadable all HCPS data in its entirety in a manner that prevents its physical reconstruction through the use of commonly available file restoration utilities, and certify in writing that these actions have been completed within thirty (30) days of the termination of the Agreement or within seven (7) days of the request of an agent of HCPS, whichever shall come first. [INTENTIONALLY BLANK] Hillsborough County Public Schools Page 18 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 2.PROPOSER INSTRUCTIONS 2.1 VENDORLINK (WWW.MYVENDORLINK.COM/) To conduct business under this solicitation, HCPS requires that proposers have a current vendor application on file with www.myVendorLink.com. HCPS may rescind an award for failure to comply with this condition. To view solicitation documents, firms must register with VendorLink. 2.1.1 Questions. A Proposer with additional questions regarding this solicitation or a related document(s) may submit a written request for clarification to the solicitation at www.myVendorLink.com no later than the “last day to request additional information or clarification”. Any interpretation to a Proposer shall be via written addenda posted on VendorLink prior to the proposal due date. Any information that amends any portion of this solicitation, received by any method other than an Addendum issued to the solicitation, is not binding on HCPS. Where there appears to be a conflict between the solicitation and any addenda issued, the last addendum issued will prevail. 2.1.2 Addenda. Those interested in responding to and receiving addenda to this solicitation, or any other HCPS procurement opportunity, must log on to VendorLink and select "active bids", search for the solicitation, and download the document(s). Downloading the document will enter your email address as a participant and will provide notifications and updates for the solicitation. Each Proposer must, prior to submitting the proposal, determine whether addenda were issued via VendorLink and, if so, to download and respond accordingly to such addenda. 2.2 PRE-SOLICITATION CONFERENCE If applicable, HCPS may conduct a pre-solicitation conference (attendance may be mandatory or voluntary, as required by HCPS) to explain the procurement requirements. The conference will be held long enough after the competitive solicitation has been issued to allow Proposers to familiarize themselves with the competitive solicitation, but sufficiently before the due date to allow consideration of the conference results in preparing their proposals. Nothing stated at the pre-proposal conference shall change the competitive solicitation unless a change is made by written addenda. HCPS may provide additional information on the competitive solicitation coversheet or addendum via www.myVendorLink.com. 2.3 PROPOSAL SUBMITTAL The Proposer is solely responsible for the on-time delivery of the Proposal via www.myVendorLink.com. No mailed hardcopies will be accepted. HCPS will not review proposals prior to the due date and time. 2.3.1 Submittal Delays. Possible delays to the last day for questions or the submittal due date may involve the following, without limitation: 2.3.1.1 Questions/Due Date Extension. HCPS reserves the right to amend the solicitation due date prior to the originally posted due date, via www.myVendorLink.com. 2.3.1.2 Weather Conditions. Should weather conditions require HCPS to close its offices on the proposal due date, said date will become effective on the same hour of the following HCPS business day or will post any additional extensions via www.myVendorLink.com. 2.3.2 Responsiveness. A responsive Proposal is one that meets the requirements of the competitive solicitation, including the provision of all documentation, supporting exhibits, on-time submission, and all required signatures. Failure to comply with these requirements may deem the proposal as non-responsive. 2.3.2.1 Uploaded Proposal Format. The proposal must be electronic and organized as specified to maintain comparability and consistency in the evaluation process. Avoid elaborate promotional materials and provide only requested information. All supporting materials should reference the portion of the competitive solicitation to which they pertain. 2.3.2.2 Variance from Terms. Proposer must indicate in its proposal any variances from specifications, terms, and/or conditions regardless of how slight. HCPS will assume that the goods and services fully comply with the specifications, terms, and conditions herein. 2.3.2.3 Discrepancies. HCPS is not responsible for discrepancies or inconsistencies provided in the proposal. HCPS may reject any proposal it deems as non-responsive. Hillsborough County Public Schools Page 19 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 2.3.2.4 Forms. Unless otherwise specified, proposers must use the form(s) furnished by HCPS. Failure to do so may be cause for rejection of the Proposal. 2.3.2.5 Missing Attachments/Documents. The Proposal must include all required attachments and requested documentation. HCPS will not review proposals prior to the due date and time. HCPS cannot accept any missing documents after the due date unless HCPS deems the missing document as non-material to evaluation of the proposal. Proposer shall promptly provide said documents prior to School Board submittal and/or award. 2.3.2.6 Signatures. An officer or employee having the authority to bind the company or firm must sign the proposal, in ink. 2.4 PUBLIC INSPECTION OF PROPOSAL HCPS will provide a Proposer’s contact person with written notice if a public records request has been made for a confidential portion(s) of Proposer’s proposal to the solicitation. HCPS will provide for the inspection or copying any non-exempt portions of any proposal in its possession in accordance with applicable law. If a Proposer wishes to preclude the inspection or copying of any non-exempt portions of its proposal or if a dispute exists as to whether such portions are entitled to an exemption, Proposer must obtain a protective order from a court of competent jurisdiction prohibiting the inspection or copying of the requested materials. The failure to timely initiate such legal proceedings shall constitute a waiver by Proposer of any applicable exemption or confidential status of the requested materials. By submitting a proposal to this competitive solicitation, Proposer agrees to waive any cause of action or claim for damages it may have against HCPS for its release of records in response to a public record request other than those that are prepared and labeled as confidential or exempt as described in this section. Proposer agrees to hold HCPS harmless from any award to a plaintiff for damages, costs, or attorney’s fees based upon HCPS’s non-disclosure of portions of Proposer’s response that have been prepared and labeled as confidential or exempt from public inspection and further agrees to reimburse HCPS for any attorney fees and costs it may incur in the defense of such non-disclosure. 2.4.1 Trade Secret. If applicable: Note that all “trade secret” information submitted in response to this competitive solicitation shall be submitted in compliance with ss. 119.07 F.S., and 812.081 and shall be submitted in a separate file and so named. A failure by Proposer to prepare and label the confidential or exempt portions of its proposal in the manner specified in this section of the competitive solicitation shall constitute a waiver by Proposer of any applicable exemptions from disclosure or any confidential status including ones that may be applicable to trade secrets under Florida law. If challenged, Proposer who submits the trade secret information shall bear all costs associated with defending their position. 2.4.2 Joint Proposal. HCPS will recognize a single Proposer as the primary contractor, should multiple Proposers submit a joint proposal in response to the competitive solicitation. If offering a joint proposal, the Prime Contractor must: •include the name and address of all parties of the joint proposal; and •provide all bonding and insurance requirements, execute the contract, complete the proposal, and have overall and complete accountability to resolve any dispute arising within the contract. Only a single contract with one Proposer shall be acceptable; and •be responsible for performance of services associated with response to this solicitation and overall contract administration; and •preside over other Proposers participating or present at HCPS meetings, oversee preparation of reports and presentations, and file any notice of protest and final protest as described herein; and •prepare and present consolidated invoice(s) for services performed. HCPS shall issue only one check for each consolidated invoice to the Prime Contractor for services performed. 2.5 EVALUATION PROCESS Procurement Services shall forward only those on-time responsive and responsible proposals to an assigned HCPS Evaluation Committee (the “Committee”) for further evaluation. HCPS will not evaluate non-responsive/responsible proposals. The Committee may consist of HCPS personnel and additional stakeholders who will review, discuss, and rank the proposals. Procurement Services personnel will participate as facilitators. Hillsborough County Public Schools Page 20 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems HCPS will prefer to contract with those Proposer(s) that are in full compliance with the provided terms and conditions stipulated in this solicitation. However, after allowance for any deviations, a proposal with alternatives may be considered. HCPS cautions proposers to indicate all restrictive deviations from the desired terms and conditions. HCPS will select the proposal(s) deemed to be in its best interest and shall be the sole judge and final arbiter of its own best interest, the evaluation of submissions, and the resulting negotiated agreement. HCPS advises Proposer that, if HCPS deems that it is in receipt of an adequate number of proposals, HCPS may choose to evaluate proposals as submitted and require no additional clarifications and/or information. Proposer should provide complete and thorough proposals, including Proposer’s most favorable terms. HCPS reserves the absolute right to choose to cancel this competitive solicitation or reject proposals at any time prior to an award and without further discussion. 2.5.1 Evaluation Criteria. HCPS’ Evaluation Committee will rank Proposals based on the below-stated summarized Weighted Criteria. DESCRIPTION WEIGHT 2.5.1.1 Preliminary Phase. HCPS intends to perform a side-by-side comparison of like proposals. Procurement Services shall perform the preliminary phase upon initial proposal screening, this phase shall be pass or fail, as determined by Procurement Services. Procurement Services will review the proposals as to whether: •all required forms are signed and submitted; and •does proposer meet the minimum requirements; and •whether the information provided is in the required sequence. Pass/Fail 2.5.1.2 Evaluation Phase. Procurement Services may negotiate the proposed terms, conditions, and costs with the highest-ranked Proposer prior to approval by the School Board. If Procurement Services is unable to reach acceptable terms with a highest-ranked Proposer, HCPS may seek to reach acceptable terms with the next highest- ranked proposer and recommend a contract with said proposer. HCPS may continue the process until an agreement is reached or until the termination of the solicitation process. HCPS will select the proposer whose proposal HCPS determines best meets HCPS’ needs, based on the requirements and evaluation criteria set forth herein. The lowest- cost proposal submitted may not necessarily be determined to be the most responsive and responsible proposal when all factors have been considered. However, the quoted price is a key factor in the determination of the selected Proposal. HCPS reserves the right to award the proposal under the most beneficial economic terms for HCPS. The weighted selection criteria will include the following: Tab 1. Qualifications and Experience. This section shall provide HCPS with information as to Proposer’s experience and qualifications with the related goods and services. Proposer shall demonstrate the vendor’s ability to: •meet the minimum experience requirements; and •provide adequate business references; and •employ adequate staff requirements; and •have ready access to resources to provide all goods and services; and •provide adequate business references including proposer’s, and associated subcontractors’ background including professional qualifications, experience, current technical staffing levels, and the number of existing continuing service contracts (with client list). Clearly identify any similar contracts currently in-place with other school districts or Florida based government entities. 25 Tab 2. Specifications/Scope of Work. This section shall provide HCPS with information as to the Proposer’s understanding of the required scope of work (tasks and service levels). Proposer shall demonstrate the vendor’s ability to: •provide deliverables within the required timeframe; and •(if applicable) provide a timeline and milestone payment information for the completion of deliverables; and •identify Proposer’s customer service procedures; and 30 Hillsborough County Public Schools Page 21 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •proposer’s response time detailing the ability to respond to service calls from point to point specifically explaining the location from where the service technicians will be dispatched. Tab 3. Cost/Best Value. The price proposal shall be evaluated to determine overall best value. 35 Tab 4. Utilization of HCPS-registered Small Business Enterprises. Procurement Services, based on the submitted information on the “SBE Subcontractor Utilization Letter of Intent,” will award SBE points based on the percentage of the projected dollar spend with HCPS-registered OSD vendors. Points shall be allocated based on the percentage of total HCPS dollars, as follows: 0 points: 0% to 24%, 1 point: 25% to 49%, 2 points: 50% to 74%, 3 points: 75% to 99%, and 4 points: 100% 10 2.5.2 Oral Presentations. Upon completion of the technical criteria evaluation indicated above, rating and ranking, the Evaluation/Selection may choose to conduct an oral presentation with the Proposer(s) which the Evaluation/Selection Committee deems to warrant further consideration based on, among other considerations, scores in clusters and/or maintaining competition. Upon completion of the oral presentation(s), the Evaluation/Selection Committee will re-evaluate, re-rate and re-rank the proposals remaining in consideration based upon the written documents combined with the oral presentation. 2.5.3 Tie Proposals. Tie Proposals that are identical in the Evaluation Committee scoring and meet all the requirements and criteria set forth in the competitive solicitation. If this should occur with the highest-ranked Proposals, priority for award shall be given to vendors in the following sequence: •Business that certifies that it has implemented a drug-free workplace in accordance with the provision s. 287.087, Florida Statutes. •Office of Supplier Diversity certified small business vendor. •Small/business certified by a governmental entity in Hillsborough County. •Small/business certified by a governmental entity in the Tampa Bay area. •Florida certified small/business. •Business located in Hillsborough County. •Business receiving the larger dollar award on other items within the bid. •Business located in Florida. •Flip of a coin. 2.6 NEGOTIATIONS (BEST AND FINAL OFFER “BAFO”) Procurement Services may request a BEST AND FINAL OFFER (BAFO) and/or negotiate the proposed terms, conditions, and rates with the highest-ranked Proposer(s) prior to submittal to the School Board. HCPS may seek to reach acceptable terms with any Proposer or terminate discussions as it deems to be in its best interest. HCPS may continue the process until it reaches an agreement or until termination of the process. For Single Negotiations, HCPS negotiates with the top ranked Proposer after. For Concurrent Negotiations, HCPS negotiates simultaneously with two or more top ranked proposers after Phase 1. Negotiations continue simultaneously until a ‘best and final offer’ is reached resulting in a satisfactory Agreement. 2.7 AWARD 2.7.1 Award by Group, Category, Area, or Item. As deemed to be in its best interest, HCPS reserves the right to make award(s) by individual item, group of items, all or none, or a combination thereof; on a geographical basis and/or on a HCPS-wide basis with one or more Contractors; to reject any or all offers or waive any irregularity or technicality in proposals received. Proposers are cautioned to make no assumptions unless their offer has been evaluated as being responsive. Any or all award(s) made because of this competitive solicitation shall conform to applicable School Board Rules, State Board Rules, and State of F.S.. 2.7.2 No Award. HCPS shall have the authority to reject any or all proposals submitted in response to this competitive solicitation and request new proposals or purchase the required goods and services in any other manner authorized under the State of Florida Department of Education Purchasing Policies 6A-1.012. 2.7.3 Rejection of All proposals (§§ 119.07(1) F.S. and 24(a), Article I of the State Constitution). HCPS may reject proposals submitted in response to this competitive solicitation and shall remain exempt from §§ 119.07(1) F.S. and 24(a), Article I of the State Constitution, until HCPS provides notice of an intended decision concerning the reissued Hillsborough County Public Schools Page 22 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems solicitation or until HCPS withdraws the reissued solicitation, not to exceed twelve (12) months from the date of the Notice of Rejection. 2.8 CONTRACT This solicitation, all provisions of the awarded Proposal deemed acceptable by HCPS, and a best and final offer shall be incorporated as the contract and become legally binding. 2.8.1 Notice of Intent to Award/Rejection. HCPS will post a Notice of Intent to Award/Rejection to enter into one or more contracts with Proposer(s) identified therein, on www.myVendorLink.com. 2.8.2 No Contract until Execution. A notice of intent to award under this competitive solicitation shall not constitute or form any contract between HCPS and a Proposer. No contract is formed until such time as Proposer(s) and HCPS formally execute or award a contract. 2.9 PURCHASE ORDER Award by the School Board shall not constitute an order. The Contractor must receive an HCPS purchase order prior to the provision of any product or service. Shipments shall be as specified on the purchase order, conforming to the proposal form, specifications, and general instructions. [INTENTIONALLY BLANK] Hillsborough County Public Schools Page 23 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.REQUIRED FORMS 3.1.1 Contact Information & Certification. The Proposer must supply the information listed below for consideration. In case of dispute or if further clarification becomes necessary, please indicate your representative’s contact information. The GM shall serve as the HCPS representative. 3.1.1.1 Local Contact Information. Account Representative Name Title Local Address Phone Number Cell Phone Number Email Address Fax Number X Signature of Owner or Authorized Officer 3.1.1.2 Corporate Information. Representative's Name Telephone Number Company Name Principal Place of Business Address Remit-To Address (if different from above) ☐Corporation ☐ Sole Proprietor/Partnership ☐ Limited Liability Corp. FEIN or SS# ________________________________ ☐Other. ______________________________________ Preferred method to receive purchase order. ☐ US Mail ☐ Fax 3.1.2 E-Verify. Per s. 448.095, F.S., all employers within the state shall use the U.S. Agency of Homeland Security’s E- Verify system, https://e-verify.uscis.gov/emp, to verify the employment eligibility of all employees hired during the term of this Agreement. The Contractor shall also require all subcontractors performing work under the Agreement to use the E-Verify system for any employees they may hire during the term of this Agreement. Failure to comply with this provision is a material breach of the Agreement and HCPS may choose to terminate the Agreement at its sole discretion. The Contractor may be liable for all costs associated with HCPS securing the same services, inclusive, but not limited to, higher costs for the same services and rebidding costs (if necessary). The Proposer must provide evidence of compliance with s. 448.095, F.S. Evidence may consist of, but not limited to, providing notice of the Contractor’s E-Verify number or attach the certificate to the Proposal. Matt Wurthner COO 4412 W Osborne Ave, Tampa, FL 33614 813-569-1000 813-431-5394 mwurthne@gsasecurityinc.com 813-961-2380 Matt Wurthner 813-569-1000 GSA Security Inc 4412 W Osborne Ave, Tampa, FL 33614 PO Box 24227, Tampa, FL 33623 X 20-2553468 X Hillsborough County Public Schools Page 24 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems E-Verify #: 1715334__________________________________________________________ ☐Yes ☐ No. Is vendor Workers’ Compensation Exempt? If Yes, attach proof of exemption ☐Yes ☐ No. Is your company registered as an SBE with the HCPS Office of Supplier Diversity? ☐Yes ☐ No. Is your company M/SBE certified with any of the following agencies? •City of Tampa: www.tampagov.net/minority-business-development •FL. Statewide & Inter-Local Certification: www.tampagov.net/minority-business-development •Hillsborough County BOCC: www.hillsboroughcounty.org/en/businesses/doing-business-with- hillsborough/minorities-and-women •Florida State Minority Supplier Development Council: www.fsmsdc.org/mbe.php#new-app •City of St. Petersburg: www.stpete.org/assistance/small_business_enterprise_program.php [INTENTIONALLY BLANK] X X X Hillsborough County Public Schools Page 25 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.3 Substitute W-9. To conform to IRS regulations for Form 1099 reporting, HCPS must have a Federal Tax Identification Number or Social Security Number in our files for ALL VENDORS and INDIVIDUALS receiving payments from HCPS; therefore, we request that you provide the following information. Notwithstanding, all inquiries regarding Ethnicity, Race, Gender or Business Certification/Designation are of a purely voluntary nature. Printed Name Title Telephone Number Signature Date Email Address ☐New Request ☐Change ☐ Name ☐ Tax ID ☐ Remit Address ☐ Other Entity Designation (check only one type) ☐Individual / Sole Proprietor ☐Partnership, ☐ C Corporation ☐S Corporation ☐Limited Liability Company – Individual ☐Limited Liability Company – Partnership ☐Limited Liability Company – Corporation ☐Government Entity ☐Estate / Trust ☐Organization Exempt from Tax – Nonprofit (under Section 501 (a)(b)(c)(d)) Exemption (See Instructions) ☐Exempt payee code (if any) ☐Exemption from FATCA Reporting Code (if any) Legal Name (as shown on your income tax return) ______________________________________________________ Business Name, if different from above (use if doing business as (DBA) or enter business name of Sole Proprietorship) ______________________________________________________ Primary Address (for purchase orders) PO Box or Number and Street, City, State, Zip + 4 ______________________________________________________ ______________________________________________________ ______________________________________________________ Remittance/Accounts Receivable Information (if different from above) PO Box or Number and Street, City, State, Zip + 4 ______________________________________________________ Contact Name, Phone, Email (accounts receivable) ______________________________________________________ ______________________________________________________ ______________________________________________________ Services Provided ☐ Medical ☐ Legal Hillsborough County Public Schools is committed to doing business with contractors, vendors and other suppliers who reflect the great diversity of our community. We encourage Small Business Enterprises to register with our Office of Supplier Diversity, (813) 635-1240. Please complete the following information: ______________________________________________________ Taxpayer Identification Number (TIN) Provide Only One (If sole proprietorship, provide EIN, if applicable) ______________________________________________________ Social Security Number (SSN) or Employer Identification Number (EIN) NOTE: Our standard payment terms are 45 days net. Would you like to discuss “pay upon approval” terms? ☐ Yes ☐ No Accepted Payment Types ☐ Check ☐ Visa ☐ ACH Service-Disabled Veteran ☐ Yes ☐ No Small/Small Local Business Enterprise ☐Yes ☐ No Minority Classification ☐African American ☐Asian American ☐Caucasian Female ☐Hispanic American ☐Native American Certification: The Internal Revenue Service does not require your consent to any provision of this document other than the certifications required to avoid backup withholding. Under penalties of perjury, I certify that: The number shown on this form is my correct taxpayer identification number, AND I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, AND I am a U.S. citizen or other U.S. person (including a U.S. resident alien), AND The FATCA code(s) entered on this form (if any) indicating I am exempt from FATCA reporting is correct. Majority Owner’s Gender ☐ Female ☐ Male Certified/Registered Agency (select most recent approval) ☐City of Tampa ☐FSMSDC (Florida State Minority Supplier Development Council) ☐Hillsborough County ☐State of Florida ☐WBENC (Women’s Business Enterprise National Council) ☐Other XGSA Security Inc PO Box 24227 Tampa, FL 33623 4412 W Osborne Ave Tampa, FL 33614 20-2553468 X X X Matt Wurthner COO 813-569-1000 7/27/2021 mwurthne@gsasecurityinc.com X X X Hillsborough County Public Schools Page 26 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.4 Business References. The Proposer must submit THREE REFERENCES WITH THE PROPOSAL. HCPS may contact these references to predict quality of goods and services. False references, in HCPS’ sole discretion, may be cause for Proposer’s disqualification. DO NOT IDENTIFY HCPS AS A REFERENCE. •Included references should be customers from the previous three (3) years; and •HCPS-Preferred references shall be in the following order: School districts, Hillsborough County, Florida based references, State of Florida based references, Large municipalities or local governments, and the private sector. Business References Form (Three). In response to this Hillsborough County Public Schools’ competitive solicitation, Proposer (Proposer Name):GSA Security Inc states that have provided similar goods and services to your firm. Please respond as to the quality of the provided goods and services. Return this form as soon as possible to the firm for proposal submittal. The filled-in references are due with their proposal. Referenced Firm’s Name Address Contact Person Email Address Phone Number ☐Yes ☐ No: Would you use this contractor again? ☐Yes ☐ No: May we contact you with additional questions? Total Dollar Amount of Contract: $_________________ Performance Rating: Excellent = 4, Good = 3, Fair = 2, Poor= 1, or N/A DESCRIPTION OF PERFORMANCE RATING Overall Technical Performance. The Contractor’s overall demonstrated technical performance. Partnership. The Contractor’s ability and attention to the quality of outcomes. Responsiveness. The Contractor’s ability to follow instructions, handle complaints, and communicate with customer’s staff. Efficiency. The Contractor’s overall effectiveness in planning, scheduling, monitoring, and problem solving. Uniformity of Goods/Service Reliability. The Contractor’s timely delivery and uniform quality of provided goods and services. Key Personnel/Management. The Contractor’s ability to provide quality personnel and project oversight. Overall Experience. Overall customer experience. Additional Comments. _____________________________________________________________________________________________ _____________________________________________________________________________________________ _____________________________________________________________________________________________ _____________________________________________________________________________________________ Contact Person Signature Date Hillsborough County Public Schools Page 27 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.5 Statement Of Qualifications. Please provide written responses to the following questions. If the answer to any of the questions is “Yes,” the Proposer shall describe fully the circumstances, reasons therefore, the status, and ultimate disposition of each matter that is the subject of this inquiry. If additional space is needed for any question, please attach to this document. Has Proposer been declared in default of any contract? ☐Yes ☐ No: Has Proposer forfeited any payment of performance bond issued by a surety company on any contract? ☐Yes ☐ No: Has an uncompleted contract been assigned by Proposer’s surety company on any payment of performance bond issued to Proposer arising from its failure to fully discharge all contractual obligations there under? ☐Yes ☐ No: Within the past three (3) years, has Proposer filed for reorganization, protection from creditors, or dissolution under the bankruptcy statutes? ☐Yes ☐ No: Is Proposer now the subject of any litigation in which an adverse decision might result in a material change in the firm’s financial position or future viability? ☐Yes ☐ No: Is Proposer currently involved in any state of a fact-finding, negotiations, or resistance to a merger, friendly acquisition, or hostile take-over, either as a target or as a pursuer? 3.1.6 License Sanctions. Below, or on a separate sheet, list any regulatory or license agency sanctions. HCPS may perform a background check on any Proposer with all state and regulatory agencies. X Signature Print Name Title Date X x X X X Not Applicable Matt Wurthner COO 7/27/2021 Hillsborough County Public Schools Page 28 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.7 Non-Collusion Affidavit. STATE OF COUNTY OF I state that I of (Name and Title) (Name of Proposer) am authorized to make this affidavit on behalf of Proposer and its owner, directors, and officers. I am the person responsible for Proposer for the price(s) and amount(s) of this RFP, and the preparation of the Proposal. I state that: •The price(s) and amount(s) of this Proposal have been arrived at independently and without consultation, communication or agreement with any other Provider, potential provider, Proposer, or potential Proposer. •Neither the price(s) nor the amount(s) of this Proposal, and neither the approximate price(s) nor approximate amount(s) of this RFP, have been disclosed to any other firm, organization, or person who is a Contractor, potential Contractor, Proposer, or potential Proposer, and will not be disclosed before Proposal opening. •No attempt has been made nor will be made to induce any organization or persons to refrain from submitting a Proposal for the Agreement, or to submit a price(s) higher than the prices in this Proposal, or to submit any intentionally high or noncompetitive price(s) or other form of complementary Proposal. •The Proposal of my firm is made in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive Proposal. •________________________________________________ (Name of Proposer), its affiliates, subsidiaries, officers, director, and employees are not currently under investigation, by any governmental agency and have not in the last three (3) years been convicted or found liable for any act prohibited by state or federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding on any public contract, or, if they have been, the details of such are as follows (separate sheets may be attached): I state that I, and the named Proposer, understand and acknowledge that the above representations are material and important, and will be relied on by The School Board of Hillsborough County, FL for which this Proposal is submitted. I understand and the Proposer understands that any misstatement in this affidavit is, and shall be treated as, fraudulent concealment from the The School Board of Hillsborough County, FL of the true facts relating to the submission of Proposals for the Agreement. Company Name Print Name Signature Date Florida Hillsborough Matt Wurthner, COO GSA Security Inc GSA Security Inc GSA Security Inc Matt Wurthner 7/27/2021 Hillsborough County Public Schools Page 29 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.8 Payment Options. 3.1.8.1 ☐ P-Card. If box is checked, HCPS personnel may choose to use a P-card in place of a PO to make purchases from this solicitation. Unless exception is communicated to HCPS, the Contractor, by submitting a bid, agrees to accept the P-card as an acceptable form of payment and may not add additional service fees or handling charges to purchases made with the P-card. Refusal to accept this condition may cause your bid to be declared as non-responsive. I accept the Purchasing Card conditions stated in this solicitation. If yes, please check the level of reporting your firm offers its customers who utilize the P-Card: Level Date Supplier Transaction Amount Sales Tax Customer-Defined Code Line-Item Detail ☐Level 1 X X X ☐Level 2 X X X X X ☐Level 3 X X X X X X 3.1.8.2 Net Payment Options. Please check one: ☐Net 21 Days (E-Payables Option; Visa Virtual Credit Card). Contact Procurement Services for specific information for the E-Payable option. This option will require the use of credit cards through your financial institution and/or credit card processor. ☐NET 45 (Standard Payment Terms). Invoice payment is Net 45 days from the date of delivery or the receipt of satisfactory invoice, whichever occurs last, unless invoices specify early-payment discount. All payments, other than payments for construction services, due and not made within the time specified by this section bear interest from 30 days after the due date at the rate of one (1%) percent per month on the unpaid balance. HCPS provides payment to its OSD-registered vendors as Net 14 days with no cash discount. ☐_____ % 21 Days, Net 45. (Discount for early payment; i.e.: 2% 21, NET 45). Invoices less agreed upon discount are paid in 21 days. This option requires you to enter a discount percent. X Signature Title Print Name Date [INTENTIONALLY BLANK] X COO Matt Wurthner 7/27/2021 Hillsborough County Public Schools Page 30 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.9 Drug-Free Workplace Certification. HCPS shall provide tie bid preference to businesses with drug-free workplace programs. Whenever two or more bids, which are equal with respect to price, quality, and service, are received by HCPS for the procurement of goods and services, a Proposal received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. HCPS shall establish procedures for processing tie bids if none of the tie bids have a drug-free workplace program. To have a drug-free workplace program, a business shall: •Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. •Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. •Give each employee engaged in providing the goods and services that are under bid a copy of the statement specified in subsection (1). •In the statement specified in subsection (I), notify the employees that, as a condition of working on the goods and services that are under the Agreement, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 or of any controlled substance law of the United States, or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. •Impose a sanction on or require the satisfactory participation in a drug abuse assistance or rehabilitation program, if such is available in the employee's community, by any convicted employee. •Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. AS THE PERSON AUTHORIZED TO SIGN THE STATEMENT, I CERTIFY THAT THIS COMPANY COMPLIES FULLY WITH THE ABOVE DRUG-FREE WORKPLACE REQUIREMENTS. X Signature Title Print Name Date [INTENTIONALLY BLANK] COO Matt Wurthner 7/27/2021 Hillsborough County Public Schools Page 31 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.10 Scrutinized Company Certification. I hereby swear or affirm that as if the date below this company is not listed on a Scrutinized Companies list created pursuant ss. 215.4725, 215.473, or 287.135, Florida Statutes. Pursuant to s. 287.135, F.S. I further affirm that: •This company is not participating in a boycott of Israel such that is not refusing to deal, terminating business activities, or taking other actions to limit commercial relations with Israel, or persons or entities doing business in Israel or in Israeli-controlled territories, in a discriminatory manner. •This Company does not appear on the Scrutinized Companies with Activities in Sudan List where the State Board of Administration has established the following criteria: •Have a material business relationship with the government of Sudan or a government-created project involving oil related, mineral extraction, or power generation activities, or •Have a material business relationship involving the supply of military equipment, or •Impart minimal benefit to disadvantaged citizens that are typically located in the geographic periphery of Sudan, or •Have been complicit in the genocidal campaign in Darfur. •This Company does not appear on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List where the State Board of Administration has established the following criteria: •Have a material business relationship with the government of Iran or a government-created project involving oil related or mineral extraction activities, or •Have made material investments with the effect of significantly enhancing Iran ‘s petroleum sector. •This Company is not engaged in business operations in Cuba or Syria. X Signature Title Print Name Date [INTENTIONALLY BLANK] COO Matt Wurthner 7/27/2021 Hillsborough County Public Schools Page 32 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.11 Certification Regarding Debarment, Suspension Ineligibility And Voluntary Exclusion. This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 7 CFR Part 3017, Section 3017.510, Participants responsibilities. The regulations were published as Part IV of the January 30, 1989, Federal Register (pages 4722-4733). By signing and submitting this certification the potential contractor accepts the following terms: ***** BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS BELOW ***** (1) The prospective lower tier participant certifies, by submission of this Bid, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. (2) Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Name of Potential Contractor Name and Title of Authorized Representative. X Signature of Authorized Representative Date INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this form, the prospective lower tier participant is providing the certification set out on the reverse side in accordance with these instructions. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. GSA Security Inc Matt Wurthner, COO 7/27/2021 Hillsborough County Public Schools Page 33 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.12 Truth And Accuracy Statement. The signer of this bid guarantees, as evidence by the affidavit required herein, the truth and accuracy of all statements and of all answers to interrogatories hereinafter made. The undersigned hereby: authorizes any public official, engineer, architect, surety company, bank depository, material or equipment manufacturer or distributor or any person, firm, or corporation to furnish any HCPS-requested pertinent information, or its representative, deemed necessary to verify the statements made in this qualification form or regarding the standing and general reputation of the organization; and states that all information given is an accurate representation of the office location and resources from where the services are to be rendered; and certifies that he/she is authorized to sign this bid for the organization and that this bid is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a bid for the same materials, supplies, or equipment and is in all respects fair and without collusion or fraud. The undersigned certifies acceptance of this solicitation’s terms, conditions, exhibits, specifications, attachments, and addenda. “I certify (or declare) under penalty of perjury under the laws of the State of Florida that the foregoing is true and correct.” X Signature Print Name Title Date [INTENTIONALLY BLANK] Matt Wurthner COO 7/27/2021 Hillsborough County Public Schools Page 34 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.13 Byrd Anti-Lobbying Amendment Certification Form. TO BE SUBMITTED WITH EACH BID EXCEEDING $100,000 The undersigned Contractor certifies to the best of his or her knowledge that: No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form - LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The undersigned contractor certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. § 3801 et seq., apply to this certification and disclosure, if any. X Signature Print Name Title Date [INTENTIONALLY BLANK] Matt Wurthner COO 7/27/2021 Hillsborough County Public Schools Page 35 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 3.1.14 Addenda And Bid Form. The signer of this bid guarantees, as evidence by the affidavit required herein, the truth and accuracy of all statements and of all answers to interrogatories hereinafter made. The undersigned hereby authorizes any public official, engineer, architect, surety company, bank depository, material or equipment manufacturer or distributor or any person, firm or corporation to furnish any pertinent information requested by HCPS or its representative, deemed necessary to verify the statements made in this qualification form or regarding the standing and general reputation of the applicant. The signer also states that all information given is an accurate representation of the office location and resources from where the goods and services are to be rendered. The proposer is not responsible for acknowledging the final HCPS-uploaded addenda (addenda provided after the Question Due Date) if the final addenda does not create a fundamental change to the proposal. Receipt of the following Addenda are hereby acknowledged. (List all Addenda as follows): Addendum No. 1 Dated: Addendum No. 2 Dated: Addendum No. 3 Dated: Addendum No. 4 Dated: Addendum No. 5 Dated: Addendum No. 6 Dated: Addendum No. 7 Dated: Addendum No. 9 Dated: X Signature Print Name Title Date [INTENTIONALLY BLANK] 7/14/2021 Matt Wurthner COO 7/27/2021 7/15/2021 7/23/2021 7/23/2021 Hillsborough County Public Schools Page 36 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 4.TAB 1. QUALIFICATIONS AND EXPERIENCE 4.1 QUALIFICATION SUMMARY The Proposer shall provide a summary of their qualifications including related skills and market strengths. If applicable, include subcontractor qualifications. Provide information regarding past working relationships on similar projects. In this section also include the following: 4.1.1 Key Personnel. Identify key personnel and provide biographical information (resumes) pertaining to their backgrounds, expertise, and job descriptions. Also, provide a staffing plan (including key personnel, number of dedicated team members, and team members’ professional qualifications). Finally, when a service call is placed, provide the address from which each key personnel member will be dispatched. 4.1.2 Technical Staff. The Proposer must provide the number of technical personnel employed and how many will be available to support HCPS. Provide the address from which each technical staff member will be dispatched. 4.1.3 Proposer Resources/Equipment. The Proposer must list all resources available to provide the required services. At a minimum, list all applicable assets, sch as equipment, vehicles, and any applicable specialized skills. Quantity 3, Bucket Trucks for aerial work. Qty 1, 32' Scissor Lift. Qty 3, Level 3 Cable Testers. Qty 2, Fusion Splicers Qty 2, OTDR Fiber Testers. Qty 12, Work Trucks and Vans. Qty 1, Backhoe for underground utility work. Qty 1 Aerial Lasher. Qty 1Hammerhead Underground Pneumatic Missile, Towable Compressor. Qty 2, Portable Generators. Address Dispatched: 4412 W Osborne Ave, Tampa, FL 33614. Qty 13 Technical Personnel Employed and available to Hillsborough County Public Schools. Matt Wurthner, RCDD,ACP. Site Surveys and Technical Pre-Sales Meetings. Ted Zartman, Project Manager. Jason Ball, ACP, BICSI Technician, Genetec Certified 22+ years Experience. Ted Zartman, ACP, Exacqq Certified, and Address Dispatched: 4412 W Osborne Ave, Tampa, FL 33614. Daniel Holt, Exacq Certified 5+ Years Experience. Tyler Sharay, Exacq Certified 5+ Year Experience Francis Crespon-Martinez, Exacq Certified 2+ year Experience, Chris Erazo, Exacq Certified, 2+ Years Experience Brandon Wallech, ACP and Exacq Certified 7+ Years Exerpience. Danny Sacco, ACP and Exacq Certified, 7+ Years Exp Genetec Certified, 10+ years Experience and Lead Programmer for HCPS to 10+ Years. Gerard Johnson, Exacq Certified, and 3+ Years Experience, Yahn Ramos, 2+ Years Experience. Hillsborough County Public Schools Page 37 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 4.2 MINIMUM QUALIFICATIONS With the proposal, the Proposer must provide all the requested documentation. HCPS may deem Proposals lacking the requested documentation as non-responsive. Additionally, HCPS reserves the right to request documentation at any time during the contract period. To receive a fair evaluation, the Proposer must: •be currently licensed and provide proof of the required experience; and •submit a responsive Proposal. A non-responsible Proposal (fails to meet minimum qualifications) will not be evaluated; and •provide proof that the Proposer is currently authorized by the State of Florida to provide the goods and services herein. 4.2.1 www.myVendorLink.com. HCPS requires that the Proposers have a current vendor application on file at www.myVendorLink.com. Proposer shall provide a printout of the submitted profile. 4.2.2 Experience. The Proposer shall have been in the provision of the required goods or services herein for a minimum of three (3) years and shall provide proof along with the Proposal (including but not limited to articles of incorporation, business tax receipts…). Failure to provide said proof may be grounds for rejection of Proposal. Proposers must prove validity of the stated documents to be in effect at the time of Proposal due date. HCPS will not award on assumptions that a granting of a license will occur at a future date. 4.2.3 Licenses. If applicable, the Proposer must be in possession of and submit proof of any required occupational licenses, business tax receipts, Articles of Incorporation, sunbiz.org report. The Contractor shall conform to all Federal, State, City, and HCPS Safety Department Standards and OSHA Safety Regulations during the performance of the Agreement. Any fines levied, due to inadequacies or failure to comply with any and all requirements shall be the sole responsibility of the Contractor. Any person found not in conformance with any laws, statutes, rules or regulations will not be allowed on the job site. Continued violations by the Contractor shall constitute cause for immediate termination of the Agreement. Required Certifications and Representations: Provide a signed copy of the representations and certifications below. •Vendor shall have design and installation training with certifications of competence, which includes employing at least one Building Industry Consulting Service International (BICSI) and one Registered Communications Distribution Designer (RCDD) on staff for the duration of the agreement with proof. The RCDD shall be involved with all projects from the start through its completion. If, at any time during this agreement, the vendor does not have an RCDD involved with a project, vendor shall be in default of the agreement. •Vendor must have and provide a copy with their proposal submission both a current Florida Electrical Contractors License (ES or higher) and current certification as an Exacq Select Reseller. The Contractor shall conform to all Federal, State, City, and HCPS Safety Department Standards and OSHA Safety Regulations during the performance of the Agreement. Any fines levied, due to inadequacies or failure to comply with all requirements shall be the sole responsibility of the Contractor. Any person found not in conformance with any laws, statutes, rules, or regulations will not be allowed on the job site. Continued violations by the Contractor shall constitute cause for immediate termination of the Agreement. 4.2.3.1 Authorization To Do Business In The State of Florida. Foreign corporations and foreign limited partnerships must provide proof of authorization to do business in the State of Florida. Domestic corporations must be active and in good standing in the state of Florida. Proposer must provide proof of registration on www.sunbiz.org unless Contractor is solely providing goods via mail. 4.2.4 Proof of Insurance. The Proposer may provide with the proposal a copy of any policy evidencing the insurance coverages and limits required by the competitive solicitation. However, it does not constitute approval or agreement by HCPS that the insurance requirements have been satisfied or that the insurance policies shown on the Certificates of Insurance are following the requirements of the solicitation. Proof of insurance shall preferably be in the form of an Association for Cooperative Operations Research and Development (ACORD) certificate of insurance. All policies of insurance under this Agreement shall include as certificate holder and additional insured, “Hillsborough County Public Schools 901 East Kennedy Boulevard Tampa, Florida 33602.” Hillsborough County Public Schools Page 38 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 4.2.5 Additional Equipment/Resources. Explain how Contractor will obtain access to equipment needed, if not currently in their possession, in order to respond to a Priority 1 service call or on an emergency/non-standard hour request. 4.2.6 Inspection of Facilities. HCPS reserves the right to inspect a Proposer's facilities and assets prior to contract award. 4.2.7 Subcontractors. The Proposer understands that, as a prime contractor, said contractor is responsible for all actions taken by its subcontractors and shall bare all liability for the subcontractors’ action under the Agreement. HCPS must pre-approve each subcontractor and must follow all of the Contractor’s requirements herein. All of the Contractor’s requirements and references to the Contractor herein shall apply to all HCPS approved subcontractor(s). The subcontractor includes any organization whom the Contractor utilizes for the provision of goods and services subject to the Agrement. The Contractor must notify HCPS for prior approval as to the use of any additional subcontractor. The Proposer must describe all responsibilities that the Proposer anticipates assigning or subcontracting, identify all subcontractors and describe how the Proposer will manage these subcontractors. The Proposer is directly responsible and liable for the actions of all of its subcontractors and the actions of its subcontractors’ employees. 4.2.7.1 List of Subcontractors and Material Suppliers. The Proposer states that the following is a complete list of the proposed subcontractors and material suppliers on the Agreement and the class of services to be performed by each, and that such list will not be added to nor altered without written consent of HCPS. Use additional sheets as necessary. Subcontractor Name Services to be Provided [INTENTIONALLY BLANK] Not Applicable Hillsborough County Public Schools Page 39 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.TAB 2: SPECIFICATIONS Proposer must read and respond to this section in its entirety and may supplement this section with additional pages as to provide HCPS with a more detailed breakdown, backup and/or options of related costs associated with the solicited goods and services. •The Proposer must read and respond to this section in its entirety and may supplement this section with additional pages as to provide HCPS with a more detailed breakdown, backup and/or options of related cost associated with the solicited goods and services. •The inability or denial expressed in a Proposal, or omission in the Proposal, to offer to comply or conform with the technical requirements of this Section of the solicitation may result in deductions in the allocation of points by the Evaluation Committee. •Proposer must acknowledge agreement and understanding with the requirements of the intent of the Scope of Work of this solicitation and provide reports or samples, as applicable. The Proposer must note any deviations from the specifications. Detailed descriptions and/or illustrations are required with your Proposal for consideration. Clearly indicate any exceptions to the Scope of Work of the solicitation or provide an alternative. 5.1 ESTIMATED BUDGET/CONTRACT AMOUNT To pay for goods and services according to the conditions herein in an amount not to exceed $500,000 subject to the availability of funds. HCPS’ performance and obligation to pay under the Agreement is contingent upon an annual appropriation by The School Board of Hillsborough County, Florida. The costs of goods and services paid under any other contract or from any other source are not eligible for reimbursement under the Agreement. 5.2 CONTRACT TERM/RENEWALS The Contract period will be for a one (1) year period with an option to renew for four (4) additional one (1) year period as appropriations allow in the budget. Renewals shall be based on vendor performance and mutual agreement between HCPS and the Contractor to provide the identical services required under the Agreement as outlined in the Scope of Work/Services and maintain the same terms, conditions, and cost structure as delineated herein. All renewals shall be in writing at least ninety (90) days prior to the termination of the current Contract period. 5.2.1 Prices/Rates. All prices/costs/fees/charges offered herein shall be firm against any increase for the initial term of the contract, unless mutually agreed, or as stated otherwise in this solicitation or addenda. The Contractor bears the responsibility to notify Procurement Services no less than sixty (60) days prior to any anticipated changes in prices. Any request for changes requires the submittal of bona-fide manufacturer's documents, including but not limited to, the Producer Price Index information, Consumer Price Index for the affected market, industry, goods, and/or manufacturer’s price list. HCPS reserves the right to accept or reject within thirty (30) days after the request for a price change. HCPS will cease orders for items rejected for price change. If HCPS approves the requested price change, the price may remain firm for at least one (1) year or as stated in a written, mutually signed renewal letter. The increase shall not exceed the applicable industry index. 5.2.2 Temporary Renewal. If HCPS has a need to extend the Agreement beyond the stated renewal periods, HCPS and the Contractor may agree to renew the Contract for a period not to exceed 180 days. 5.2.3 Temporary Unilateral Renewal. If the Contractor requests to not renew the Agreement at the end of an effective term, it is understood and agreed that HCPS may unilaterally renew the Agreement, for a period not to exceed ninety (90) days, under the same prices, terms, conditions, and specifications to allow for resoliciting the Contract. 5.3 AWARD This solicitation may be awarded to a sole Proposer, a primary and a secondary Proposer, or to predefined “Maintenance Area(s)” (see Tab 3. Cost/Best Value or MS Excel price sheet, to the highest-ranked responsive and responsible Proposal(s) who best meet the terms and conditions of this solicitation. Additionally, HCPS reserves the right to make multiple awards, award by groups, types, or categories, item by item or lump sum, whichever may be in HCPS’ best interest. A Proposer may Propose on each preferred Maintenance Area. The Proposer may not split a Maintenance Area or propose on less than the total listing of facilities and schools for each Maintenance Area. HCPS reserves the right to Hillsborough County Public Schools Page 40 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems change the number of schools within any Maintenance Area during the Agreement period. Any additional schools shall be serviced at the same rate/cost bid herein. HCPS Maintenance Areas are defined as follows: •AREA 1 - West: North to Pasco County Line, West to Pinellas County Line, South to MacDill AFB and East of I-275 and South to Davis Islands. Area normally defined by Drew Park, Citrus Park, MacDill Air Force Base, Downtown, Keystone and Lutz. •AREA 2 - Central: North to Pasco County Line, West to I-275, South to Gibsonton Dr. and East to US 301. Area normally defined by Temple Terrace, Tampa Palms, Palm River, parts of Gibsonton and the University of South Florida. •AREA 3 - East: North to Pasco County Line, West to US 301, South to Manatee County Line and East to Polk County Line. Normally defined by Plant City, Ruskin, Wimamua, Seffner, Riverview, Thonotosassa, Sun City Center, Boyette, Valrico, Durant, Mango, and parts of Brandon. HCPS may award the Agreement to three (3) distinct primary Vendors. The highest-ranked Proposer in each area shall be considered primary (the “Contractor”) and may receive the largest volume of work. The second highest-ranked Proposer (the “Secondary Contractor”) will serve as a backup and should the Contractor not be available to meet the required timeline and/or performance level. HCPS reserves the right to procure services from the Secondary Contractor for the following reasons, without limitation: •the Contractor cannot comply with required timeline or performance level; or •the Contractor is not in compliance with required timelines of current or previous projects; or •in cases of emergency; or •It is in the best interest of the HCPS to do so regardless of reason. 5.4 SCOPE OF WORK HCPS intends, through this solicitation, to identify qualified Contractor(s). The provision of goods and services under the RFP include, but not limited, to the provision of all labor, materials, supervision, equipment, incidentals, and related items necessary to complete the requests in accordance with the specifications herein. This section identifies HCPS’ desired services and levels of performance. Proposers shall indicate a response to ALL service requirements and specifications contained in the following sections in the order listed using the same numbering system. The scope of work encompasses existing and future camera and access control systems including, but not limited to the, installation, maintenance, repair, and modification of camera and access control system equipment at various District sites. The current systems are Exacq Vision and Axis which are mainly IP, however there are a few analog cameras still in use. •This service requires vendors to provide all labor, equipment, and miscellaneous supplied; and •HCPS will provide system components and repair parts; and •HCPS reserves the right to request vendors to provide all necessary equipment and repair parts, on a case basis; and •HCPS expects to provide all system specific components or repair parts for the covered system, including cables and conduits. Other necessary miscellaneous supplies including but not limited to: electrical tape, cable ties, staples, assorted screws and bolts, wire nuts, short runs of jet line, etc. are to be provided by the vendor and included in the prices proposed on the Response Form. Vendor agrees that all work described in this proposal shall be done with minimal inconvenience to HCPS property and personnel. The time that normal HCPS operations are interrupted must be minimal and shall be coordinated with an assigned HCPS Communications and Electronics Department (C&E) designee or from the department that issued the purchase order. Hillsborough County Public Schools Page 41 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems Contractor agrees to furnish and pay for all management, supervision, financing, labor, materials, tools, fuel, supplies, utilities, equipment, and services of every kind and type necessary to diligently, timely, and fully perform and complete in a good workmanlike manner the commodities and contractual services required by the contract. 5.4.1 Projects Over $10,000 in Total Cost. The primary scope of this solictation is for projects identified as having a total value not exceeding Ten-Thousand ($10,000) Dollars. HCPS reserves the authority to use the Agreement for requirements exceeding $10,000 and may obtain competitive quotes from non-awarded participating Proposers for this solicitation deemed to be responsive and responsible or to seek competitive quotes via posting on www.myVendorLink.com, as deemed to be in the best interest of HCPS. 5.4.2 Alternative Proposal. If submitting an alternate Proposer, the Proposer must identify the alternative proposal as “alternative proposal”). Summarize your approach and understanding of the services and any special considerations of which HCPS should be aware. The Proposer shall: •describe specific details of the proposed development methodology that it shall provide as part of this solicitation; and •address each of the requested items in conjunction with the scope of work description presented in the Scope of Services section of this solicitation; and •provide a timeline for the provision of goods or services including payment information. 5.4.3 Changes In Scope Of Work. HCPS may order changes in the required goods or services consisting of additions, deletions, or other revisions within the general scope of the solicitation. Unless accepted by a mutually signed written amendment, Contractor may make no changes related to the scope of the project, amount of compensation, or any other adjustments to the Agreement. If Contractor believes that a product or service is not within the scope of work of the Agreement, is a material change, or will otherwise require more compensation to Contractor, the Contractor must immediately notify the General Manager of Procurement Services in writing of this belief. If the General Manager of Procurement Services agrees that the product or service is within the Agreement’s scope, as written, Contractor shall continue providing the goods or services as changed and at the cost stated for the product or service within the scope. Contractor must assert its right to an adjustment under this clause within 30 days from the date of receipt of the written order. The General Manager of Procurement Services reserves the right to negotiate with Contractor without completing the competitive bidding process for goods or services like those specified within the solicitation for which requirements were unknown upon release of the solicitation. The parties may not expand the Scope of Work beyond the terms on the issued purchase order without prior approval of the HCPS Project Coordinator. The Contractor shall provide a written estimate of labor and materials to the requesting department within 24 hours for any services beyond the quoted scope of work and purchase order. HCPS must provide the Contractor an amended or additional purchase order prior to the provision of the additional goods and services. Verbal confirmation is not an acceptable as permission to proceed. 5.4.4 General Requirements. An HCPS-authorized representative or Project Coordinator will be assigned who will oversee all assigned work for adherence to projected schedules, as well as quality of work from the start date through project completion. All work is subject to inspection throughout the life of the project and prior to submittal of final payment. All services shall be approved by the HCPS-authorized representative or Project Coordinator, no exceptions. All changes or alterations will require written approval by HCPS authorized representative or Project Coordinator. No work shall proceed under any circumstances unless authorized by the project coordinator, and the Contractor has received a MR from the appropriate maintenance department, and a purchase order (PO) from the district’s Procurement department. An estimator shall meet with the HCPS authorized representative or Project Coordinator to evaluate conditions and provide an estimate at no cost to HCPS for repairs based upon his set fees. Hillsborough County Public Schools Page 42 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems The Contractor may be required at times to meet the HCPS Coordinator or designated at job site to verify information, requirement, make recommendations or take measurements at no additional cost to HCPS. Contractor will assist HCPS in identifying the best repair considerations for each project. The Contractor shall determine the quantities of material required for each project. All materials, products utilized and work performed in the installation, maintenance, extension and alteration of any and all work within or adjacent to any structure must conform to all applicable codes and shall fully conform to the current Florida Building Code, in addition to any applicable local, state, and Federal regulations and codes and any HCPS requirements. Contractor must abide by all State of Florida Statutes. Contractor shall ensure all service work for HCPS, materials, installation, maintenance, preparation, extension and/or alteration of any and all projects, within or adjacent to any HCPS structure shall comply with all current Florida Building Codes, Federal regulations and codes as well any City, County or State requirements or approved HCPS specifications and/or drawings. Provide a firm cost for requested work, prior to issuance of a purchase order for the work. If Contractor is unable to respond, HCPS has the right to contact the next lowest Contractor for repairs. Repeated failure to provide delivery as specified shall constitute default and will be grounds for termination of any contract based on this bid. Billed labor charges shall be based on an hourly rate and will include compensation for labor, tool/equipment use, travel time, and any other incurred costs or fees to the supplier. The rate is straight time for all labor except as otherwise noted herein. No overtime will be permitted without written permission from the Project Coordinator. Labor hours paid in quarter (1/4) hour increments, and limited to the hours on the site Work completion: Work will not be considered complete until a copy of the maintenance request (MR) is signed by the site HCPS authorized representative or Project Coordinator. Contractor shall supervise and direct all work, using their best skill and attention. Contractor shall be solely responsible for all means, methods, techniques, sequences, and procedures and for coordinating all portions of the work under this contract and assume liability for each project assigned. Contractor shall assume liability for each assigned project. Contractor shall have enough personnel, materials, transportation, and an adequate inventory of tools and equipment to perform work. Contractor shall be held responsible for all on-site supervision, scheduling, receiving, storage, and placement of all materials. Contractor shall provide a responsible, knowledgeable, English speaking work site Supervisor/Representative, always, who has decision-making authority. Contractor shall be responsible to HCPS for the acts and omissions of his employees, Subcontractors and their agents and employees, and other persons performing any of the work under this contract with the Contractor. It will be the sole responsibility of the Contractor to dispose of all construction debris at an authorized landfill and all incurred costs shall be borne by the Contractor. Material cleared from site and disposed on adjacent or nearby property will not be considered as having been disposed of properly. The Contractor shall keep the premises free of debris and unusable materials resulting from their work. As work progresses or upon request by the HCPS authorized representative or Project Coordinator, the Contractor shall remove such debris and materials from property. HCPS dumpsters shall not be used, if HCPS determines Contractor is using HCPS dumpster’s Contractor shall incur pickup and dump fee. 5.4.4.1 Attendance at HCPS Meetings: Vendors are required to attend bi-annual meetings of approximately onehour in duration, with HCPS’s C&E Department at 4805 East Dr. Martin Luther King Jr Blvd, Tampa. Meeting dates and times will be determined later, and written notice of meetings shall be provided one week prior to the event. Hillsborough County Public Schools Page 43 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.4.5 Specific Requirements. 5.4.5.1 Vendor shall have demonstrable design and installation training with certifications of competence. Provide a signed copy of the representations and certifications including but not limited to those referenced below. This includes but is not limited to employing at least one Building Industry Consulting Service International (“BICSI”) and one Registered Communications Distribution Designer (“RCDD”) on staff for the duration of the agreement and able to provide proof. The RCDD shall be involved with all projects from the start through its completion. If, at any time during this agreement, the vendor does not have an RCDD involved with a project, vendor shall be in default of the agreement. Vendor shall have design and installation training with certifications of competence, including, but not limited to: o Must be Exacq “Elite” or “Select” Resellers. o Have minimum of three (3), Exacq Certified Reseller Trained Technicians. o Have a minimum of two (2), Axis Certified Professionals (ACP) o Be an Axis Certified Channel Partner for a minimum of two (2) years. o Have and provide proof of a current Florida Electrical Contractors License (ES or higher) o The necessary number of technicians needed to complete all projects on time. o Assigned technicians must be capable of troubleshooting, repairing, and installing the equipment systems (Exacq and Blade Server experience a plus) o Technicians must also be familiar with HCPS policies as stated within this proposal. 5.4.5.2 Vendor will utilize the appropriate workers to accomplish the task based on the scope of the service request. HCPS will not reimburse vendor for additional helper/trainee assigned solely for the purpose of training or efficient crew sizing. 5.4.5.3 All programming changes made to equipment shall be submitted to HCPS’s C&E within twenty-four (24) hours of the change 5.4.5.4 Vendor understands all work described in this specification shall be done with the least inconvenience to the sites / property. The amount of time that normal operations are interrupted must be kept to an absolute minimum and shall be coordinated with HCPS’s C&E staff. 5.5 CUSTOMER SUPPORT SERVICES 5.5.1 Communications. The Contractor must provide a means to receive direct communications from HCPS 24 hours per day, 7 days per week. Contact means shall be by phone or e-mail. When contact is made, Contractor must respond within 30 minutes of contact. Emergency Contact Name: ________________________________________ Title: ________________________________________________________________________________________ Telephone: ________________________ Cell #:_________________________Fax:_________________________ E-Mail Address: _______________________________________________________________________________ Address: _____________________________________________________________________________________ 5.5.2 Internal Policies Section: In this section or on a separate sheet of paper, include the following information: •Do you have a line of credit for emergency purchase? If yes, what it the amount? •Describe your environmental, safety, and emergency programs. •Describe your business process flow. •Describe your emergency response plan. •Describe your site cleanup procedures. Matt Wurthner COO 813-569-1000 813-431-5394 813-961-2380 mwurthne@gsasecurityinc.com 4412 W Osborne Ave, Tampa, FL 33614 Hillsborough County Public Schools Page 44 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Submit documentation of your Hazardous Material Disposal Program. •List a range of activities or services your firm has previously provided and which you are currently engaged. •List how many years of experience your firm has in providing services requested in this RFP. •List all current and active licenses, certifications, permits, etc. held to provide services requested in this RFP. 5.5.3 Business Plan: On a separate sheet of paper, explain in detail how this agreement will be managed. Include the members of the proposed contract team by name, the team member’s active role, how each team will be organized and managed when responding to a service, installation call, specify staffing levels for each task/subtask and each team member’s percentage of participation on each task/subtask. Identify subcontractors and sub-consltants listing their specific tasks. 5.5.4 Service Response Requirements. HCPS-required delivery and performance times, for materials and services to be provided under this agreement, are described herein. HCPS may terminate and reissue a work order to an alternate Vendor should the Contractor fail to perform the services within the timelines established herein or in the provided quote, statement of work, or work order. Repeated failure to meet the agreed timelines shall constitute default and will be grounds for termination of the Agreement. 5.5.4.1 Work Order Reprints. If a work order needs to be reissued (under a new workorder) or reprinted. Vendor must avoid duplicate requests for payment. If vendor receives a duplicate payment, vendor shall return all monies immediately to HCPS. 5.5.5 Initial Diagnosis Authorization. Vendors must secure authorization to begin work on requests that are expected to require more than $500 in material expenses, from an HCPS C&E technician or supervisor. Vendors must also seek approval to proceed prior to exceeding these limits, on work initially expected to be completed within these established limits. Under the Not-to-Exceed quote, the vendor shall be paid for actual labor and material costs up to the quoted amount. •Emergency Orders: Vendor must be able to receive emergency orders throughout the day. Vendors must either be willing to return to HCPS’s C&E to pick up the work order or be willing to receive the work via facsimile. •If work order is completed on site, the principal or designee must sign the work order. If work order has been completed without need to visit site (remotely), work order can be signed by the project manager or designated C&E representative. •Work Order Status: Vendor must respond to HCPS’s C&E regarding the status of outstanding work orders, within one hour of a request for status. o Work Order Completion: Vendor must note the following for proper completion of the work order: •Date of Work, •Name of Technician(s), •Hours Charged, including arrival and departure time on HCPS campus, •Description of Work Performed, •List of Materials Used (included both HCPS-supplied and vendor-purchased materials, and •Cost of Materials: Receipts or other documentation supporting material costs must be attached to the work order. Upon fulfillment of the service request, the vendor will deliver, or fax, the work order to HCPS, by the next business day. Work will not be considered complete until a copy of the WO, signed by the site supervisor/designee where the work was performed, is provided to C&E. Project is not complete until any damages incurred have been repaired and site is clean and to the satisfaction of HCPS. The complete and signed WO shall be delivered or faxed to C&E Department within twenty-four (24) hours of completion. Hillsborough County Public Schools Page 45 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.5.6 Service Hours. Service is called for only between the hours of 6:00 a.m. and 6:00 p.m., Monday through Friday, excluding HCPS holidays, unless otherwise specified. The Contractor must schedule assigned work to NOT interfere with normal school arrival and dismissal times (the contractor must confirm arrival and dismissal times for each worksite). •Priority 1. The Contractor must be on site to provide services within 4-hours of notification and shall work continuously until completion of the repair services as the project may involve incidents that result in the outage of essential function of the facility. •Priority 2. The Contractor must restore the use of the affected services 5:00 p.m. on the 10th business day following issuance of the work order. The project may include outage(s) of non-essential functions of the facility. •Priority 3. The Contractor must restore the use of the affected services by 5:00 p.m. on the 15th business day following issuance of the repair order by HCPS. The project may involve a new installation. 5.5.7 Services Provided Outside of Standard Hours. The Contractor may, for their convenience, elect to perform work after standard working hours and incur any additional expenses based upon their convenience and availability to the work site. This schedule is applicable only when approved by the Coordinator. Note, HCPS shall not pay premium or overtime fees for this situation. 5.5.8 Overtime Rates. Overtime Rates may apply to services outside standard HCPS scheduled maintenance working hours if the Coordinator provides prior written authorization. Overtime work may apply when health, life, and safety concerns dictate a rapid response. 5.5.9 Emergency Services. Emergency repairs and maintenance are defined as those services necessary to continue the instructional process and/or maintain a safe operational environment, the loss of which would create a situation that would adversely and unduly affect the safety, health, or comfort for the occupants, or otherwise cause loss to HCPS. Note that HCPS may require the Contractor to perform emergency repair services at times other than normal working hours and shall be available on a 24-hour basis, including weekends and holidays. The Contractor must respond within two (2) hours to all requests for emergency service. Failure to respond to a service call, within the designated time, may be cause for termination of the Agreement or require HCPS to contract with an alternate Vendor. HCPS may require repairs sooner than the above timeframes. If the Contractor is unable to meet the requirement for immediate service, HCPS reserves the right to obtain service from another source, without adverse consequences. Failure to commence or complete work in accordance with the specified timeline is cause for HCPS to cancel the PO and re-issue a PO to an alternate source. Such repeated failures shall constitute default and will be grounds for termination of any contract based on this solicitation. 5.5.10 Delays. The Contractor must complete the project within the established timeframes. HCPS may grant an extension to the service timelines for delays that are not caused by the Contractor. If services cannot be timely completed, due to a school function, the Contractor shall reschedule a time with the Coordinator and school officials. Any service schedule delay must be reported to the Coordinator and site administrator within 24-hours. HCPS will not pay for travel time (to and from the work site) or any travel made during lunch breaks. HCPS will not pay any premium for weekends or holidays. The contractor will be paid for actual worked performed as evidenced by the sign-in/sign out sheets. 5.5.11 Re/Post Inspections. Inspections shall be completed within three (3) business days of contact by the Maintenance Department. If repairs are found to not have corrected, as instructed by the inspection report, the Contractor will have 24 hours to return to the facility to satisfactory condition and correct any deficiencies identified in the inspection report. Unsatisfactory repair services must be readdressed at NO CHARGE to HCPS. If the post/re- inspection determines that additional services are required to meet applicable code(s), HCPS shall compensate the Contractor based on the additional goods and services as reported to the Maintenance Department and supported by the hourly verification report and proper documentation. Hillsborough County Public Schools Page 46 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.5.11.1 Defective Goods. The Contractor shall agree to accept, for full credit and return shipping charges, the return of any defective item received (whether defective in workmanship, inferior quality, or in defective packaging) which is unusable for its intended purpose 5.5.12 Work Order. The Scope of a work order shall not be expanded beyond the originally approved work order without the Coordinator’s written approval. 5.5.12.1 Documentation Requirements. HCPS shall issue a standard work order for all required work. The Contractor shall not begin work without a purchase order and a work order ticket number. The work order, signin/out sheet, invoice, and supporting documents shall be properly completed prior to the issuance of payment. 5.5.12.2 Approval Requirements. HCPS may request a not-to-exceed quote for the provision of services under the Agreement. If approved, the Contractor shall be paid for provided goods and services up to the quoted amount. The Contractor must inspect the work and indicate any exceptions or exclusions on the quote. 5.5.12.3 Work Order Completion. HCPS (per maintenance area) will assign a Coordinator to oversee all assigned work for adherence to promised schedules and as well as quality of work from the start date through the project’s completion. All work is subject to inspection throughout the life of the project and prior to submittal of final payment. The Contractor must note the following on each work order: •Date(s) of work. •Campus arrival and departure times (APPENDIX B: HCPS CONTRACTED SERVICES VERIFICATION FORM (CSVF). •Description of work performed. •List of materials used (included both HCPS-supplied and contractor-purchased materials). •Cost of materials (receipts or other documentation supporting material costs must be attached to the completed work order). •Completed work order shall be delivered or faxed to HCPS within 24-hours of completion of the request. •Work order must be signed by the project coordinator. The signed copy may be sent via facsimile. •Billed charges shall be based on the School Board-approved proposal. No additional travel fees shall be approved. 5.5.13 Work Order Service Requirements. HCPS required delivery and performance times, for goods and services to be provided under the Agreement, are described herein. The Contractor will notify an HCPS authorized representative or Coordinator within 24 hours of receipt of purchase order if service requirements will not be met as specified. If the work does not commence or is not completed by the timelines established herein, HCPS reserves the right to terminate the order and issue the order to another Contractor. Repeated failure to commence or complete work within the prescribed times shall constitute a default and will be grounds for termination of the Agreement. •The Contractor shall respond to WO (work order) request and provide written quotes or written estimate with in three (3) business days of receipt of WO from HCPS authorized representative or the Coordinator. •The Contractor shall respond within two (2) hours to a WO request deemed an emergency by HCPS’-authorized representative or the Coordinator. •HCPS may deem the Contractor’s failure to respond to a WO request within the designated time as cause for termination of the Agreement or HCPS shall contract with a vendor. •The Contractor shall provide service within two (2) days from receipt of a purchase order, unless otherwise agreed upon by HCPS’-authorized representative or the Coordinator. 5.5.14 Onsite Safety Requirements. While performing services for HCPS, the Contractor shall be responsible for any damages caused by the Contractor’s employees to HCPS or adjacent property. The Contractor must not drive heavy equipment onto sidewalks, patios, decorative stones, athletic tracks or fields, etc. If concerns are raised about excessively wet conditions on grassy areas, the Contractor is must contact the appropriate HCPS authorized representative or Coordinator for recommendations or workarounds prior to commencing the work. The Contractor Hillsborough County Public Schools Page 47 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems must show reasonable attempt to avoid damage to HCPS property under all conditions. Any damages, including damage to finished surfaces and spilled paint, resulting from the performance of the Agreement shall be repaired and/or cleaned to HCPS authorized representative or the Coordinator’s satisfaction at the Contractor’s expense. HCPS shall incur no costs for damage repairs. The Contractor understands that all services described in this solicitation shall be coordinated with an authorized representative or the Coordinator and performed with minimal disruption to the functions to HCPS’ operations. The Contractor must ensure that the performance of services shall not interfere with school’s arrival and dismissal times. All services must meet safety requirements for pedestrian and vehicular traffic and must be left in a clean and orderly manner. All areas and/or property damaged while work is under way shall be restored as found by the Contractor prior to completion of work and to the satisfaction of HCPS authorized representative or Project Coordinator. The Contractor will protect all existing and newly installed work, materials, equipment, improvements, utilities, structures, and vegetation while performing services under the Agreement. Adequate barricades shall be erected and maintained all around areas where equipment and materials are stored and used. Any property damaged by the Contractor or a representative during the Agreement will be repaired or replaced to the satisfaction of HCPS’ authorized representative or Coordinator and at no cost to HCPS. The Contractor must ensure there is adequate ventilation for the type of coating, cleaning materials, or chemicals used. Projects may consist of working in facilities that are occupied and necessary precautions need to be made to ensure fumes, gases, or volatile organic compounds (VOCs) are not spread throughout the facility through ventilation equipment. If necessary, consult paint manufacturer for recommendations. 5.5.14.1 Protection of Worksite. Worksite Integrity. The Contractor must protect all existing and newly installed work, materials, equipment, improvements, utilities, structures, and vegetation during the provision of goods and services under the Agreement. Adequate barricades shall be erected and maintained around areas where equipment and materials are stored and used. Any Contractor-damaged property must be repaired or replaced to HCPS’ satisfaction. The Contractor must report to the HCPS authorized representative or Coordinator any damage found prior to any work at job sites. The Contractor shall be responsible for any loss or damage to its own materials, supplies and equipment, and to the personal property of its employees while they are maintained on the work sites. A Project is not completed until incurred damages, if any, have been repaired and the worksite is cleaned to the satisfaction of HCPS’ authorized representative or Coordinator. 5.5.14.2 Debris. It will be the sole responsibility of the Contractor to dispose of all construction debris at an authorized landfill and all incurred costs shall be borne by the Contractor. Material cleared from site and disposed on adjacent or nearby property will not be considered as having been disposed of properly. The Contractor shall keep the premises free of debris and unusable materials resulting from their work. As work progresses or upon request by the HCPS authorized representative or Project Coordinator, the Contractor shall remove such debris and materials from property. HCPS dumpsters shall not be used, if HCPS determines Contractor is using HCPS dumpster’s Contractor shall incur pickup and dump fee. 5.5.14.3 Oversite/Quality Of Services. An HCPS Project Coordinator (the “Coordinator”) will be assigned to oversee all assigned services (work) for adherence to projected schedules and service quality throughout the project’s progression to completion and submittal of final payment. HCPS will periodically inspect work completed or in process to ensure compliance with the requirements of the Agreement. If the requirements herein are not satisfactorily maintained, HCPS shall require the Contractor to correct any discrepancies, inconsistencies, or faults immediately at no additional cost. A second discrepancy notice shall serve, as notification that any future discrepancies, inconsistencies, or items not meeting specifications contained herein will result in termination of the Contractor’s right to proceed with the agreement. The Contractor and its sureties may be liable to HCPS for any additional costs incurred by HCPS to complete the Agreement. Henceforth, the Contractor shall be in default and the Agreement subject to termination and Hillsborough County Public Schools Page 48 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems further sanctions. Re-inspections or post inspections are to be completed within three (3) business days of contact by the Maintenance Department. If repairs have not corrected deficiencies as instructed by the inspection report, the Contractor will have 24 hours to return to the facility to repair or correct any such deficiencies as per the inspection report. Repairs that were initially not done properly and must be readdressed will be done so at NO CHARGE to HCPS or the facility. However, if the re-inspection or post inspection uncovers or determines additional work must be completed to bring the facility up to code, the repair Contractor will be paid accordingly based on time and materials as reported to the Maintenance Department and supported by the hourly verification report and proper documentation for the materials used. The Contractor shall understand and agree that: •all services including modifications of required services requires the Coordinator’s written approval; and •the Contractor must be in receipt of a maintenance request (”MR”) from the appropriate maintenance department and a purchase order (PO) from HCPS’ Procurement Services; and •services are not complete until a copy of the maintenance request (“MR”) is signed by the Coordinator; and •the Contractor shall be solely responsible and assume all liability for the supervision, direction of all work, and for all means, methods, techniques, sequences, and procedures, and coordination of all services under the Agreement; and •the Contractor shall be responsible for all scheduling, receiving, storage, and placement of all materials; and •the Contractor shall ensure that enough personnel, materials, means of transportation, and an adequate supply of tools and equipment to perform the services. •the contractor shall provide a responsible, knowledgeable, English-speaking worksite supervisor or representative, who has decision-making authority, always; and •the Contractor shall be solely responsible to HCPS for the acts and omissions of their subcontractors, agents, employees, and any other persons performing any services under the Agreement; and •the practice and materials utilized in the work within or adjacent to any structure must conform to all current Florida Building Codes in addition to any applicable local, state, and Federal regulations and codes and any HCPS requirements. Contractor must abide by all State of Florida Statutes.; and •the Contractor will assist HCPS in identifying the best repair considerations, determine materials, and the quantities thereof for each project; and •the Contractor shall be solely responsible for the cost and disposal of all construction debris at an authorized landfill. No materials may be disposed on adjacent or other non-authorized property. The Contractor shall keep the premises free of debris and unusable materials resulting from their work. As work progresses, or upon request by the HCPS authorized representative or Coordinator, the Contractor shall remove such debris and materials from the property. HCPS dumpsters shall not be used. HCPS will charge the Contractor for pickup and dump fee should the Contractor violate this paragraph. •An estimator shall meet with the HCPS authorized representative or Coordinator to evaluate conditions and provide an estimate at no cost to HCPS for repairs based upon his set fees. •The Contractor may be required at times to meet HCPS Coordinator or designated at job site to verify information, requirement, make recommendations or take measurements at no additional cost to HCPS. •The Contractor will assist HCPS in identifying the best repair considerations for each project. The Contractor shall determine the quantities of material required for each project. •Provide a firm cost for requested work, prior to issuance of a purchase order for the work. •If the Contractor is unable to respond, HCPS has the right to contact the next lowest Contractor for repairs. Repeated failure to provide delivery as specified shall constitute default and will be grounds for termination of any contract based on this solicitation. Hillsborough County Public Schools Page 49 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.5.15 Photos. The Contractor, prior to beginning of any work, must generate, maintain, and email a date-stamped picture(s) to the Coordinator showing the found condition of structure (facility, building, grounds, utilities, parking lot, athletic fields, playgrounds, grass/sod areas, sidewalks, etc.) noting any concerns, pre-existing conditions, or damages to work areas (including adjacent property that may be affected by the work) as noted on the Purchase Order. All date- stamped photos must detail enough as to provide proof of the integrity of the structure (facility, building, grounds, floors, carpet, gym floor, etc.), before, during, and after completion showing the stages of the work/repairs indicating any pre-existing or post completion damage on or within the facility. Damages include, but not limited to, the exterior of any adjacent buildings, sidewalks, concrete or other, walkways, concrete or other, concrete foundations, parking lots or paved areas, lawns, fields, or playground areas. All photos must be date-stamped and submitted to the HCPS Maintenance Department email or to the Coordinator at time of invoicing, along with sign in/out sheets (APPENDIX B: HCPS CONTRACTED SERVICES VERIFICATION FORM (CSVF)) and invoice backup for all provided goods and services. 5.5.16 Conformance to Applicable Codes. All provided goods and services must conform to all applicable codes and the current Florida Building Code, in addition to any applicable local, state, and Federal regulations and codes and any additional HCPS requirements. 5.5.16.1 Florida Building Codes – Permit Requirements. Per s. 553.79, Florida Statutes, (www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&url=0500-0599/0553/Sections/0553.79.html) it shall be unlawful for any person, firm, corporation, or governmental entity to construct, erect, alter, modify, repair, or demolish any building within this state without first obtaining a permit therefor from the appropriate enforcing agency or from such persons as may, by appropriate resolution or regulation of the authorized state or local enforcing agency. S. 489.105, F.S., Definitions describes what is required and what is exempt from permits https://www.flsenate.gov/laws/statutes/2012/489.105. 5.5.17 Warranty. The Contractor warrants that the goods and services supplied hereunder will be of good workmanship and of proper materials, free from defects and in accordance with specifications. If the Contractor knows of the HCPS’ intended use, the contractor shall warrant that the goods and services are suitable for that intended use. The Contractor shall warrant and guarantee all goods and services for a period of no less than one (1) year from the date of acceptance and shall repair or replace all defects in material or workmanship during the warranty period. The Contractor shall bear all labor, product replacement, and transportation costs for warranted goods and services. Labor shall be warranted for no less than 1-year from the completion date and all rework shall be at no cost to HCPS. A “No Charge” invoice shall be submitted on all warranty repairs detailing the replaced goods including dimensions and quantity. The Contractor must respond to all warranty requests within 24-hours of notification. Repeated failure to meet established inspection and repair timeframes will be considered unsatisfactory under the terms of this agreement. Excessive instances of unsatisfactory service shall be cause for default. Warranty repairs must be accomplished within the service response requirements identified in this section. 5.5.18 Billing For Goods And Services. 5.5.18.1 Pricing/Rates & Quotes. In general, payment will be made for provided labor and materials used, except for minor consumables or services listed under hourly rates. Labor costs shall be reimbursed in ¼ hour increments, as applicable. HCPS requires a firm, fixed price per unit. All delivery, trip, fuel surcharges or service call charges shall be included in your proposed prices and rates. 5.5.18.2 Cost-Plus Pricing. Cost-plus pricing will be used for unspecified miscellaneous related items. HCPS will pay the contractor’s costs for these items, plus the markup identified on the Proposal. The Contractor must provide documentation supporting their costs for these items. HCPS may require evidence that the Contractor is obtaining these materials at market price. This price approach is only used for limited items for which specific pricing is not requested or provided and should be a small percentage or purchases made under the Agreement. 5.5.18.3 Hourly Rate. If requested in this solcitiation, the Contractor shall provide an hourly labor rate. Minor consumables or items listed under the hourly rate are NOT eligible for reimbursement or percentage markup. Cost for these items shall be inclusive to the hourly rates defined on the provided Pricing Sheet. Hillsborough County Public Schools Page 50 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.5.18.4 Estimates. Estimates will be evaluated to determine if the scope of work (as determined by the Coordinator has been clearly and accurately understood and the work has been properly estimated. All estimates shall be “not to exceed.” Adjustments will not be permitted unless unforeseen circumstances arise and approved by the Coordinator. An estimator shall meet with the Coordinator to evaluate conditions and provide an estimate at no cost to HCPS for repairs based upon proposed fees. The Contractor shall: •provide a firm cost for requested work, prior to commencement of the work; and •agree that the scope of work shall not be expanded beyond original work order without approval of the project coordinator. The Contractor must provide a revised written estimate of labor and materials within 24-hours for any additional work. Verbal confirmation is not an acceptable authorization to work, except in health, life and safety situations (emergency). If an emergency exists, the contractor may begin the work with verbal authorization from the project coordinator with the understanding that a written estimate of labor and materials will be sent to the appropriate maintenance department within 24-hours; and •accept that the Contractor’s inability to timely respond is cause for HCPS to contact the next lowest (alternate) Proposer for repairs; and •accept that repeated failure to provide the estimates or work shall constitute default, and be cause for termination of the Agreement; and •provide billed labor rates based on the proposed hourly rate inclusive of all labor, tool/equipment use, travel time, and any other incurred costs or fees; and •not charge for overtime or premium rates without prior written authorization from the Coordinator; and •charge for labor hours in quarter (1/4) hour increments and limited only to onsite hours. 5.5.18.5 Written Quotes. The Contractor shall perform an inspection of the subject property. Inspection should be appropriate for the appraisal problem. Questions regarding the quote for scope of work should be resolved in the written quote prior to issuance of a work order and subsequent purchase order. Any latent issues should be promptly reported to HCPS before work is to move forward. Once accepted, the quote for scope of work form is to be signed by both the contractor and the project coordinator. Work Orders and Purchase Orders require the Coordinator’s approval prior to issuance of payment. Written quotes for proposed scope of work must include the following minimum information (when applicable): •Description of the entire project in brief •Description of the site/location where work is to be performed (school name, address, building name, room #, etc.) •Work Order Number (if applicable) •HCPS proposal or agreement Number •HCPS contact name and phone number. •List of required goods, materials, and service •Project work timeline including estimated hours •Schematics, drawings, or diagrams detailing how work will be performed •Unit of measure must be as stated on the proposal Response Form 5.5.18.6 Not to Exceed Quote. HCPS may require a not to exceed quote for a defined scope of services to be provided under this agreement. If a not to exceed quote is requested and provided, the contractor shall be paid actual costs for labor and materials up to the amount quoted. The Contractor must inspect the work and must indicate any exceptions or exclusions on the quote. Adjustments will not be permitted unless unforeseen circumstances arise. Estimates will be evaluated to determine if the scope of work (as determined by HCPS) has been accurately understood and the work has been properly estimated. HCPS reserves the right to question any work when the services and materials used by the contractor seem excessive for the provided work. 5.5.18.7 Competitive Lump Sum for Service. For services anticipated to exceed Ten Thousand ($10,000) Dollars, HCPS may solicit competitive lump sum pricing from additional contractors for a pre-defined scope of services. HCPS shall request the Proposer to investigate and identify the required labor hours and resources and indicate any Hillsborough County Public Schools Page 51 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems exceptions or exclusions with their submitted price. For all awarded services obtained pursuant to a request for competitive lump sum pricing, HCPS shall may make full payment of the lump sum amount upon satisfactory completion of the work. 5.5.18.8 Purchase Order. Quote approval shall not constitute an order. Prior to the provision of goods and services, the Contractor must be in receipt od an HCPS purchase order. Shipments or work performed shall be made as specified on the purchase order, conforming to the proposal form, specifications, and general instructions. No work may proceed unless authorized by the Coordinator and the supplier is in receipt of a Work Order and the associated purchase order (PO). The Contractor shall be on site 24-Hours after the service call is submitted. 5.5.19 Accounting And Invoicing. In accordance with the Florida Prompt Payment Act (ss. 218.70-218.80, F.S.). Invoice payment is Net 45 days from the date of delivery or the receipt of satisfactory invoice, whichever occurs last, unless invoices specify early payment discounts. All payments due and not made within the time specified by this section bear interest from thirty (30) days after the due date at the rate of one (1%) percent per month on the unpaid balance. All invoices shall contain the purchase order number, the Contractor's name, phone number, quantities, item descriptions, units of measure, and addressed to: Accounts Payable Department Post Office Box 3408 Tampa, Florida, 33601-3408 5.5.19.1 Invoice Submittal. The original invoice will be sent to the Accounts Payable Department and a copy of the invoice, marked “COPY”; Appendix B: HCPS Contracted Services Verification Form, and material invoices will be faxed or delivered to the appropriate maintenance department. 5.5.19.2 Additional Invoicing Requirements. The Contractor must submit legible copies of its detailed invoice before any payment will be authorized. The Contractor, unless under mutual written agreement, shall provide invoices that will include all scheduled services, products purchased, and/or services completed during the previous 1-month period. “Draft” invoice and request for payment must be delivered to the requesting department representative/designee at least ten (10) working days before the deadline for submission of the Contractor’s request for payment. After the requesting maintenance department has noted approval of work and invoice clarity, they will send the draft copy to the Contractor signed as approved for payment. Only upon receipt of this signed draft copy may the Contractor send the original invoice to HCPS’ Accounts Payable Department for processing. For actual services rendered, payments shall be made on a per order basis. All submitted invoices must include the following information: •Company name, address and contact, email address, telephone and fax number •HCPS’ bill-to department and contact information •HCPS’ purchase order number(s): All accounting and invoicing correspondence must reference a HCPS PO number. HCPS may generate Individual purchases via blanket or multiple POs against the contract as item(s) are required. •HCPS’ proposal number •HCPS’ item number per billable line-item: No charge or fee will be paid on a submitted invoice without a provided HCPS item number for the provided goods and services, etc. that are to be submitted for payment. Failure to comply with these requirements will stimulate the return of invoice and the HCPS Contracted Services Verification Form to the Contractor for adjustment. •Site name and location •Invoice number and date •Payment terms •Date(s) of service •Description of purchase (product or services). Invoice will show detailed description of all work performed, including actual quantity of proposal items completed. Hillsborough County Public Schools Page 52 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Pricing per unit of purchase •Extended price •The Contractor’s invoice copy for cost-plus parts, products, and items invoice must show material cost by item and include a copy of material receipts for cost plus pricing as applicable. •Packing slips MUST be included with all shipments (including direct ship) and must include the PO number, Lawson number and part number(s) for all products shipped. •Total amount due. •“Duplicate” or “Copy” Invoice. All service contracts require a duplicate invoice, identified as a “duplicate” or “copy” to the ordering department or designated project leader. 5.5.20 Materials Management •Inventory Management: HCPS will provide Camera and Access Control system components and repair parts, conduit, and cable. Materials can be picked-up from HCPS Communications and Electronics Department at 4805 East Martin Luther King Blvd. HCPS may require that Contractors pick up HCPS furnished materials from local distribution centers or suppliers •Non-Availability of Parts: When parts are not available from HCPS, vendor will make every possible effort to obtain parts from any other authorized dealer and/or manufacturer in order to ensure that maintenance and/or repairs are made within the required time limits. •Paperwork: Vendor shall submit an Equipment Received/Returned Form to request any needed materials to HCPS’s C&E. •Salvage Materials: Vendor shall be required to return all defective parts replaced by the vendor with the completed WO. When vendor is issued the HCPS parts and materials, vendor shall not receive credit for use of these materials until the replaced parts are returned. A credit will be taken by HCPS via a subsequent invoice for the value of parts and materials issued if the salvage items are not returned within five (5) business days after project completion. For new installations and additions, vendor must annotate the reason the defective parts are not returned on the work order. •Product Standards: HCPS shall make the determination as to whether any alternative product or service is or is not “equal” and such determination shall be final and binding on all Proposers. •Product/Service Availability: All products, equipment, merchandise, and miscellaneous materials proposed and/or order must be the latest manufacturer’s model and design. 5.5.21 Penalty Provision: HCPS will periodically inspect work completed or in process to assure the requirements of this agreement are met. If requirements, specified herein, are not satisfactorily maintained, the vendor shall be contacted and any discrepancies, inconsistencies or items not meeting the specifications contained herein corrected immediately at no additional cost to HCPS. A second discrepancy notice shall serve as notification that any future discrepancies, inconsistencies or items not meeting specifications contained herein will result in terminations of the vendor’s right to proceed further with this work. The vendor and his sureties may be liable to HCPS for any additional costs incurred by HCPS to complete the job. The vendor shall be considered in default and the agreement subject to termination. •Performance Failure: Vendor’s failure to fulfill the project scope may be cause for HCPS to confiscate onsite materials to complete project. Excess materials will be returned upon project completion. •Damages to HCPS Property: Vendor will be held responsible for any damages incurred to HCPS facilities, if found to be the fault of the vendor, its employees, or subcontractors. Examples of damages the following are examples are, but not limited to broken windows; damaged wallboard, ceiling fixtures, paint, and floor coverings; broken ceiling tiles; etc.) Requests for service are not complete until HCPS has approved repairs to all damages and all debris Hillsborough County Public Schools Page 53 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems removed. HCPS shall not be charged for any repairs for damages, labor, or materials. HCPS is not responsible for payment until all repairs are made to the satisfaction of HCPS. Technical Manuals: Vendor shall provide a complete set of manuals and all related documents for all components included in the system, substitute items prior to approval, upon installation including a diagram showing the details of the installed system and key system components Requirements for Inventory Parts 5.5.21.1 Vendor is to have the ability to research parts and supplies for specialty equipment or special circumstances from both OEM and aftermarket sources. 5.5.21.2 Vendor is required to keep abreast of new merchandise of interest to HCPS as well as any items identified as discontinued. 5.5.21.3 Part Numbers: Contractor will assist HCPS in determining industry nomenclature or description, units of measure, and manufacturer’s part numbers on items purchased for inventory. •Possess sufficient inventory parts to meet the refurbishing needs of the District •Always provide efficient and rapid customer response via phone or email 12 hours per day, 5 days per week •Notify HCPS representative within 4 hours of receipt of a Purchase Order if unable to fill the order or meet the bid delivery requirements as noted herein. 5.5.21.4 HCPS reserves the right to add any item(s) to this bid as permanent items at a set price if HCPS has a need to stock the items at the various warehouses. [INTENTIONALLY BLANK.] Hillsborough County Public Schools Page 54 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 6.TAB 3: COST/BEST VALUE 6.1 HCPS ORDERS 6.1.1 Orders For Goods. The Bidder shall adhere to the following: •Delivered Cost. The Bidder shall include delivered costs in the Bid. Unit pricing shall be inclusive of inside delivery. •FOB Destination. Offered prices for all items shall be F.O.B. Destination and include all shipping charges to all HCPS locations. •Unit of Measure. Unit of measure should be as stated on the bid response form/Pricing Sheet. •Minimum Order. HCPS assumes that it will purchase goods on either the smallest unit of measure or as stated in the solicitation. A Bidder’s minimum order requirement exceeding the stated unit of measure is cause for rejection of the bid as non-responsive. •Stated Quantities. HCPS may provide stated quantities and amounts for the Bidder’s guidance only and does not guarantee quantities utilized during the agreement period. HCPS may base quantities and amounts on historical or projected needs for a specified period. •Return of Goods. All goods returned for any reason other than the Awarded Vendor’s error, misrepresentation of specifications, or due to defect may be subject to return freight charges, negotiable between HCPS and the Awarded Vendor. HCPS agrees to return goods in the original factory sealed packaging, when possible. The Awarded Vendor must provide a return merchandise authorization (RMA) without requiring a purchase order or credit card. If applicable, the Awarded Vendor shall ship replacement goods prior to receipt of returned merchandise. 6.1.2 Delivery. What is your company’s delivery time after receipt of order? _____________________________. 6.1.3 Minimum Order. A minimum order requirement may be cause for rejection of the Bid. Preference may go to those Bids with no minimum order requirement, even if the price is higher. HCPS assumes that it will purchase goods on either the smallest unit of measure or as stated in the solicitation. A Bidder’s minimum order requirement exceeding the said unit of measure is cause for rejection of the bid as non-responsive. However, HCPS authorizes additional discounts for quantity purchases (as an alternative). ☐Yes ☐ No. Does Bidder require a minimum order” If yes, please explain. 6.1.4 Service Orders. The Awarded Vendor shall adhere to the following: 6.1.4.1 Rental Equipment. HCPS does not allow for invoicing of rental equipment or “tools of the trade”. Contractor shall be in possession of all other toolds of the trade or equipment. HCPS shall not be billed for owned equipment, owned specilaized equipment, or tools of the trade.HCPS may use the next responsive, responsible awarded Proposer should said Contractor already possess the required specialized equipment. The Contractor shall be in possession of all other tools of the trade or equipment. HCPS shall not be billed for owned equipment, owned specialized equipment or tools of the trade. The Contractor must own their trucks and all related metal equipment. A tradesman shall use the tools routinely in the performance of their duties as a specialist in knowledge and/or training. These applicable tools and equipment may commonly be carried on a work truck, kept in toolboxes on a project site or available at the home office for use periodically on a project requiring those specific skills or knowledge. If in doubt as to if a particular item should be considered common to the industry, assume that it is unless most suppliers of a similar trade would have to also purchase or rent the equipment for a particular project or service and then have no use for the tool or equipment. If HCPS determines that a particular tool or equipment is a specialty item, it may be rented or, if purchased, must be delivered to HCPS upon completion of the project. Rental equipment for extraordinary circumstances requires HCPS’ authorized representative or the Coordinator’s prior written approval. Invoices and requests for payment must be accompanied by detailed cost sheets for each project denoting equipment, labor, disposal fees, etc. The HCPS Depends on the materials. 5-7 Business Days on average X Hillsborough County Public Schools Page 55 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems authorized representative or the Coordinator must receive the items at least ten (10) working days before the deadline for submission of the Contractor’s request for payment. 6.1.4.2 Materials Markup. The Bidder may only bid a maximum price of cost-plus ten percent (10%) for materials. The parties shall approve cost-plus pricing for unspecified miscellaneous items. The Awarded Vendor must provide supporting documentation for said items. The Awarded Vendor shall limit this approach to unforeseen goods and services, which should account for a small percentage of purchases for the Agreement. HCPS may request additional evidence to identify reasonable charges. 6.1.4.3 Materials. HCPS will pay only for actual quantity of materials installed for repairs. 6.1.4.4 Premium or Weekend Rates. HCPS will not pay any premium for weekends or holidays unless approved in writing prior to the provisions of services. 6.1.4.5 Travel Time/Call Out Fees. HCPS will not pay for call-out fees or travel time to and from the work site or any travel made during lunch breaks. 6.1.4.6 Quote Fees. HCPS will not pay for quotes, estimates, or estimator fees. 6.1.4.7 Minor Consumables. The submitted rates shall be inclusive of minor consumables. HCPS will not provide separate payment for these items. Minor consumables or items listed under the hourly rate are NOT eligible for reimbursement or percentage markup. The cost for these items will be inclusive to the submitted hourly rates. Any discounts offered with the bid will remain firm for the 6.2 PRICE SHEET The Bidder must complete this section in its entirety or supplement this section with additional pages as to provide HCPS with a more detailed breakdown (Excel spreadsheet or quote for services, as applicable). 6.2.1 Price/Rate Submittal: Please respond according to the checked box(es) below: ☒Proposer must provide MS Excel spreadsheet as supplied by HCPS (separate document). Do not PDF or lock the MS Excel spreadsheet submission. ☐Proposer must provide MS Excel spreadsheet as supplied on www.myVendorLink.com. ☐Proposer must provide own MS Excel spreadsheet. ☐Proposer must provide prices for items below. ☐Statement of Work (Section Applicable To A Defined Project). The Proposer must provide a preliminary statement of work (SOW) or quote for services, as applicable, to describe the framework within which the Contractor is expected to operate — that is, the work to be performed and/or the results to be achieved. The SOW should contain the following elements: •Introduction & Background identifies the need for the work, cites the Agreement’s goals, describes the location of the work, and identifies how the Agreement work fits into the project/program’s mission and goals. •Objectives are well-defined statements of the results to be achieved for the overall mission of the work to be accomplished. They should be quantifiable criteria that must be met for the work to be considered successful. •Scope gives a brief description of what the work does and does not cover. It should be limited to what is necessary to convey the intent of the Agreement. It may include an outline of the extent of the work, a brief overview of the steps of the project, a brief description of the methodology used, and a description of the location of the work. •Tasks are activities and milestones to accomplish the Agreement objectives. The Proposer may structure the work using milestones, deliverables, or processes. The following may be part of this section: •Time Frame and Deliverables specifies timeframes applicable to the completion of tasks, milestones, and/or completion of the entire Agreement and states what the Contractor is responsible for delivering during the work and at the end of the project, as applicable. •Associated Costs specifies costs associated with all required tasks, including rates (hourly/flat) and fees (e.g. for travel, materials & supplies, and miscellaneous expenses). X X X X Hillsborough County Public Schools Page 56 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Signatures from Involved Parties should include a signature page, requesting titles/positions and date. 6.2.2 Stated Quantities. Quantities and/or amounts stated are for the Proposer’s guidance only and no guarantee is given or implied as to quantities used during the Agreement period. Quantities and/or amounts may be based on previous needs, current or future budget limitations, expected needs, or estimates for a 12-month period. 6.2.3 Tools And Equipments. The Contractor must own their trucks and own all of the related equipment. A tradesman would be expected to use these tools routinely in the performance of their duties as a specialist in the area of knowledge and/or training. These tools and equipment may commonly be carried on a work truck, kept in tool boxes on a project site or available at the home office for use periodically on a project requiring those specific skills or knowledge. If in doubt as to if a particular item should be considered common to the industry, assume that it is unless most suppliers of a similar trade would have to also purchase or rent the equipment for a particular project or service and then have no use for the tool or equipment. If the tool or equipment is determined by HCPS to be specialty equipment, if purchased, must be delivered to HCPS upon completion of project. 6.2.4 Additional Charges and Fees. All additional charges such as installation, shipping, insurance, normal service consumables, shop supplies, environmental fees, administration fees, etc. must be included in your proposal. HCPS will not be responsible for any type of miscellaneous surcharges or fees. Contractor may not add any additional fees to the order including, but not limited to, special handling charges, hazardous materials fees, fuel surcharges, etc. after award without written HCPS approval. 6.2.5 Goods Orders. The Contractor shall adhere to the following: •Delivered costs shall be included in your proposal. •Unit pricing shall be inclusive of inside delivery. •Unit of measure should be as stated on the Bid Response Form •Offered prices for all items shall be F.O.B. Destination and include all shipping charges to all HCPS locations. 6.2.5.1 F.O.B. Destination. Offered prices for all items shall be F.O.B. Destination and include all shipping charges to all HCPS locations. Title to/or risk of loss or damage to all items shall be the responsibility of the Contractor until acceptance by HCPS. If the goods supplied to HCPS are defective or do not conform to specifications, HCPS reserves the right to cancel the order upon written notice to the Contractor. Returns shall be at the Contractor’s expense. 6.2.5.2 Product Substitutions. Substitutions of product will only be considered when the manufacturer has discontinued the product or is frequently on back order due to manufacturing shortages. The Contractor must provide an approved substitute, priced to not exceed the originally awarded price or same discount rate. HCPS must issue written acceptance before the Contractor may ship the substitute item. The Contractor’s request to offer substitute products for any item originally awarded on the Agreement shall be submitted in writing to Procurement Services along with the following documentation: •Proof that the manufacturer has discontinued the item and it is no longer available. •Complete technical specifications for the substitute product for consideration and approval. 6.2.5.3 Discontinuance of Goods. During the term of the Agreement, as items are discontinued, and a replacement offered, the Contractor must notify Procurement Services at (813) 272-4327 with the replacement specifications and price. If Procurement Services and end user department approve the proposed substitute, HCPS will purchase the model for the remainder of the Agreement term, as needed. 6.2.5.4 Model Number Changes. During the term of the Agreement as items are updated with a newer/current model, the Contractor must notify HCPS’ Procurement Services (813) 272-4327 with the new equipment specifications and price. If Procurement Services and, if applicable, the Safety and Risk Management Department. 6.2.5.5 New Items or Options. New or complementary items or options may be included in the Agreement if they are standard items or options for the goods and services. Items inadvertently left off the price sheet may be viewed as an option not known to exist at the time this solicitation was published but are now available as an additional option. The Contractor proposing the additional options may attach to their price sheet the list of options currently available. Hillsborough County Public Schools Page 57 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 6.2.5.6 Bid Only/Or Equal. Specifications in this solicitation may reference specific manufacturers’ products and list their model or part numbers, followed by the words “or equal”, or “approved brands”. Unless the words “only” or “No Substitutes” is used in place of “or equal”, these references are intended to establish a quality and performance standard only. Anything listed, herein, of a proprietary nature is without express knowledge or intent to exclude other manufacturers’ products from consideration. 6.2.6 Price Reductions. If, from the date of award, the Contractor either proposes the same products and/or services at a lower price than offered to HCPS or reduces the price of the proposed goods and services, the lowest of these reduced prices will be extended to HCPS. 6.2.7 Deliverables: Delivery is called for only between the hours of 8:00 a.m. and 3:00 p.m. Monday through Friday, excluding Hillsborough County Public Schools holidays, unless otherwise specified. 6.2.8 Prompt Payment Discount. The Proposer may offer a cash discount for prompt payment. However, HCPS shall not consider such discounts in determining the lowest net cost for proposal evaluation purposes. HCPS shall compute discounts from the date of satisfactory delivery at place of acceptance or from receipt of correct invoice at the office specified, whichever is later. 6.2.9 Service Orders. The Contractor shall adhere to the following: •HCPS will pay only for actual quantity of material installed for repairs. •HCPS will not pay any premium for weekends or holidays. •HCPS will not pay for travel time to and from the work site or any travel made during lunch breaks. •HCPS will not pay for quote, estimate, or an estimator fee. •The Contractor will be paid for actual worked performed as evidenced by the sign-in/sign out sheet, see Appendix B: HCPS Contracted Services Verification Form (CSVF). AS THE PERSON AUTHORIZED TO SIGN THE STATEMENT, I CERTIFY THAT THIS ORGANIZATION, UPON ACCEPTANCE BY HCPS OR AWARD BY THE SCHOOL BOARD, SHALL COMPLY FULLY WITH THE REQUIREMENTS IN THIS COMPETITIVE SOLICITATION. Vendor’s Name Print Name X Title Signature Date [INTENTIONALLY BLANK] GSA Security Inc Matt Wurthner COO 7/27/2021 Hillsborough County Public Schools Page 58 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 7.TAB 4: SMALL BUSINESS ENCOURAGEMENT (SBE) PROGRAM 7.1 SMALL BUSINESS ENCOURAGEMENT (SBE) PROGRAM The Office of Supplier Diversity (OSD) registers vendors who desire to compete as part of the HCPS Small Business Enterprise (Woman/Minority/Service-Disabled Veteran Owned Small Business Enterprise (SBE) Encouragement Program. The SBE Program provides a means to measure the use of HCPS dollars to Tampa Bay area small businesses. HCPS expects participation of OSD-registered SBE subcontractors in the provision of goods and services. If third party contracts are necessary for the Contractor to complete the Agreement, HCPS recommends using an OSD-registered SBE vendor. Complete information is available at www.sdhc.k12.fl.us/doc/list/office-of-supplierdiversity/about/25-117/. 7.1.1 SBE Vendor Directory. The Proposer must note that only those companies that are OSD certified SBE vendors are eligible for participation and recognition in the SBE Program. A searchable vendor directory is designed to inform interested parties of registered vendors, at: www.sdhc.k12.fl.us/doc/list/office-of-supplier- diversity/documentsforms/25-119/. HCPS will accept only those vendors appearing as a registered SBE on the website. The Proposer must submit with the Proposal a copy of the SBE’s OSD certificate. The Proposer must indicate whether and how third-party vendors are incorporated into the Bid. Firms may contact the OSD Office, below. 7.1.2 OSD Contacts. Proposers may contact the OSD office at the times and hours provided at www.sdhc.k12.fl.us/doc/list/office-of-supplierdiversity/contacts/25-120/. OSD Main Office. 4901 E. Dr. Martin Luther King Jr. Boulevard Tampa, FL 33605 T: (813) 635-1240 F: (813) 635-1245 Email: Alalia.Thomas@sdhc.k12.fl.us Hours: Open: 7:30 am to 4:00 pm, School Year: Monday – Friday, Summer: Monday - Thursday HCPS promotes a welcoming and supportive environment that celebrates and values diversity and respect for all students and its employees. Any form of discrimination or harassment can be devastating to an individual's academic progress, social relationship and/or personal sense of self-worth. HCPS expects participation of OSD-registered SBE vendors in the provision of goods or services. If third-party agreements are necessary for the Contractor to complete this Agreement, HCPS recommends using an OSD-registered SBE vendor. The Proposer must note that only those companies that are small or minority certified and meet the District’s Encouragement Program criteria are eligible for participation and/or recognition in the District’s SBE Program. A searchable vendor directory is designed to inform interested parties of registered vendors, at: www.sdhc.k12.fl.us/doc/list/office-of-supplier-diversity/documents-forms/25-119/. HCPS will accept only those vendors appearing as a registered small business enterprise on the website. The Proposer must submit with the Proposal a copy of the SBE’s OSD certificate. The Proposer must indicate whether and how third-party vendors are incorporated into the Proposal. If the Proposer will utilize HCPS OSD vendor(s), either as secondary or tertiary sub-contractors, must provide evidence, below. The Proposer-submitted information shall be part of the Agreement with HCPS and agrees to submit regular updates, as mutually agreed with the OSD Supplier Diversity Officer. 7.1.3 Subcontractor Participation: The Proposer must identify SBE utilization expenditures to the HCPS OSD- registered SBE subcontractor(s) that perform a function in the provision of goods or services in the Proposal. Subcontractor(s) must identify whether they enter second tier subcontracts with an SBE sub-contractors to ensure completion of work. 7.1.4 OSD Eligibility (www.sdhc.k12.fl.us/doc/489/office-of-supplier-diversity/resources/vendorprocess/): Each business registering as an OSD Vendor must meet the following eligibility standards: •Must be an independent business with an office in one of the following Tampa Bay area counties: Hernando, Hillsborough, Manatee, Pasco, Pinellas, Polk or Sarasota. •Must have been in business for at least one (1) year prior to application. •Maximum Employees: 100 Hillsborough County Public Schools Page 59 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems •Maximum Average Net Income: $2,000,000 •Maximum Net Worth: $3,000,000 •Must be certified as a Small Business, Woman-Owned Business, Minority-Owned Business and/or a Service- Disabled Veteran-Owned Small Business with one of the agencies listed below. Only one certification is needed. o City of Tampa o FL. Statewide & Inter-Local Certification o Hillsborough County o Florida State Minority Supplier Development Council o City of St. Petersburg 7.1.5 Subcontractor Participation: A prime vendor (vendor who will receive payment(s) directly from HCPS) must identify SBE utilization expenditures to HCPS OSD-certified SBE subcontractor(s) that perform a function in the provision of goods and services in the proposal. Subcontractor(s) must identify whether they enter second tier subcontracts with an SBE sub-contractors to ensure completion of work. 7.1.6 SBE Subcontractor Utilization Letter of Intent: proposers who claim to utilize HCPS SBE vendors must fill in the Letter of Intent below by listing the i) names of all proposed SBE subcontractors, ii) contact information, and (iii) description of the to be provided goods and services 7.1.7 SBE Letter Of Intent. Proposers who claim to utilize HCPS SBE vendors must fill in the Letter of Intent below by listing the i) names of all proposed SBE subcontractors, ii) contact information, and (iii) description of the to be provided goods or services. Services to be Performed by HCPS SBE Vendor(s): With respect to the proposed subcontract(s) described below, the Proposer promises to compensate the undersigned SBE(s) (_100 %) percent of the TOTAL dollar value of this Proposal or commensurate with actual dollars to be paid by HCPS. This Letter of Intent must be completed as instructed and include each SBE subcontractor proposed on this competitive solicitation. The parties understand that they will enter into a formal agreement for the goods or services listed herein upon award to the Contractor by The School Board of Hillsborough County, Florida. To Be Signed by Each Proposed SBE Subcontractor: The undersigned is currently an HCPS OSD-registered SBE who is prepared to perform the described provision of the goods or services relating to this competitive solicitation. The subcontractor understands that services are provided on behalf of the Prime Contractor, not HCPS. HCPS is not responsible for any renumeration on behalf of, or monies owed by, the Prime Contractor. SBE Subcontractor Name (A copy of the SBE OSD certificate. Check one: ☐ Yes, ☐ No) Contact Name, Address, & Telephone Name of Proposer/Contractor Percentage (%) of Total Agreement Dollars to Subcontractor Description of Goods or Services Name of SBE Vendor Representative Phone Number X Signature of Authorized SBE Representative Email Address GSA Security Inc X Matt Wurthner, 4412 W Osborne Ave, Tampa, FL 33614, 813-569-1000 GSA Security Inc N/A Matt Wurthner 813-569-1000 mwurthne@gsasecurityinc.com Hillsborough County Public Schools Page 60 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 8.APPENDIX A: INSURANCE AND INDEMNIFICATION 8.1 INSURANCE REQUIREMENTS Insurance requirements for HCPS vary based on the type of service, risk, and contract amount. The Contractor shall submit the insurance requirements as stated below to HCPS Procurement Services prior to performance of the described goods and services. HCPS’ Safety & Risk Management Office is ultimately responsible for the selection and approval of the insurance requirements for all HCPS agreements. •Insurance carrier(s) must have a minimum A.M. Best Financial Rating of A-. •The Hillsborough County Public Schools, 901 East Kennedy Boulevard, Tampa, FL 33602, must be named as Additional Insured, (If applicable, General Liability and Automobile Insurance only) and a Waiver of Subrogation must be in place. •Certificate of Insurance must be received prior to commencement of work. 8.1.1 Workers’ Compensation. The Contractor must comply with all requirements of the State of Florida Division of Workers’ Compensation. The Workers Compensation insurance coverage (inclusive of any amount provided by an umbrella or excess policy) shall be as required by Chapter 440, F.S. Coverage shall be for all its employees connected with the services of the Agreement. Unless insured by the Contractor, the Contractor shall require its subcontractors similarly to provide Workers’ Compensation Insurance for all subcontractor employees. THE CONTRACTOR, IF EXEMPT BY THE STATE OF FLORIDA, MUST PROVIDE PROOF OF EXEMPTION (UNLESS A SOLE PROPRIETOR OR PARTNERSHIP). Employers’ Liability/Accident $100,000 Disease Policy Limit $500,000 Disease Each Employee $100,000 8.1.1.1 Out of State Employers. Out of state employers must notify their insurance carrier that they are working in Florida. If there is no insurance, the out of state employer is required to obtain a Florida Workers’ Compensation Insurance policy with a Florida approved insurance carrier, which meets the requirements of Florida law and the Florida Insurance Code. 8.1.2 Commercial/General Liability Insurance. The Contractor shall submit a certificate of insurance for Contractors/Subcontractors showing the limits, below. HCPS shall be exempt from, and in no way liable for, any sums of money which may represent a deductible in any insurance policy. The payment of such deductible shall be the responsibility solely of the Contractor or subcontractor providing such insurance. THE CONTRACTOR MUST LIST THE SCHOOL BOARD OF HILLSBOROUGH COUNTY, FLORIDA, 901 E. KENNEDY BLVD., TAMPA, FL 33602 AS “CERTIFICATE HOLDER” AND “ADDITIONAL INSURED” ON THE SUBMITTED INSURANCE CERTIFICATE. COMMERCIAL GENERAL LIABILITY (OCCURRENCE FORM ONLY) COVERAGE General Aggregate $1,000,000 Each Occurrence $500,000 Products/Completed Operations Aggregate $500,000 Personal and Advertising Injury $500,000 Damage to Rented Premises [Fire Legal Liability] $50,000 Medical Payments $5,000 8.1.3 Business Automobile Liability Insurance. The Contractor shall submit a certificate of insurance for Contractors/Subcontractors showing the limits, below. A CONTRACTOR WHO UTILIZES AUTOMOBILES THAT STAY ON PUBLIC ROADS AND PARKING LOTS ONLY NEED TO HAVE INSURANCE AS REQUIRED BY THE STATE OF FLORIDA TO OPERATE ON PUBLIC ROADWAYS. AUTOMOBILE OPERATION ANYWHERE ELSE ON HCPS PROPERTY REQUIRES THE BELOW LISTED INSURANCE. This coverage shall be an "Any Auto" form policy. The insurance policy must list The School Board of Hillsborough County, Florida as “Certificate Holder” and “Additional Insured.” Automobile Liability Not Transporting Students/Employees Transporting Students/Employees Bodily Injury [per person/per accident] $500,000 $1,000,000 Hillsborough County Public Schools Page 61 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems Personal Injury Protection (No Fault) $10,000 $10,000 Property Damage $500,000 $1,000,000 Hired – Non-Owned Liability $500,000 $1,000,000 Medical Payments $5,000 $5,000 Combined Single Limit [in lieu of above split limits] $1,000,000 $5,000,00 8.1.4 ☐ Professional Liability and/or Errors and Omissions Liability Insurance. Professional liability insurance (PLI), professional indemnity insurance (PII), or errors & omissions (E&O) helps protect professional advice- and service- providing individuals and companies from bearing the full cost of defending against a negligence claim made by a client, and damages awarded in such a civil lawsuit. The coverage focuses on alleged failure to perform on the part of, financial loss caused by, and error or omission in the service or product sold by the policyholder. These are causes for legal action that would not be covered by a more general liability insurance policy which addresses more direct forms of harm. If box is checked, the Contractor shall submit a certificate of insurance for Contractors/Subcontractors showing the limits, below: •Bodily Injury and Property Damage (each claim and aggregate): $1,000,000; and •maximum Self-Insured Retention/Deductible: $1,000,000 8.1.5 ☐ Pollution Liability Insurance. Pollution liability insurance policies cover claims from third parties against bodily injury and property damage caused by hazardous waste materials released during a company's business operations. This insurance covers you while you are completing a job, and it also covers your completed operations.If box is checked, the Contractor shall submit a certificate of insurance for Contractors/Subcontractors showing the limits, below: •Bodily Injury and Property Damage (each claim and aggregate): $1,000,000. 8.1.6 Sub-Contractor. The Contractor must ensure that its sub-contractors have the required Workers' Compensation Insurance before they begin work on a project. If the sub-contractor does not have Workers' Compensation Insurance for its employees, those workers become the employees of the Contractor. If an injury occurs, the Conractor is responsible for paying the benefits for the work-related injury, illness, or fatality. 8.2 INDEMNIFICATION The Contractor agrees to indemnify, hold harmless, and defend HCPS, its agents, servants, and employees servants, and employees from any and all claims, judgments, costs, and expenses including, but not limited to, reasonable attorney’s fees, reasonable investigative and discovery costs, court costs, and all other sums which HCPS, its agents, servants, and employees may pay or become obligated to pay on account of any, all and every claim or demand, or assertion of liability, or any claim or action founded thereon, arising or alleged to have arisen out of the goods and services furnished by the Contractor, its agents, servants, or employees; the Contractor’s equipment, its agents, servants, or employees while such equipment is on premises owned or controlled by HCPS; or the negligence of the Contractor or the negligence of Contractor's agents when acting within the scope of their employment, whether such claims, judgements, costs, and expenses be for damages, damage to property including HCPS’s property, and injury or death of any person whether employed by the Contractor, HCPS or otherwise. 8.2.1 Indemnification (Copyright Infringement). The Contractor shall defend, indemnify, and hold HCPS and its successors and assigns harmless from and against all third-party claims, suits and proceedings, and any and all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and court costs) incurred as a result of (i) infringement by the Contractor of any third-party patent, copyright or trademark, or (ii) misappropriation by the Contractor of any third party trade secret in connection with any of the foregoing. 8.2.2 The Patient Protection and Affordable Care Act. The Contractor agrees that it will offer Minimum Essential Coverage, as that term is defined in the Patient Protection and Affordable Care Act (PPACA) and related regulations, to any agents, servants, employees, assigns, independent contractors, or anyone else retained by the Contractor for the performance of the Contractor’s obligations under this Agreement who spends more than 30 hours per week on average performing services for HCPS. Except as expressly provided herein, the Contractor agrees to assume complete responsibility and liability and indemnify HCPS for any fines, penalties, taxes, excise taxes or other amounts incurred by Hillsborough County Public Schools Page 62 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems HCPS related to agents, servants, employees, assigns, independent contractors, or anyone else retained by the Contractor for the performance of the Contractor’s obligations under this Agreement. This includes any fines, penalties, taxes, excise taxes, or other amounts incurred by HCPS based on the Contractor’s failure to comply with requirements under the PPACA including any failure to offer PPACA compliant minimum essential coverage that is affordable and provides minimum value to any agents, servants, employees, assigns, independent contractors, or anyone else retained by the Contractor for the performance of the Contractor’s obligations under this Agreement. 8.2.3 No Waiver of Sovereign Immunity. Nothing herein contained shall be deemed or construed as a waiver of sovereign immunity as provided by § 768.28, F.S., by any agency or political subdivision to which sovereign immunity may be applicable. HCPS shall not be liable to pay a claim or a judgment by any one person which exceeds the sum of $200,000 or any claim or judgment, or portions thereof, which, when totaled with all other claims or judgments paid by HCPS arising out of the same incident or occurrence, exceeds the sum of $300,000. Nothing herein shall be construed as consent by HCPS to be sued by third parties in any matter arising out of this Agreement. [INTENTIONALLY BLANK] Connect with Us • HillsboroughSchools.org • P.O. Box 3408 • Tampa, FL 33601-3408 • (813) 272-4000 Raymond O. Shelton School Administrative Center • 901 East Kennedy Blvd. • Tampa, FL 33602-3507 9.APPENDIX B: HCPS CONTRACTED SERVICES VERIFICATION FORM (CSVF) CONTRACTOR NAME: SITE NAME: Date: Arrival Time Lunch Arrival Time Initials School/Site Personnel WO # Personnel Names Depart Time Depart Time JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.________________________________________ JLA & ID Confirmed ☐ Yes. ☐ No School/Site Personnel – Print Name School/Site Personnel – Signature X.______________________________________ Connect with Us • HillsboroughSchools.org • P.O. Box 3408 • Tampa, FL 33601-3408 • (813) 272-4000 Raymond O. Shelton School Administrative Center • 901 East Kennedy Blvd. • Tampa, FL 33602-3507 10.APPENDIX C: SAMPLE AGREEMENT SAMPLE SERVICES AGREEMENT This Agreement is made and entered into as of this _____ day of ____________, by and between The School Board of Hillsborough County, Florida, a body corporate and public, (the "School Board") as the governing body of Hillsborough County Public Schools (“HCPS”), and Contractor Name (the "Contractor”), states conditions and covenants for the rendering of [# and Title] services (hereinafter referred to as the "Services") for HCPS. WHEREAS, on _______________, 202___ HCPS advertised Request for Proposals Request for Proposals #___________________ , (hereinafter, “RFP”) seeking proposals for the provision of the Services ; and WHEREAS, upon receipt and evaluation of all proposals received in response to the solicitation, the Contractor was determined to be the most responsible, responsive vendor whose proposal is the most advantageous to HCPS, including consideration of price and other criteria set forth in the solicitation; and WHEREAS, HCPS and the Contractor mutually desire to enter into this Agreement for the provision of the Services as more fully described in the Scope of Services of the solicitation. NOW THEREFORE, in consideration of the premises and of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree as follows: 1.Award/Order of Precedence. This Agreement is being entered pursuant to HCPS’ competitive solicitation [# and Title] (“RFP”) to which Contractor was a proposer. This Agreement is subject to compliance with all the terms and conditions of the RFP and specifications set forth therein, as well as, any amendment or revision thereto, as applicable. The terms of the RFP and the Contractor’s proposal in response to the RFP (“Contractor’s Proposal”) are expressly incorporated into this Agreement. The terms of this Agreement, the RFP, and the Contractor’s Proposal are intended to be read in conjunction with each other to every extent possible; however, in the event of a conflict, the documents will control in the following priority: 1) this Agreement; 2) the Contractor’s Proposal; and 3) the RFP and HCPS-published Addenda. 2.Services. HCPS hereby engages Contractor to provide the Services as described in the RFP and the Contractor’s Proposal incorporated herein by reference. 3.Term of Agreement. The parties agree that this is a ________-month contract with ______________ potential renewals and that the effective term of this Agreement shall commence on ________________________, and terminate at the close of business on _____________________, regardless of when this Agreement is executed. 4.Termination. HCPS may terminate this Agreement with thirty (30) days’ prior written notice to the other party. HCPS shall be responsible only for payments still due to the Contractor for services performed in accordance with this Agreement up to the time of termination. a.Termination for Breach. The Contractor agrees to the use of liquidated damages in the event the Contractor fails to perform in accordance with the provisions herein. On the occasion where the Contractor is in default of this Agreement, or any material provision thereof, or fails to remedy any deficiency in performance, HCPS may procure the necessary commodities and contractual services from an alternative source and hold the Contractor financially responsible for any excess costs incurred. HCPS may deduct the difference between the proposed price of the commodity and contractual service and the actual price paid from any current or future obligations owed to the Contractor. In addition, default will result in termination of this Agreement and a prohibition against future business with HCPS for a term of not less than two (2) years. b.Non-Appropriation of Funds (Funding Clause). HCPS’ payment obligations are conditioned upon the availability of funds that are appropriated or allocated for the payment of commodities and contractual services. If such funds are not allocated and available, HCPS may terminate this Agreement at the end of the period for which funds are available and shall notify the Consultant at the earliest possible time before such termination. No penalty shall accrue to HCPS and shall not be obligated or liable for any future payments due or for any damages due to termination under this section. Hillsborough County Public Schools Page 65 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems 5.Indemnification. Contractor agrees to indemnify, hold harmless, and defend HCPS from and against all claims, suits, actions, damages, or causes of action arising out of the negligent acts of Contractor arising out of or regarding the provisions of this Agreement. 6.Amount. There is no minimum or maximum total dollar amount guaranteed pursuant to this Agreement. HCPS will engage the Contractor as needed on a project-by-project basis in accordance with the terms and conditions of the RFP. 7.Insurance Requirements. Insurance requirements for HCPS vary based on the type of service, risk, and contract amount. The Contractor shall submit the insurance requirements as stated in Appendix A: Insurance and Indemnification of the RFP to HCPS’ Procurement Services prior to performance of the Services. a.No Waiver of Sovereign Immunity. Nothing herein contained shall be deemed or construed as a waiver of sovereign immunity as provided by § 768.28, F.S., by any agency or political subdivision to which sovereign immunity may be applicable. HCPS shall not be liable to pay a claim or a judgment by any one person which exceeds the sum of $200,000 or any claim or judgment, or portions thereof, which, when totaled with all other claims or judgments paid by HCPS arising out of the same incident or occurrence, exceeds the sum of $300,000. Nothing herein shall be construed as consent by HCPS to be sued by third parties in any matter arising out of this Agreement. 8.Subcontracts. The parties agree that no subcontract agreement will be made or let in connection with this Agreement without the prior written approval of HCPS, in its sole discretion, which shall not be unreasonably withheld. In the event approval is granted by HCPS, and subject to the conditions below, a copy of the approved fully executed subcontractor agreement(s) must be furnished to the appropriate maintenance department. No payment shall be made by HCPS to a subcontractor. HCPS shall have the right to withdraw its consent to a subcontractor if it appears to HCPS that the subcontractor will delay, prevent, or otherwise impair the performance of the Contractor's obligations under this Agreement. 9.Payment. All accounting and invoicing correspondence must reference an HCPS purchase order number. HCPS complies with the Florida Prompt Payment Act (ss. 218.70-218.80, Florida Statutes). Invoice payment is Net 45 days from the date of delivery or the receipt of a proper invoice, whichever occurs last, unless invoices specify early payment discounts. All payments due and not made within the time specified by this section bear interest from thirty (30) days after the due date at the rate of one (1%) percent per month on the unpaid balance. The Contractor must ensure that each invoice contains the following: a.Purchase Order Number. b.Contractor’s contact information (phone number, shipped quantities, item descriptions, and units of measure). c.Addressed to Hillsborough County Public Schools, Attn. Accounts Payable Department, P.O. Box 3408, Tampa, FL 33601-3408. d.Include all provided commodities and contractual services provided during the invoice period. e.Service Invoices. The Contractor must provide a duplicate invoice for all services, identified as a “duplicate” or “copy” to the ordering department or designated the hcps contact. f.Commodity Invoices. Payment is on a per order basis. 10.Jessica Lunsford Act. Per §§ 1012.465 and 1012.467, Florida Statutes, the “Jessica Lunsford Act” requires that the Contractor who meet any of the three (3) criteria below must be Level II fingerprinted and Florida Department of Law Enforcement (FDLE)/Federal Bureau of Investigations (FBI) screened by the HCPS Professional Standards: •be at school when students are present, or •have direct contact with students, or •have access to or control of school funds Hillsborough County Public Schools Page 66 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems The only applicable exception is the "six-foot fence" rule where the Consultant shall perform work, and always remain, in an area separated from students by a chain link fence that is at least six (6) feet high. The Consultant’s employees will be required to have the statewide JLA badge and the HCPS yellow badge to access school sites. HCPS site personnel will deny access to the Consultant’s personnel who violate this requirement. HCPS will not use the “in-line-of-sight” rule. All fingerprinting is through the HCPS Fingerprinting Department located at the Instructional Services Center, 2920 N. 40th Street, Tampa, FL 33605. If you have any specific questions regarding fingerprinting procedures or hours of operation, please call (813) 840-7178, or go to www.sdhc.k12.fl.us/Procurement/JessicaLunsfordAct.asp for additional information 11.Amendments. Any changes, amendments, or modifications to this Agreement must be in writing and signed by both parties to be effective. 12.Assignment. The Contractor may not, without the advance written approval of HCPS, assign any right or delegate any duties hereunder nor may it transfer, pledge, surrender, or otherwise encumber or dispose of its interest in any portion of this Agreement. 13.Public Records Law. The Contractor acknowledges that this Agreement and all documents submitted to HCPS related to this Agreement are a matter of public record and are subject to the State of Florida Public Records Law Ch. 119 F.S., Art. I s. 24, of the State Constitution, and any other comparable federal laws. Contractor further acknowledges that HCPS may post this Agreement on HCPS’ website. Contractor also understands the broad nature of these laws and agrees to comply with Florida’s public records laws and laws relating to records retention. If Contractor is acting on behalf of HCPS pursuant to § 119.0701, Florida Statutes Contractor shall: •keep and maintain public records that ordinarily and necessarily would be required by HCPS to perform the service, and •provide the public with access to public records on the same terms and conditions that HCPS would provide the records and at a cost that does not exceed the cost provided in chapter 119, Florida Statutes or as otherwise provided by law, and •ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law, and •meet all requirements for retaining public records and transfer, at no cost, to HCPS all public records in possession of the Consultant upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, and •can provide all electronically stored records in a format that is compatible with HCPS’ information technology systems IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE HCPS OFFICE OF COMMUNICATIONS AT 901 E. KENNEDY BOULEVARD, TAMPA, FLORIDA 33602. PHONE: (813) 272-4060, EMAIL: PRR@SDHC.K12.FL.US. 14.Force Majeure. No default, delay, or failure to perform on the part of the either party will be considered a default, delay, or failure to perform otherwise chargeable, hereunder, if such default, delay, or failure to perform is due to causes beyond either Party’s reasonable control including, but not limited to, strikes, lockouts, or inactions of governmental authorities; epidemics; pandemics; acts of terrorism; war; embargoes; fire; earthquake; acts of God; or default of common carrier. In the event of such default, delay, or failure to perform, any date or times by which either Party is otherwise scheduled to perform will be extended automatically for a period equal in duration to the time lost because of the excused default, delay, or failure to perform. 15.Notice. When either party desires to give notice to the other, such notice must be in writing, sent by email, U.S. Mail, postage prepaid, addressed to the party for whom it is intended at the place last specified; the place for giving notice shall remain such until it is changed by written notice in compliance with the provisions of this paragraph. For the present, the parties designate the following as the respective places for giving notice: If to HCPS: With a copy to: Hillsborough County Public Schools Page 67 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems Corey A. Murphy, General Manager Procurement Services 901 East Kennedy Boulevard Tampa, Florida 33602 Phone: (813) 272-4374 Email: corey.murphy@hcps.net Department contact, title Department Address 1 Address 2 Phone: (813) 999-9999 Email: Email To Contractor: Contact name and title Address 1 Address 2 Phone: (999) 999-9999 Email: Email 16.No Third-Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of HCPS and Contractor, and their respective successors, and no other person or entity shall have any right or action under this Agreement. 17.Statement of Assurance. The Contractor shall comply with all applicable laws, ordinances, codes, and statutes of all local, state, or national governing bodies included within this section. Contractor shall comply with the regulations of Title VII of the Civil Rights Act of 1964, as amended, and the Florida Civil Rights Act of 1992, in which no person in the United States shall on the grounds of race, color, religion, sex, pregnancy, national origin, age, handicap, or marital status be excluded from participation in or be denied the proceeds of or be subject to discrimination in the performance of this Agreement. 18.Autonomy. The parties agree that this Agreement recognizes the autonomy of the contracting parties and implies no affiliation between the contracting parties. It is expressly understood and intended that the Contractor is only a recipient of funding support and is not an agent or instrumentality of HCPS. Furthermore, the Contractor's agents and employees are not agents or employees of HCPS. 19.Counterparts. This Agreement may be executed in two or more counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same instrument. If any signature is delivered by facsimile transmission or by e-mail delivery of a “PDF” format data file, such signature shall create a valid and binding obligation of the Party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or PDF signature page were an original thereof. 20.Survival. The parties acknowledge that any of the obligations in this Agreement, including but not limited to, the Contractor’s obligation to indemnify HCPS, will survive the term, termination, and cancellation hereof. Accordingly, the respective obligations of the Contractor and HCPS under this Agreement, which by nature would continue beyond the termination, cancellation, or expiration thereof, shall survive termination, cancellation or expiration hereof. 21.Governing Law & Venue. This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. Any controversies or legal problems arising out of this Agreement and any action involving the enforcement or interpretation of any rights hereunder shall be submitted exclusively to the authority of the State courts of the Thirteenth Judicial Circuit of Hillsborough County, Florida or to the authority of the United States District Court for the Middle District of Florida. Each Party agrees and admits that the state courts of the Thirteenth Judicial Circuit of Hillsborough County, Florida or the United States District Court for the Middle District of Florida shall have authority over it for any dispute arising under this Agreement. 22.Authority. Each person signing on behalf of the Parties to this Agreement represents and warrants that they have full authority to execute this Agreement on behalf of such party and that this Agreement will constitute a legal and binding obligation of such party. [INTENTIONALLY BLANK.] Hillsborough County Public Schools Page 68 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly authorized representatives on the day and date written below. Contractor’s legal name The School Board of Hillsborough County, Florida Signature Board Chair Print Name Date Date Hillsborough County Public Schools Page 69 of 69 Request for Proposals (Rev. 04/19/21). 21089-MST-KJ Camera & Access Control Systems EXHIBIT A: AWARDED GOODS AND SERVICES Item # Description Qty Cost/Rate Memorandum April 10, 2024 City of Clearwater 100 S. Myrtle Ave Clearwater, FL 33756 To Whom It May Concern: Please be advised that the Hillsborough County Public Schools bid 21089-MST-KJ CAMERA AND ACCESS CONTROL SYSTEM INSTALL, MAINTENANCE, REPAIR is renewed for 2024 period at the same pricing as indicated on the price sheet. In addition, pricing will remain the same for the second renewal period for this bid. Please let me know if you have any questions or comments. Sincerely, Matt Wurthner Title: Chief Operations Officer Phone: 813-569-1000 Attachment B - Price List Line No.Description Unit of Measure Unit Price Extended Price 1 Video Surveillance Cameras. HDTV I080p Compliant, Outdoor-ready. IP66 and 2 EA 2 2714.72 5,429.44$ NEMA, 4X-Rated, PTZ Dome Camera with 20x Optical Zoom, Axis Q6055-E 2 Camera, outdoor, 5MP, Axis P1367-E 2 EA 2 875.12 1,750.24$ 3 Camera, outdoor, color/black & white. IP Dome. PTZ, 720P D/N H 264/M-JPEG,2 EA 2 2276.72 4,553.44$ CCD 1/3 WHT, Axis Q6054-E 4 Pole Bracket, Axis T91A67 (or comparable substitute offered by Axis)2 EA 2 86.72 173.44$ Axis T91L61 5 Mount Adapter, Pole, Adjust F/Camera Housing While VT, WSPA, Axis (or 2 EA 2 126.45 252.90$ comparable substitute offered by Axis) 6 Emerson Network Power -Oplical-CAT6-5POE-FF Emerson EDCO PoE Surge 2 EA 2 55 110.00$ Protection (or comparable suppressor) Mfg./Model No.-_Liebert CAT6-5POE-FF_ 7 Ubiquiti PowerStalion wireless bridge 2 EA 2 225.34 450.68$ 8 Ubiquiti M5 PowerBridge wireless bridge 2 EA 2 125.45 250.90$ Mfg. ./Model No.:_Ubiquiti M5_ Security Cameras (IP) Installation, Configuration. Troubleshooting and Repairs 9 Camera Configuration 1 EA 1 65 65.00$ 10 Camera Installation - to include but not limited lo 15 EA 15 185 2,775.00$ steel banding straps for mounting cameras, steel buckles for banding straps, exterior and interior camera enclosures, and fine tuning with city's ICS staff. 11 Camera Troubleshooting/Repairs - to include labor 2 HR 2 165 330.00$ and tools including but not limited to ladders, etc. necessary to get an IP camera operational and fine tuned . Wireless-Bridge Installation. Configuration, Troubleshooting and Repairs 12 Wireless-Bridge Configuration - based on 30 HR 30 55 1,650.00$ template provided by city's DoTS Department. Provided as/when needed with item 13 13 Wireless Bridge Installation - to include but not 20 EA 20 165 3,300.00$ limited to steel banding straps for mounting wireless bridge, steel buckles (or banding straps, and fine tuning 14 Wireless-Bridge Troubeshooting & Repair - to 2 HR 2 165 330.00$ include labor and tools including but not limited to ladders, etc. necessary to get a wireless bridge operational, and fine tuning Bucket Truck Required 15 Bucket-truck - as needed for camera installation or troubleshooting for the first 15 HR 15 65 975.00$ hour of services 16 Bucket-truck as needed for camera installation or troubleshooting for additional 30 HR 30 65 1,950.00$ hour of services Other Required Services 17 Surge-suppressor installation 15 EA 15 30 450.00$ 18 Network switch installation into NEMA enclosure 15 EA 15 25 375.00$ 19 Power-over-Ethernet (PoE) injector installation Into NEMA enclosure 15 EA 15 25 375.00$ 20 Electrical ground installation for camera assembly 15 EA 15 100 1,500.00$ 21 Electrical ground installation for wireless bridge assembly 15 EA 15 100 1,500.00$ Low-voltage Electrical-Installation 29 CAT6 - PVC (non plenum) - fixed cost per jack - Single 4-pair, 1 - 25 ft 15 EA 15 176 2,640.00$ 30 CAT6 - PVC (non-plenum) fixed cost per jack - Single 4-pair, 25 - 50 ft 1 EA 1 160 160.00$ 31 CAT6 - PVC (non plenum) - fixed cost per jack - Single 4-pair, 50 - 75 ft 1 EA 1 165 165.00$ 32 CAT6 - PVC (non-plenum) fixed cost per jack - Single 4-pair, 75 - 100 ft 1 EA 1 170 170.00$ 33 CAT6 - PVC (non-plenum) - fixed cost per jack - Single 4-pair, 100 -125 ft 1 EA 1 180 180.00$ 34 CAT6 • PVC (non-plenum) - fixed cost per jack - Single 4-pair, 125 - 150 ft 1 EA 1 185 185.00$ 35 CAT6 - PVC (non-plenum) - fixed cost per jack - Single 4-pair. 150 - 175 ft 1 EA 1 190 190.00$ Attachment B - Price List 36 CAT6 • PVC (non-plenum) - fixed cost per jack - Single 4-pair, 175 - 200 ft 1 EA 1 200 200.00$ 37 CAT6 - PVC (non-plenum) - fixed cost per jack - Single 4-pair. 200 - 225 ft 1 EA 1 210 210.00$ 38 CAT6 - PVC (non-plenum) - fixed cost per jack - Single 4-pair. 225 - 250 ft 1 EA 1 220 220.00$ 39 CATS PVC (non-plenum) - fixed cost per jack - Single 4-pair. 250 - 275 ft 1 EA 1 225 225.00$ 40 CAT6 - PVC (non-plenum) - fixed cost per jack - Single 4-pair. 275 - 300 ft 1 EA 1 $235 235.00$ 41 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 1 • 25 ft 15 EA 15 195 2,925.00$ 42 CATS - PVC (non-plenum) fixed cost per jack - Two 4-pair. 25 - 50 ft 1 EA 1 $200 200.00$ 43 CATS - PVC (non plenum) - fixed cost per jack - Two 4-pair, 50 - 75 ft 1 EA 1 $205 205.00$ 44 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 75 -100 ft 1 EA 1 $210 210.00$ 45 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 100 -125 ft 1 EA 1 $215 215.00$ 46 CAT6 - PVC (non plenum) - fixed cost per jack - Two 4 pair, 125 -150 ft 1 EA 1 $220 220.00$ 47 CAT6 - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 150 -175 ft 1 EA 1 $225 225.00$ 48 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 175 - 200 ft 1 EA 1 $230 230.00$ 49 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 200 - 225 ft 1 EA 1 $235 235.00$ SO CATS - PVC (non-plenum) - fixed cost per jack Two 4-pair, 225 - 250 ft 1 EA 1 $240 240.00$ 51 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 250 - 275 ft 1 EA 1 $245 245.00$ 52 CATS - PVC (non-plenum) - fixed cost per jack - Two 4-pair, 275 - 300 ft 1 EA 1 $250 250.00$ 53 CATS - plenum - fixed cost per jack - Single 4-pair, 1 25 ft 15 EA 15 $194 2,904.00$ 54 CATS - plenum - fixed cost per jack - Single 4-pair, 25 - 50 ft 1 EA 1 $176 176.00$ 55 CATS - plenum fixed cost per jack - Single 4-pair, 50 - 75 ft 1 EA 1 $182 181.50$ 56 CAT6 - plenum - fixed cost per jack - Single 4-pair, 75 -100 ft 1 EA 1 $187 187.00$ 57 CAT6 - plenum - fixed cost per jack - Single 4-pair, 100 - 125 ft 1 EA 1 $198 198.00$ 58 CAT6 - plenum - fixed cost per jack - Single 4-pair, 125 - 150 ft 1 EA 1 $204 203.50$ S9 CATS - plenum - fixed cost per jack - Single 4-pair, 1 SO -175 ft 1 EA 1 $209 209.00$ 60 CATS - plenum - fixed cost per jack - Single 4-pair, 175 - 200 ft 1 EA 1 $220 220.00$ 61 CATS - plenum - fixed cost per jack - Single 4-pair, 200 225 ft 1 EA 1 $231 231.00$ 62 CATS - plenum - fixed cost per jack - Single 4-pair, 225 - 250 ft 1 EA 1 $242 242.00$ 63 CATS - plenum - fixed cost per jack - Single 4-pair, 250 - 275 ft 1 EA 1 $248 247.50$ 64 CAT6 - plenum - fixed cost per jack - Single 4-pair, 275 - 300 ft 1 EA 1 $259 258.50$ 65 CAT6 - plenum - fixed cost per jack - Two 4-pair, 1 - 25 ft 15 EA 15 $215 3,217.50$ 66 CAT6 - plenum - fixed cost per jack - Two 4-pair, 25 - 50 ft 1 EA 1 $220 220.00$ 67 CAT6 -plenum - fixed cost per jack - Two 4-patr, 50 - 75 ft 1 EA 1 $226 225.50$ 68 CATS - plenum - fixed cost per jack - Two 4-pair, 75 - 100 ft 1 EA 1 $231 231.00$ 69 CAT6 - plenum - fixed cost per jack - Two 4-pair, 100 - 125 ft 1 EA 1 $237 236.50$ 70 CAT6 - plenum - fixed cost per jack - Two 4-pair, 125 - 150 ft 1 EA 1 $242 242.00$ 71 CATS - plenum - fixed cost per jack - Two 4-pair, 150- 175 ft 1 EA 1 $248 247.50$ 72 CATC - plenum - fixed cost per jack - Two 4-pair, 175 - 200 ft 1 EA 1 $253 253.00$ 73 CATS - plenum - fixed cost per jack - Two 4-pair, 200 - 225 ft 1 EA 1 $259 258.50$ 74 CATC - plenum - fixed cost per jack - Two 4-pair, 225 - 250 ft 1 EA 1 $264 264.00$ 75 CATC - plenum - fixed cost per jack - Two 4-pair, 250 - 275 ft 1 EA 1 $270 269.50$ 76 CATS - plenum - fixed cost per jack - Two 4-pair, 275 - 300 ft 1 EA 1 $275 275.00$ Fiber Installation 77 Fiber optic cable. 6-strand, multimode, per foot 1 EA 1 $3.00 $3.00 78 Termination strand, 6, equals 12 terminations 1 EA 1 $660.00 660.00$ 79 Labor rate for inside cabling including testing.1 HR 1 $55.00 55.00$ 80 Labor rate for OSP (outside plant) cabling including testing.1 HR 1 $60.00 60.00$ Monthly Support Plan Option 81 Provide 10 hours per Month of troubleshooting / repair support as needed 10 HR 1 2050 2,050.00$ 82 Provide 20 hours per Month of troubleshooting / repair support as needed 20 HR 1 2550 2,550.00$ 83 Cost per hour in addition to the 10 or 20 hour support option for troubleshooting / repair support as needed 1 50 50.00$ Total 55,352.04$ Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0608 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Information Technology Agenda Number: 8.2 SUBJECT/RECOMMENDATION: Approve a contract with Whitlock Consulting Group of Beaufort, SC, for project management and professional services in support of Utility Billing system upgrades for the term of June 1, 2024, through June 30, 2025, in the not to exceed amount of $332,736.00 pursuant to RFP #20-24 and authorize the appropriate officials to execute same. (consent) SUMMARY: The City is upgrading the database software and data reporting platform within its Utility Customer Information and Billing System (Cayenta). Upgrades to this system are necessary to keep pace with product improvements and to prepare for eventual migration to a cloud-based service model. The Utility Billing system supports nine (9) City Enterprise operations. On January 19, 2024, Procurement issued Request for Proposal (RFP) 20-24, Cayenta UMS Database and Report Migration Services, and Whitlock Consulting Group was the only responsive response received in accordance with the solicitation requirements. The contract includes professional services for migration of the system database, services support for the review and re-writing of system reports, and technical services associated software upgrades. The project timeline is anticipated to be 12-13 months for implementation. APPROPRIATION CODE AND AMOUNT: Funds are budgeted and available in capital project 94829, CIS Upgrade/Replacement, to fund this purchase order. STRATEGIC PRIORITY: This purchase will support all the objectives of a High-Performance Government, as well as Superior Public Service. Page 1 City of Clearwater Printed on 5/29/2024 Procurement Division 100 S Myrtle Ave Clearwater FL 33756-5520 PO Box 4748, 33758-4748 727-562-4633 Tel v 07.2021 REQUEST FOR PROPOSALS #20-24 Cayenta UMS Database and Report Migration Services January 19, 2024 NOTICE IS HEREBY GIVEN that sealed proposals will be received by the City of Clearwater (City) until 10:00 AM, Local Time, February 18, 2024, to provide Cayenta UMS Database and Report Migration Services. Brief Description: The City of Clearwater is seeking qualified vendors who specialize in Utility Billing/Management Systems and Project Management for upgrade and data migration in a Cayenta Utility Billing (Harris Computer Corp.) environment. Proposals must be in accordance with the provisions, specifications and instructions set forth herein and will be received by the Procurement Division until the above noted time, when they will be publicly acknowledged and accepted. Proposal packets, any attachments and addenda are available for download at: https://www.myclearwater.com/business/rfp Please read the entire solicitation package and submit the bid in accordance with the instructions. This document (less this invitation and the instructions) and any required response documents, attachments, and submissions will constitute the bid. General, Process or Technical Questions concerning this solicitation should be directed, IN WRITING, to the Procurement contact below: Leslie Greve Procurement Analyst Leslie.Greve@myclearwater.com This Request for Proposals is issued by: Lori Vogel, CPPB Procurement Manager Lori.vogel@myclearwater.com INSTRUCTIONS Cayenta UMS Database and Report Migration Services 2 RFP #20-24 i.1 VENDOR QUESTIONS: All questions regarding the contents of this solicitation, and solicitation process (including requests for ADA accommodations), shall be directed solely to the contact listed on Page 1. Questions should be submitted in writing via letter, fax or email. Questions received less than ten (10) calendar days prior to the due date and time may be answered at the discretion of the City. i.2 ADDENDA/CLARIFICATIONS: Any changes to the specifications will be in the form of an addendum. Addenda are posted on the City website no less than seven (7) days prior to the Due Date. Vendors are cautioned to check the Purchasing Website for addenda and clarifications prior to submitting their proposal. The City cannot be held responsible if a vendor fails to receive any addenda issued. The City shall not be responsible for any oral changes to these specifications made by any employees or officer of the City. Failure to acknowledge receipt of an addendum may result in disqualification of a proposal. i.3 VENDOR CONFERENCE / SITE VISIT: Yes No Mandatory Attendance: Yes No Date and Time: n/a Location: n/a If so designated above, attendance is mandatory as a condition of submitting a proposal. The conference/site visit provides interested parties an opportunity to discuss the City's needs, inspect the site and ask questions. During any site visit you must fully acquaint yourself with the conditions as they exist and the character of the operations to be conducted under the resulting contract. i.4 DUE DATE & TIME FOR SUBMISSION AND OPENING: Date: February 18, 2024 Time: 10:00 AM (Local Time) The City will open all proposals properly and timely submitted and will record the names and other information specified by law and rule. All proposals become the property of the City and will not be returned except in the case of a late submission. Respondent names, as read at the bid opening, will be posted on the City website. Once a notice of intent to award is posted or 30 days from day of opening elapses, whichever occurs earlier, proposals are available for inspection by contacting the Procurement Division. i.5 PROPOSAL FIRM TIME: 90 Days from Opening Proposal shall remain firm and unaltered after opening for the number of days shown above. The City may accept the proposal, subject to successful contract negotiations, at any time during this time. i.6 PROPOSAL SECURITY: Yes $ 0.00 No If so designated above, a proposal security in the amount specified must be submitted with the proposal. The security may be submitted in any one of the following forms: an executed surety bond issued by a firm licensed and registered to transact such business with the State of Florida; cash; certified check, or cashier's check payable to the City of Clearwater (personal or company checks are not acceptable); certificate of deposit or any other form of deposit issued by a financial institution and acceptable to the City. Such proposal security shall be forfeited to the City of Clearwater should the proposer selected fail to execute a contract when requested. PERFORMANCE SECURITY: Yes $ 0.00 No If required herein, the Contractor, simultaneously with the execution of the Contract, will be required to furnish a performance security. The security may be submitted in one-year increments and in any one of the following forms: an executed surety bond issued by a firm licensed and registered to transact such business with the State of Florida; cash; certified check, cashier's check or money order payable to the City of Clearwater (personal and company checks are not acceptable); certificate of deposit or any other form of deposit issued by a financial institution and acceptable to INSTRUCTIONS Cayenta UMS Database and Report Migration Services 3 RFP #20-24 the City. If the Contractor fails or refuses to fully comply with the terms and conditions of the contract, the City shall have the right to use all or such part of said security as may be necessary to reimburse the City for loss sustained by reason of such breach. The balance of said security, if any, will be returned to Contractor upon the expiration or termination of the contract. i.7 SUBMIT PROPOSALS TO: It is recommended that proposals are submitted electronically through our bids website at https://www.myclearwater.com/business/rfp Proposers may mail or hand-deliver proposals to the address below. E-mail or fax submissions will not be accepted. Use label at the end of this solicitation package City of Clearwater Attn: Procurement Division 100 S Myrtle Ave, 3rd Fl, Clearwater FL 33756-5520 or PO Box 4748, Clearwater FL 33758-4748 Proposals will be received at this address. Proposers may mail or hand-deliver proposals; e-mail or fax submissions will not be accepted. No responsibility will attach to the City of Clearwater, its employees or agents for premature opening of a proposal that is not properly addressed and identified. i.8 LATE PROPOSALS. The proposer assumes responsibility for having the proposal delivered on time at the place specified. All proposals received after the date and time specified shall not be considered and will be returned unopened to the proposer. The proposer assumes the risk of any delay in the mail or in handling of the mail by employees of the City of Clearwater, or any private courier, regardless whether sent by mail or by means of personal delivery. It shall not be sufficient to show that you mailed or commenced delivery before the due date and time. All times are Clearwater, Florida local times. The proposer agrees to accept the time stamp in the City’s Procurement Office as the official time. i.9 LOBBYING; LOBBYING NO-CONTACT PERIOD; QUESTIONS REGARDING SOLICITATION. From the time a competitive solicitation is posted until such time as the contract is awarded by the city or the solicitation is cancelled, all bidders, offerors, respondents, including their employees, representatives, and other individuals acting on their behalf, shall be prohibited from lobbying city officers, city employees, and evaluation committee members. Violation of this section may result in rejection/disqualification from award of the contract arising out of the competitive solicitation. All questions regarding the competitive solicitation must be directed to the procurement manager or designee, who will respond in writing and post such response to ensure that all respondents receive the same information during the No-Contact Period. The penalty for violating the No-Contact Period may include suspension or debarment i.10 COMMENCEMENT OF WORK. If proposer begins any billable work prior to the City’s final approval and execution of the contract, proposer does so at its own risk. i.11 RESPONSIBILITY TO READ AND UNDERSTAND. Failure to read, examine and understand the solicitation will not excuse any failure to comply with the requirements of the solicitation or any resulting contract, nor shall such failure be a basis for claiming additional compensation. If a vendor suspects an error, omission or discrepancy in this solicitation, the vendor must immediately and in any case not later than (seven (7) business days in advance of the due date notify the contact on page one (1). The City is not responsible for and will not pay any costs associated with the preparation and submission of the proposal. Proposers are cautioned to verify their proposals before submission, as amendments to or withdrawal of proposals submitted after time specified for INSTRUCTIONS Cayenta UMS Database and Report Migration Services 4 RFP #20-24 opening of proposals may not be considered. The City will not be responsible for any proposer errors or omissions. i.12 FORM AND CONTENT OF PROPOSALS. Unless otherwise instructed or allowed, proposals shall be submitted on the forms provided. An original and the designated number of copies of each proposal are required. Proposals, including modifications, must be submitted in ink, typed, or printed form and signed by an authorized representative. Please line through and initial rather than erase changes. If the proposal is not properly signed or if any changes are not initialed, it may be considered non-responsive. In the event of a disparity between the unit price and the extended price, the unit price shall prevail unless obviously in error, as determined by the City. The City may require that an electronic copy of the proposal be submitted. The proposal must provide all information requested and must address all points. The City does not encourage exceptions. The City is not required to grant exceptions and depending on the exception, the City may reject the proposal. i.13 SPECIFICATIONS. Technical specifications define the minimum acceptable standard. When the specification calls for “Brand Name or Equal,” the brand name product is acceptable. Other products will be considered upon showing the other product meets stated specifications and is equivalent to the brand product in terms of quality, performance and desired characteristics. Minor differences that do not affect the suitability of the supply or service for the City’s needs may be accepted. Burden of proof that the product meets the minimum standards or is equal to the brand name product is on the proposer. The City reserves the right to reject proposals that the City deems unacceptable. i.14 MODIFICATION / WITHDRAWAL OF PROPOSAL. Written requests to modify or withdraw the proposal received by the City prior to the scheduled opening time will be accepted and will be corrected after opening. No oral requests will be allowed. Requests must be addressed and labeled in the same manner as the proposal and marked as a MODIFICATION or WITHDRAWAL of the proposal. Requests for withdrawal after the bid opening will only be granted upon proof of undue hardship and may result in the forfeiture of any proposal security. Any withdrawal after the bid opening shall be allowed solely at the City’s discretion. i.15 DEBARMENT DISCLOSURE. If the vendor submitting a proposal has been debarred, suspended, or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state, or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the proposer shall include a letter with its proposal identifying the name and address of the governmental unit, the effective date of this suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating to the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above must be provided. A proposal from a proposer who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity may be rejected. i.16 RESERVATIONS. The City reserves the right to reject any or all proposals or any part thereof; to rebid the solicitation; to reject non-responsive or non-responsible proposals; to reject unbalanced proposals; to reject proposals where the terms, prices, and/or awards are conditioned upon another event; to reject individual proposals for failure to meet any requirement; to award by item, part or portion of an item, group of items, or total; to make multiple awards; to waive minor irregularities, defects, omissions, technicalities or form errors in any proposal. The City may seek clarification of the proposal from proposer at any time, and failure to respond is cause for rejection. Submission of a proposal confers on proposer no right to an award or to a subsequent contract. The City is responsible to make an award that is in the best interest of the City. All decisions on compliance, evaluation, terms and conditions shall be made solely at the City’s discretion and made to favor the City. No binding contract will exist between the proposer and the City until the City executes a written contract or purchase order. i.17 OFFICIAL SOLICITATION DOCUMENT. Changes to the solicitation document made by a proposer may not be acknowledged or accepted by the City. Award or execution of a contract does INSTRUCTIONS Cayenta UMS Database and Report Migration Services 5 RFP #20-24 not constitute acceptance of a changed term, condition or specification unless specifically acknowledged and agreed to by the City. The copy maintained and published by the City shall be the official solicitation document. i.18 COPYING OF PROPOSALS. Proposer hereby grants the City permission to copy all parts of its proposal, including without limitation any documents and/or materials copyrighted by the proposer. The City’s right to copy shall be for internal use in evaluating the proposal. i.19 CONTRACTOR ETHICS. It is the intention of the City to promote courtesy, fairness, impartiality, integrity, service, professionalism, economy, and government by law in the Procurement process. The responsibility for implementing this policy rests with each individual who participates in the Procurement process, including Respondents and Contractors. To achieve this purpose, it is essential that Respondents and Contractors doing business with the City also observe the ethical standards prescribed herein. It shall be a breach of ethical standards to: a. Exert any effort to influence any City employee or agent to breach the standards of ethical conduct. b. Intentionally invoice any amount greater than provided in Contract or to invoice for Materials or Services not provided. c. Intentionally offer or provide sub-standard Materials or Services or to intentionally not comply with any term, condition, specification or other requirement of a City Contract. i.20 GIFTS. The City will accept no gifts, gratuities or advertising products from proposers or prospective proposers and affiliates. The City may request product samples from vendors for product evaluation. i.21 RIGHT TO PROTEST. Pursuant to Section 2.562(3), Clearwater Code of Ordinances, a bidder who submitted a response to a competitive solicitation and was not selected may appeal the decision through the bid protest procedures, a copy of which shall be available in the Procurement Division. A protesting bidder must include a fee of one percent of the amount of the bid or proposed contract to offset the City’s additional expenses related to the protest. This fee shall not exceed $5,000.00 nor be less than $50.00. Full refund will be provided should the protest be upheld. No partial refunds will be made. ADDRESS PROTESTS TO: City of Clearwater - Procurement Division 100 So Myrtle Ave, 3rd Fl Clearwater FL 33756-5520 or PO Box 4748 Clearwater FL 33758-4748 INSTRUCTIONS – EVALUATION Cayenta UMS Database and Report Migration Services 6 RFP #20-24 i.22 EVALUATION PROCESS. Proposals will be reviewed by a screening committee comprised of City employees. The City staff may or may not initiate discussions with proposers for clarification purposes. Clarification is not an opportunity to change the proposal. Proposers shall not initiate discussions with any City employee or official. i.23 CRITERIA FOR EVALUATION AND AWARD. The City evaluates three (3) categories of information: responsiveness, responsibility, the technical proposal/price. All proposals must meet the following responsiveness and responsibility criteria. a) Responsiveness. The City will determine whether the proposal complies with the instructions for submitting proposals including completeness of proposal which encompasses the inclusion of all required attachments and submissions. The City must reject any proposals that are submitted late. Failure to meet other requirements may result in rejection. b) Responsibility. The City will determine whether the proposer is one with whom it can or should do business. Factors that the City may evaluate to determine "responsibility" include, but are not limited to: excessively high or low priced proposals, past performance, references (including those found outside the proposal), compliance with applicable laws, proposer's record of performance and integrity- e.g. has the proposer been delinquent or unfaithful to any contract with the City, whether the proposer is qualified legally to contract with the City, financial stability and the perceived ability to perform completely as specified. A proposer must at all times have financial resources sufficient, in the opinion of the City, to ensure performance of the contract and must provide proof upon request. City staff may also use Dun & Bradstreet and/or any generally available industry information. The City reserves the right to inspect and review proposer’s facilities, equipment and personnel and those of any identified subcontractors. The City will determine whether any failure to supply information, or the quality of the information, will result in rejection. c) Technical Proposal. The City will determine how well proposals meet its requirements in terms of the response to the specifications and how well the offer addresses the needs of the project. The City will rank offers using a point ranking system (unless otherwise specified) as an aid in conducting the evaluation. d) If less than three (3) responsive proposals are received, at the City’s sole discretion, the proposals may be evaluated using simple comparative analysis instead of any announced method of evaluation, subject to meeting administrative and responsibility requirements. For this RFP, the criteria that will be evaluated and their relative weights are: Evaluation Criteria Points Quality/Range of Experience and Services (Tab 2) 20 Program Description AND Method of Approach (Tab 3) 20 References (Tab 4) 30 Cost of Services and Schedule (Tab 5) 20 Long-Term Support and Maintenance Options (Tab 6) 10 i.24 SHORT-LISTING. The City at its sole discretion may create a short-list of the highest ranked proposals based on evaluation against the evaluation criteria. Short-listed proposers may be invited to give presentations and/or interviews. Upon conclusion of any presentations/interviews, the City will finalize the ranking of shortlisted firms. i.25 PRESENTATIONS/INTERVIEWS Presentations and/or interviews may be requested at the City’s discretion. The location for these presentations and/or interviews will be determined by the City and may be held virtually. i.26 BEST & FINAL OFFERS. The City may request best & final offers if deemed necessary, and will determine the scope and subject of any best & final request. However, the proposer should not INSTRUCTIONS – EVALUATION Cayenta UMS Database and Report Migration Services 7 RFP #20-24 expect that the City will ask for best & finals and should submit their best offer based on the terms and conditions set forth in this solicitation. i.27 COST JUSTIFICATION. In the event only one response is received, the City may require that the proposer submit a cost proposal in sufficient detail for the City to perform a cost/price analysis to determine if the proposal price is fair and reasonable. i.28 CONTRACT NEGOTIATIONS AND ACCEPTANCE. Proposer must be prepared for the City to accept the proposal as submitted. If proposer fails to sign all documents necessary to successfully execute the final contract within a reasonable time as specified, or negotiations do not result in an acceptable agreement, the City may reject proposal or revoke the award, and may begin negotiations with another proposer. Final contract terms must be approved or signed by the appropriately authorized City official(s). No binding contract will exist between the proposer and the City until the City executes a written contract or purchase order. i.29 NOTICE OF INTENT TO AWARD. Notices of the City’s intent to award a Contract are posted to Purchasing’s website. It is the proposer’s responsibility to check the City of Clearwater’s website at https://www.myclearwater.com/business/rfp to view relevant RFP information and notices. i.30 RFP TIMELINE. Dates are tentative and subject to change. Release RFP: 1/19/2024 Advertise Tampa Bay Times: 1/24/2024 Responses due: 2/18/2024 Review proposals: February 18-27, 2024 Presentations (if requested): Week of March 4, 2024 Award recommendation: Week of March 4, 2024 Council authorization: April 2024 Contract begins: April 2024 STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 8 RFP #20-24 S.1 DEFINITIONS. Uses of the following terms are interchangeable as referenced: “vendor, contractor, supplier, proposer, company, parties, persons”, “purchase order, PO, contract, agreement”, “city, Clearwater, agency, requestor, parties”, “bid, proposal, response, quote”. S.2 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor’s employees, not City employees. Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers’ compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.3 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. S.4 ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City’s written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.5 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.6 NO THIRD-PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create any benefits, rights, or responsibilities in any third parties. S.7 NON- EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.8 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.9 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations under this Agreement. S.10 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 9 RFP #20-24 in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986 (IRCA) in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under this provision, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees (hereinafter “Contractor Immigration Warranty”). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274B of the Federal Immigration and Nationality Act. d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor’s personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. S.11 SALES/USE TAX, OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor’s services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. b. The City is exempt from paying state and local sales/use taxes and certain federal excise taxes and will furnish an exemption certificate upon request. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 10 RFP #20-24 S.12 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. S.13 OPENNESS OF PROCUREMENT PROCESS. Written competitive proposals, replies, oral presentations, meetings where vendors answer questions, other submissions, correspondence, and all records made thereof, as well as negotiations or meetings where negotiation strategies are discussed, conducted pursuant to this RFP, shall be handled in compliance with Chapters 119 and 286, Florida Statutes. Proposals or replies received by the City pursuant to this RFP are exempt from public disclosure until such time that the City provides notice of an intended decision or until 30 days after opening the proposals, whichever is earlier. If the City rejects all proposals or replies pursuant to this RFP and provides notice of its intent to reissue the RFP, then the rejected proposals or replies remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued RFP or until the City withdraws the reissued RFP. A proposal or reply shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. Oral presentations, meetings where vendors answer questions, or meetings convened by City staff to discuss negotiation strategies, if any, shall be closed to the public (and other proposers) in compliance with Chapter 286 Florida Statutes. A complete recording shall be made of such closed meeting. The recording of, and any records presented at, the exempt meeting shall be available to the public when the City provides notice of an intended decision or until 30 days after opening proposals or final replies, whichever occurs first. If the City rejects all proposals or replies pursuant to this RFP and provides notice of its intent to reissue the RFP, then the recording and any records presented at the exempt meeting remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued RFP or until the City withdraws the reissued RFP. A recording and any records presented at an exempt meeting shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. In addition to all other contract requirements as provided by law, the contractor executing this agreement agrees to comply with public records law. 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, Rosemarie Call, phone: 727-562-4092 or Rosemarie.Call@myclearwater.com, 600 Cleveland Street, Suite 600, Clearwater, FL 33755. The contractor’s agreement to comply with public records law applies specifically to: a) Keep and maintain public records required by the City of Clearwater (hereinafter “public agency”) to perform the service being provided by the contractor hereunder. b) Upon request from the public agency’s custodian of public records, provide the public agency 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 for in Chapter 119, Florida Statutes, as may be amended from time to time, or as otherwise provided by law. c) Ensure that the 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 of the contract if the contractor does not transfer the records to the public agency. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 11 RFP #20-24 d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion 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 of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency’s custodian of public records, in a format that is compatible with the information technology systems of the public agency. e) A request to inspect or copy public records relating to a public agency’s contract for services must be made directly to the public agency. If the public agency does not possess the requested records, the public agency shall immediately notify the contractor of the request and the contractor must provide the records to the public agency or allow the records to be inspected or copied within a reasonable time. f) The contractor hereby acknowledges and agrees that if the contractor does not comply with the public agency’s request for records, the public agency shall enforce the contract provisions in accordance with the contract. g) A contractor who fails to provide the public records to the public agency within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. h) If a civil action is filed against a contractor to compel production of public records relating to a public agency’s contract for services, the court shall assess and award against the contractor the reasonable costs of enforcement, including reasonable attorney fees, if: 1. The court determines that the contractor unlawfully refused to comply with the public records request within a reasonable time; and 2. At least eight (8) business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the contractor has not complied with the request, to the public agency and to the contractor. i) A notice complies with subparagraph (h)2. if it is sent to the public agency’s custodian of public records and to the contractor at the contractor’s address listed on its contract with the public agency or to the contractor’s registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. A contractor who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. S.14 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for five (5) years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor’s place of business or at City offices, as determined by the City. S.15 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City’s information, data, or facilities in accordance with the City’s current STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 12 RFP #20-24 background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.16 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. S.17 DEFAULT. a. A party will be in default if that party: (i) Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor’s capability to perform under the Agreement; (ii) Is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar days; (iii) Conducts business in an unethical manner or in an illegal manner; or (iv) Fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with Section 27 of the City’s Purchasing and Procedures Manual. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty (30) days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non- defaulting party to provide notice of the default does not waive any rights under the Agreement. d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor’s intent or ability to perform, the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.18 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys’ fees, and costs. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 13 RFP #20-24 c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.19 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.20 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty (30) calendar days’ written notice. S.21 CONFLICT OF INTEREST F.S. Section 112. Pursuant to F.S. Section 112, the City may cancel this Agreement after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.22 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.23 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor’s properly prepared final invoice. S.24 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. S.25 INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. S.26 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like and professional manner. The City’s acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 14 RFP #20-24 services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City’s reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. S.27 THE CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City property, and will at the City’s request and expense, furnish to the City reasonable assistance and cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.28 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.29 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.30 USE OF NAME. Contractor will not use the name of the City of Clearwater in any advertising or publicity without obtaining the prior written consent of the City. S.31 PROHIBITED ACTS. Pursuant to Florida Constitution Article II Section 8, a current or former public officer or employee within the last two (2) years shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative discretion. S.32 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. S.33 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. S.34 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.35 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the materials and services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. S.36 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City’s use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 15 RFP #20-24 limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. S.37 CONTRACT ADMINISTRATION. The contract will be administered by the Procurement Division and/or an authorized representative from the using department. All questions regarding the contract will be referred to the Procurement Division for resolution. Supplements may be written to the contract for the addition or deletion of services. S.38 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.39 COOPERATIVE USE OF CONTRACT. The City has entered into various cooperative purchasing agreements with other Florida government agencies, including the Tampa Bay Area Purchasing Cooperative. Under a Cooperative Purchasing Agreement, any contract may be extended for use by other municipalities, school districts and government agencies with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or procurement rules and regulations of the respective government agency. Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. S.40 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Procurement Division. S.41 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via overnight courier; or (iv) sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via overnight courier or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.42 GOVERNING LAW, VENUE. This Agreement is governed by the laws of the State of Florida. The exclusive venue selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Pinellas County, Florida. S.43 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitutes the entire agreement between the parties with respect to the work to be performed. S.44 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.45 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 16 RFP #20-24 be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.46 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this Agreement, completion, termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. DETAILED SPECIFICATIONS Cayenta UMS Database and Report Migration Services 17 RFP #20-24 1. INTRODUCTION. The City of Clearwater (City) is a coastal community on the West Coast of Florida and the third largest city in the Tampa Bay region with an estimated 118,904 residents. Clearwater Beach is an international tourist destination that brings millions of tourists to Pinellas County annually and was selected as the “Number One Beach in America” in the 2018 and 2019 TripAdvisor Travelers’ Choice Awards and regularly ranks as a top vacation destination in both domestic and international publications. An ideal year-round destination for travelers of all ages and interests, Clearwater boasts miles of pristine “sugar sand” beaches, provides a wide variety of casual and fine dining options, and is home to Philadelphia Phillies Spring Training and Clearwater Threshers Minor League Baseball. Clearwater Marine Aquarium remains a consistent draw for visitors and is nationally recognized for its groundbreaking work in marine rescue, rehabilitation, and release. The City of Clearwater is committed to ensuring that we have a sustainable city through green measures focusing on our economy, environment, and community. 2. BACKGROUND. The City of Clearwater is upgrading its Cayenta environment by migrating its database from Oracle to SQL Server, and its reporting system from Actuate to Cognos. The selected vendor shall provide project management and guidance through a successful database and report migration and will coordinate with and assist departmental stakeholders to better understand the available options and opportunities involved with database and report migration and the impact to current business processes. The City’s current environment includes the following: Organizational Overview: • Approximately 1,850 employees • 20+ distinct service operations • 72 occupied service locations Departmental Overview: • Utility Customer Service • Serving 60,000+ customers which includes the following: ➢ Public Utilities (potable water, reclaimed water, wastewater, sewage) ➢ Gas (propane, natural gas) ➢ Solid Waste (residential/commercial waste, recycling, roll-off service) Hardware Overview (On-Premises): • Windows 2019 • Windows 2016 • Windows 2012 • Red Hat Linux 7 Software Overview: • Cayenta UMS version 9.1.x • Oracle 12c Standard Edition • SQL Server 2019 or higher • Actuate Business Intelligence and Reporting Tools (BIRT) • Cognos Analytics • Integrations ➢ FileNexus ➢ Invoice Cloud ➢ Itron ➢ Genesys Cloud CX ➢ Oracle Work Asset Management DETAILED SPECIFICATIONS Cayenta UMS Database and Report Migration Services 18 RFP #20-24 3. SCOPE OF SERVICES. The City of Clearwater is seeking qualified vendors who specialize in Utility Billing/Management Systems and Project Management for upgrade and data migration in a Cayenta Utility Billing (Harris Computer Corp.) environment. Vendors must demonstrate previous experience with Cayenta UMS upgrades, expertise in Cayenta UMS version 9.1.x, Oracle 12c database logic, SQL database logic, Actuate report design, and Cognos report design. Professionals must be experienced in gathering requirements, developing scope, project management, testing structure, and support of a reliable UMS solution while maintaining the highest security and resiliency requirements. Services shall include but not be limited to:  a. Manage a project team with approximately twenty (20) participants.  b. Develop and finalize a project scope featuring database and report migration.  c. Work with Cayenta to develop a statement of work and quote for project services. d. Develop a strategic roadmap of future enhancements not currently within scope of migration project.   e. Project management for SQL migration as well as report migration/development. f. Provide an optimized assessment in developing reports.   g. Provide time and material costs to develop and test reports.   h. Develop, manage, and execute a detailed project plan and schedule.   i. Develop and manage the test plan, including coordination of testing activities.   j. Coordinate regular and appropriate project status meetings with project team, including documentation of meeting minutes. k. Produce monthly and ad hoc project status reports.   l. Work with stakeholders to develop and document business processes impacted by database and report upgrades.  m. Provide incident management plan; work with stakeholders to find resolution.   n. Provide change management plan; work with stakeholders in implementation. o. Conduct mock go-live sessions.   p. Ensure product stability following go live.  4. TESTING REQUIREMENTS: Selected vendor must facilitate a structured discovery of business requirements and comprehensive quality assurance testing of functionality during implementation of database and report migration. This scope shall include but not limited to: a. Billing functions b. Call center functions c. Field services to set, pull, maintain assets d. Interfaces: Meter reading, bill print, document library, payment portal, contact center, work orders, etc. e. Reporting functions f. Citizen portal and electronic billing 5. PROJECT IMPLEMENTATION: Vendor must provide a clear strategy and process for the following: a. Quality Assurance and Testing Strategy b. Report Generation and Documentation c. Project Methodology and Implementation Process d. Scope, Limitation, Dependencies and Assumptions e. User Communication and Change Management Plan f. Estimated Project Timeline g. Issue Documentation and Escalation Procedure h. Training Strategy and Documentation DETAILED SPECIFICATIONS Cayenta UMS Database and Report Migration Services 19 RFP #20-24 6. MINIMUM QUALIFICATIONS. Vendors responding to this RFP shall explain their experience with implementation experience within a Cayenta UMS environment. A minimum of three (3) references, preferably from other public entities for which similar services have been provided within the past five (5) years are required. 7. INSURANCE REQUIREMENTS. The Vendor shall, at its own cost and expense, acquire and maintain (and cause any subcontractors, representatives, or agents to acquire and maintain) during the term with the City, sufficient insurance to adequately protect the respective interest of the parties. Coverage shall be obtained with a carrier having an AM Best Rating of A-VII or better. In addition, the City has the right to review the Contractor’s deductible or self-insured retention and to require that it be reduced or eliminated. Specifically, the Vendor must carry the following minimum types and amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis, then coverage can be obtained on a claims-made basis with a minimum three (3) year tail following the termination or expiration of this Agreement: a. Commercial General Liability Insurance coverage, including but not limited to, premises operations, products/completed operations, products liability, contractual liability, advertising injury, personal injury, death, and property damage in the minimum amount of $1,000,000 (one million dollars) per occurrence and $2,000,000 (two million dollars) general aggregate. b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars) combined single limit. c. Professional Liability/Malpractice/Errors or Omissions Insurance coverage appropriate for the type of business engaged in by the Respondent with minimum limits of $2,000,000 (two million dollars) per occurrence. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting period (SERP) of as great a duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage. d. Cyber Liability coverage in an adequate amount to meet or exceed the requirements, including notification and monitoring, under Florida Statute 501.171. e. Unless waived by the State of Florida and proof of waiver is provided to the City, statutory Workers’ Compensation Insurance coverage in accordance with the laws of the State of Florida, and Employer’s Liability Insurance in the minimum amount of $1,000,000 (one million dollars) each employee each accident, $1,000,000 (one million dollars) each employee by disease, and $1,000,000 (one million dollars) disease policy limit. Coverage should include Voluntary Compensation, Jones Act, and U.S. Longshoremen’s and Harbor Worker’s Act coverage where applicable. Coverage must be applicable to employees, contractors, subcontractors, and volunteers, if any. The above insurance limits may be achieved by a combination of primary and umbrella/excess liability policies. Other Insurance Provisions. a. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of the insurance policy’s renewal date(s) for as long as this Agreement remains in effect, the Vendor will furnish the City with a Certificate of Insurance(s) (using appropriate ACORD certificate, SIGNED by the Issuer, and with applicable endorsements) evidencing all of the coverage set DETAILED SPECIFICATIONS Cayenta UMS Database and Report Migration Services 20 RFP #20-24 forth above and naming the City as an “Additional Insured” on the Commercial General Liability Insurance and the Commercial Automobile Liability Insurance. In addition, when requested in writing from the City, Vendor will provide the City with certified copies of all applicable policies. The address where such certificates and certified policies shall be sent or delivered is as follows: City of Clearwater Attn: Procurement Division, RFP #20-24 P.O. Box 4748 Clearwater, FL 33758-4748 b. Vendor shall provide thirty (30) days written notice of any cancellation, non-renewal, termination, material change or reduction in coverage. c. Vendor’s insurance as outlined above shall be primary and non-contributory coverage for Vendor’s negligence. d. Vendor reserves the right to appoint legal counsel to provide for the Vendor’s defense, for any and all claims that may arise related to Agreement, work performed under this Agreement, or to Vendor’s design, equipment, or service. Vendor agrees that the City shall not be liable to reimburse Vendor for any legal fees or costs as a result of Vendor providing its defense as contemplated herein. The stipulated limits of coverage above shall not be construed as a limitation of any potential liability to the City, and City’s failure to request evidence of this insurance shall not be construed as a waiver of Vendor’s (or any contractors’, subcontractors’, representatives’ or agents’) obligation to provide the insurance coverage specified. MILESTONES Cayenta UMS Database and Report Migration Services 21 RFP #20-24 1. ANTICIPATED BEGINNING AND END DATE OF INITIAL TERM. May 2024 – April 2025 If the commencement of performance is delayed because the City does not execute the contract on the start date, the City may adjust the start date, end date and milestones to reflect the delayed execution. 2. EXTENSION. The City reserves the right to extend the term of this contract, provided however, that the City shall give written notice of its intentions to extend this contract no later than thirty (30) days prior to the expiration date of the contract. 3. PRICES. All pricing shall be firm except where otherwise provided by the specifications, and include all transportation, insurance, and warranty costs. The City shall not be invoiced at prices higher than those stated in any contract resulting from this proposal. RESPONSE ELEMENTS Cayenta UMS Database and Report Migration Services 22 RFP #20-24 1. PROPOSAL SUBMISSION. It is recommended that responses are submitted electronically through our bids website at https://www.myclearwater.com/business/rfp. For responses mailed and/or hand-delivered, firm must submit one (1) signed original (identified as ORIGINAL) response five (5) copies, of the response and one (1) copy in an electronic format, on a disc or thumb drive, in a sealed container using the label provided at the end of this solicitation. NOTE: If submitting proposals electronically, copies are not required. 2. PROPOSAL FORMAT (the following should be included and referenced with index tabs) NOTE: Every proposal received by the City will be considered a public record pursuant to Chapter 119, Florida Statutes. Any response marked confidential may be deemed non- responsive to this RFP. Table of Contents: Identify contents by tab and page number TAB 1 - Letter of Transmittal. A brief letter of transmittal should be submitted that includes the following information: 1. The proposer’s understanding of the work to be performed. 2. A positive commitment to perform the service within the time period specified. 3. The names of key persons, representatives, project managers who will be the main contacts for the City regarding this project. TAB 2 – Quality/Range of Experience and Services. The following information shall be included: 1. A statement of qualifications, abilities, experience, and expertise in providing the requested services. a. A description of what qualifies your company, financial and otherwise, to provide the City with these services for the required period of time, provide appropriate staffing, provide necessary resources and show a history of demonstrated competence. b. An assessment of the proposer’s abilities to meet and satisfy the needs of the City, taking into consideration the requested services, additional services and/or expertise offered that exceed the requirements, or the vendor’s inability to meet some of the requirements of the specifications. c. A detailed description of migrating databases with emphasis on Actuate report design, Cognos report design, SQL servers, troubleshooting, etc. 2. Identification of senior and technical staff to be assigned to the City. Staff named in the proposal may not be substituted without permission from the City. Resumes, including relevant experience, may be included. TAB 3 - Program Description AND Method of Approach. Clearly define the program offered and your method of approach including, but not limited to the following elements: 1. Project Plan/Approach 2. Ability to Respond/Scheduling 3. Reporting (provide examples of forms and reports as applicable) 4. Quality Assurance Strategy 5. Process and Requirements Discovery Plan 6. Training Plan TAB 4 – References. A minimum of three (3) references, preferably from other public entities for which similar services have been provided within the past five (5) years are required.  Include the name of entity, description of services provided, contact person’s name, phone number, e- mail address, mailing address, type of service provided, and dates the services were provided. TAB 5 - Cost of Services and Schedule. The following information shall be included: 1. Total cost to manage the project and complete the services as outlined in this RFP, to include training. 2. Any additional costs not stated to complete the services as outlined.   RESPONSE ELEMENTS Cayenta UMS Database and Report Migration Services 23 RFP #20-24 3. Hourly cost and anticipated time frame to complete estimated services. 4. Support and maintenance for initial three (3) years following migration/implementation, if applicable. TAB 6 - Long-Term Support and Maintenance Options. The following information should be included: 1. Warranty Information, if applicable. 2. A detailed description of support and maintenance services. TAB 7 - Other Forms. The following forms should be completed and signed: 1. Exceptions/Additional Materials/Addenda form 2. Vendor Information form 3. Vendor Certification of Proposal form 4. Scrutinized Companies form(s) as required 5. E-Verify Eligibility form 6. W-9 Form. Include a current W-9 form (http://www.irs.gov/pub/irs-pdf/fw9.pdf) EXCEPTIONS / ADDITIONAL MATERIAL / ADDENDA Cayenta UMS Database and Report Migration Services 24 RFP #20-24 Proposers shall indicate any, and all exceptions taken to the provisions or specifications in this solicitation document. Exceptions that surface elsewhere and that do not also appear under this section shall be considered invalid and void and of no contractual significance. Exceptions (mark one): **Special Note – Any material exceptions taken to the City’s Terms and Conditions may render a Proposal non-responsive. No exceptions Exceptions taken (describe--attach additional pages if needed) Additional Materials submitted (mark one): No additional materials have been included with this proposal Additional Materials attached (describe--attach additional pages if needed) Acknowledgement of addenda issued for this solicitation: Prior to submitting a response to this solicitation, it is the vendor’s responsibility to confirm if any addenda have been issued. Addenda Number Initial to acknowledge receipt Vendor Name Date: VENDOR INFORMATION Cayenta UMS Database and Report Migration Services 25 RFP #20-24 Company Legal/Corporate Name: Doing Business As (if different than above): Address: City: State: Zip: - Phone: Fax: E-Mail Address: Website: DUNS # Remit to Address (if different than above): Order from Address (if different from above): Address: Address: City: State: Zip: City: State: Zip: Contact for Questions about this proposal: Name: Fax: Phone: E-Mail Address: Day-to-Day Project Contact (if awarded): Name: Fax: Phone: E-Mail Address: Certified Small Business Certifying Agency: Certified Minority, Woman or Disadvantaged Business Enterprise Certifying Agency: Provide supporting documentation for your certification, if applicable. VENDOR CERTIFICATION OF PROPOSAL Cayenta UMS Database and Report Migration Services 26 RFP #20-24 By signing and submitting this Proposal, the Vendor certifies that: a) It is under no legal prohibition to contract with the City of Clearwater. b) It has read, understands, and is in compliance with the specifications, terms and conditions stated herein, as well as its attachments, and any referenced documents. c) It has no known, undisclosed conflicts of interest. d) The prices offered were independently developed without consultation or collusion with any of the other respondents or potential respondents or any other anti-competitive practices. e) No offer of gifts, payments or other consideration were made to any City employee, officer, elected official, or consultant who has or may have had a role in the procurement process for the services and or goods/materials covered by this contract. f) It understands the City of Clearwater may copy all parts of this response, including without limitation any documents and/or materials copyrighted by the respondent, for internal use in evaluating respondent’s offer, or in response to a public records request under Florida’s public records law (F.S. 119) or other applicable law, subpoena, or other judicial process. g) Respondent hereby warrants to the City that the respondent and each of its subcontractors (“Subcontractors”) will comply with, and are contractually obligated to comply with, all Federal Immigration laws and regulations that relate to their employees. h) Respondent certifies that they are not in violation of section 6(j) of the Federal Export Administration Act and not debarred by any Federal or public agency. i) It will provide the materials or services specified in compliance with all Federal, State, and Local Statutes and Rules if awarded by the City. j) It is current in all obligations due to the City. k) It will accept such terms and conditions in a resulting contract if awarded by the City. l) The signatory is an officer or duly authorized agent of the respondent with full power and authority to submit binding offers for the goods or services as specified herein. ACCEPTED AND AGREED TO: Company Name: Signature: Printed Name: Title: Date: SCRUTINIZED COMPANIES FORMS Cayenta UMS Database and Report Migration Services 27 RFP #20-24 SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND SYRIA CERTIFICATION FORM IF YOUR BID/PROPOSAL IS $1,000,000 OR MORE, THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The vendor, company, individual, principal, subsidiary, affiliate, or owner is aware of the requirements of section 287.135, Florida Statutes, regarding companies on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaging in business operations in Cuba and Syria; and 2. The vendor, company, individual, principal, subsidiary, affiliate, or owner is eligible to participate in this solicitation and is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Sector List, or engaged in business operations in Cuba and Syria; and 3. Business Operations means, for purposes specifically related to Cuba or Syria, engaging in commerce in any form in Cuba or Syria, including, but not limited to, acquiring, developing, maintaining, owning, selling, possessing, leasing or operating equipment, facilities, personnel, products, services, personal property, real property, military equipment, or any other apparatus of business or commerce; and 4. If awarded the Contract (or Agreement), the vendor, company, individual, principal, subsidiary, affiliate, or owner will immediately notify the City of Clearwater in writing, no later than five (5) calendar days after any of its principals are placed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Sector List, or engaged in business operations in Cuba and Syria. __________________________________________ Authorized Signature __________________________________________ Printed Name __________________________________________ Title __________________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _____________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. __________________________________________ Notary Public __________________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE SCRUTINIZED COMPANIES FORMS Cayenta UMS Database and Report Migration Services 28 RFP #20-24 SCRUTINIZED COMPANIES THAT BOYCOTT ISRAEL LIST CERTIFICATION FORM THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The vendor, company, individual, principal, subsidiary, affiliate, or owner is aware of the requirements of section 287.135, Florida Statutes, regarding companies on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel; and 2. The vendor, company, individual, principal, subsidiary, affiliate, or owner is eligible to participate in this solicitation and is not listed on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel; and 3. “Boycott Israel” or “boycott of Israel” means refusing to deal, terminating business activities, or taking other actions to limit commercial relations with Israel, or persons or entities doing business in Israel or in Israeli-controlled territories, in a discriminatory manner. A statement by a company that it is participating in a boycott of Israel, or that it has initiated a boycott in response to a request for a boycott of Israel or in compliance with, or in furtherance of, calls for a boycott of Israel, may be considered as evidence that a company is participating in a boycott of Israel; and 4. If awarded the Contract (or Agreement), the vendor, company, individual, principal, subsidiary, affiliate, or owner will immediately notify the City of Clearwater in writing, no later than five (5) calendar days after any of its principals are placed on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel. ______________________________________ Authorized Signature ______________________________________ Printed Name ______________________________________ Title ______________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _____________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. __________________________________________ Notary Public __________________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE E-VERIFY ELIGIBILITY FORM Cayenta UMS Database and Report Migration Services 29 RFP #20-24 VERIFICATION OF EMPLOYMENT ELIGIBILITY FORM PER FLORIDA STATUTE 448.095, CONTRACTORS AND SUBCONTRACTORS MUST REGISTER WITH AND USE THE E-VERIFY SYSTEM TO VERIFY THE WORK AUTHORIZATION STATUS OF ALL NEWLY HIRED EMPLOYEES. THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The Contractor and its Subcontractors are aware of the requirements of Florida Statute 448.095. 2. The Contractor and its Subcontractors are registered with and using the E-Verify system to verify the work authorization status of newly hired employees. 3. The Contractor will not enter into a contract with any Subcontractor unless each party to the contract registers with and uses the E-Verify system. 4. The Subcontractor will provide the Contractor with an affidavit stating that the Subcontractor does not employ, contract with, or subcontract with unauthorized alien. 5. The Contractor must maintain a copy of such affidavit. 6. The City may terminate this Contract on the good faith belief that the Contractor or its Subcontractors knowingly violated Florida Statutes 448.09(1) or 448.095(2)(c). 7. If this Contract is terminated pursuant to Florida Statute 448.095(2)(c), the Contractor may not be awarded a public contract for at least 1 year after the date on which this Contract was terminated. 8. The Contractor is liable for any additional cost incurred by the City as a result of the termination of this Contract. __________________________________________ Authorized Signature __________________________________________ Printed Name __________________________________________ Title __________________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _______________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. ____________________________________ Notary Public ____________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE MAILING LABEL CUT ALONG THE LINE AND AFFIX TO THE FRONT OF YOUR BID CONTAINER Cayenta UMS Database and Report Migration Services 30 RFP #20-24 --------------------------------------------------------------------------------- For US Mail ------------------------------------------------------------------------------ SEALED PROPOSAL Submitted by: Company Name: Address: City, State, Zip: RFP #20-24, Cayenta UMS Database and Report Migration Services Due Date: February 18, 2024, at 10:00 A.M. City of Clearwater Attn: Procurement Division PO Box 4748 Clearwater FL 33758-4748 --------------------------------------------------------------------------------- For US Mail ------------------------------------------------------------------------------ ---------------------------------------------- For Hand Deliveries, FEDEX, UPS or Other Courier Services ------------------------------------------------ SEALED PROPOSAL Submitted by: Company Name: Address: City, State, Zip: RFP #20-24, Cayenta UMS Database and Report Migration Services Due Date: February 18, 2024, at 10:00 A.M. City of Clearwater Attn: Procurement Division 100 S Myrtle Ave 3rd Fl Clearwater FL 33756-5520 ---------------------------------------------- For Hand Deliveries, FEDEX, UPS or Other Courier Services ------------------------------------------------ 1) Whitlock Consulting Group 32 Riverview Dr Beaufort, SC 29907 1-248-648-0900 ADVERTISED: TAMPA BAY TIMES 1/24/2024 POSTED:myclearwater.com 01/19/2024-02/21/2024 Due/Opening: February 21, 2024; 10:00 a.m. REQUEST FOR PROPOSAL #20-24 Cayenta UMS Database and Report Migration Services Solicitation Response Listing FOR THE CITY OF CLEARWATER City of Clearwater RFP #20-24 Cayenta UMS Database & Report Migration Services February 21, 2024 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 2 of 31 Contents TAB 1 – Letter of Transmittal ......................................................................................................................... 3 TAB 2 – Quality/Range of Experience and Services ................................................................................... 4 TAB 3 – Program Description and Method of Approach ........................................................................ 14 TAB 4 – References......................................................................................................................................... 21 TAB 5 – Cost of Services and Schedule ....................................................................................................... 23 TAB 6 – Long-Term Support and Maintenance Options ......................................................................... 25 TAB 7 – Other Forms .................................................................................................................................... 26 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 3 of 31 TAB 1 – Letter of Transmittal City of Clearwater Attn: Procurement Division 100 S Myrtle Ave, 3rd Fl, Clearwater FL 33756-5520 Whitlock Consulting Group, LLC (DBA: WCG Consulting) is pleased to offer our proposal to the City of Clearwater to provide Cayenta UMS Database and Report Migration Services with the anticipated timeline of May 2024 – April 2025. WCG is highly qualified and well-suited to serve the evolving needs of the City as you migrate your CIS database, harness efficiencies of a new reporting system, perform exhaustive testing to ensure a like-for-like upgrade, and enhance existing business processes. WCG employs senior-level industry leaders who have diverse and pertinent experience working as utility leaders, CIS and report end-users, software developers, report developers, system integrators, and now as technology management consultants. Our consultants have a wide variety of utility business, software vendor, and information technology experience and possess the ability to lead and the drive to achieve results for our clients. WCG’s proposed team consists of Dustin Keith (Project Manager), Sarah Warth (Business Analyst), Matt Barton (Technical Advisor), and Frances Nordin (Report Writer). This proposed team is made up of prior Cayenta end-users, a former utility CIO who led his utility through a very similar migration, and a previous Cayenta employee who worked in BI and developed reporting and analytic tools for a multitude of Cayenta customers. Therefore, we bring deep Cayenta-specific configuration and process expertise, a full understanding of technical environment best practices, and a proven approach for providing project management and guidance, facilitating discovery, eliciting and documenting requirements, and managing testing, training, and change management. WCG has developed a diverse client base of utilities varying in size (50k-750k accounts), services offered, business requirements, strategic initiatives, and culture. We take pride in our work and reputation, which is reflected in being 100% referenceable by our clients. As WCG’s Founding Partner, I have reviewed the solicitation and addenda and am authorized to negotiate and execute contracts, representing WCG as the primary contact regarding this proposal. I look forward to the City’s evaluation of our experience, project approach, references, and personnel. Please do not hesitate to contact me with questions or for additional information. Sincerely, Michael Whitlock, Founding Partner WCG Consulting | www.wcg-consulting.com RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 4 of 31 TAB 2 – Quality/Range of Experience and Services 1. A statement of qualifications, abilities, experience, and expertise in providing the requested services. a. A description of what qualifies your company, financial and otherwise, to provide the City with these services for the required period of time, provide appropriate staffing, provide necessary resources and show a history of demonstrated competence. Whitlock Consulting Group (WCG) was founded in 2013 in response to the industry’s need for a higher value-add consulting and advisory service firm that focuses on identifying, measuring, and delivering operational improvements and customer enhancements. WCG has been utility focused since our inception, providing a full-service offering including client advisory, software selection, implementation assistance, project management, change management, and process engineering. We have worked as technical consultants assessing, selecting, implementing, and supporting various systems, including but not limited to Customer Information System (CIS), Customer Self-Service (CSS), Customer Relationship Management (CRM), Enterprise Resource Planning (ERP), Financial Information System (FIS), Human Capital Management (HCM), Payroll, Time Keeping, Asset Management, Meter Data Management (MDM), and Mobile Work Management (MWM). Our expertise has been built through providing consulting and advisory services for needs assessment / gap analysis, software selection and RFP leadership, implementation and upgrade assistance, project management / project quality assurance, organizational change management (including testing and training management), and process engineering, all with an eye toward continuous improvement. These projects are specifically molded around each client’s core processes, needs, business objectives, and strategic vision, enabling those clients to be intentional and strategic in their path forward. We apply decades of industry and software experience to identify and deliver optimal, client-specific solutions. WCG’s client engagements stretch across North America and range in size from $27 million to $3.4 billion in annual revenue with populations ranging from 20,000 to 2.4 million. Our utility clients span municipalities, public utilities, investor-owned utilities, private boards, and co-operatives and cover all utility services—water, wastewater, stormwater, solid waste, gas, electric, and telecom/broadband. In particular, 22 of our last 27 clients are mid-market water utilities. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 5 of 31 While WCG’s client experience is diverse in terms of size, service territory, services offered, technology / system environment, business requirements, strategic initiatives, and culture, one consistency is that each of our clients is 100% referenceable. WCG enables our clients to work smarter and interact with their customers more effectively. We develop strong relationships with our clients to understand their strategies, current challenges, and future initiatives. This relationship allows us to fully discern our client’s needs and operational requirements and consequently anticipate the appropriate aptitude and allocation of resources and responsibilities. Our company has developed a niche in the industry as a valued partner of utilities seeking to evaluate their current processes and systems, apply industry best practices, improve internal process efficiency, and enhance the end-user experience. These improvements are implemented by driving organizational alignment, optimizing business processes, identifying digital transformation opportunities, and ensuring the successful delivery of new technologies / systems. The following table represents WCG’s most recent and relevant project experience, including the extent of services we provided for each client. WCG hires industry leaders who have diverse and pertinent experience, including having worked directly for utilities, software companies, system integration companies, and professional service / advisory firms. They bring experience assessing, selecting, implementing, and supporting various systems and range from former executives, business analysts, solution architects, process engineers, and system integrators. WCG is an employer of choice that attracts and retains high-caliber employees. We are an equal- opportunity employer that values and supports diversity and inclusion. It is our policy to provide equal employment opportunities without regard to race, color, religion, sex, national origin, age, disability, marital status, veteran status, sexual orientation, genetic information, or any other protected characteristic(s) under applicable law. WCG prides itself in an effective affirmative action program and supports the workforce absent of discrimination among protected characteristics. WCG respects all aspects of the EEOC policy applying to conditions of employment, including recruiting, hiring, WCG Client Water Utility Needs Assessment & Roadmap RFP Evaluation & Selection Implementation Assistance Project Management Organizational Change Management Data Analytics Anchorage Water & Wastewater Utility Yes X X X X Burlington Electric Dept.No X X X X Chugach Electric No X X X X City of Clearwater Yes X City of Eugene Yes X City of Guelph Yes X City of Idaho Falls Yes X X X X City of Longmont Yes X X X City of Orangeburg – Dept. of Public Utilities Yes X X X X X City of Tampa Yes X X X X X Clay County Utility Authority Yes X Clayton County Water Authority Yes X X X Concord Municipal Light Plant No X X Conway Corporation Yes X X El Paso Water Yes X Eugene Water & Electric Board Yes X X X X X Fayetteville Public Works Commission Yes X X X Holland Board of Public Works Yes X Macon Water Authority Yes X X X X Manatee County Utilities Dept.Yes X X X X X Mount Pleasant Waterworks Yes X X X X X Oakland County Yes X PNM Resources No X X X X Rochester Public Utilities Yes X X X X San Antonio Water System Yes X X X Seminole County Yes X X X X X Vermont Gas No X X X RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 6 of 31 placement, promotion, leaves of absence, compensation, and training. WCG supports employees from different countries by observing international holidays, supporting all FMLA policies including paid parental leave, and is proactive in setting up succession plans to promote employee development. We have 12 team members and boast 100% employee retention. Employees at WCG represent three generations in the workforce along with other representations of protected classes. 45% of WCG’s employees are female as well as 45% of employees represent minority ethnicities. Our team of consulting experts is spread across the United States (Austin, TX; Charleston, SC; Eugene, OR; Lansing, MI; Phoenix, AZ) and Canada (Toronto, ON; Vancouver, BC). Our employees work remotely and travel to their respective client locations based on the client’s preferences and project tasks. WCG consultants have a wide variety of utility business, software vendor, and information technology experience and possess the ability to lead and the drive to achieve results for our clients. As an organization, we are relatively flat in our hierarchal structure, enabling us to be non-siloed and more collaborative in our ideas and our efforts. We strive to utilize those qualities to similarly execute our projects. b. An assessment of the proposer’s abilities to meet and satisfy the needs of the City, taking into consideration the requested services, additional services and/or expertise offered that exceed the requirements, or the vendor’s inability to meet some of the requirements of the specifications. Over the last five years, WCG has worked with nine Cayenta clients, providing a range of services including needs assessments, project management, implementation assistance, upgrade assistance, process improvement, system configuration, administration, report / portal statistic development, testing leadership, and training oversight. Our team includes many Cayenta experts, coming from utilities that utilized Cayenta, working as Cayenta consultants, and even working directly for Cayenta in app con and support roles. WCG has an extensive network within Cayenta at all levels (app cons to executives) to ask questions, escalate any issues, and ensure the City is receiving the appropriate resource dedication. We also believe in connecting our clients with other Cayenta users to share best practices, discuss approaches to issues, and learn from those in the same shoes as you. Our proposed Project Manager, Dustin Keith, has a proven successful history as a Project Manager in overseeing the project deliverables, advocating for the client, and acting as a trusted guide for project team members. He will be the primary contact for the City and will engage the necessary team members and vendor contacts as appropriate through a successful database and report migration project. He will work to ensure that the City’s best interests remain at the forefront and the project goals are achieved by working closely with the vendor(s), City, and WCG project team. He will also lead all aspects of the statement of work development with Cayenta. Dustin will maintain a detailed project plan and schedule, including the responsible party for each task, and provide open and frequent communication with all project team members and stakeholders. He has a talent for utilizing effective project management concepts, acting proactively to mitigate risks, and reacting positively to changes in project specifications, service problems, and people management at all levels. Our proposed Business Analyst, Sarah Warth, has an advanced data and reporting skillset, including proficiency in SQL and Cognos Analytics. Prior to joining WCG, she worked in Information Services at Rochester Public Utilities during their Cayenta implementation. In support of the Cayenta RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 7 of 31 implementation, she collaborated with stakeholders to identify requirements, prioritized reporting needs, and developed over 250 static and dynamic standard reports / portal stats in Cognos Analytics and SQL using billing and revenue, credit and collections, consumption, field services, and customer data. Since joining WCG, she has been involved in six of our nine Cayenta projects, including reporting and testing leadership at the City of Tampa and Clayton County Water Authority. She is equipped to facilitate Discovery sessions to elicit and document business requirements for report development and testing, develop and manage a Quality Assurance and Testing Strategy, develop a Training Plan, and assist with report generation and documentation as needed. Our proposed Technical Advisor, Matt Barton, is a former CIO of an electric and water utility. While he was there, he initiated and led an Oracle to SQL database migration project. As part of WCG, he has held roles in multiple Cayenta upgrade and implementation projects in both Project Manager and Technical Lead positions, including the City of Tampa and Chugach Electric. He brings a wealth of technical system thought leadership and guidance with industry best practices. Our proposed Report Writer, Frances Nordin, previously worked for Cayenta as an Application Consultant and Business Analyst where she led requirement and gap analysis, developed documentation and solution designs, and configured application and BI solutions to meet business requirements on near identical projects. She has extensive knowledge in business requirement development, data analysis, SQL development, report generation, quality assurance / testing, process improvement, solution design, and system implementation and integration. As part of the WCG team, she has managed testing during Cayenta UMS upgrades, imparted her knowledge to end users via training sessions, and taken a lead role in scoping and delivering improvement opportunities, including developing database views, portal stats, and analytic tools. As part of this project, she will be available on a T&M basis to partner with Sarah in report generation and documentation. c. A detailed description of migrating databases with emphasis on Actuate report design, Cognos report design, SQL servers, troubleshooting, etc. An integral piece for a successful Cayenta UMS database migration from Oracle to SQL Server and report migration from Actuate to Cognos is a close partnership between the City and Cayenta BI developers, which is an area where our Project Manager and Business Analyst will facilitate and provide oversight. As a group, we will need to review and inventory the existing structures and dependencies of every database view, framework model, custom report, portal statistic, system configuration (e.g., Cayenta Report Controls), and integration/interface to determine what and how much will be impacted to identify technical requirements. On the functional side, we also need to validate and prioritize the existing reports to understand their use. While we want to keep the migration a like-for-like as much as possible for testing/validation purposes, there may be opportunities to improve reporting logic or presentation to streamline reporting and reduce inefficiencies. WCG will facilitate a structured Discovery process to gather business requirements and exhaustive end-to-end test scenarios to ensure Cayenta UMS continues to work as expected across all functional areas and there are no negative downstream effects from the data and report conversion. The technical and functional requirements will feed into a Statement of Work with Cayenta, including the detailed scope and estimate of effort hours. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 8 of 31 2. Identification of senior and technical staff to be assigned to the City. Staff named in the proposal may not be substituted without permission from the City. Resumes, including relevant experience, may be included. WCG’s proposed project team is highly experienced and has a strong capacity to deliver. Nothing distinguishes WCG more than the quality of our consultants and the experience they share. This project will be staffed with individuals who bring successful and proven project and Cayenta experience along with utility software process and procedure expertise to your team. We also believe that a consultant’s interpersonal skills need to be equivalent to their process and technical skills. We take considerable pride in this characteristic, as it enables our consultants to effectively integrate with your team, reduce communication barriers, and drive positive change. The proposed team members are dedicated to the success of the City and will be available as needed for the duration of the project. Our firm guarantees that all project staff will remain committed, consistent, and available, as we believe that resource consistency is integral for maximum project efficiency. We have already tentatively reserved the future bandwidth of those named in this proposal to ensure they will be available as needed during all project tasks. WCG will remain flexible with the City throughout the project regarding the balance of work completed onsite and work completed remotely. WCG has invested in critical tools, technology, and training that allow for a highly effective approach to working remotely by using video conferencing solutions, online collaboration and productivity tools, adjusting our technique, and providing increased client support. That said, given the nature of this project, we are willing and able to be onsite as much as the City prefers, especially during critical project tasks. We are proposing the following project team for the City’s Cayenta UMS Database and Report Migration project: ❖ Dustin Keith, Project Manager ❖ Sarah Warth, Business Analyst ❖ Matt Barton, Technical Advisor ❖ Frances Nordin, Report Writer Relevant benefits provided to the City by employing the above team of experts include: ❖ Diversified resources with decades of combined utility experience, including multiple Cayenta implementation and upgrade projects. ❖ Project Manager serving as the main point of contact who will provide consistent end-to-end oversight for this project. ❖ Experienced business intelligence / data analytics and change management professional with a cross-functional application and process understanding to effectively bridge the gap as a business and technical liaison across all departments and stakeholders. ❖ Former CIO of an electric and water utility who supported an Oracle to SQL database migration project in his prior role, along with multiple Cayenta upgrade and implementation projects in both Project Manager and Technical roles since joining WCG. ❖ Former Cayenta App Con who has worked on near identical projects and is highly qualified to provide report generation and documentation as needed. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 9 of 31 To fulfill the scope of services detailed in the RFP, we propose the following breakdown of responsibilities (lead vs. support): Resumes of each proposed project team member highlighting qualifications, key areas of expertise, relevant experience from similar projects, and detailed descriptions of how they will support the project are included beginning on the next page. Lead Support Scope of Services Project Manager Business Analyst Technical Advisor Report Writer a. Manage a project team with approximately twenty (20) participants.L b. Develop and finalize a project scope featuring database and report migration.L L S c. Work with Cayenta to develop a statement of work and quote for project services.L S d. Develop a strategic roadmap of future enhancements not currently within scope of migration project.L L e. Project management for SQL migration as well as report migration/development.L f. Provide an optimized assessment in developing reports.L g. Provide time and material costs to develop and test reports.L L h. Develop, manage, and execute a detailed project plan and schedule.L i. Develop and manage the test plan, including coordination of testing activities.L j. Coordinate regular and appropriate project status meetings with project team, including documentation of meeting minutes.L k. Produce monthly and ad hoc project status reports.L l. Work with stakeholders to develop and document business processes impacted by database and report upgrades.L m. Provide incident management plan; work with stakeholders to find resolution.L S n. Provide change management plan; work with stakeholders in implementation.L S o. Conduct mock go-live sessions.L L p. Ensure product stability following go live.L L RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 10 of 31 DUSTIN KEITH Senior Project Manager PROFILE Dustin started his career in financial auditing and corporate compliance and then developed into project management and vendor oversight. He has 10+ years of experience in project management, vendor management and oversight, and contract and statement of work development and evaluation. Before joining WCG, Dustin built a career in the corporate world working as a Project Manager and Auditor for several multinational companies and state agencies in Germany, France, and the United States. As an auditor, Dustin led financial audits and compliance engagements, documented and reviewed business processes which he evaluated for internal control weaknesses, and then provided optimization recommendations. He has experience across various industries, including the public sector, energy, infrastructure, automotive, and industrial machinery. CONTACT OFFICE: Phoenix, AZ EMAIL: dkeith@wcg-consulting.com ABOUT ME Dustin enjoys spending time with family and friends and staying active by cycling, running, and golfing. EDUCATION Bachelor of Science in Accounting & Computer Science University of South Carolina RELEVANT PROJECT EXPERIENCE Dustin has provided project management services, conducted needs assessments, and developed requirements for the following WCG clients: ▪ Public Service Company of New Mexico ▪ City of Idaho Falls ▪ City of Eugene ▪ Holland Board of Public Works ▪ Burlington Electric Department PROPOSED ROLE Project Manager Dustin will provide project management services to manage the tasks, activities, and schedule for the project. He has a talent for utilizing effective project management concepts and reacting positively to changes in project specifications, service problems, and people management at all levels – on both the City and vendor side. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 11 of 31 SARAH WARTH (MBAn) BI & OCM Lead PROFILE Sarah is an experienced business intelligence and change management professional with a cross-functional understanding. She has a passion for innovative problem solving, process improvement, testing management, training administration, generating analytic insights, and strategy and thought leadership. Sarah possesses a rare combination of business acumen, domain and technical knowledge, data analytics, and interpersonal skills that enable the ability to effectively bridge the gap as a business and technical liaison and change practitioner. Before WCG, Sarah worked for a municipal electric and water utility assisting with an end-to-end implementation of Cayenta CIS, Cognos Analytics, Utilitec, Paymentus, and Smart Energy Water customer portal. Sarah also developed over 250 Cognos reports and SQL-based portal statistics using billing and revenue, credit and collections, consumption, field services, and customer data. CONTACT OFFICE: East Lansing, MI EMAIL: swarth@wcg-consulting.com ABOUT ME Sarah loves tackling challenges and meeting new people. In her free time, she enjoys baking, working out, and enjoying the outdoors. EDUCATION Change Management Certification Prosci Graduate Certificate in Training & Development Winona State University Master of Business Analytics (MBAn) Iowa State University Bachelor of Arts in Economics & Mathematics St. Olaf College RELEVANT PROJECT EXPERIENCE In her 4 years with WCG, Sarah has led needs assessments, developed requirements, written test scripts, managed testing and end-user training, leveraged data analytics and reporting, and incorporated organizational change management at the following relevant WCG projects: ▪ City of Tampa ▪ Rochester Public Utilities ▪ Clayton County Water Authority ▪ City of Clearwater ▪ Manatee County Utilities Department PROPOSED ROLE Business Analyst Sarah will bring a wealth of Cayenta, SQL, and Cognos Analytics knowledge to the project. She will lead a structured Discovery process prior to the database and report migration to gather requirements for both report development as well as manage comprehensive quality assurance testing across all functions. Sarah will also develop and facilitate a Test Plan and Training Plan. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 12 of 31 MATT BARTON (MBA, PMP) Senior Partner PROFILE Matt is a recognized leader in the private and public sectors with over 20 years of experience as an IT professional in leadership, business analysis, strategic planning, project management, cybersecurity, product development, product lifecycle management, enterprise architecture, system integration, and procurement. Before WCG, Matt served as the Chief Information Officer (CIO) for Oregon’s largest publicly owned water and electric utility. During his time as CIO, Matt was the project co-sponsor for CIS replacement, ERP implementation, Customer Experience Enhancement, Work and Asset Management System stabilization, and AMI/MDMS implementation projects. CONTACT OFFICE: Eugene, OR EMAIL: mbarton@wcg-consulting.com ABOUT ME Matt enjoys cooking, traveling, and volunteering with Court Appointed Special Advocates advocating for children in foster care. Matt is also the President of the Eugene Chapter of the Project Management Institute. EDUCATION Project Management Professional Certification (PMP) Project Management Institute Master of Business Administration & Management (MBA) Bushnell University RELEVANT PROJECT EXPERIENCE Matt has led process design, technical requirements, architecture development, integration oversight, and project management at the following relevant WCG projects: ▪ City of Tampa ▪ Chugach Electric ▪ City of Idaho Falls ▪ Holland Board of Public Works ▪ Seminole County ▪ Mount Pleasant Waterworks ▪ Manatee County Utilities Department PROPOSED ROLE Technical Advisor Matt will collaborate and advise on the technical aspects of the project, leveraging his database experience, including a past Oracle to SQL migration project. If desired and to the level that is needed, he is equipped to lead a comprehensive analysis and detailed assessment of the utility’s technology systems/integrations, provide technical system thought leadership and guidance to align technical requirements/improvements with industry best practices, and work to integrate and vet considerations for security and resiliency needs, environment management, and data conversion. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 13 of 31 FRANCES NORDIN Senior Consultant PROFILE Frances has nearly two decades of experience as an IT consultant and business analyst in a solution and results-driven environment. She is skilled in leading business process gathering and identifying opportunities for operational and technical improvements. She is well-versed and experienced with reporting and interface requirements, documenting key values that are translated into requirements, and planning the design and solutions to meet these requirements. Frances is a valuable liaison to project stakeholders as she encourages collaboration and ensures the completion of the project scope. Specific project tasks have included system configuration, optimizing solutions to incorporate business needs, delivering business intelligence solutions, leading system testing and issue resolution, and conducting organizational change management and end-user training. CONTACT OFFICE: Toronto, ON EMAIL: fnordin@wcg-consulting.com ABOUT ME Frances likes solving puzzles, looking for solutions, and improving processes. She loves going to the beach, hiking, and camping with her family. EDUCATION Change Management Certification Prosci Bachelor of Science in Computer Science University of the Philippines RELEVANT PROJECT EXPERIENCE Frances has provided requirement development, configuration oversight, testing leadership, end-user training leadership, organizational change management services, report development, and project support at the following relevant WCG projects: ▪ City of Tampa ▪ Orangeburg Department of Public Utilities ▪ City of Longmont ▪ Macon Water Authority Previous Cayenta Clients: ▪ City of Lexington ▪ Orangeburg Department of Public Utilities ▪ Bermuda Electric Company ▪ Easter Municipal Water District ▪ Riviera Utilities PROPOSED ROLE Report Writer Frances will leverage her Cayenta expertise to provide report generation, optimization, quality assurance testing, and documentation on a time and material cost basis to the level desired by the City. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 14 of 31 TAB 3 – Program Description and Method of Approach Clearly define the program offered and your method of approach including, but not limited to the following elements: 1. Project Plan/Approach WCG’s fresh, client-centric project approach increases efficiency, mitigates risk, promotes stakeholder engagement, and drives strategic alignment and successful outcomes during all phases of the project lifecycle. The largest factor that drives our projects to success, and distinguishes us from other consulting service firms, is WCG’s innovative process-driven project approach that is used to identify and synthesize each department’s needs, improvement opportunities, and value drivers. We tailor these upgrade/migration projects around identifying requirements through Discovery sessions, maximizing functionality and efficiency, bridging the gap between day-to-day process requirements and technical/report configuration, developing test scenarios for quality assurance, and delivering effective project management and organizational change management. Above all, we seek to protect the City’s best interests and empower stakeholders to make educated and strategic project decisions. Throughout all the tasks, but especially concerning project management and vendor oversight, we will serve as a trusted and knowledgeable advisor, providing a verified and steady project plan / approach. Our goal is to help the City confidently understand all aspects of the project and successfully guide them through the process. Our comprehensive project management services encompass people, process, technology, and business environment domains tailored to the City’s unique needs. Our project methodology is brought to life through our customizable project management toolset that helps drive standardized processes and provide project traceability. These tools and templates provide the structure for consistent delivery and tracking during all phases of the project, whether working onsite or remotely. In addition, this toolset can also be utilized directly by the City and/or Cayenta staff to the extent that best fits the team. In particular, WCG’s cloud-based project management tool will be utilized for detailed project schedule creation and task management and allows for deeper dives into each task to view all corresponding information, communication, documentation, activities, and subtasks/dependencies. It enables us to closely monitor and facilitate all project activities, such as deliverable sign-offs, payment milestone approvals, status reports, business requirement validation, technical requirement validation, interface agreements, project risk register, change orders, lessons learned, etc. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 15 of 31 With that said, WCG does not aim to redefine the vendor’s standard methodology or tools. We will flex our approach and tools based on what the City and Cayenta prefer, as they typically use the following tools for a project of this nature: ❖ Caystone for incident reporting/tracking and testing ❖ Support Tickets for out-of-scope or ongoing issues ❖ Smartsheet for project schedule ❖ SharePoint for document sharing 2. Ability to Respond/Scheduling The proposed team members are dedicated to the success of the City and will be available as needed for the duration of the project. As a result, they are quick to respond and have flexible schedules to adjust to the City’s and Cayenta’s staff/scheduling availability and ensure that the City remains a priority. As a company, WCG only takes on an additional 2-3 clients per year. As individuals, on average our consultants are dedicated to 1-2 projects at a time. WCG aims to achieve 100% customer satisfaction to uphold our 100% referenceable reputation and lay the groundwork for a strong continued relationship. 3. Reporting (provide examples of forms and reports as applicable) WCG’s report writers have immense Cayenta, Cognos, and SQL expertise regarding optimization recommendations, code development, report generation, quality assurance testing, change management/tracking, and documentation. Given that expertise, we are prepared to assess the current state of the City’s reports and provide recommendations for updates, consolidation, and efficiency. We have developed countless reports and portal statistics for Cayenta projects, a small sampling of which you can find on the next two pages. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 16 of 31 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 17 of 31 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 18 of 31 4. Quality Assurance Strategy To best support the City when migrating its database from Oracle to SQL Server and its reporting system from Actuate to Cognos, we will apply structure and strategy to the quality assurance and testing phase. During Discovery (expanded upon in Question #5), we will work with stakeholders to develop and document all business processes impacted by the database and report upgrade. As a result, we will identify supplemental test scenarios that will be paired with the ~500 existing test scenarios for general functions that the City has already documented and categorized during previous projects. Most importantly with the Oracle to SQL Server database migration, it is critical to perform “day-in-the- life” or User Acceptance Testing (UAT) to ensure the existing Cayenta UMS functionality and data reconciliation has not changed without explanation. In addition to the comprehensive test scenarios, WCG will develop and manage a Quality Assurance and Testing Strategy (Test Plan) that outlines the testing approach, schedule, and roles and responsibilities. During the implementation of the database and report migration, we will coordinate all quality assurance testing activities, including organizing the processes and scenarios to be tested, test case assignment, resource management, testing management and guidance, comparative analysis to ensure the results match what is expected, incident reporting and tracking, status reports, conversion monitoring, and collaborating with the Project Manager to track against entry/exit criteria. The test scenarios will be formatted (most likely Caystone or Excel) to capture the navigation type / test details, functional description, notes, and test status / results confirming successful testing of scenarios. Any failed tests will be tied to an Incident in Caystone, then tracked and validated upon resolution. Finally, before signing off and pushing to production, we will coordinate mock go-live sessions, which are integral to mitigating issues in advance, determining go-live readiness, and ensuring quality control and product stability following go-live. 5. Process and Requirements Discovery Plan Through a series of Discovery Sessions, we will collaborate with the City to determine the scope of work by eliciting and documenting all necessary business and technical requirements to successfully migrate the database and reports. The end results of this discovery will be requirements that not only feed into the Statement of Work with Cayenta, but also determine the final project scope. WCG utilizes a proven and methodical Discovery process to fully examine and document each functional area and all user requirements for report outputs. Our team will provide a well-organized structure of required Discovery sessions broken down by functional area (billing, call center, field services, etc.) while balancing the availability of stakeholders and subject matter experts. Through roundtable discussions and shadowing sessions, we experience first-hand how the City’s staff uses the database and reports, ensuring every stakeholder has been heard. We will also help stakeholders better understand both the available options and improvement opportunities as well as potential upstream and downstream impacts on current business processes. We will document the requirements and opportunities identified during Discovery to add a level of traceability for the project, which will be translated into supplemental test scenarios for quality assurance testing of functionality during the database and report migration. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 19 of 31 6. Training Plan While this project focuses on database and report migration/conversion, it is ultimately the project team staff who carry the load for realizing the benefits of process efficiency and an enhanced business experience. At its core, change is about shaping culture—personal behaviors/attitudes and corporate policies/directives—not about the specific project or tasks at hand. WCG’s people-focused change management methodology focuses on the human and organizational factors associated with the project to ensure goals are met by developing an empowered culture that embraces change and innovation regardless of the size or complexity of the project. We treat organizational change management as an ongoing process tended to throughout the project, rather than a one-time event. From Day 1, WCG will integrate organizational change management (OCM) tactics into our approach to help your staff become engaged and aware of the future state and start building the desire and knowledge to change. This has been proven in our projects to result in a higher likelihood of project success and product stability following go-live due to greater project visibility, increased staff engagement, and quicker and more complete adoption of the implemented changes. Even a perfectly designed system is only as effective as the end-user’s capabilities and confidence level. WCG will partner with the City and Cayenta to support knowledge transfer efforts by developing a Training Strategy and documentation/inventory that details the Cognos report name, function/objective, user(s), notes, source code location, and frequency. Examples of prior reporting inventories are included on the following page. If desired, we can also provide specific training and/or documentation to the City on how to develop, modify, or run reports and portals in SQL, Cognos, and/or Cayenta. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 20 of 31 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 21 of 31 TAB 4 – References A minimum of three (3) references, preferably from other public entities for which similar services have been provided within the past five (5) years are required. Include the name of entity, description of services provided, contact person’s name, phone number, e-mail address, mailing address, type of service provided, and dates the services were provided. Below we have highlighted four references from recent project experience similar to the scope of services outlined in the City’s request. We would like to stress the importance of reference checks so the City can hear first-hand the value that similar public entities put on our experience, service, and leadership on Cayenta projects. All of WCG’s client engagements are 100% referenceable. We would be happy to provide additional references apart from the ones we provided in this response to further demonstrate our qualifications and abilities. City of Tampa WCG has a long-term partnership with the City of Tampa which has entrusted WCG with several critical customer service and meter-to-cash projects, including the following: Cayenta CIS upgrade, SilverBlaze CSS portal integration and implementation, AMI implementation, customer energy portal integration, and internal business process improvements. WCG has consistently provided the City of Tampa with project strategy, project management, contract negotiations, vendor oversight and monitoring, and testing management. Most recently, WCG began delivering upon the improvement opportunities we identified as a result of the Discovery and Needs Assessment. These include updates to internal processes and documentation, Cayenta CIS system configuration, and Cognos reports and Cayenta portal statistics development and testing guidance. Dates of Service: 2020 – Present Client Reference: Rob Edwards, Technology and Innovation Project Leader 813-274-7060 | rob.edwards@tampagov.net 306 East Jackson Street, Tampa, Florida 33602 Rochester Public Utilities WCG provided Project Management and Implementation Assistance to Rochester Public Utilities in the form of process design, configuration management, system and process testing, end-user training, and post go-live stabilization for a Cayenta CIS implementation. For Project Management, WCG provided vendor oversight, managed the project plan, led utility-team coordination, validated the delivery of all committed functional requirements, managed all project documentation (Business Requirement Documents, Technical Requirement Documents, Delivery Sign-Off, Change Orders, Close-Out Plans, etc.), delivered project status and executive reporting, coordinated all conversion and go-live / cutover activities, and oversaw all system integrations and third-party vendor interaction. For Implementation Assistance, WCG provided process optimization and re-engineering, led the utility team through system configuration decisions, applied Cayenta-specific functionality expertise to deliver process design and configuration options that avoided costly enhancements and best melded RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 22 of 31 with the various departments’ processes, developed an exhaustive test plan, built custom test scripts to account for utility-specific processes and interfaces, developed an exhaustive training plan, assisted with the development of end-user training guides, managed incident resolution in Caystone, acted as the liaison between utility end-users and Cayenta application consultants, and delivered hands-on cutover leadership and system stabilization through the post-go-live period. Dates of Service: 2018 – 2020 Client Reference: Patty Hanson, Manager of Utility Programs & Services 507-280-1615 | phanson@rpu.org 4000 East River Road NE, Rochester, MN 55906 Clayton County Water Authority WCG provided Project Management and Implementation Assistance services, including core team leadership and vendor oversight, for Clayton County Water Authority (CCWA) as they replaced their CIS and Utility Billing System with Cayenta CIS. Also, as part of this project, WCG helped CCWA integrate their existing Asset and Work Management application (CityWorks) and introduce a new Mobile Workforce Management solution (MWM by Cayenta). In addition, we provide training and documentation specific to Cognos Analytics reports and Cayenta portal stats development, as well as developed a number of requested reports / portals. Dates of Service: 2018 – 2020 Client Reference: Rodney Perkins, Customer Accounts Director 770-960-3610 | rodney.perkins@ccwa.us 1600 Battle Creek Road, Morrow, GA 30260 Macon Water Authority WCG provided Project Management and Implementation Assistance in the form of process design, configuration management, system and process testing, end-user training, and post po-live stabilization for Macon Water Authority (MWA) as they replaced their CIS, Utility Billing System, and Finance Management System (FMS) with Cayenta CIS & ERP. The extent of these services was identical to the services described above for Rochester Public Utilities. We recently began another engagement with MWA providing a Project Manager and two Business Analysts as they upgrade their Cayenta environment (CIS, FMS) to v9.2 and look to newly implement Mobile Work Management (MWM) and Work and Asset Management (WAM). Dates of Service: 2019 – Present Client Reference: Harold Blevins, Director of Information Technologies 478-464-5625 | hblevins@maconwater.org 790 Second St, Macon, GA 31202 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 23 of 31 TAB 5 – Cost of Services and Schedule 1. Total cost to manage the project and complete the services as outlined in this RFP, to include training. Based on the anticipated level of effort required for each project task and associated deliverables, WCG recommends both our Project Manager and Business Analyst to be involved for the life of the project (12 months) at 0.5 FTE each to manage the project and complete the services as outlined in the RFP. These estimations are based on WCG’s extensive experience working with utilities to provide Cayenta upgrade assistance. While we believe these estimations are highly accurate and cost-effective, we are open to reviewing each deliverable in detail with the City, and we remain flexible in our project approach based on the City’s preferences and core team composition. Utilizing WCG’s flat hourly labor rate of $160 per hour for all fixed consulting resources, the monthly value per resource results in the following: Extrapolating this effort for the life of the 12-month project, the total consulting value results in the following (not inclusive of travel): The only additional costs for these resources will come from any required travel expenses (lodging, meals, and travel). The travel estimates included here are in-line with previous project experiences as a means of developing a not-to-exceed amount for the contract. WCG will remain flexible throughout the project regarding the balance of work being completed onsite and work being completed remotely. Project Role FTE Hourly Rate Monthly Value Project Manager 0.5 FTE $160 $13,864 Business Analyst 0.5 FTE $160 $13,864 Project Role Monthly Value # of Months Total Value Project Manager $13,864 12 $166,368 Business Analyst $13,864 12 $166,368 TOTAL CONSULTING VALUE:$332,736 Average Cost / Week Flight $600 Rental Car $300 Hotel $800 Per Diem $375 Total Weekly Cost:$2,075 RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 24 of 31 2. Any additional costs not stated to complete the services as outlined. WCG’s time and material costs to develop and test custom reports or provide any other services beyond the scope of this RFP is $185 per hour, not inclusive of travel expenses. 3. Hourly cost and anticipated time frame to complete estimated services. WCG uses a flat hourly cost per FTE of $160 per hour, not inclusive of travel expenses. The City’s anticipated project term of May 2024 – April 2025 (12 months) is realistic and aligns with our experience on similar projects. 4. Support and maintenance for initial three (3) years following migration/implementation, if applicable. As explained further in TAB 6 – Question #2, WCG offers a variety of long-term support and maintenance services. Depending on the scope agreed upon for support and maintenance for the initial three years following migration/implementation, WCG would utilize our standard hourly rate of $160-165 for deliverables and $185 for separate T&M requests, plus any required travel expenses. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 25 of 31 TAB 6 – Long-Term Support and Maintenance Options 1. Warranty Information, if applicable. Warranty information is not applicable to this proposal/project. 2. A detailed description of support and maintenance services. WCG is pleased to offer long-term support and maintenance services specific to utilities using Cayenta software solutions. Through these services, utilities are able to leverage our Cayenta knowledge experts to extend the useful life of their current systems and deliver an ongoing continuous improvement mindset where efficiency gains are delivered through enhanced core configuration and process design. Such improvement opportunities include streamlined processes for a reduced burden on the City’s staff, modernization via updated configuration and third-party interfaces, and improved customer satisfaction. At a high level, these service options include the following: ❖ Initial Health Check / Needs Assessment o Discuss and review any pain points / desires for improvement with subject matter experts and end-users. o Identify opportunities for internal process improvement. o Review Cayenta system configuration and integrations to identify potential improvements. ❖ Strategic & Technology Roadmap o Apply a data-driven approach that allows for a defensible strategic and technology roadmap to be developed that combines functional priorities with logically sequenced technical integrations and helps make grey area decisions more black-and-white. ❖ Deliver Improvement Opportunities o Leverage WCG’s system experts to update Cayenta configuration (e.g. service orders, collections, credit events, deposits, account types, batch jobs, etc.), integrate best practices and new offerings, integrate with other third-party systems (payment processing, customer portal, MWM, MDM, IVR, etc.), build custom reports / portal statistics, and test new processes. ❖ Upgrade & Release Management / Advisory Services o Review and vet what is included with the proposed software Upgrade / Release. o Provide City decision-makers with an explanation of what is included in the Upgrade / Release while drawing specific impact / benefit to the City and its processes. o Provide recommendations on if or when to apply the Upgrade / Release. ❖ Full-Service Testing Services o Perform exhaustive testing of new functionality related to the Upgrade / Release, including regression testing of all downstream functions. o Identify and document bugs / incidents, then work with Cayenta Support to solution the issues. o Conduct final validation testing. o Provide test summary reports to the City for sign-off, change management tracking, and promotion to Production. RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 26 of 31 TAB 7 – Other Forms 1. Exceptions/Additional Materials/Addenda form RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 27 of 31 2. Vendor Information form RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 28 of 31 3. Vendor Certification of Proposal form RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 29 of 31 4. Scrutinized Companies form(s) as required RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 30 of 31 5. E-Verify Eligibility form RFP 20-24 ©2024 Whitlock Consulting Group | Subject to Contract Page 31 of 31 6. W-9 form 1 CONTRACT BETWEEN CITY OF CLEARWATER AND WHITLOCK CONSULTING GROUP RFP #20-24 UMS DATABASE AND REPORT MIGRATION SERVICES THIS CONTRACT, entered into this 6th day of June 2024, by and between the CITY OF CLEARWATER (“City”), a Florida municipal corporation, P.O. Box 4748, Clearwater, Florida 33758 and Whitlock Consulting Group, (“Whitlock” or “Vendor”), 32 Riverview Drive, Beaufort, SC 29907, collectively as “Parties”. WHEREAS, the City seeks a qualified vendor who specializes in Utility Billing/Management Systems and Project Management for upgrade and data migration in a Cayenta Utility (Harris Group Computer Corp.) environment. WHEREAS, the City selected Vendor based on Request for Proposal (“RFP”) #20- 24 and responses by Vendor to RFP #20-24, which are incorporated by reference. WHEREAS, Vendor agrees to provide the services as outlined in RFP #20-24. NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the Parties agree that the above terms, recitals, and representations are true and accurate and are incorporated herein by reference, and the Parties further agree as follows: 1. SCOPE OF PROJECT AND PRICING. Whitlock agrees to provide Cayenta UMS Database and Report Migration Services under the terms and conditions set forth in RFP #20-24 and responses by Vendor dated February 21, 2024. The Scope of the Project and Pricing are set forth in Exhibit A. 2. TIME OF PERFORMANCE. The initial Contract Term shall commence on June 1, 2024 and end on June 30, 2025. 2 3. COMPENSATION. The City will pay Vendor in an amount not to exceed $332,736.00, as more fully described in attached Exhibit A, inclusive of all reasonable and necessary direct expenses, if applicable. The City may, from time to time, require changes in the scope of the project. Such changes, including any increase or decrease in the amount of Vendor’s compensation, and any other changes in the terms of this Contract which are mutually agreed upon by and between City and Vendor shall be effective when incorporated in written amendment to this Contract, upon mutual agreement. 4. METHOD OF PAYMENT AND ANNUAL APPROPRIATIONS. Vendor’s fees will be invoiced monthly and submitted to the City for approval for payment in accordance with the Florida Local Government Prompt Payment Act, Section 218.70, Florida Statutes. The City’s performance and obligation to pay under this Contract is contingent upon an annual appropriation of the City’s budget. 5. NOTICES AND CHANGES OF ADDRESS. Any notice required or permitted to be given by the provisions of this Contract shall be conclusively deemed to have been received by a party hereto on the date it is hand delivered to such party at the address indicated below (or at such other address as such party shall specify to the other party in writing), or if sent by registered or certified mail (postage prepaid) on the fifth (5th) business day after the day on which such notice is mailed and properly addressed. 3 Whitlock Consulting Group Michael Whitlock Founding Partner 4140 Golf Cottage Lane Charleston, SC 29455 248.648.0900 mwhitlock@wcg-consulting.com City of Clearwater Dan Mayer IT Director P.O. Box 4748 Clearwater, FL 33758 727.444.7654 daniel.mayer@myclearwater.com 6. RFP #20-24, STANDARD TERMS AND CONDITIONS. All terms and conditions as set forth in RFP #20-24, Standard Terms and Conditions are incorporated by reference and attached hereto as Exhibit B. 7. INSURANCE REQUIREMENTS. Insurance Requirements are set forth in RFP #53-23, Detailed Specifications, Section 7, which is incorporated by reference. 8. PROPRIETARY MATERIALS. Upon termination of this Contract, Vendor shall transfer, assign and make available to City or its representatives all property and materials in Vendor’s possession belonging to or paid for by the City. 9. INTERESTS OF PARTIES. Vendor covenants that its officers, employees and shareholders have no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance and/or provision of services required under the terms and conditions of this Contract. 4 10. CONFORMANCE WITH LAWS. Vendor agrees to comply with all applicable federal, state and local laws during the life of this Contract. Vendor shall be responsible for obtaining and maintaining any licenses, permits, documents, or other permissions necessary for Vendor’s operation. 11. GOVERNING LAW AND VENUE. The laws of the State of Florida shall govern this Contract, and any action brought by either party shall lie in Pinellas County, Florida. IN WITNESS WHEREOF, the Parties have caused this Contract to be signed in its corporate/legal name by its authorized representatives or persons authorized to execute this Contract on the date and year first above written. WHITLOCK CONSULTING GROUP _______________________ Name: Title: CITY OF CLEARWATER, FLORIDA _______________________ ________________________ Bruce Rector Jennifer Poirrier Mayor City Manager Approved as to form: Attest: _______________________ ____________________________ Owen Kohler Rosemarie Call Lead Assistant City Attorney City Clerk 1 | P a g e Statement of Work Project – City of Clearwater Cayenta UMS Database and Report Migration Services 1.0 Cayenta Environment Migration Support 1.1 Project Summary The City of Clearwater is upgrading its Cayenta environment by migrating its database from Oracle to SQL Server, and its reporting system from Actuate to Cognos. The City and its vendors will be migrating from an Oracle database to a SQL database, and at the same time, migrating its reporting functionality from Actuate to Cognos. As a group, we will review the current database views, custom reports, portal statistics, system configuration (e.g., Cayenta Report Controls), integrations / interfaces, and future framework model requirements to determine what and how much will be impacted to identify project requirements. Also, we will review the business processes / needs behind the existing reports to understand their purpose and use. While the goal is to keep the migration a like-for-like as much as possible for testing / validation purposes, there may be opportunities to improve reporting logic or presentation to streamline reporting and reduce inefficiencies. WCG will facilitate a structured Discovery process to gather business requirements and exhaustive end-to-end test scenarios to ensure Cayenta UMS continues to work as expected across all functional areas and there are no negative downstream effects from the data and report conversion. The technical and functional requirements will feed into a Statement of Work with Cayenta, including the detailed scope and estimate of effort hours. WCG will breakdown the responsibilities to fulfill the scope of services as follow: Lead Support Scope of Services Project Manager Business Analyst Technical Advisor Report Writer a. Manage a project team with approximately twenty (20) participants.L b. Develop and finalize a project scope featuring database and report migration.L L S c. Work with Cayenta to develop a statement of work and quote for project services.L S d. Develop a strategic roadmap of future enhancements not currently within scope of migration project.L L e. Project management for SQL migration as well as report migration/development.L f. Provide an optimized assessment in developing reports.L g. Provide time and material costs to develop and test reports.L L h. Develop, manage, and execute a detailed project plan and schedule.L i. Develop and manage the test plan, including coordination of testing activities.L j. Coordinate regular and appropriate project status meetings with project team, including documentation of meeting minutes.L k. Produce monthly and ad hoc project status reports.L l. Work with stakeholders to develop and document business processes impacted by database and report upgrades.L m. Provide incident management plan; work with stakeholders to find resolution.L S n. Provide change management plan; work with stakeholders in implementation.L S o. Conduct mock go-live sessions.L L p. Ensure product stability following go live.L L 2 | P a g e 1.2 Project Term The expected term of this project will be twelve months (May 2024 – April 2025) unless modified via change order. The timeline and scope of each phase is highlighted below: Phase 1 Requirement Discovery (June - July): - Technical Discovery Sessions - Functional Discovery Sessions • Reports • Processes • Identify end users of reports • Bill Print – current vs. future state (bill presentment) - Work with Cayenta to finalize reporting requirements • Prioritize requirements Phase 2 Contract and SOW Development (July - August): - Cayenta contracts T&C development / review - Cayenta SOW development / review - Other vendor contract and SOW development / review (if applicable) - Support Clearwater City Council approval process - Develop final project plan Phase 3.1 Cayenta Requirement Confirmation (August - September): - Cayenta kickoff - Cayenta requirement confirmation sessions • Additional prioritization • Report turnover process • Incident clearance process • End- to-end process for letter generation Phase 3.2 Infrastructure Deployment (August - September): - New application servers - Reinstall Cayenta - Stand-up new database environment - Deploy Security - System Interfaces complete or interface plan complete Phase 3.3 Data Migration (September - October): - Migrate data - Validate data migration • Testing business processes involved in queries or procedures written in Oracle - Unit testing summary report (Cayenta) - Environment delivered for testing 3 | P a g e Phase 3.4 System Integration and Report Testing (November - February): - System Integration Testing - Report delivery, testing, approval, and incident resolution Phase 3.5 User Acceptance Testing (February - March): - Conduct UAT Phase 3.6 Go-live (April): - Pre-go-live preparations and checklist - Go-live - Post go-live support Note: Project dates above and throughout this statement of work are estimated and will be further developed with all parties. 4 | P a g e 1.3 Project Assumptions WCG will have remote access to the Cayenta system, database, utilities, and supporting systems. Architectural diagrams, system interface specs, and any other appropriate documentation will be made available to WCG. Project dates within this statement of work are estimates and will be modified with input from all parties involved. The City of Clearwater will create a core team of subject matter experts that will be committed to this project. Although some of the team members will be part time, the City will plan for backfill as needed to ensure that project staffing stays consistent throughout the project period. The upgrade will be implemented according to the Cayenta implementation methodology described in Cayenta’s Statement of Work. 2.0 Project Deliverables The deliverables for this project are seen to be the following: # Deliverable Completion ETA Status 1.0 Requirement Discovery Sessions Complete 7/12/24 Not Started 2.0 Vendor Contracting and SOW Development Complete 8/16/24 Not Started 3.1 Implementation – Cayenta Requirement Confirmation Complete 9/13/24 Not Started 3.2 Implementation – Infrastructure Rollout Complete 9/27/24 Not Started 3.3 Implementation – Data Migration Testing Complete 11/01/24 Not Started 3.4 System Integration and Report Testing Complete 2/28/25 Not Started 3.5 UAT Complete 4/04/25 Not Started 3.6 Go-live 4/25/25 Not Started Implementation Project Activities: During all phases of this project, WCG will be providing one half-time project manager to manage the project team and oversee all vendors and deliverables. WCG will also be providing one half-time business analysts focused on Cayenta and Reporting migrations, and responsible for leading the City of Clearwater through process and system configuration decisions, along with developing test plans and test scripts, overseeing the testing process, and managing the training / change management process. 5 | P a g e Optional - Develop and Test Custom Reports: WCG’s time and material costs to develop and test custom reports or provide any other services beyond the scope of this RFP is $185 per hour, not inclusive of travel expenses. Optional - Long-Term Support and Maintenance: WCG is pleased to offer long-term support and maintenance services specific to utilities using Cayenta software solutions. Through these services, utilities are able to leverage our Cayenta knowledge experts to extend the useful life of their current systems and deliver an ongoing continuous improvement mindset where efficiency gains are delivered through enhanced core configuration and process design. Such improvement opportunities include streamlined processes for a reduced burden on the City’s staff, modernization via updated configuration and third- party interfaces, and improved customer satisfaction. At a high level, these service options include the following: ❖ Initial Health Check / Needs Assessment o Discuss and review any painpoints / desires for improvement with subject matter experts and end-users. o Identify opportunities for internal process improvement. o Review Cayenta system configuration and integrations to identify potential improvements. ❖ Strategic Plan & Technology Roadmap o Apply a data-driven approach that allows for a defensible Strategic Plan and Technology Roadmap to be developed that combines functional priorities with logically sequenced technical integrations and helps make gray area decisions more black-and-white. ❖ Deliver Improvement Opportunities o Leverage WCG’s system experts to update Cayenta configuration (e.g. service orders, collections, credit events, deposits, account types, batch jobs, etc.), apply best practices and new offerings, 6 | P a g e integrate with other third-party systems (payment processing, customer portal, MWM, MDM, IVR, etc.), build custom reports / portal statistics, and test new processes. ❖ Upgrade & Release Management / Advisory Services o Review and vet what is included with the proposed software Upgrade / Release. o Provide City decision-makers with an explanation of what is included in the Upgrade / Release while drawing specific impact / benefit to the City and its processes. o Provide recommendations on if or when to apply the Upgrade / Release. ❖ Full-Service Testing Services o Perform exhaustive testing of new functionality related to an Upgrade / Release, including regression testing of all downstream functions. o Identify and document bugs / incidents, then work with Cayenta Support to solution the issues. o Conduct final validation testing. o Provide test summary reports to the City for sign-off, change management tracking, and promotion to Production. 3.0 Project Effort and Cost 4.0 Invoice and Payment terms 4.1 Payment Terms WCG will invoice the City of Clearwater monthly as set out in section 3.0. Payment terms will be net 30. 4.2 Travel Expenses The only additional costs for these resources will come from any required travel expenses (lodging, meals, and travel). The travel estimates included here are in-line with previous project experiences as a means of developing a not-to-exceed amount for the contract. WCG will remain flexible throughout the project regarding the balance of work being completed onsite and work being completed remotely. 7 | P a g e Actual travel expenses for flights, mileage, hotel, and per diem will be billed monthly as incurred. Average Cost / Week Flight $600 Rental Car $300 Hotel $800 Per Diem $375 Total Weekly Cost:$2,075 STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 8 RFP #20-24 S.1 DEFINITIONS. Uses of the following terms are interchangeable as referenced: “vendor, contractor, supplier, proposer, company, parties, persons”, “purchase order, PO, contract, agreement”, “city, Clearwater, agency, requestor, parties”, “bid, proposal, response, quote”. S.2 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor’s employees, not City employees. Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers’ compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.3 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. S.4 ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City’s written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.5 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.6 NO THIRD-PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create any benefits, rights, or responsibilities in any third parties. S.7 NON- EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.8 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.9 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations under this Agreement. S.10 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 9 RFP #20-24 Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986 (IRCA) in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under this provision, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees (hereinafter “Contractor Immigration Warranty”). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274B of the Federal Immigration and Nationality Act. d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor’s personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. S.11 SALES/USE TAX, OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor’s services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. b. The City is exempt from paying state and local sales/use taxes and certain federal excise taxes and will furnish an exemption certificate upon request. S.12 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. S.13 OPENNESS OF PROCUREMENT PROCESS. Written competitive proposals, replies, oral presentations, meetings where vendors answer questions, other submissions, correspondence, STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 10 RFP #20-24 and all records made thereof, as well as negotiations or meetings where negotiation strategies are discussed, conducted pursuant to this RFP, shall be handled in compliance with Chapters 119 and 286, Florida Statutes. Proposals or replies received by the City pursuant to this RFP are exempt from public disclosure until such time that the City provides notice of an intended decision or until 30 days after opening the proposals, whichever is earlier. If the City rejects all proposals or replies pursuant to this RFP and provides notice of its intent to reissue the RFP, then the rejected proposals or replies remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued RFP or until the City withdraws the reissued RFP. A proposal or reply shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. Oral presentations, meetings where vendors answer questions, or meetings convened by City staff to discuss negotiation strategies, if any, shall be closed to the public (and other proposers) in compliance with Chapter 286 Florida Statutes. A complete recording shall be made of such closed meeting. The recording of, and any records presented at, the exempt meeting shall be available to the public when the City provides notice of an intended decision or until 30 days after opening proposals or final replies, whichever occurs first. If the City rejects all proposals or replies pursuant to this RFP and provides notice of its intent to reissue the RFP, then the recording and any records presented at the exempt meeting remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued RFP or until the City withdraws the reissued RFP. A recording and any records presented at an exempt meeting shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. In addition to all other contract requirements as provided by law, the contractor executing this agreement agrees to comply with public records law. 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, Rosemarie Call, phone: 727-562-4092 or Rosemarie.Call@myclearwater.com, 600 Cleveland Street, Suite 600, Clearwater, FL 33755. The contractor’s agreement to comply with public records law applies specifically to: a) Keep and maintain public records required by the City of Clearwater (hereinafter “public agency”) to perform the service being provided by the contractor hereunder. b) Upon request from the public agency’s custodian of public records, provide the public agency 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 for in Chapter 119, Florida Statutes, as may be amended from time to time, or as otherwise provided by law. c) Ensure that the 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 of the contract if the contractor does not transfer the records to the public agency. d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion 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 of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency’s STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 11 RFP #20-24 custodian of public records, in a format that is compatible with the information technology systems of the public agency. e) A request to inspect or copy public records relating to a public agency’s contract for services must be made directly to the public agency. If the public agency does not possess the requested records, the public agency shall immediately notify the contractor of the request and the contractor must provide the records to the public agency or allow the records to be inspected or copied within a reasonable time. f) The contractor hereby acknowledges and agrees that if the contractor does not comply with the public agency’s request for records, the public agency shall enforce the contract provisions in accordance with the contract. g) A contractor who fails to provide the public records to the public agency within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. h) If a civil action is filed against a contractor to compel production of public records relating to a public agency’s contract for services, the court shall assess and award against the contractor the reasonable costs of enforcement, including reasonable attorney fees, if: 1. The court determines that the contractor unlawfully refused to comply with the public records request within a reasonable time; and 2. At least eight (8) business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the contractor has not complied with the request, to the public agency and to the contractor. i) A notice complies with subparagraph (h)2. if it is sent to the public agency’s custodian of public records and to the contractor at the contractor’s address listed on its contract with the public agency or to the contractor’s registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. A contractor who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. S.14 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for five (5) years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor’s place of business or at City offices, as determined by the City. S.15 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City’s information, data, or facilities in accordance with the City’s current background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.16 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 12 RFP #20-24 S.17 DEFAULT. a. A party will be in default if that party: (i) Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor’s capability to perform under the Agreement; (ii) Is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar days; (iii) Conducts business in an unethical manner or in an illegal manner; or (iv) Fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with Section 27 of the City’s Purchasing and Procedures Manual. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty (30) days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non- defaulting party to provide notice of the default does not waive any rights under the Agreement. d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor’s intent or ability to perform, the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.18 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys’ fees, and costs. c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.19 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.20 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty (30) calendar days’ written notice. STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 13 RFP #20-24 S.21 CONFLICT OF INTEREST F.S. Section 112. Pursuant to F.S. Section 112, the City may cancel this Agreement after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.22 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.23 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor’s properly prepared final invoice. S.24 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. S.25 INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. S.26 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like and professional manner. The City’s acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City’s reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. S.27 THE CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City property, and will at the City’s request and expense, furnish to the City reasonable assistance and STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 14 RFP #20-24 cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.28 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.29 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.30 USE OF NAME. Contractor will not use the name of the City of Clearwater in any advertising or publicity without obtaining the prior written consent of the City. S.31 PROHIBITED ACTS. Pursuant to Florida Constitution Article II Section 8, a current or former public officer or employee within the last two (2) years shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative discretion. S.32 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. S.33 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. S.34 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.35 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the materials and services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. S.36 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City’s use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. S.37 CONTRACT ADMINISTRATION. The contract will be administered by the Procurement Division and/or an authorized representative from the using department. All questions regarding the contract will be referred to the Procurement Division for resolution. Supplements may be written to the contract for the addition or deletion of services. S.38 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the STANDARD TERMS AND CONDITIONS Cayenta UMS Database and Report Migration Services 15 RFP #20-24 public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.39 COOPERATIVE USE OF CONTRACT. The City has entered into various cooperative purchasing agreements with other Florida government agencies, including the Tampa Bay Area Purchasing Cooperative. Under a Cooperative Purchasing Agreement, any contract may be extended for use by other municipalities, school districts and government agencies with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or procurement rules and regulations of the respective government agency. Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. S.40 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Procurement Division. S.41 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via overnight courier; or (iv) sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via overnight courier or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.42 GOVERNING LAW, VENUE. This Agreement is governed by the laws of the State of Florida. The exclusive venue selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Pinellas County, Florida. S.43 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitutes the entire agreement between the parties with respect to the work to be performed. S.44 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.45 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.46 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this Agreement, completion, termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0609 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Information Technology Agenda Number: 8.3 SUBJECT/RECOMMENDATION: Approve a purchase order to Accela, Inc of San Ramon, CA for renewal of license, maintenance and professional services for land management and permitting software services for an amount not to exceed $1,903,783.11 for the term beginning May 31, 2024, through September 30, 2029, pursuant to City Code 2.563 (1)(d) Non-competitive purchases (Impractical) and authorize the appropriate officials to execute same. SUMMARY: Accela is the City’s land management solution for permitting, code enforcement, and land planning. This agreement is to upgrade our existing Building & Permitting system to their cloud-based software-as-a-Service, (SaaS), for a five (5) year term beginning May 31, 2024, and ending through September 30, 2029. The product will continue to process all building permitting/code enforcement and land management process reviews. Accela has been the City's land-management solution for 20 years and has been configured to our process and code requirements. This agreement includes maintenance for the current on-premises licensing in the amount of $169,442.59 for term May 2024 - May 2025. An anticipated maintenance credit in the amount of ($98,841.51) will be applied to subscription services beginning in October 2024 with the initiation of migration to Accela’s cloud hosted SaaS offering. For future years, subscription service terms will be from October 1st through September 30th as follows: ·Year 1 (10/24-9/25) - $293,803.67 (minus anticipated maintenance credit of $98,841.51) ·Year 2 (10/25-9/26) - $308,493.85 ·Year 3 (10/26-9/27) - $323,918.54 ·Year 4 (10/27-9/28) - $340,114.47 ·Year 5 (10/28-9/29) - $357,120.20 Additional costs for professional services in the amount of $200,000.00 are included to facilitate migration and conversion from on-premises to the Accela cloud hosted platform as well as $9,731.30 for Accela-Public Stuff (Citizen Engagement Platform) for a 6-month term (Public Stuff is being replaced with See-Click-Fix, a web-based service request and citizen engagement solution). By initiating the upgrade this year, the City will receive a 12.5% discount on the initial SaaS subscription price, which equates to approximately $40K in the first 18 months, and $290K over the 5-year term. The software subscription includes all webservices and development tools for the customization and creation of application workflows and display of data for all of the listed Accela products. Accela has been the City's land-management solution for 20 years and has been configured to our process and code requirements. Selection of an alternative system would require a significant dollar investment and a multi-year in commitment of time, retraining of staff, and a disruption in operations. Remaining with Accela will save time, money, and continuity of operations. Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0609 Payments will be made annually per the maintenance schedule. APPROPRIATION CODE AND AMOUNT: Funds will be budgeted and available in the Information Technology operating budget, cost codes 5559864-530300 (contractual services) and capital project 94857, Accella Permitting and Code Enforcement, for planned expenditures in the current and future fiscal years. STRATEGIC PRIORITY: This purchase will support all the objectives of a High-Performance Government, as well as Superior Public Service. Page 2 City of Clearwater Printed on 5/29/2024 2633 Camino Ramon, Suite 500 San Ramon, CA, 94583 Proposed by: Kristine Nelson Contact Phone: 212.430.4767 Contact Email: knelson@accela.com Quote ID: Q-32202 Valid Through: 5/12/2024 Currency: USD __________________________________________________________________________________________________________________________________________ Renewal Order Form Address Information Bill To:Ship To: City of Clearwater, FL City of Clearwater, FL 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33758-4748 United States 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33756-5520 United States Billing Name: Tony Lenning Billing Phone: 727-444-8090 Billing Email: tony.lenning@myclearwater.com ____________________________________________________________________________________________________________________________________________________________ Services Year Start Date End Date Term (Months) Price Qty Net Total Accela Citizen Access (population 107,742) Year 1 5/13/2024 5/12/2025 12 $13,517.98 1 $13,517.98 Accela Land Management (inc Server & Users) Year 1 5/13/2024 5/12/2025 12 $1,144.44 110 $125,888.57 Accela Mobile Office (inc Server & Users) Year 1 5/13/2024 5/12/2025 12 $665.61 30 $19,968.27 Accela GIS (inc Server & Users) Year 1 5/13/2024 5/12/2025 12 $402.71 25 $10,067.77 TOTAL:$169,442.59 Pricing Summary Period Net Total Year 1 $ 169,442.59   Total $ 169,442.59 Quote Number:Q-32202-1 Print Date:4/29/2024 Page 1 of 3 Page 2 of 3 Renewal Terms/Information: General Information Governing Agreement(s) This Order Form, including any OnPrem Licenses, Maintenance and Support, Subscription Services, Enhanced Reporting Database and Managed Application Services will be governed by the applicable terms and conditions. If those terms and conditions are non-existent, have expired, do not apply or have otherwise been terminated, the following terms at https:// www.accela.com/terms/ will govern as applicable, based on the Customer’s purchase. Order Terms Order Start Date Unless otherwise specified in the Special Order Terms: • Software Licenses & Subscriptions start on the date of delivery by Accela; • Hosting and Support start on Accela’s delivery of the software hosted and/or supported;. Order Duration Unless otherwise specified in the Special Order Terms: • Subscriptions continue from the Order Start Date through the number of months listed in this Order Form. • Any Software Licenses or Hardware are one-time, non-refundable purchases. • Hosting and Support continues from the Order Start Date through the number of months listed in this Order Form. All Maintenance ends on June 30, 2025. Support continues through December 31, 2025, which may be extended on a limited basis. Professional Services continue for the duration as outlined in the applicable Statement of Work, Exhibit or the Governing Agreement, as applicable. Special Order Terms  This Order Form replaces all previous order forms for the terms listed above and will govern the Software, Maintenance, and/or Services items listed on this Order Form.  No additional or conflicting terms or conditions stated in Customer's order documentation, including, without limitation, Customer purchase orders, will be incorporated into or form any part of this order or the governing agreement, and all such additional or conflicting terms are null and void.  Notwithstanding anything to the contrary, whether in the governing agreement or otherwise: (1) the Services in this Order Form may be renewed by Customer for one final 6-month term, not to extend past December 31, 2025, with limited support at the unit pricing listed above; (2) if Customer migrates to SaaS during this 6- month term, Customer will receive a credit for any prepaid support from the date of provisioning; and (3) if Customer chooses not to migrate to SaaS, Customer will not receive a refund for any prepaid support. Payment Terms Currency USD Invoice Date Unless otherwise stated in the Special Payment Terms, Invoice for the Grand Total above will be issued on the Order Start Date. Payment Due Date Unless otherwise stated in the Special Payment Terms or the Governing Agreement(s), all payments are due on the Invoice Date and payable net 30 days. Page 3 of 3 Service Charge Pricing is based upon payment by ACH or check. Payment by credit card (including Purchase Cards) for product and services in this Order Form will be subject to a service charge of 3%. There is no service charge for ACH or check payment. Special Payment Terms None unless otherwise specified in this location. Purchase Order If Customer requires PO number on invoices, it must be provided below and Customer must provide a copy of the PO prior to invoice issuance. If no PO number provided prior to invoice issuance date, invoices issued on this Order Form will be valid without a PO reference. PO# Signatures Accela, Inc. Customer Signature: Signature: Print Name: Print Name: Title: Title: Date: Date: Page 1 of 3 2633 Camino Ramon, Suite 500 San Ramon, CA, 94583 Proposed by: Kristine Nelson Contact Phone: 212.430.4767 Contact Email: knelson@accela.com Quote ID: Q-33281 Valid Through: 5/13/2024 Currency: USD Renewal Order Form Address Information Bill To: Ship To: City of Clearwater, FL City of Clearwater, FL 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33758-4748 United States 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33756-5520 United States Billing Name: Tony Lenning Billing Phone: 727-444-8090 Billing Email: tony.lenning@myclearwater.com Services Year Start Date End Date Term (Months) Price Qty Net Total PublicStuff Pro Year 1 5/13/2024 11/12/2024 6 $19,462.61 1 $9,731.30 TOTAL: $9,731.30 Services Year Start Date End Date Term (Months) Price Qty Net Total PublicStuff Pro Year 2 11/13/2024 5/12/2025 6 $19,462.61 1 $9,731.30 TOTAL: $9,731.30 Pricing Summary Period Net Total Year 1 $ 9,731.30 Year 2 $ 9,731.30 Total $ 19,462.60 Page 2 of 3 Renewal Terms/Information: General Information Governing Agreement(s) This Order Form, including any OnPrem Licenses, Maintenance and Support, Subscription Services, Enhanced Reporting Database and Managed Application Services will be governed by the applicable terms and conditions. If those terms and conditions are non-existent, have expired, do not apply or have otherwise been terminated, the following terms at https:// www.accela.com/terms/ will govern as applicable, based on the Customer’s purchase. Order Terms Order Start Date Unless otherwise specified in the Special Order Terms: • Software Licenses & Subscriptions start on the date of delivery by Accela; • Hosting and Support start on Accela’s delivery of the software hosted and/or supported;. Order Duration Unless otherwise specified in the Special Order Terms: • Subscriptions continue from the Order Start Date through the number of months listed in this Order Form (or if not listed, twelve (12) months). Thereafter Subscriptions automatically renew annually as calculated from Order Start Date of Customer’s first Subscription purchase. • Any Software Licenses or Hardware are one-time, non-refundable purchases. • Hosting and Support continue from the Order Start Date through the number of months listed in this Order Form (or if not listed, twelve (12) months). • Professional Services continue for the duration as outlined in the applicable Statement of Work, Exhibit or the Governing Agreement, as applicable. Special Order Terms This Order Form replaces all previous order forms for the terms listed above and will govern the Software, Maintenance, and/or Services items listed on this Order Form. • No additional or conflicting terms or conditions stated in Customer's order documentation, including, without limitation, Customer purchase orders, will be incorporated into or form any part of this order or the governing agreement, and all such additional or conflicting terms are null and void. • For Software Licenses, Accela may terminate this Order Form in the event the Software is phased out across Accela’s customer base. In such event, Accela will provide Customer sufficient advance notice and the parties will mutually agree to a migration plan for converting Customer to another Accela generally-available offering with comparable functionality. • Customer will have the option of semi-annual invoicing with regards to this Order Form. Customer will automatically renew for each six-month term. Customer will have the option to opt-out of the second six-month term with written notice provided to Accela at least 60-days’ prior to the Start Date of the second six-month • At the end of the 12 month term listed in the Services above, customer must enter into a renewal term of no less than twelve (12) months. Payment Terms Currency USD Invoice Date Unless otherwise stated in the Special Payment Terms, Invoice for the Grand Total above will be issued on the Order Start Date. Page 3 of 3 Payment Due Date Unless otherwise stated in the Special Payment Terms or the Governing Agreement(s), all payments are due on the Invoice Date and payable net 30 days. Service Charge Pricing is based upon payment by ACH or check. Payment by credit card (including Purchase Cards) for product and services in this Order Form will be subject to a service charge of 3%. There is no service charge for ACH or check payment. Special Payment Terms Unless Customer chooses to opt-out of the second six-month term in accordance with the Special Order Terms or is otherwise terminated, the invoice for the second six- month term will be issued on the Start Date of the second six-month term. Purchase Order If Customer requires PO number on invoices, it must be provided below and Customer must provide a copy of the PO prior to invoice issuance. If no PO number provided prior to invoice issuance date, invoices issued on this Order Form will be valid without a PO reference. PO# Signatures Accela, Inc. Customer Signature: Signature: Print Name: Print Name: Title: Title: Date: Date: 20201023 ACCELA SUBSCRIPTION SERVICES AGREEMENT This Accela Subscription Services Agreement (this “Agreement”) is entered into as of the date of the applicable Order, as defined below, that incorporates these terms (the “Effective Date”) by and between Accela, Inc. and the entity identified in such Order (“Customer”). 1. DEFINITIONS. 1.1 "Accela System" means the information technology infrastructure used by or on behalf of Accela in performing the Subscriptions Services, including all computers, software (including but not limited to Accela Software), hardware, databases, electronic systems (including database management systems), and networks, whether operated directly by Accela or its third party suppliers. 1.2 "Aggregate Data" means data and information related to Customer's use of the Subscription Services, including anonymized analysis of all data processed in the Subscription Services, that is used by Accela in an aggregate and anonymized manner, including compiling statistical and performance information related to the provision and operation of the Services. 1.3 "Authorized User" means one named employee, contractor or agent of Customer (each identified by a unique email address) for whom Customer has purchased a subscription to the Subscription Services and who is authorized by Customer to access and use the Services under the rights granted to Customer pursuant to this Agreement. 1.4 “Consulting Services” means packaged or time and materials consulting, review, training or other services (but excluding Subscription and Support Services) delivered by Accela to Customer pursuant an Order. The current Consulting Services Policy is available at www.accela.com/terms/. 1.5 “Customer Data” means the content, materials, and data that Customer, Authorized Users, and External Users enter into the Subscription Services. Customer Data does not include any component of the Subscription Services, material provided by or on behalf of Accela, or Aggregate Data. 1.6 “Documentation” means the then-current technical and functional user documentation in any form made generally available by Accela for the Subscription Services. 1.7 “External Users” means third party users of the Subscription Services that access the public-facing interfaces of the Subscription Services to submit queries and requests to facilitate communications between such third party and Customer. 1.8 “Intellectual Property Rights” means any patent rights (including, without limitation, patent applications and disclosures), copyrights, trade secrets, know-how, and any other intellectual property rights, in all cases whether or not registered or registrable and recognized in any country or jurisdiction in the world. 1.9 “Order” means an Accela order form or other mutually acceptable document fully executed between Customer and Accela that incorporates this Agreement. 20201023 1.10 “Service Availability Policy” means the Service Availability and Security Policy located at www.accela.com/terms/. 1.11 “Subscription Services” means the civic administration services, comprised of the Accela System, Software, and Support Services, to which Customer may license access to in accordance with the terms herein. 1.12 “Software” means any licensed software (including client software for Authorized Users’ devices) and Documentation that Accela uses or makes available as part of the Subscription Services. 1.13 “Support Services” means those technical and help services provided by Accela in accordance with the Software Support Services Policies (SaaS) located at www.accela.com/terms/. 1.14 “Subscription Period” means the duration of Customer’s authorized use of the Subscription Services as designated in the Order. 2. USAGE AND ACCESS RIGHTS. 2.1 Right to Access. Subject to the terms and conditions of this Agreement, Accela hereby grants to Customer a limited, non-exclusive, non-transferable right and license during the Subscription Period, to permit: (i) Authorized Users to access and use the internal and administrative interfaces of the Subscription Services in accordance with the Documentation to support Customer’s internal business purposes and (ii) its External Users the ability to access and use the publicly available interfaces to submit requests and information to Customer. Each instance of the Subscription Service shall be provisioned with the amount of storage set forth in the Order and additional storage may be purchased at the then-current rates. 2.2 Support Services & Service Availability. During the Subscription Period, Accela shall provide to Customer the Support Services specified in the Order and shall make all commercially reasonable efforts to attain the service levels specified in the applicable policies. The remedies set forth in the Support Services and Service Availability Policy are the sole and exclusive remedies for any breach of the service levels. Customer grants Accela a royalty-free, worldwide, transferable, sub- licensable, irrevocable, perpetual license to use or incorporate into its software or services any suggestions or other feedback provided by Customer or Authorized Users relating to the operation or features of the Subscription Services. 2.3 Purchasing Consulting Services. Customer may purchase Consulting Services from Accela by executing an Order for such services. All prices are exclusive of travel and expenses, which will be invoiced at actual cost, without markup, and will comply with the Consulting Services Policy located at www.accela.com/terms/ or as otherwise agreed in the applicable Order. If applicable, one Consulting Services day shall be equal to eight (8) hours. 2.4 Restrictions on Use. Customer shall not, and shall not permit others to: (i) use or access the Subscription Services in any manner except as expressly permitted by the Agreement, including but not limited to, in a manner that circumvents contractual usage restrictions set forth in this Agreement; (ii) license, sub-license, sell, re-sell, rent, lease, transfer, distribute, time share or otherwise make any portion of the Subscription Services available for access by third parties except as otherwise expressly provided herein; (iii) use the Subscription Service in a way that: (a) violates or infringes upon the rights 20201023 of a third party; or (b) stores or transmits libelous, tortious, or otherwise unlawful material or malicious code or viruses; (iv) create derivative works, reverse engineer, decompile, disassemble, copy, or otherwise attempt to derive source code or other trade secrets from or about any of the Subscription Services (except to and only to the extent such rights are proscribed by law); (v) interfere with or disrupt the security, integrity, operation, or performance of the Subscription Services; (vi) access, use, or provide access or use to the Subscription Services or Documentation for the purposes of competitive analysis or the development, provision, or use of a competing software, SaaS or product or any other purpose that is to Accela’s detriment or commercial disadvantage; (vii) provide access to the Subscription Services to competitors of Accela; (viii) access or use components of the Subscription Service not licensed by Customer; (ix) use or allow the use of the Subscription Services by anyone located in, under the control of, or that is a national or resident of a U.S. embargoed country or territory or by a prohibited end user under Export Control Laws (as defined in Section 12.3, Compliance with Laws); (x) remove, delete, alter or obscure any trademarks, Documentation, warranties, or disclaimers, or any copyright, trademark, patent or other intellectual property or proprietary rights notices from any Subscription Services; or (xi) access or use the Subscription Services in, or in association with, the design, construction, maintenance, or operation of any hazardous environments, systems or applications, any safety response systems or other safety-critical applications, or any other use or application in which the use or failure of the Subscription Services could lead to personal injury or severe physical or property damage. 2.5 Ownership. Accela retains all Intellectual Property Rights, including all rights, title and license to the Subscription Service, Software, Accela System, Support Services, Consulting Services, and Aggregate Data, any related work product of the foregoing and all derivative works thereof by whomever produced; provided however, that to the extent such materials are delivered to Customer as part of the Subscription Services, Consulting Services or Support Services then Customer shall receive a limited license consistent with the terms of Section 2 to use such materials during the Subscription Period. 2.6 Customer’s Responsibilities. Customer will: (i) be responsible for meeting Accela’s applicable minimum system requirements for use of the Subscription Services set forth in the Documentation; (ii) be responsible for Authorized Users’ compliance with this Agreement and for any other activity (whether or not authorized by Customer) occurring under Customer’s account; (iii) be solely responsible for the accuracy, quality, integrity and legality of Customer Data; (iv) use commercially reasonable efforts to prevent unauthorized access to or use of the Subscription Services and Customer Data under its account, and notify Accela promptly of any such unauthorized access or use, and; (v) use the Subscription Services only in accordance with the applicable Documentation, laws and government regulations. 3. PAYMENT TERMS. 3.1 Purchases Directly from Accela. Except as otherwise set forth in an Order, Subscription fees shall be invoiced annually in advance and such fees shall be due and payable on the first day of the Subscription and on each anniversary thereafter for each renewal, if any. All other invoices shall be due and payable net thirty (30) from the date of the applicable invoice. All amounts payable to Accela under this Agreement shall be paid by Customer in full without any setoff, deduction, debit, or withholding for any reason. Any late payments shall be subject to an additional charge of the lesser of 1.5% per month or the maximum permitted by law. All Subscription Services fees are exclusive of any taxes, levies, duties, 20201023 withholding or similar governmental assessments of any nature (collectively, "Taxes"). If any such Taxes are owed or payable for such transactions, they shall be paid separately by Customer without set-off to the fees due Accela. 3.2 Purchases from Authorized Resellers. In the event that Customer has purchased any products or services through a reseller, subject to these terms, any separate payment arrangements and terms shall be exclusively through such reseller and Accela is not a party to such transactions. Accela’s sole obligations are set forth herein and Customer acknowledges that its rights hereunder may be terminated for non-payment to such third party. 4. CONFIDENTIALITY. As used herein, "Confidential Information" means all confidential information disclosed by a one party to this Agreement to the other party of this Agreement whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. However, Confidential Information will not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the disclosing party; (ii) was known to the receiving party prior to its disclosure without breach of any obligation owed to the disclosing party; (iii) is received without restriction from a third party without breach of any obligation owed to the disclosing party; or (iv) was independently developed by the receiving party. Each party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information except as permitted herein, and will limit access to Confidential Information to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who are bound to protect such Confidential Information consistent with this Agreement. The receiving party may disclose Confidential Information if it is compelled by law to do so, provided the receiving party gives the disclosing party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the disclosing party's request and cost, to contest, limit, or protect the disclosure. 5. CUSTOMER DATA. 5.1 Ownership. Customer reserves all its rights, title, and interest in and to the Customer Data. No rights are granted to Accela hereunder with respect to the Customer Data, except as otherwise set forth explicitly in Section 5. 5.2 Usage. Customer shall be responsible for Customer Data as entered in to, applied or used in the Subscription Services. Customer acknowledges that Accela generally does not have access to and cannot retrieve lost Customer Data. Customer grants to Accela the non-exclusive right to process Customer Data (including personal data) for the sole purpose of and only to the extent necessary for Accela: (i) to provide the Subscription Services; (ii) to verify Customer’s compliance with the restrictions set forth in Section 2.4 (Restrictions on Use) if Accela has a reasonable belief of Customer’s non-compliance; and (iii) as otherwise set forth in this Agreement. Accela may utilize the information concerning Customer’s use of the Subscription Services (excluding any use of Customer’s Confidential Information) to improve Subscription Services, to provide Customer with reports on its use of the Subscription Services, and to compile aggregate statistics and usage patterns by customers using the Subscription Services. 5.3 Use of Aggregate Data. Customer agrees that Accela may collect, use and disclose Aggregate Data derived from the use of the Subscription Services for industry analysis, benchmarking, analytics, 20201023 marketing and other business purposes. All Aggregate Data collected, used and disclosed will be in aggregate form only and will not identify Customer, its Authorized Users or any third parties utilizing the Subscription Services. 6. WARRANTIES AND DISCLAIMERS. 6.1 Subscription Services Warranty. During the Subscription Period, Accela warrants that Subscription Services shall perform materially in accordance with the applicable Documentation. As Customer’s sole and exclusive remedy and Accela’s entire liability for any breach of the foregoing warranty, Accela will use commercially reasonable efforts to: (a) repair the Subscription Services in question; (b) replace the Subscription Services in question with those of substantially similar functionality; or (c), after making all commercially reasonable attempts to do the foregoing, terminate the applicable Subscription Services and refund all unused, prepaid fees paid by Customer for such non-compliant Subscription Services. 6.2 Consulting Services Warranty. For ninety (90) days from the applicable delivery, Accela warrants that Consulting Services shall be performed in a professional and workmanlike manner. As Customer’s sole and exclusive remedy and Accela’s entire liability for any breach of the foregoing warranty, Accela will use commercially reasonable efforts to (a) re-perform the Consulting Services in a compliant manner; or, after making all commercially reasonable attempts to do the foregoing, (b) refund the fees paid for the non-compliant Consulting Services. 6.3. Disclaimers. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ACCELA MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, SECURITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 6.4. Cannabis-Related Activities. If Customer purchases any Subscription Services for use with any cannabis-related activities, the following additional disclaimers shall apply: Accela is considered a software service provider to its customers and not a cannabis related business or agent thereof. In addition to the foregoing, Accela only retains Subscription Services fees of this Agreement from its Customer for general software services, a state or local government agency, and does not retain these fees from any type of External Users. It is the sole responsibility of the Customer to offer state law compliant services, which may be coordinated and facilitated through the use of the Subscription Services. Accela makes no representations, promises, or warranties with respect to the legality, suitability, or otherwise regarding any third party provider, including partners, and have no responsibility or liability with respect to services provided to Customer by such third parties. 7. INDEMNIFICATION. Accela will defend (or at Accela’s option, settle) any third party claim, suit or action brought against Customer to the extent that it is based upon a claim that the Subscription Services, as furnished by Accela hereunder, infringes or misappropriates the Intellectual Property Rights of any third party, and will pay any costs, damages and reasonable attorneys’ fees attributable to such claim that are finally awarded against Customer, provided that Customer provides: (a) Accela notice of such claim as soon practical and in no event later than would reasonably permit Accela to respond to such claim, (b) reasonable cooperation to Accela, at Accela’s expense, in the defense and/or settlement of such claim and (c) Accela the sole and exclusive control of the defense, litigation and settlement of such claim. In the event that Accela reasonably believes, in its sole discretion, that such claim may 20201023 prevail or that the usage of the Subscription Services may be joined, Accela may seek to: (a) modify the Subscription Services such that it will be non-infringing (provided such modification does not materially reduce the functionality or performance of Customer’s installed instance); (b) replace the Subscription Services with a service that is non-infringing and provides substantially similar functionality and performance; or, if the first two options are not commercially practicable, (c) terminate the remainder of the Subscription Period and refund any, pre-paid, unused fees received by Accela. Accela will have no liability under this Section 7 to the extent any claims arise from (i) any combination of the Subscription Services with products, services, methods of a third party; (ii) a modification of the Subscription Services that were either implemented by anyone other than Accela or implemented by Accela in accordance with Customer specifications; (iii) any use of the Subscription Services in a manner that violates this Agreement or the instructions given to Customer by Accela; (iv) a version of the Subscription Services other than the current, fully patched version, provided such updated version would have avoided the infringement; or (v) Customer’s breach of this Agreement. THIS SECTION 7 STATES THE ENTIRE OBLIGATION OF ACCELA AND ITSLICENSORSWITH RESPECT TO ANY ALLEGED OR ACTUAL INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS RELATED TO THIS AGREEMENT. 8. LIMITATION OF LIABILITY. EXCEPT FOR LIABILITY ARISING OUT OF EITHER PARTY’S LIABILITY FOR DEATH OR PERSONAL INJURY OR CUSTOMER’S BREACH OF SECTION 2, NEITHER PARTY’S AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SERVICE, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, SHALL EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE INCIDENT. EXCEPT FOR LIABILITY ARISING OUT OF CUSTOMER’S BREACH OF SECTION 2 OR EITHER PARTY’S LIABILITY FOR DEATH OR PERSONAL INJURY, IN NO EVENT SHALL EITHER PARTY OR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SUBSCRIPTION SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING EXCLUSIONS APPLY WHETHER OR NOT A PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 9. SECURITY. Accela has implemented commercially viable and reasonable information security processes, policies and technology safeguards to protect the confidentiality and integrity of Customer Data, personal data protect against reasonably anticipated threats. Customer acknowledges that, notwithstanding security features of the Subscription Services, no product, hardware, software or service can provide a completely secure mechanism of electronic transmission or communication and that there are persons and entities, including enterprises, governments and quasi- governmental actors, as well as technologies, that may attempt to breach any electronic security measure. Subject only to its limited warranty obligations set forth in Section 6, Accela will have no liability for any such security breach. Customer further acknowledges that the Subscription Services is not guaranteed to operate without interruptions, failures, or errors. If Customer or Authorized Users use the Subscription Services 20201023 in any application or environment where failure could cause personal injury, loss of life, or other substantial harm, Customer assumes any associated risks and will indemnify Accela and hold it harmless against those risks. 10. THIRD PARTY SERVICES. Customer may choose to obtain a product or service from a third party that is not directly produced by Accela as a component of the Subscription Services (“Third Party Services”) and this may include third party products resold by Accela. Accela assumes no responsibility for, and specifically disclaims any liability, warranty or obligation with respect to, any Third Party Service or the performance of the Subscription Services (including Accela’s service level commitment) when the Subscription Services are used in combination with or integrated with Third Party Services. 11. TERM AND TERMINATION. 11.1 Agreement Term. This Agreement shall become effective on the Effective Date and shall continue in full force and effect until the expiration of any Subscription Periods set forth in an applicable Order governed by the Agreement. 11.2 Subscription Periods & Renewals. Subscription Periods begin as specified in the applicable Order and, unless terminated earlier in accordance with this Agreement, continue for the term specified therein. Except as otherwise specified in the applicable Order, (a) all Subscription Services will automatically renew for additional Subscription Periods equal to the expiring Subscription Period, unless either party gives the other at least sixty (60) days’ notice of non-renewal before the end of the relevant Subscription Period and (b), Orders may only be cancelled or terminated early in accordance with Section 11.3. Subscription Services renewals may be subject to an annual increase, for which Accela shall provide Customer notice prior to the renewal of the Subscription Period. In the event of any non- renewal or other termination, Customer’s right to use the Subscription Services will terminate at the end of the relevant Subscription Period. 11.3 Termination or Suspension for Cause. A party may terminate this Agreement and Subscription Services license granted hereunder for cause upon thirty (30) days’ written notice to the other party of a material breach if such breach remains uncured at the expiration of such thirty (30) day period. Either party may terminate immediately if the other party files for bankruptcy or becomes insolvent. Accela may, at its sole option, suspend Customer’s or any Authorized User’s access to the Subscription Services, or any portion thereof, immediately if Accela: (i) suspects that any person other than Customer or an Authorized User is using or attempting to use Customer Data; (ii) suspects that Customer or an Authorized User is using the Subscription Services in a way that violates this Agreement and could expose Accela or any other entity to harm or legal liability; (iii) is or reasonably believes it is required to do so by law or court order or; (iv) Customer’s payment obligations are more than ninety (90) days past due, provided that Accela has provided at least thirty (30) days’ notice of such suspension for delinquent payment. Should Customer terminate this Agreement for cause, Accela will refund a pro-rata portion of unused, pre-paid fees. 11.4 Effect of Termination. If this Agreement expires or is terminated for any reason: (i) within thirty (30) calendar days following the end of Customer’s final Subscription Period, upon Customer’s request Accela provided Customer Data and associated documents in a database dump file; provided that Customer pays (a) all costs of and associated with such copying, as calculated at Accela’s then-current time-and-materials rates, and (b) any and all unpaid amounts due to Accela; (ii) licenses and use rights 20201023 granted to Customer with respect to Subscription Services and intellectual property will immediately terminate; and (iii) Accela’s obligation to provide any further services to Customer under this Agreement will immediately terminate, except as mutually agreed between the parties. If the Subscription Services are nearing expiration date or are otherwise terminated, Accela will initiate its data retention processes, including the deletion of Customer Data from systems directly controlled by Accela. Accela’s current Data Storage Policy can be accessed www.accela.com/terms/. 11.5 Survival. Sections 2.5 (Ownership and Proprietary Rights), 4 (Confidentiality), 6.3 (Disclaimer), 8 (Limitation of Liability), 11.4 (Effect of Termination), 11.5 (Surviving Provisions), and 12 (General Provisions) will survive any termination or expiration of this Agreement. 12. GENERAL. 12.1 Notice. Except as otherwise specified in this Agreement, all notices, permissions and approvals hereunder will be in writing and will be deemed to have been given upon: (i) personal delivery; (ii) three days after sending registered, return receipt requested, post or; (iii) one day after sending by commercial overnight carrier. Notices will be sent to the address specified by the recipient in writing when entering into this Agreement or establishing Customer’s account for the Subscription Services. 12.2 Governing Law and Jurisdiction. This Agreement and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action related to the subject matter of this Agreement will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. 12.3 Compliance with Laws. Each party will comply with all applicable laws and regulations with respect to its activities under this Agreement including, but not limited to, export laws and regulations of the United States and other applicable jurisdictions. Further, in connection with the services performed under this Agreement and Customer’s use of the Subscription Services, the parties agree to comply with all applicable anti-corruption and anti-bribery laws, statutes and regulations. 12.4 Assignment. Customer may not assign or transfer this Agreement, whether by operation of law or otherwise, without the prior written consent of Accela, which shall not be unreasonably withheld. Any attempted assignment or transfer, without such consent, will be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their respective successors and permitted assigns. 12.5 Publicity. Notwithstanding anything to the contrary, each party will have the right to publicly announce the existence of the business relationship between parties without disclosing the specific terms of the Agreement. 12.6 Miscellaneous. No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement will remain in effect. Accela will not be liable for any delay or failure to perform under this Agreement to the extent such 20201023 delay or failure results from circumstances or causes beyond the reasonable control of Accela. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or similar relationship between the parties. This Agreement, including any attachments hereto as mutually agreed upon by the parties, constitute the entire agreement between the parties concerning its subject matter and it supersedes all prior communications, agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement will be effective unless in writing and signed by a duly authorized representative of each party against whom the modification, amendment or waiver is to be asserted. Notwithstanding any language to the contrary, no additional or conflicting terms or conditions stated in any of Customer’s purchase order documentation or otherwise will be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void. 2633 Camino Ramon, Suite 500 San Ramon, CA, 94583 Proposed by: Jeffrey Reese Contact Phone: Contact Email: jreese@accela.com Quote ID: Q-32954 Valid Through: 5/31/2024 Currency: USD __________________________________________________________________________________________________________________________________________ Quote Address Information Bill To:Ship To: City of Clearwater, FL City of Clearwater, FL 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33758-4748 United States 100 S. Myrtle Ave PO Box 4748 Municipal Services Building Clearwater, Florida 33756-5520 United States Billing Name: Tony Lenning Billing Phone: 727-444-8090 Billing Email: tony.lenning@myclearwater.com ____________________________________________________________________________________________________________________________________________________________ Services Year Start Date End Date Term (Months) Price Qty Net Total Multi Solution User Year 1 7/1/2024 6/30/2025 12 $2,222.25 117 $260,003.25 > Accela Building - SaaS Year 1 7/1/2024 6/30/2025 12 $0.00 117 $0.00 > Accela Planning - SaaS Year 1 7/1/2024 6/30/2025 12 $0.00 117 $0.00 Enhanced Reporting Database (ERD) Year 1 7/1/2024 6/30/2025 12 $33,800.42 1 $33,800.42 TOTAL:$293,803.67 Services Year Start Date End Date Term (Months) Price Qty Net Total Multi Solution User Year 2 7/1/2025 6/30/2026 12 $2,333.36 117 $273,003.41 > Accela Building - SaaS Year 2 7/1/2025 6/30/2026 12 $0.00 117 $0.00 > Accela Planning - SaaS Year 2 7/1/2025 6/30/2026 12 $0.00 117 $0.00 Enhanced Reporting Database (ERD) Year 2 7/1/2025 6/30/2026 12 $35,490.44 1 $35,490.44 TOTAL:$308,493.85 Services Year Start Date End Date Term (Months) Price Qty Net Total Multi Solution User Year 3 7/1/2026 6/30/2027 12 $2,450.03 117 $286,653.58 > Accela Building - SaaS Year 3 7/1/2026 6/30/2027 12 $0.00 117 $0.00 > Accela Planning - SaaS Year 3 7/1/2026 6/30/2027 12 $0.00 117 $0.00 Quote Number:Q-32954-1 Print Date:3/30/2024 Page 1 of 2 Services Year Start Date End Date Term (Months) Price Qty Net Total Enhanced Reporting Database (ERD) Year 3 7/1/2026 6/30/2027 12 $37,264.96 1 $37,264.96 TOTAL:$323,918.54 Services Year Start Date End Date Term (Months) Price Qty Net Total Multi Solution User Year 4 7/1/2027 6/30/2028 12 $2,572.53 117 $300,986.26 > Accela Building - SaaS Year 4 7/1/2027 6/30/2028 12 $0.00 117 $0.00 > Accela Planning - SaaS Year 4 7/1/2027 6/30/2028 12 $0.00 117 $0.00 Enhanced Reporting Database (ERD) Year 4 7/1/2027 6/30/2028 12 $39,128.21 1 $39,128.21 TOTAL:$340,114.47 Services Year Start Date End Date Term (Months) Price Qty Net Total Multi Solution User Year 5 7/1/2028 6/30/2029 12 $2,701.16 117 $316,035.58 > Accela Building - SaaS Year 5 7/1/2028 6/30/2029 12 $0.00 117 $0.00 > Accela Planning - SaaS Year 5 7/1/2028 6/30/2029 12 $0.00 117 $0.00 Enhanced Reporting Database (ERD) Year 5 7/1/2028 6/30/2029 12 $41,084.62 1 $41,084.62 TOTAL:$357,120.20 Pricing Summary Period Net Total Year 1 $ 293,803.67 Year 2 $ 308,493.85 Year 3 $ 323,918.54 Year 4 $ 340,114.47 Year 5 $ 357,120.20   Total $ 1,623,450.73 Quote Number:Q-32954-1 Print Date:3/30/2024 Page 2 of 2 Statement of Work Page 1 of 10 Proprietary and Confidential Statement of Work Clearwater, FL SaaS Migration Services 5/14/2024 Version 1.1 Accela, Inc. 2633 Camino Ramon Suite 120 San Ramon, CA 94583 Tel: 925-659-3200 Statement of Work Page 2 of 10 Proprietary and Confidential TABLE OF CONTENTS TABLE OF CONTENTS ..................................................................................................................................................................... 2 DOCUMENT CONTROL .................................................................................................................................................................... 3 INTRODUCTION ................................................................................................................................................................................ 4 OVERVIEW ............................................................................................................................................................................................ 4 SCOPE OF SERVICES ...................................................................................................................................................................... 4 WORK DESCRIPTION ............................................................................................................................................................................. 5 OUT OF SCOPE ................................................................................................................................................................................. 5 PROJECT ASSUMPTIONS ............................................................................................................................................................... 6 GENERAL PROJECT ASSUMPTIONS ........................................................................................................................................................ 6 INTEGRATION ASSUMPTIONS ................................................................................................................................................................. 6 PROJECT TIMELINE ............................................................................................................................................................................... 6 PROJECT COMPLETION .......................................................................................................................................................................... 6 PROJECTS PUT ON HOLD ...................................................................................................................................................................... 6 PAYMENT TERMS ............................................................................................................................................................................. 6 PAYMENT SCHEDULE ............................................................................................................................................................................ 6 EXPENSES ............................................................................................................................................................................................ 7 CONTRACT SUM.................................................................................................................................................................................... 7 ADMINISTRATION ............................................................................................................................................................................. 7 CHANGE ODERS ................................................................................................................................................................................... 7 EXPIRATION .......................................................................................................................................................................................... 7 DISCLAIMERS........................................................................................................................................................................................ 7 SIGNATURES .................................................................................................................................................................................... 9 APPENDIX A: CHANGE ORDER FORM......................................................................................................................................... 10 SIGNATURE AND ACCEPTANCE ............................................................................................................................................................. 10 Statement of Work Page 3 of 10 Proprietary and Confidential DOCUMENT CONTROL Date Author Version Change Reference 4/10/2024 J. White 1.0 SOW Creation 5/2/2024 J. White 1.1 Expanded testing,support, and interface scope Statement of Work Page 4 of 10 Proprietary and Confidential INTRODUCTION OVERVIEW This Statement of Work (“SOW”) dated as of the last date of signature below sets forth the scope and definition of the project-based professional services (collectively, the “Professional Services”) to be provided by Accela, Inc., its affiliates and/or agents (“Accela”) for Clearwater, FL (“Agency” or “Customer”). This SOW is issued pursuant to and governed by the terms and conditions of the Accela Consulting Services Policy found at www.accela.com/terms. In the event of a conflict between the SOW and the Agreement, the terms of the SOW shall prevail as to pricing, delivery dates, and description of the applicable Professional Services but will not prevail over, modify, or terminate any surviving provision of the Agreement. This SOW is effective as of the date that the SOW was last signed by the Customer and Accela (“SOW Effective Date”). Notwithstanding anything to the contrary, Accela is not assigning or licensing any intellectual property to the Customer under this SOW. SCOPE OF SERVICES Accela will provide services to the Agency for migrating the Accela on-premise Civic Platform instance to the Accela Cloud based on the materials provided by the Agency in the SaaS Migration Questionnaire. • Import/upgrade of MS SQL DBs (up to 3 environments: Development, Test, Production) • Assistance migrating specific interfaces: o GIS with APO load o Credit Card Payment Adapter (PayPal) o ePermitHub o Selectron IVR o Power BI o Net Assets • Migration of up to 300 SSRS reports • Upgrade EMSE Master Scripts • Assist in integrating Azure SSO • Up to 120 hour of issue resolution and testing assistance during UAT • Go live planning and cutover assistance Products The following Accela products are in scope for this Project: • Accela Automation • Accela Citizen Access • Accela GIS • Accela Mobile Statement of Work Page 5 of 10 Proprietary and Confidential WORK DESCRIPTION Accela will perform a migration of the customer’s on-premise Accela environments using MS SQL (up to 3 environments: Support, Test, Production) to the Accela SaaS platform. Steps: 1. Customer provides an updated backup of the MS SQL databases for the environments to be migrated 2. Perform the database migration (Accela, Jetspeed, AGIS, and ADS databases as required) a. Copy database to Accela site b. Execute preparation and remediation scripts; drop any custom objects c. Import data from the MS SQL DB into Accela SaaS SQL instance 3. Execute validation scripts to confirm the schema 4. Provision tenant instance in Accela SaaS 5. Update environment specific data in the databases 6. Load ADS documents 7. Start Accela services and validate the system is functional i.e. login, search, create records, etc. 8. Execute automated test tool to ensure proper system functionality 9. Customer performs migration validation 10. Remediate any data issues that found from the migration 11. Provide the customer with a backup of the revised SQL DB 12. Upgrade EMSE master scripts to the current version 13. Migrate and Test integrations o Repoint service endpoints to new URLs o Adjust firewall rules and network topologies as necessary o Update interface EMSE scripting dependences for Azure compatibility o Unit test and ensure base functionality 14. Migrate and update SSRS reports (maximum of 300) o Import reports into the Accela SaaS environment o Update reports to remove dependencies on custom objects (stored procedures, functions) o Facilitate customer testing and remediate any issues found resulting from migration 15. Validate Ad Hoc reports o Remove dependencies on custom views where possible o Convert to SSRS as needed 16. Develop go live plan 17. Final go-live/roll back decision 18. Execute go live plan 19. Provide 3 weeks of post go live support from the project team OUT OF SCOPE Any Coding, conversion or additional services not specifically described in this document is the responsibility of Agency. Statement of Work Page 6 of 10 Proprietary and Confidential PROJECT ASSUMPTIONS GENERAL PROJECT ASSUMPTIONS • Agency will provide the necessary data, files, and other specified inputs to perform the work described in this agreement. These items will be uploaded to secure Azure storage by the Agency. Failure to provide these items in a timely fashion will result in a project delay. Such a delay will result in a Change Order. Integration Assumptions • Hosting of interfaces remains the responsibility of the agency unless specifically included in the Accela SaaS license agreement. • Agency will ensure that Accela resources have access to a Dev or Test version of the 3rd party systems for interface development. All interfaces will be developed against 1 (one), agreed upon version of the 3rd party system. • Agency will provide source code for relevant custom interfaces in scope. If source code is unavailable, then the project may be delayed or addition cost may result from the re-development of a new interface. PROJECT TIMELINE The project is estimated to take 22 weeks. The projected start date for the Project is forty-five (45) calendar days after mutual acceptance and signature of this SOW. PROJECT COMPLETION Upon completion of the work defined above, this contract will be closed. PROJECTS PUT ON HOLD It is understood that sometimes Agency priorities are revised requiring the Agency to place the Accela implementation on hold. The Agency must send a formal written request sent to Accela to put the project on hold. Delays of 2 weeks or more that have a tangible impact to Accela’s resource plan are subject to change order. If an Agency-based delay puts the project on hold for more than 90 days, Accela reserves the right to terminate the contract and negotiate new terms. If an Agency-based delay puts the project on hold past the termination period, Accela reserves the right to terminate the contract at the time of the delay. After that time, Accela can choose to cancel the rest of the Statement of Work. To finish the project will require a new Statement of Work at new pricing. PAYMENT TERMS PAYMENT SCHEDULE • 50% due at contract signing $100,000. • 50% invoiced at completion $100.000. Statement of Work Page 7 of 10 Proprietary and Confidential EXPENSES There is no provision for travel expenses or travel time in this SOW because Agency does not need any onsite resources. Travel to the Agency will not be conducted unless a Change Order, inclusive of travel expense terms and conditions, is signed prior to travel commencing to cover the cost of the travel. CONTRACT SUM The total estimated amount payable under this SOW, as calculated from the above-mentioned fees, is $200,000. This estimated price is based on the information available at time of signing and the assumptions, dependencies and constraints, and roles and responsibilities of the Parties, as stated in this SOW. ADMINISTRATION CHANGE ODERS In order to make a change to the scope of Professional Services in this SOW, and subject to the Disclaimers below, Agency must submit a written request to Accela specifying the proposed changes in detail. Accela will submit to Agency an estimate of the charges and the anticipated changes in the delivery schedule that will result from the proposed change in the Professional Services Change Order. Accela will continue performing the Professional Services in accordance with the SOW until the parties agree in writing on the change in scope of work, scheduling, and fees therefore. Any Change Order will be agreed to by the parties in writing prior to implementation of the Change Order. If Accela’s effort changes due to changes in timing, roles, responsibilities, assumptions, scope, etc. or if additional support hours are required, a change order will be created that details these changes, and impact to project and cost (if any). Any change order will be signed by Accela and Agency prior to commencing any activities defined in the change order. Standard blended rate for Accela resources is $250 per hour. The Change Order Template is attached hereto as Appendix A. EXPIRATION The scope and terms of this SOW must be executed within 90 days of the SOW date. If the SOW is not executed, the current scope and terms can be renegotiated. DISCLAIMERS Accela makes no warranties in respect of the Services described in this SOW except as set out in the governing Subscription Services Agreement. Any configuration of or modification to the Product that can be consistently supported by Accela via APIs, does not require direct database changes and is capable of being tested and maintained by Accela will be considered a “Supported Modification”. Accela’s obligations and warranties in respect of its Services, Products, and maintenance and support, as set out the agreement between Accela and Agency, does not extend outside the Supported Modifications or to any Agency manipulation of implemented scripts, reports, interfaces and adaptors. In the event Agency requires significant changes to this SOW (including cumulative revisions across any one or more Change Orders) which Accela reasonably determines (a) is a material modification of the nature or scope of Services as initially contemplated by the Parties under this SOW and/or (b) is significantly outside the Supported Modifications, Accela may, upon no less than thirty (30) days’ notice to Agency, Statement of Work Page 8 of 10 Proprietary and Confidential suspend or terminate this SOW and/or any Change Order issued hereunder. In the event of any such termination or suspension, the parties will work together in finalizing agreed-upon Deliverables. Statement of Work Page 9 of 10 Proprietary and Confidential SIGNATURES This Statement of Work is agreed to by the parties and made effective upon the date of last signature. If undated by Agency, the effective date will be as of the Accela signature hereto. ACCELA, INC. Clearwater, FL Authorized Signature Authorized Signature Name - Type or Print Name - Type or Print Title Title Date Date Statement of Work Page 10 of 10 Proprietary and Confidential APPENDIX A: CHANGE ORDER FORM Agency: CO #: Project Code: Date: Contract ID: Initiating Department: Initiated By: A. PROJECT CHANGE DESCRIPTION/TASK SUMMARY: 1. [Description of Change #1 – Issue details/scope impact, add as many as needed] • Schedule impact: • Resource impact: • Cost impact: 2. Etc. Total Project Schedule Impact: [Enter] Total Project Resource Impact: [Enter] Total Project Cost Impact: [Enter] B. BILLING TERMS: Please describe the method by which Accela may bill the customer. Typically for CO’s this is T&M. C. EXPIRATION: If this is a CO for a bucket of T&M hours there needs to be an expiration date SIGNATURE AND ACCEPTANCE The above Services will be performed in accordance with this Change Order/Work Authorization and the provisions of the Contract for the purchase, modification, and maintenance of the Accela systems. The approval of this Change Order will act as a Work Authorization for Accela and/or Agency to perform work in accordance with this Change Order, including any new payment terms identified in this Change Order. This Change Order takes precedent and supersedes all other documents and discussions regarding this subject matter. Accepted By: Accepted By: Accela, Inc. By: By: Print Name: Print Name: Title: Title: Date: Date: 1. SOFTWARE AS A SERVICE (Early Adoption - October 2024) License Quantity 5/24-5/25 2024/25 2025/26*2026/27*2027/28*2028/29*6-Yr Total Accela Citizen Access (population 107,742)1 13,517.98$ 13,517.98$ Accela Land Management 110 125,888.57$ 125,888.57$ Accela Mobile Office 30 19,968.27$ 19,968.27$ Accela GIS 25 10,067.77$ 10,067.77$ Self-Hosted Maintenace Credit (if SaaS Project Begins Oct/2024)-$ (98,841.51)$ -$ -$ -$ -$ (98,841.51)$ Accela Multi-Solution User (Building & Planning)117 -$ 260,003.25$ 273,003.41$ 286,653.58$ 300,986.26$ 316,035.58$ 1,436,682.08$ Enhanced Reporting Database (ERD)1 -$ 33,800.42$ 35,490.44$ 37,264.96$ 39,128.21$ 41,084.62$ 186,768.65$ Totals Some overlap w/users having multiple licenses 169,442.59$ 194,962.16$ 308,493.85$ 323,918.54$ 340,114.47$ 357,120.20$ 1,694,051.81$ Cost per Month during 65-month term ending October 2029 26,062.34$ 2. SELF HOSTED (Year 1) - SOFTWARE AS A SERVICE (Late Adoption - May 2025) 5/24-5/25 2024/25 2025/26*2026/27*2027/28*2028/29*6-Yr Total Accela Citizen Access (population 107,742)1 13,517.98$ 13,517.98$ Accela Land Management 110 125,888.57$ 125,888.57$ Accela Mobile Office 30 19,968.27$ 19,968.27$ Accela GIS 25 10,067.77$ 10,067.77$ Accela Multi-Solution User (Building & Planning)117 300,736.80$ 315,773.64$ 331,562.32$ 348,140.44$ 365,547.46$ 1,661,760.66$ Enhanced Reporting Database (ERD)1 35,490.44$ 37,264.96$ 39,128.21$ 41,084.62$ 43,138.85$ 196,107.08$ Totals Some overlap w/users having multiple licenses 169,442.59$ 336,227.24$ 353,038.60$ 370,690.53$ 389,225.06$ 408,686.31$ 2,027,310.33$ Cost per Month during 72-month term ending May 2030 28,157.09$ 5/24-5/25 2024/25 2025/26*2026/27*2027/28*2028/29*5-Yr Total Server Hardware - budget every 3-5 years 8 servers @ $15k ea.24,000.00$ (25,200.00)$ (26,460.00)$ (27,783.00)$ (29,172.15)$ (30,630.76)$ (139,245.91)$ Server OS 8 licenses -$ -$ -$ -$ -$ -$ -$ Server DB - SQL Licenses - 2CPUs 3 licenses 3,000.00$ (3,150.00)$ (3,307.50)$ (3,472.88)$ (3,646.52)$ (3,828.84)$ (17,405.74)$ Other Software (e.g. Client Licence, OS, DB, GUI, etc)-$ -$ -$ -$ -$ -$ -$ Server Hardware Maintenance -$ -$ -$ -$ -$ -$ -$ Disaster Recovery 6 TB 50,000.00$ (52,500.00)$ (55,125.00)$ (57,881.25)$ (60,775.31)$ (63,814.08)$ (290,095.64)$ FTE - to maintain system hardware **31,200.00$ (32,760.00)$ (34,398.00)$ (36,117.90)$ (37,923.80)$ (39,819.98)$ (181,019.68)$ Totals (Internal Expenses)108,200.00$ (113,610.00)$ (119,290.50)$ (125,255.03)$ (131,517.78)$ (138,093.67)$ (627,766.97)$ Estimated Savings per Month during 60-month term ending October 2029 (10,462.78)$ SOFTWARE AS A SERVICE - MIGRATION SERVICES 5/24-5/25 2024/25 2025/26*2026/27*2027/28*2028/29*5-Yr Total Accela SaaS Migration Services -$ 200,000.00$ -$ -$ -$ -$ 200,000.00$ * 5% annual increase ** First year estimated at 2 hours per day @ $60 full salary including benefits ePermitHub Digital Plan Room Subscription Service 79,310.00$ 81,689.30$ Selectron Relay Permits IVR and Outbound 42,190.00$ SaaS Migration Services (approximately 22 weeks) Accela SaaS Cost Comparison CLEARWATER, FL SaaS Solution 6-Year Cost (w/early adoption discount) SaaS Solution 6-Year Cost (w/late adoption) Internal Expenses (Estimates) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0614 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Information Technology Agenda Number: 8.4 SUBJECT/RECOMMENDATION: Approve an agreement with Century Link Communications, LLC dba Lumen Technologies Group (Lumen), of Bloomfield, CO for telecommunications and internet services in the amount of $305,000.00 from July 1, 2024 through June 30, 2027 in accordance with Clearwater Code of Ordinances Section 2.563 (1)(d), Non-competitive purchase, and authorize the appropriate officials to execute same. (consent) SUMMARY: Lumen is the incumbent internet service provider (ISP) and telecommunications provider for the City’s primary internet gateway and legacy phone system lines. Lumen is one of 4 companies that provides telecommunications/internet services in support of operations and resiliency of service for access to critical cloud-based business systems (other providers are Spectrum, Crown Castle, and Frontier). Using all providers is necessary to provide diversification and redundancy for these services. Additional competition cannot be obtained. For these reasons, this purchase with Lumen is non-competitive. Lumen currently provides ISP services at city offices and the Municipal Services Building under existing service orders. A new service order is being placed to physically move the Municipal Services Building connection to the adjacent Police District 2 headquarters and increase bandwidth speeds to enhance their level of service and keep pace with increasing bandwidth requirements. Lumen also currently provides PRI connections for the City’s legacy phone system which is planned for decommissioning over the next 12 months. For the term defined the charges are as follows: Internet Services (data): $105,000.00 Telecommunications Services (voice): $200,000.00 This amount represents a decrease of approximately $125,000 from the previous term due to the recent conversion to IP telephony. APPROPRIATION CODE AND AMOUNT: Funds are budgeted and available in the annual IT Admin Services budget. STRATEGIC PRIORITY: This purchase will support all the objectives of a High-Performance Government, as well as Superior Public Service. Page 1 City of Clearwater Printed on 5/29/2024 LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION OMR #: Page 1 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 This Master Service Agreement ("Agreement") is between CENTURYLINK COMMUNICATIONS, LLC D/B/A LUMEN TECHNOLOGIES GROUP (“Lumen”) and City of Clearwater (“Customer”) and is effective on the date the last party signs it (the “Effective Date”). This Agreement provides the terms and conditions applicable to Customer’s purchase of products and services (“Service”) from Lumen. 1. Term. The term of the Agreement will commence on the Effective Date and continue until the expiration of the last Service term, unless earlier terminated in accordance with the Agreement (“Term”). 2. Service. Lumen will provide Service in accordance with the Agreement, including all applicable Service Schedules, Service Exhibits, Statements of Work, Order(s), pricing attachments, and any other documents that are attached or expressly incorporated into the Agreement (“Service Attachments”). The following Service Attachments, if any, are initially attached and incorporated into the Agreement. Additional Service Attachments may be added by Amendment or by Customer placing an Order.  INTERNET SERVICES – SERVICE SCHEDULE 3. Order(s). Customer may submit requests for Service in a form designated by Lumen (“Order”). The term for a Service is defined in the applicable Service Attachment (“Service Term”). Unless otherwise set forth in a Service Attachment, Service will continue month- to-month at the expiration of the Service Term at the existing rates, subject to adjustment by Lumen on 30 days’ written notice. Lumen will notify Customer of acceptance of requested Service in the Order by delivering (in writing or electronically) the date by which Lumen will install Service (the “Customer Commit Date”), by delivering the Service, or by the manner described in a Service Attachment. Renewal Orders will be accepted by Lumen’s continuation of Service. For moves, adds or changes agreed to by Lumen, Customer will pay Lumen’s then current charges unless otherwise specifically stated in a Service Attachment. 4. Cancellation and Termination Charges. Unless otherwise set forth in a Service Attachment: (a) Customer may cancel an Order (or portion of an Order) prior to the delivery of a Connection Notice upon written notice to Lumen identifying the affected Order and Service. If Customer does so, Customer will pay Lumen a cancellation charge equal to the sum of: (1) for “Off-net” Service, third party termination charges for the cancelled Service; (2) for “On-net” Service, one month’s monthly recurring charges for the cancelled Service; (3) the non-recurring charges for the cancelled Service; and (4) Lumen’s out-of-pocket costs (if any) incurred in constructing facilities necessary for Service delivery. “Off-Net” is defined as local access circuits not provided on the network owned and operated by Lumen and its affiliates. “On-Net” is defined as local access circuits provided on the network owned and operated by Lumen and its affiliates. (b) Customer may terminate a specified Service after the delivery of a Connection Notice upon 30 days’ written notice to Lumen. If Customer does so, or if Service is terminated by Lumen as the result of Customer’s default, Customer will pay Lumen a termination charge equal to the sum of: (1) all unpaid amounts for Service actually provided; (2) 100% of the remaining monthly recurring charges for months 1-12 of the Service Term; (3) 50% of the remaining monthly recurring charges for month 13 through the end of the Service Term; and (4) if not recovered by the foregoing, any termination liability payable to third parties resulting from the termination and any out-of-pocket costs of construction to the extent such construction was undertaken to provide Service under this Agreement. The charges in this Section represent Lumen’s reasonable liquidated damages and are not a penalty. 5. Scheduled Maintenance and Local Access. Scheduled maintenance will not normally result in Service interruption. Unless otherwise set forth in a Service Attachment, if scheduled maintenance requires Service interruption Lumen will: (1) provide Customer seven days’ prior written notice, (2) work with Customer to minimize interruptions and (3) use commercially reasonable efforts to perform such maintenance between midnight and 6:00 a.m. local time. If third-party local access services are required for the Services, Customer will: (1) provide Lumen with circuit facility and firm order commitment information and design layout records to enable cross-connects to Lumen Service(s) (provided by Lumen subject to applicable charges), (2) cooperate with Lumen (including changing demarcation points and/or equipment and providing necessary LOAs) regarding circuit grooming or re-provisioning, and (3) where a related Service is disconnected, provide Lumen a written disconnection firm order commitment from the relevant third-party provider. Lumen may re-provision any local access circuits from one Off-net provider to another or to the Lumen owned and operated network (On-net), and such changes will be treated as scheduled maintenance. 6. Service Levels. (a) Any “Service Level” commitments applicable to Services are contained in the Service Attachments applicable to each Service. If Lumen does not meet a Service Level, Lumen will issue to Customer a credit as stated in the applicable Service Attachment on Customer’s request, except that credits will not be provided for Excused Outages. Lumen’s maintenance log and trouble ticketing systems are used to calculate Service Level events. Excused Outages mean scheduled maintenance under Section 5 and force majeure events, unless otherwise defined in a Service Attachment. (b) Unless otherwise set forth in a Service Attachment, to request a credit, Customer must contact Customer Service (contact information is located at https://www.lumen.com/en-us/home.html) or deliver a written request with sufficient detail to identify the affected Service. The request for credit must be made within 60 days after the end of the month in which the event occurred. Total monthly credits will not exceed the charges for the affected Service for that month. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the Service Levels applicable to the affected Service. LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION OMR #: Page 2 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 7. Right of Termination for Installation Delay. Unless otherwise set forth in a Service Attachment, in lieu of installation Service Level credits, if Lumen’s installation of Service is delayed by more than 30 business days beyond the Customer Commit Date, Customer may terminate the affected Service without liability upon written notice to Lumen, provided such written notice is delivered prior to Lumen delivering a Connection Notice for the affected Service. This Section will not apply where Lumen is constructing facilities to a new location not previously served by Lumen. 8. Default. If (a) Customer fails to make any payment when due and such failure continues for five business days after Lumen’s written notice, or (b) either party fails to observe or perform any other material term of this Agreement and such failure continues for 30 days after the other party’s written notice, then the non-defaulting party may: (i) terminate this Agreement and/or any Order, in whole or in part, and/or (ii) subject to Sections 9.1 (Damages Limitations) and 6 (Service Levels), pursue any remedies it may have at law or in equity. 9. Liabilities and Disclaimers. 9.1 Damages Limitations. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement services, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Agreement or any Order. 9.2 Disclaimer of Warranties. LUMEN MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE, EXCEPT THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT OR ANY APPLICABLE SERVICE ATTACHMENT. 10. Billing and Payment. 10.1 Commencement of Billing. Unless otherwise set forth in a Service Attachment, Lumen will deliver written or electronic notice (a “Connection Notice”) to Customer when Service is installed, at which time billing will commence ("Service Commencement Date"). If Customer notifies Lumen within three days after delivery of the Connection Notice that Service is not functioning properly, Lumen will correct any deficiencies and, upon Customer’s request, credit Customer’s account in the amount of 1/30 of the applicable monthly recurring charge (MRC) for each day the Service did not function properly. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer for the Service, and Customer will pay such charges. 10.2 Payment of Invoices and Disputes. Unless otherwise set forth in a Service Attachment, Invoices are delivered or made available monthly and due 30 days after the invoice date. Fixed charges are billed in advance and usage-based charges are billed in arrears. Customer’s payments to Lumen must be made via an ACH transfer or any Lumen approved payment portal (e.g., Control Center) in the currency stated on the invoice. Lumen may charge administrative fees where Customer’s payment and invoice preferences deviate from Lumen’s standard practices. Past due amounts bear interest at 1.5% per month or the highest rate allowed by law (whichever is less). Lumen may charge Customer reasonable attorneys' fees and any third-party collection costs Lumen incurs in collecting such amounts. Customer is responsible for all charges regarding the Service, even if incurred as the result of unauthorized use. If Customer reasonably disputes an invoice, Customer must pay the undisputed amount and submit written notice of the disputed amount (with details of the nature of the dispute and the Services and invoice(s) disputed). Disputes must be submitted in writing within 90 days from the date of the invoice. If Lumen determines in good faith that a disputed charge was billed correctly, Customer must pay such amounts within 10 days after Lumen provides notice of such determination. Customer may not offset disputed amounts from one invoice against payments due on the same or another account. 10.3 Taxes and Fees. Customer is responsible for all taxes and fees arising in any jurisdiction imposed on Customer, Lumen, or a Lumen affiliate incident to the provision, sale or use of Service. This includes value added, consumption, sales, use, gross receipts, withholding, excise, ad valorem, franchise or other taxes, fees, duties or surcharges (e.g., regulatory and 911 surcharges), along with similar charges stated in a Service Attachment (collectively “Taxes and Fees”). This does not include taxes based on Lumen’s net income. Some Taxes and Fees, and costs of administering them, are recovered through a percentage surcharge(s) on the charges for Service. If Customer is required by law to make any deduction or withholding of withholding Taxes from any payment due under this Agreement to Lumen, then, Customer must increase the gross amount payable so that, after any deduction or withholding for such withholding Taxes, the net amount paid to Lumen will not be less than Lumen would have received had no such deduction or withholding been required. Charges for Service are exclusive of Taxes and Fees. Customer may present Lumen with an exemption certificate that eliminates Lumen’s obligation to pay certain Taxes and Fees. The exemption will apply prospectively. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 10.4 Non-Appropriations. Customer intends to satisfy its obligations under this Agreement for its entire Term. For each fiscal period for Customer: (a) Customer agrees to include in its budget request appropriations sufficient to cover Customer's obligations under this Agreement; (b) Customer agrees to use all reasonable and lawful means to secure these appropriations; (c) Customer agrees it will not use non-appropriations as a means of terminating this Agreement in order to acquire functionally equivalent products or services from a third party. Customer reasonably believes that sufficient funds to discharge its obligations can and will lawfully be appropriated and made available for this purpose. In the event that Customer is appropriated insufficient funds, by appropriation, appropriation limitation or grant, to continue payments under this Agreement and has no other funding source lawfully available to it for such purpose (as evidenced by notarized documents provided by Customer and agreed to by Lumen), Customer may terminate this Agreement without incurring any termination charges by giving Lumen not less than 30 days’ prior written notice. Upon termination and to the extent of lawfully available funds, Customer will remit all amounts due and all costs reasonably incurred by Lumen through the date of termination. LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION OMR #: Page 3 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 10.5 Regulatory and Legal Changes. If changes in applicable law, regulation, rule or order materially affect delivery of Service, the parties will negotiate appropriate changes to this Agreement. If the parties cannot reach agreement within 30 days after Lumen’s notice requesting renegotiation, Lumen may, on a prospective basis after such 30-day period, pass any increased delivery costs on to Customer. If Lumen does so, Customer may terminate the affected Service on notice to Lumen delivered within 30 days of the cost increase taking effect. 11. Customer Premises; Title to Equipment. If access to non-Lumen facilities is required for the installation, maintenance, grooming, movement, upgrade and/or removal of Lumen network or equipment, Customer will, at its expense: (a) secure such right of access and (b) arrange for the provision and maintenance of power and HVAC as needed for the proper operation of such equipment and network. Title to Lumen-provided equipment (including software) remains with Lumen. Customer will not create or permit to be created any encumbrances on Lumen-provided equipment. 12. Acceptable Use Policy and Data Protection. Customer must comply with the Acceptable Use Policy (“AUP”), which is available at https://www.centurylink.com/aboutus/legal/acceptable-use-policy.html, for Services purchased under this Agreement. Lumen may reasonably modify this policy to ensure compliance with applicable laws and regulations and to protect Lumen's network and customers. If Customer will use the Services to process personal data subject to privacy or data protection law that requires specific terms in place with service providers, Customer is responsible for requesting such terms from Lumen. 13. Critical 9-1-1 Circuits. The Federal Communications Commission’s 9-1-1 reliability rules mandate the identification and tagging of certain circuits or equivalent data paths that transport 9-1-1 calls and information (“9-1-1 Data”) to public safety answering points. These circuits or equivalent data paths are defined as Critical 911 Circuits in 47 C.F.R. Section 12.4(a)(5). Lumen policies require tagging of any circuits or equivalent data paths used to transport 9-1-1 Data. Customer will cooperate with Lumen regarding compliance with these rules and policies and will notify Lumen of all Services Customer purchases under this Agreement utilized as Critical 911 Circuits or for 9-1-1 Data. 14. International Services. For Services provided outside the United States, Customer or its local affiliate may be required to enter into a separate local country addendum/agreement (as approved by local authorities) (“LCA”) with the respective Lumen affiliate that provides the local Service(s). Such Lumen affiliate will invoice Customer or its local affiliate for the respective local Service(s). 15. General Terms. 15.1 Force Majeure. Neither party will be liable, nor will any credit allowance or other remedy be extended, for any failure of performance or equipment due to causes beyond such party’s reasonable control (“force majeure event”). 15.2 Assignment and Resale. Neither party may assign its rights or obligations under this Agreement or any Service Attachment without the prior written consent of the other party, which will not be unreasonably withheld. However, either party may assign its rights and obligations under this Agreement or any Order without the consent of the other party: (1) to any subsidiary, parent, or affiliate that controls, is controlled by, or is under common control with that party; (2) pursuant to the sale or transfer of substantially all of the business or relevant assets of that party; or (3) pursuant to any financing, merger, or reorganization of that party. This Agreement and all Service Attachments will apply to any permitted transferees or assignees. Any assignee of Customer must have a financial standing and creditworthiness equal to or better than Customer's. Unless otherwise set forth in a Service Attachment, Customer may provide Service to third parties or use the Services in connection with goods or services provided by Customer to third parties (“Customer Provided Services”). To the extent permitted under law, Customer will be responsible for any claims arising from or related to any Customer Provided Services. If Customer sells telecommunications services, Customer certifies that it has filed all required documentation and will at all times have the requisite authority with appropriate regulatory agencies respecting the same. Nothing in this Agreement confers upon any third party any right, benefit or remedy. 15.3 Affiliates. Lumen may use a Lumen affiliate or a third party to provide Service to Customer, but Lumen will remain responsible to Customer for Service delivery and performance. Customer’s affiliates may purchase Service under this Agreement, and Customer will be jointly and severally liable for all claims and liabilities related to Service ordered by any Customer affiliate. 15.4 Notices. Notices will be in writing and deemed received if delivered personally, sent via facsimile, pre-paid overnight courier, electronic mail (if an e-mail address is provided below) or sent by U.S. Postal Service or First Class International Post. Unless otherwise provided for in a Service Attachment, requests for disconnection of Service (other than for default) must be submitted to Lumen via Customer’s portal at https://www.centurylink.com/business/login/ or via the following website / link: https://www.lumen.com/help/en- us/disconnects.htmland will be effective 30 days after receipt (or such longer period set forth in a Service Attachment). Notices for billing inquiries/disputes or requests for Service Level credits must be submitted to Lumen via Customer’s portal at https://www.centurylink.com/business/login/ or via Email at: billing@lumen.com. Customer failure to follow this process and/or provide complete information may result in continued charges that will not be credited. All legal notices will be addressed to Lumen at: 931 14th Str., #900, Denver, CO 80202; Fax: 888-778-0054; Attn.: Notice Coordinator; and to any electronic or physical address of Customer as provided in the Agreement or in its absence, to Customer’s address identified on the Order or as reflected in Lumen's records, Attn. General Counsel. LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION OMR #: Page 4 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 15.5 Confidentiality. Except to the extent required by an open records act or similar law, neither party will: (a) disclose any of the terms of the Agreement; or (b) disclose or use (except as expressly permitted by, or required to achieve the purposes of, the Agreement) the Confidential Information received from the other party. A party may disclose Confidential Information if required to do so by a governmental agency, by operation of law, or if necessary in any proceeding to establish rights or obligations under the Agreement. Each party will limit disclosure and access to confidential information to those of its employees, contractors, attorneys or other representatives who reasonably require such access to accomplish the Agreement’s purposes and who are subject to confidentiality obligations at least as restrictive as those contained in this Agreement. “Confidential Information” means any commercial or operational information disclosed by one party to the other in connection with the Agreement and does not include any information that: (a) is in the public domain without a breach of confidentiality; (b) is obtained from a third party without violation of any obligation of confidentiality; or (c) is independently developed by a party without reference to the Confidential Information of the other party. 15.6 Intellectual Property Ownership; Use of Name and Marks. Nothing in the Agreement or the performance of it will convey, license, or otherwise transfer any right, title, or interest in any intellectual property or other proprietary rights held by either party or its licensors. Neither party will use the name or marks of the other party or any of its affiliates for any purpose or issue any press release or public statement relating to this Agreement without the other party’s prior written consent. 15.7 Governing Law; Amendment. This Agreement will be governed and construed in accordance with the laws of the State in which Customer’s principal office is located, without regard to its choice of law rules. Each party will comply with all applicable laws, rules and regulations associated respectively with Lumen’s delivery or Customer’s use of the Service under the Agreement. This Agreement, including any Service Attachments, constitutes the entire and final agreement and understanding between the parties with respect to the Service and supersedes all prior agreements relating to the Service. Lumen is not subject to any obligations that are not explicitly identified in this Agreement. This Agreement may only be modified or supplemented by an instrument executed by an authorized representative of each party. No failure by either party to enforce any right(s) under this Agreement will constitute a waiver of such right(s). 15.8 Relationship and Counterparts. The relationship between the parties is not that of partners, agents, or joint venturers. This Agreement may be executed in one or more counterparts, all of which taken together will constitute one instrument. Digital signatures and electronically exchanged copies of signed documents will be sufficient to bind the parties to this Agreement. CENTURYLINK COMMUNICATIONS, LLC D/B/A LUMEN TECHNOLOGIES GROUP City of Clearwater {{Sig2a_es_:signer2:signature }} {{Sig1a_es_:signer1:signature }} Authorized Signature Authorized Signature {{FName2a_es_:signer2:fullname }} {{Fname1a_es_:signer1:fullname }} Name Typed or Printed Name Typed or Printed {{Title2a_es_:signer2 }} {{Title1a_es_:signer1 }} Title Title {{Date2a_es_:signer2:isdate}} {{Date1a_es_:signer1:isdate}} Date Date Customer’s Address for Notice: Customer’s facsimile number (if applicable): Person designated for notices: LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION INTERNET SERVICES SERVICE SCHEDULE OMR #: Page 5 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 1. General. “Lumen” is defined for purposes of this Service Schedule as Centurylink Communications, LLC d/b/a Lumen Technologies Group or its affiliated entities providing Services under this Service Schedule. This Service Schedule is applicable where Customer orders Lumen Internet Services (which may also be called Dedicated Internet Access, Internet Services, High Speed IP, IP Transit Services, Dedicated Internet Extension or CenturyLink IQ Networking Internet Port (“Internet Port”) on ordering, invoicing, or other documentation). The Service is also subject to the Master Service Agreement executed between Lumen and Customer, and if none, Lumen’s standard Master Service Agreement (the “Agreement”). Lumen may subcontract the provision of the Service in whole or part, provided that Lumen remains responsible for the Service to Customer as set forth in this Service Schedule. Capitalized terms used but not defined in this Service Schedule have the definitions given to them in the Agreement. 1.1 Additional General Terms. Service charges are exclusive of taxes and presented without reduction for any Withholding Tax, all of which are the responsibility of the Customer. “Withholding Tax” means any amount or account of tax on sources of income which a payor is obliged to deduct from payments due to a recipient and account for or to any tax authority. In the event that any payment to be made to Lumen under this Service Schedule should be subject to reduction by reason of a Withholding Tax, Customer agrees to pay Lumen such amounts as would have been necessary so that the aggregate net amount received by Lumen after application of a Withholding Tax is the same amount as would have been received by Lumen if there had been no requirement to deduct or withhold such tax. For Services provided outside the United States, Customer or its local affiliate may be required to enter into a separate local country addendum/agreement (as approved by local authorities) (“LCA”) with the respective Lumen affiliate that provides the local Service(s). Such Lumen affiliate will invoice Customer or its local affiliate for the respective local Service(s). 2. Services. 2.1 Service Description. Lumen Internet Services are high speed symmetrical Internet services providing access to the Lumen IP network and the global Internet (“Service”). The Service is generally available via Ethernet connections from 10/100 Mbps ports to 400Gbps ports. Additional features and functionality may include: a. IP Addresses. IP Address space with proper justification. b. Primary DNS / Secondary DNS. Primary or Secondary DNS as requested. c. Static routing / BGP peering. Static routing or BGP peering options available. d. On-line bandwidth utilization reports. On-line bandwidth utilization reports available through the customer portal. e. Basic security service. Subject to Customer having Lumen-approved routers, included as part of the Service is a one-time per 12 month period ability to request Lumen to temporarily (i.e. for up to 24 hours): (i) apply a temporary access control list (ACL) with up to 10 rules on such routers; (ii) set up firewall filters specifying IPs, subnets, ports, and protocols; and (iii) configure null routes. Requests that exceed this duration or frequency will be charged at $1000 per hour with a minimum charge of $4000. Does not apply to Dedicated Internet Extension. 2.2 Billing Types. Flat Rate. Service with flat-rate, fixed rate, or tiered billing provides a set amount of bandwidth at a flat-rate MRC. No usage element applies. Customer will not be permitted to exceed the contracted bandwidth level, provided that if Customer also orders Dynamic Capacity (where available), bandwidth and the associated charges may be adjusted as set forth in the separate terms for Dynamic Capacity. Commit Plus Burst. For Service provided with burstable bandwidth, the MRC is based on Committed Data Rate (“CDR”)/Committed Information Rate (“CIR”)). The CDR/CIR is the minimum Internet bandwidth that will be billed to Customer each month regardless of actual usage. Commit Plus Burst usage is any usage in excess of CDR/CIR. Commit Plus Burst usage charges will apply on a per Mbps basis at the rate stated in the Order. Commit Plus Burst usage charges will be billed on a 95th percentile basis. Usage levels are sampled every five minutes, for the previous 5 minute period, on both inbound and outbound traffic. At the end of the bill cycle, the highest 5% of the traffic samples for each inbound and outbound will be discarded, and the higher of the resulting inbound and outbound values will be used to calculate any applicable usage. If available and identified in the applicable Order, a Peak Data Rate (“PDR”) or Peak Information Rate (“PIR”) may apply, which is the maximum available bandwidth. Billing Arrangement. Commit Plus Burst Services may also be provided on an aggregated basis. For Billing Arrangement (or Aggregate Burstable Service, the bandwidth MRC (or Committed Monthly Usage Charge (“CMUC”), is based on the Committed Data Rate (“CDR”) (or the Aggregate Committed Data Rate (“ACDR”) or Aggregate Committed Information Rate (“ACIR”)). The CDR/ACDR/ACIR is the minimum Internet bandwidth that will be charged to Customer each month regardless of actual usage. Burst Rate (or Aggregate Burstable Usage) is any usage in excess of CDR/ACDR/ACIR. Burst Rate/Aggregate Burstable Usage charges will apply on a per Mbps basis at the rate stated in the Order. Burst Rate/Aggregate Burstable Usage is calculated on a 95th percentile basis across all included ports. For Dedicated Internet Access, all usage in excess of the CMUC are calculated on 95th percentile basis across all included ports and charged at the rate stated in the Order. LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION INTERNET SERVICES SERVICE SCHEDULE OMR #: Page 6 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 2.3 On-Net and Off-Net Access. Access services provided entirely on the Lumen owned and operated network (“Network”) are “On-Net Access Services”. Additionally, Lumen may use third parties to reach Customer’s site from the Lumen Network (“Off-Net Access Services”). Local Access may be provisioned utilizing one of the following service technologies: special access, ethernet local access, multi-tenant unit (MTU) access, or wavelength local access. In rare circumstances, Customers may experience bandwidth limitation on a Lumen Internet Services with a single data flow (a continuous sequence of packets from a source to a destination measured over a network link), although PDR could still be achieved over available bandwidth via additional data flows. 2.4 Converged Voice-Internet Service. Where Customer orders Internet Services bundled with Lumen Enterprise Voice SIP Based Services only, such charges will show on the invoice as Converged Voice-Internet Service. For clarification, the Converged Voice-Internet Service is treated as a single Service and if Customer wishes to unbundle or terminate a part of the Converged Voice-Internet Service, early termination liability may apply and Customer will be required to execute new orders for the desired stand-alone Service. 2.5 Lumen Arranged Third Party Procured Internet Services. For certain Service locations (including but not limited to where Lumen may lack relevant licenses to provide such service), Lumen may agree to a) arrange Internet Services using third party providers or b) procure Internet Services from third party providers on Customer’s behalf (“Third Party Internet Service”). Examples of such locations include, but are not limited to, service locations in China (excluding Hong Kong), India, Indonesia, Malaysia, New Zealand, Philippines, Taiwan, Thailand, Vietnam, Latin America, Central America, Countries and Territories of the Caribbean, Mexico, Europe, Middle East and Africa. Service options vary on a country by country basis and may include access to the Internet via overbooked and/or non- overbooked connections, DSL technology, private leased circuits (fixed or wireless), and/or satellite. Specific service details (access type, e.g., downstream/upstream speed, customer premises equipment requirements, and number of IP addresses) also differ on a country by country basis. Border Gateway Protocol (BGP) routing capabilities may not be available for Third Party Internet Service. Customer understands and acknowledges that Third Party Internet Service will, if requested by Customer, be provided by third party provider(s) to Lumen and accordingly, is provided on an as-is basis. Notwithstanding the foregoing, Customer may report faults and/or outages in Third Party Internet Service to Lumen on a 24x7 basis and, in such circumstances, Lumen will contact the applicable third-party service provider with a view to restoring service as quickly as possible. Customer will reasonably cooperate with the requests of such providers of Third Party Internet Service to enable installation, maintenance, repair, and disconnection of Services. Commit Plus Burst and Billing Arrangement pricing methodologies, as well as on-line bandwidth utilization reports, are not available for Third Party Internet Service. 2.6 Third Party Peer Destined Traffic. If at any time Lumen’s provision of High Speed IP (any port size) or Dedicated Internet Access (10G or 100G port sizes only) Service to Customer (and/or any of its affiliates) (each a “Transit Party”) results in unbalanced traffic ratios between Lumen and any other third party peer network that would negatively impact any of Lumen’s peering relationships, Lumen will provide written notice to the Transit Party triggering the unbalanced traffic ratios along with a 30-day opportunity to cure such traffic imbalance (“Balance Cure Period”) during which Lumen and the relevant Transit Party will cooperate to cure the traffic imbalance. Lumen will clearly identify to the Transit Party the traffic imbalance volume and location(s) of imbalance with said peer. If the Transit Party fails to cure the traffic imbalance within that Balance Cure Period, Lumen may, in good faith discussions with the Transit Party, take appropriate action, which may include termination of one or more Internet ports, to return traffic ratios to be within compliance of the peering provider. Notwithstanding the foregoing, if an emergency condition exists (“emergency condition” for purposes on this section is considered to be traffic conditions which threaten a material and adverse impact on Lumen’s network or its peers’ networks), which requires Lumen to balance traffic with its’ peers, then Lumen may in its’ sole reasonable discretion, take appropriate action without the Transit Party’s consent, which may include but is not limited to, suspending traffic on the affected port(s), to remedy such emergency condition; provided, that in such event, Lumen will provide as much notice as is practicable under the particular emergency condition. 2.7 Intended Use. Any High Speed IP (any port size) or Dedicated Internet Access (10G or 100G port sizes only) Service is intended to be used for a mixture of internet destinations and not for traffic overly weighted towards individual networks. As such, if more than 25% of total traffic on those particular Services is carried across Lumen's inter-continental backbone links or more than 25% of total traffic (excluding traffic terminating to AS3356 or AS209) is sent towards an individual egress network (either third party peer networks or Lumen end customer networks), then Lumen may choose to issue written notification to Customer to remedy the imbalance, after which Customer will work with Lumen in good faith to remedy such imbalance. Notwithstanding the foregoing, if Customer fails to remedy the imbalance within ten (10) working days of such notification and such imbalance is of a nature that does or will negatively affect (i) the Lumen (or its affiliates) network in a technical and/or operational manner or (ii) the hardware, systems or services of other orders of Lumen or any Lumen affiliate, then Lumen, in its sole discretion, will have the right to a) charge Customer for traffic breaching the limits above at an “excess burst" rate of 1.5x the negotiated CDR rate per Mbps; or b) use technical means to withdraw access to these destinations from those Services. 2.8 Service Levels. Lumen Internet Services are subject to the Lumen Service Level Agreement available at https://www.lumen.com/en-us/about/legal/business-customer-terms-conditions.html and subject to change. If Lumen changes the Lumen Service Level Agreement and the change is material and detrimental, Customer may request and receive the last version of the Service Level Agreement in effect before the change. 3. Customer Responsibilities. 3.1 Charges. Customer will be billed non-recurring charges (“NRC”) and monthly recurring charges (“MRC”) for Service as set forth in an Order(s). NRC include applicable installation charges for local-access circuit, port connection, and bandwidth. MRC include local- access charges, port connection charges, and bandwidth charges. Other charges, including but not limited to usage-based charges, may apply as stated in the Order(s). The Services are available with Flat-Rate, Commit Plus Burst, or Billing Arrangement billing types. LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION INTERNET SERVICES SERVICE SCHEDULE OMR #: Page 7 of 7 © Lumen Technologies. All Rights Reserved. MSA v1.120220 Construction charges apply if special construction is required to extend Service to the demarcation point. If Customer does not approve of the Construction charges after Lumen notifies Customer of the charges, the Service ordered will be deemed cancelled. 3.2 Additional Customer Responsibilities. Customer is solely responsible for all equipment and other facilities used in connection with the Service which are not provided by Lumen. All IP addresses, if any, assigned to Customer by Lumen will revert to Lumen upon termination of Service, and Customer will cease using such addresses as of the effective date of termination. Unless the parties otherwise agree in writing, Customer has sole responsibility for ordering, securing installation, and ensuring proper operation of any and all equipment required to enable Customer to receive the Service. 3.3 Resale Restriction. Notwithstanding anything to the contrary in the Agreement, Customer is prohibited from reselling any Internet Service or any ports provided under this Service Schedule as a stand-alone service to a third party without the express written consent of Lumen, provided, however that Customer may bundle any Internet Service or any ports provided pursuant to this Service Schedule with any other Lumen services (to the extent resale of those service is allowed) or the services of Customer and resell such bundled service to Customer’s subscribers and its customers. The Parties agree that the preceding is not applicable to Converged Voice- Internet Service, and Customer is prohibited from reselling any Converged Voice-Internet Service unless the parties enter into an amendment signed by authorized representatives of both parties. 3.4 Business Contact Information. Customer must provide to Lumen the names of and contact information (“Business Contact Information”) for its employees (“Business Contacts”) who have purchasing or other responsibilities relevant to Lumen’s delivery of international Service under this Service Schedule. Customer consents to Lumen’s and its affiliates or subcontractors’ use and transfer to the United States of Business Contact Information for the purpose of: (a) fulfilling its obligations under this Service Schedule; and (b) providing information to Customer about Lumen’s products and services via these Business Contacts. Customer represents that the Business Contact Information is accurate and that each Business Contact has consented to Lumen’s processing of their Business Contact Information for the purposes set forth in this Service Schedule. The Business Contact Information provided by Customer has been collected, processed, and transferred in accordance with applicable laws, including, where applicable, any necessary notification to the relevant data protection authority in the territory in which Customer is established (“Authority”). Customer will notify Lumen promptly of staffing or other changes that affect Lumen’s use of Business Contact Information. Lumen will have in place technical and organizational measures that support a level of security appropriate to the risk represented by the processing and the nature of the Business Contact Information and that is designed to protect such information against accidental or unlawful destruction or accidental loss, alteration, and unauthorized disclosure or access. Lumen will use the information only for the express purposes set forth in this Service Schedule. Lumen will identify a contact authorized to respond to inquiries concerning processing of Business Contact Information and will reasonably cooperate in good faith with Customer and the Authority concerning all such inquiries without excessive delays. 4. Reserved. Updated: October 31, 2023 Document No. DOC-0001387456 Scenario: SM10519076 Service Order Confidential Page 1 of 3 Customer Information and Contract Specifications Customer Name: City of Clearwater, FL Account Number: 2-P9XJ96 Currency: USD Monthly Recurring Charges (MRC): $1,167.81 Non Recurring Charges (NRC): 0 Service Order Service Address Description Order Type Term (Months) Qty Unit MRC Unit NRC Total MRC Total NRC 645 PIERCE ST CLEARWATER FLORIDA 33756 5400 UNITED STATES Dedicated Internet Access New 36 1 - Standard Delivery - To the MPoE (Customer Provided) Access - Off Net New 36 1 $687.75 $0.00 - Bandwidth = GigE - Ethernet Switched Access (50-1,000) - Access Sub Bandwidth=1000 Mbps - Standard Delivery - To the MPoE (Customer Provided) IP Port 1 $0.00 $0.00 $0.00 $0.00 IP Logical 1 $480.06 $0.00 $480.06 $0.00 - Billing Method=Flat Rate - Peak Data Rate = 1000 Mbps Subtotal $1,167.81 $0.00 Totals $1,167.81 $0.00 *If the Service Address column above is blank, no Service Address is required for the Service or the Service Address is identified as a data center in the Description column. SLED Terms and Conditions Governing This Order 1.“Lumen” is defined for purposes of this Order as CenturyLink Communications, LLC d/b/a Lumen Technologies Group or its affiliated entities providing Services under this Order. The Lumen entity providing Services is identified on the invoice. This confidential Order may not be disclosed to third parties and is non-binding until accepted by Lumen, as set Document No. DOC-0001387456 Scenario: SM10519076 Service Order Confidential Page 2 of 3 forth in section 4. Customer places this Order by signing or otherwise acknowledging (in a manner acceptable to Lumen) this document and returning it to Lumen. Pricing is valid for 90 calendar days from the date indicated unless otherwise specified. 2. Prior to installation, Lumen may notify Customer in writing (including by e-mail) of price increases due to off-net vendors or increased construction costs. Customer has 5 business days following notice to cancel this Order without liability; or otherwise, Customer is deemed to accept the increase. 3. If a generic demarcation point (such as a street address) is provided, the demarcation point for on-net services will be Lumen’s Minimum Point of Entry (MPOE) at such location (as determined by Lumen). Off-net demarcation points will be the off-net vendor's MPOE. If this Order identifies aspects of services that are procured by Customer directly from third parties, Lumen is not liable for such services. 4. Services are subject to Lumen’s standard Master Service Agreement and Service Schedule(s), copies of which are available at https://www.lumen.com/en-us/about/legal/business-customer-terms-conditions.html or upon request, unless Customer has executed a service agreement with Lumen or one of its affiliates applicable to the Services on this Order. In that case, the most recent service agreement will apply to the extent not inconsistent with this Order and the current Service Schedule(s) will apply and is/are specifically incorporated into the applicable agreement by this reference. Notwithstanding anything to the contrary, Lumen will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Lumen will install Service (the “Customer Commit Date”), by delivering the Service, or by the manner described in a Service Schedule. Lumen will deliver a written or electronic notice that the Service is provisioned, at which time billing will commence. At the expiration of the Service Term, Service will continue month-to-month at the existing rates, subject to change by Lumen on 30 days’ written notice. If the service agreement or applicable service specific terms do not include cancellation or early termination charges and if Customer cancels or terminates Service for any reason other than Lumen’s uncured default or if Lumen cancels or terminates for cause, then Customer will pay Lumen’s standard cancellation or early termination liability charges in Lumen’s standard Master Service Agreement. 5. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Order. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the service levels applicable to the affected Service. 6. Transport services ordered from Lumen will be treated as interstate for regulatory purposes except as otherwise agreed to in writing. 7. Charges for certain Services are subject to (a) a monthly property tax surcharge and (b) a monthly cost recovery fee per month to reimburse Lumen for various governmental taxes and surcharges. Such charges are subject to change by Lumen and will be applied regardless of whether Customer has delivered a valid tax exemption certificate. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 8. Unless otherwise set forth in a Service Attachment, Customer will pay Lumen’s standard ancillary charges for expedites and additional activities, features, or options as set forth in the Ancillary Fee Schedule, available at http://www.lumen.com/ancillary-fees. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer and Customer will pay such charges. 9. For colocation, data center and/or hosting services, pre-arranged escorted access may be required at certain locations, and cross connect services are subject to whether facilities are available at the particular location to complete the connection. Document No. DOC-0001387456 Scenario: SM10519076 Service Order Confidential Page 3 of 3 10. For Internet Services provided in countries where Lumen does not currently hold a license to provide such Services, Customer consents and appoints Lumen as its agent to procure of third-party carriers. 11. If your network service utilizes TDM technologies, then the following applies: (a) During the Service Term and on 60 days’ prior written notice, Lumen may re-provision Customer’s off-net TDM Services (“Service Re-provision”). If Customer objects to the Service Re-provision, Customer may terminate the affected service by notifying Lumen in writing within 30 days of the date of the Service Re-provision notification and (b) During the Service Term, Lumen may increase rates for off-net TDM services. Lumen will provide Customer 60 days’ prior written notice before implementing the increase ("Rerate Notice"). If Customer objects to the increase, Customer must notify Lumen in writing within 30 days of the date of the Rerate Notice whether Customer will (i) receive the affected service on a month-to-month basis or (ii) terminate the affected service, subject to early termination liability charges. Under subsection (ii), Customer’s requested disconnect date must be within 90 days of the Rerate Notice. If Customer does not respond to the Rerate Notice, the affected service will continue to be provided at the increased rates set forth in the Rerate Notice. Additional Order Terms Invoices Single prices shown above for bundled Services, or for Services provided at multiple locations, will be allocated among the individual services for the purpose of applying Taxes and regulatory fees and also may be divided on Customer’s invoice by location served. Activation Support If requested by Customer, and for an additional charge, Lumen will provide assistance with activating and/or configuring equipment on Customer’s side of the Demarcation Point (“Activation Support”). Signature Block Customer: City of Clearwater, FL Total MRC: $1,167.81 Total NRC: 0 Signature: {{_es_signer_signature }} Name: {{_es_signer_fullname }} Title: {{_es_signer_title }} Date: {{_es_signer_date }} Customer and the individual signing above represent that such individual has the authority to bind Customer to this Agreement. Document Generation Date: 04-25-2024 Document No. DOC-0001397484 Scenario: SM10629056 Service Order Confidential Page 1 of 4 Customer Information and Contract Specifications Customer Name: City of Clearwater, FL Account Number: 2-P9XJ96 Currency: USD Monthly Recurring Charges (MRC): $1,685.70 Non Recurring Charges (NRC): $350.00 Service Order Service Address Description Order Type Term (Months) Qty Unit MRC Unit NRC Total MRC Total NRC 1700 N BELCHER RD CLEARWATER FLORIDA 33765 1305 UNITED STATES IP VPN Port and Access New 12 1 $0.00 $0.00 $0.00 $0.00 - Standard Delivery - To the MPoE (Customer Provided) Managed IAD 1 $552.50 $350.00 $552.50 $350.00 - Vendor = Cisco - Model = C4331-T1- 03 Port - 100 Mbps 1 $0.00 $0.00 $0.00 $0.00 Transport New 12 1 $683.20 $0.00 - Includes Network Interface Device Subtotal $1,235.70 $350.00 1700 N BELCHER RD CLEARWATER FLORIDA 33765 1305 UNITED STATES IP VPN Logical Interface (10 Mbps CIR, Flat Rate) New 12 1 $450.00 $0.00 $450.00 $0.00 - Committed Information Rate (CIR) = 10 Mbps Subtotal $450.00 $0.00 Totals $1,685.70 $350.00 *If the Service Address column above is blank, no Service Address is required for the Service or the Service Address is identified as a data center in the Description column. SLED Terms and Conditions Governing This Order 1.“Lumen” is defined for purposes of this Order as CenturyLink Communications, LLC d/b/a Lumen Technologies Group Document No. DOC-0001397484 Scenario: SM10629056 Service Order Confidential Page 2 of 4 or its affiliated entities providing Services under this Order. The Lumen entity providing Services is identified on the invoice. This confidential Order may not be disclosed to third parties and is non-binding until accepted by Lumen, as set forth in section 4. Customer places this Order by signing or otherwise acknowledging (in a manner acceptable to Lumen) this document and returning it to Lumen. Pricing is valid for 90 calendar days from the date indicated unless otherwise specified. 2. Prior to installation, Lumen may notify Customer in writing (including by e-mail) of price increases due to off-net vendors or increased construction costs. Customer has 5 business days following notice to cancel this Order without liability; or otherwise, Customer is deemed to accept the increase. 3. If a generic demarcation point (such as a street address) is provided, the demarcation point for on-net services will be Lumen’s Minimum Point of Entry (MPOE) at such location (as determined by Lumen). Off-net demarcation points will be the off-net vendor's MPOE. If this Order identifies aspects of services that are procured by Customer directly from third parties, Lumen is not liable for such services. 4. Services are subject to Lumen’s standard Master Service Agreement and Service Schedule(s), copies of which are available at https://www.lumen.com/en-us/about/legal/business-customer-terms-conditions.html or upon request, unless Customer has executed a service agreement with Lumen or one of its affiliates applicable to the Services on this Order. In that case, the most recent service agreement will apply to the extent not inconsistent with this Order and the current Service Schedule(s) will apply and is/are specifically incorporated into the applicable agreement by this reference. Notwithstanding anything to the contrary, Lumen will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Lumen will install Service (the “Customer Commit Date”), by delivering the Service, or by the manner described in a Service Schedule. Lumen will deliver a written or electronic notice that the Service is provisioned, at which time billing will commence. At the expiration of the Service Term, Service will continue month-to-month at the existing rates, subject to change by Lumen on 30 days’ written notice. If the service agreement or applicable service specific terms do not include cancellation or early termination charges and if Customer cancels or terminates Service for any reason other than Lumen’s uncured default or if Lumen cancels or terminates for cause, then Customer will pay Lumen’s standard cancellation or early termination liability charges in Lumen’s standard Master Service Agreement. 5. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Order. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the service levels applicable to the affected Service. 6. Transport services ordered from Lumen will be treated as interstate for regulatory purposes except as otherwise agreed to in writing. 7. Charges for certain Services are subject to (a) a monthly property tax surcharge and (b) a monthly cost recovery fee per month to reimburse Lumen for various governmental taxes and surcharges. Such charges are subject to change by Lumen and will be applied regardless of whether Customer has delivered a valid tax exemption certificate. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 8. Unless otherwise set forth in a Service Attachment, Customer will pay Lumen’s standard ancillary charges for expedites and additional activities, features, or options as set forth in the Ancillary Fee Schedule, available at http://www.lumen.com/ancillary-fees. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer and Customer will pay such charges. 9. For colocation, data center and/or hosting services, pre-arranged escorted access may be required at certain locations, Document No. DOC-0001397484 Scenario: SM10629056 Service Order Confidential Page 3 of 4 and cross connect services are subject to whether facilities are available at the particular location to complete the connection. 10. For Internet Services provided in countries where Lumen does not currently hold a license to provide such Services, Customer consents and appoints Lumen as its agent to procure of third-party carriers. 11. If your network service utilizes TDM technologies, then the following applies: (a) During the Service Term and on 60 days’ prior written notice, Lumen may re-provision Customer’s off-net TDM Services (“Service Re-provision”). If Customer objects to the Service Re-provision, Customer may terminate the affected service by notifying Lumen in writing within 30 days of the date of the Service Re-provision notification and (b) During the Service Term, Lumen may increase rates for off-net TDM services. Lumen will provide Customer 60 days’ prior written notice before implementing the increase ("Rerate Notice"). If Customer objects to the increase, Customer must notify Lumen in writing within 30 days of the date of the Rerate Notice whether Customer will (i) receive the affected service on a month-to-month basis or (ii) terminate the affected service, subject to early termination liability charges. Under subsection (ii), Customer’s requested disconnect date must be within 90 days of the Rerate Notice. If Customer does not respond to the Rerate Notice, the affected service will continue to be provided at the increased rates set forth in the Rerate Notice. Additional Order Terms Invoices Single prices shown above for bundled Services, or for Services provided at multiple locations, will be allocated among the individual services for the purpose of applying Taxes and regulatory fees and also may be divided on Customer’s invoice by location served. Activation Support If requested by Customer, and for an additional charge, Lumen will provide assistance with activating and/or configuring equipment on Customer’s side of the Demarcation Point (“Activation Support”). Signature Block Customer: City of Clearwater, FL Total MRC: $1,685.70 Total NRC: $350.00 Signature: {{_es_signer_signature }} Name: {{_es_signer_fullname }} Title: {{_es_signer_title }} Date: {{_es_signer_date }} Customer and the individual signing above represent that such individual has the authority to bind Customer to this Agreement. Document Generation Date: 05-16-2024 Document No. DOC-0001397484 Scenario: SM10629056 Service Order Confidential Page 4 of 4 Document No. DOC-0001397476 Scenario: SM10519109 Service Order Confidential Page 1 of 3 Customer Information and Contract Specifications Customer Name: City of Clearwater, FL Account Number: 2-P9XJ96 Currency: USD Monthly Recurring Charges (MRC): $1,042.68 Non Recurring Charges (NRC): 0 Service Order Service Address Description Order Type Term (Months) Qty Unit MRC Unit NRC Total MRC Total NRC 600 CLEVELAND ST CLEARWATER FLORIDA 33755 4151 UNITED STATES Dedicated Internet Access New 36 1 - Standard Delivery - To the MPoE (Customer Provided) Access - On Net New 36 1 $402.60 $0.00 - Bandwidth = GigE - Access Sub Bandwidth=1000 Mbps IP Port 1 $0.00 $0.00 $0.00 $0.00 IP Logical 1 $640.08 $0.00 $640.08 $0.00 - Billing Method=Flat Rate - Peak Data Rate = 1000 Mbps Subtotal $1,042.68 $0.00 Totals $1,042.68 $0.00 *If the Service Address column above is blank, no Service Address is required for the Service or the Service Address is identified as a data center in the Description column. SLED Terms and Conditions Governing This Order 1.“Lumen” is defined for purposes of this Order as CenturyLink Communications, LLC d/b/a Lumen Technologies Group or its affiliated entities providing Services under this Order. The Lumen entity providing Services is identified on the invoice. This confidential Order may not be disclosed to third parties and is non-binding until accepted by Lumen, as set forth in section 4. Customer places this Order by signing or otherwise acknowledging (in a manner acceptable to Lumen) this document and returning it to Lumen. Pricing is valid for 90 calendar days from the date indicated unless otherwise specified. Document No. DOC-0001397476 Scenario: SM10519109 Service Order Confidential Page 2 of 3 2. Prior to installation, Lumen may notify Customer in writing (including by e-mail) of price increases due to off-net vendors or increased construction costs. Customer has 5 business days following notice to cancel this Order without liability; or otherwise, Customer is deemed to accept the increase. 3. If a generic demarcation point (such as a street address) is provided, the demarcation point for on-net services will be Lumen’s Minimum Point of Entry (MPOE) at such location (as determined by Lumen). Off-net demarcation points will be the off-net vendor's MPOE. If this Order identifies aspects of services that are procured by Customer directly from third parties, Lumen is not liable for such services. 4. Services are subject to Lumen’s standard Master Service Agreement and Service Schedule(s), copies of which are available at https://www.lumen.com/en-us/about/legal/business-customer-terms-conditions.html or upon request, unless Customer has executed a service agreement with Lumen or one of its affiliates applicable to the Services on this Order. In that case, the most recent service agreement will apply to the extent not inconsistent with this Order and the current Service Schedule(s) will apply and is/are specifically incorporated into the applicable agreement by this reference. Notwithstanding anything to the contrary, Lumen will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Lumen will install Service (the “Customer Commit Date”), by delivering the Service, or by the manner described in a Service Schedule. Lumen will deliver a written or electronic notice that the Service is provisioned, at which time billing will commence. At the expiration of the Service Term, Service will continue month-to-month at the existing rates, subject to change by Lumen on 30 days’ written notice. If the service agreement or applicable service specific terms do not include cancellation or early termination charges and if Customer cancels or terminates Service for any reason other than Lumen’s uncured default or if Lumen cancels or terminates for cause, then Customer will pay Lumen’s standard cancellation or early termination liability charges in Lumen’s standard Master Service Agreement. 5. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Order. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the service levels applicable to the affected Service. 6. Transport services ordered from Lumen will be treated as interstate for regulatory purposes except as otherwise agreed to in writing. 7. Charges for certain Services are subject to (a) a monthly property tax surcharge and (b) a monthly cost recovery fee per month to reimburse Lumen for various governmental taxes and surcharges. Such charges are subject to change by Lumen and will be applied regardless of whether Customer has delivered a valid tax exemption certificate. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 8. Unless otherwise set forth in a Service Attachment, Customer will pay Lumen’s standard ancillary charges for expedites and additional activities, features, or options as set forth in the Ancillary Fee Schedule, available at http://www.lumen.com/ancillary-fees. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer and Customer will pay such charges. 9. For colocation, data center and/or hosting services, pre-arranged escorted access may be required at certain locations, and cross connect services are subject to whether facilities are available at the particular location to complete the connection. 10. For Internet Services provided in countries where Lumen does not currently hold a license to provide such Services, Customer consents and appoints Lumen as its agent to procure of third-party carriers. Document No. DOC-0001397476 Scenario: SM10519109 Service Order Confidential Page 3 of 3 11. If your network service utilizes TDM technologies, then the following applies: (a) During the Service Term and on 60 days’ prior written notice, Lumen may re-provision Customer’s off-net TDM Services (“Service Re-provision”). If Customer objects to the Service Re-provision, Customer may terminate the affected service by notifying Lumen in writing within 30 days of the date of the Service Re-provision notification and (b) During the Service Term, Lumen may increase rates for off-net TDM services. Lumen will provide Customer 60 days’ prior written notice before implementing the increase ("Rerate Notice"). If Customer objects to the increase, Customer must notify Lumen in writing within 30 days of the date of the Rerate Notice whether Customer will (i) receive the affected service on a month-to-month basis or (ii) terminate the affected service, subject to early termination liability charges. Under subsection (ii), Customer’s requested disconnect date must be within 90 days of the Rerate Notice. If Customer does not respond to the Rerate Notice, the affected service will continue to be provided at the increased rates set forth in the Rerate Notice. Additional Order Terms Invoices Single prices shown above for bundled Services, or for Services provided at multiple locations, will be allocated among the individual services for the purpose of applying Taxes and regulatory fees and also may be divided on Customer’s invoice by location served. Activation Support If requested by Customer, and for an additional charge, Lumen will provide assistance with activating and/or configuring equipment on Customer’s side of the Demarcation Point (“Activation Support”). Signature Block Customer: City of Clearwater, FL Total MRC: $1,042.68 Total NRC: 0 Signature: {{_es_signer_signature }} Name: {{_es_signer_fullname }} Title: {{_es_signer_title }} Date: {{_es_signer_date }} Customer and the individual signing above represent that such individual has the authority to bind Customer to this Agreement. Document Generation Date: 05-16-2024 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 1 Of 17 Voice Rate Sheet Deal# 11661237 Quote# 12902186 Term Plan Product Customer Name Currency Term Rates Good Until Exchange Rate Effective Date Voice Complete City of Clearwater, FL USD 1 Year 8/6/2024 5/8/2024 9:17:30 PM CCP (Concurrent Call Path) CCP Plans Currency CCP Plan 1 CCP Plan 2 CCP Plan 3 CCP Plan 4 CCP Plan 5 Measured MRC MRC MRC MRC MRC MRC USD 14.00 27.00 34.00 38.00 87.00 8.00 GBP 11.14 21.49 27.06 30.24 69.24 6.37 EUR 13.00 25.07 31.57 35.28 80.77 7.43 *Plan maximum included minutes of 5000 minutes per CCP. ￿Plan 1 includes United States Local Calling ￿Plan 2 includes Local and National Calling in the United States, the United Kingdom, and France ￿Plan 3 includes Local and National Calling in the United States, the United Kingdom, France, and Germany ￿Plan 4 includes Local and National Calling in the United States, the United Kingdom, France, Germany, and the Netherlands￿Plan 5 includes Local and National Calling in the United States, the United Kingdom, France, Germany, the Netherlands, and Belgium as well as United Kingdom Mobile: 3 Mobile, O2, EE (Orange, T-Mobile), Vodafone￿Measured: Every call is rated. CCP (Concurrent Call Path) Call Type Feature Voice Order Change Charge Expedite Charge per ckt end (separate from LEC charges) Account and Authorization Codes Currency MRC NRC MRC NRC MRC NRC USD 100.00 250.00 10.00 15.00 GBP 79.58 198.96 7.96 11.94 EUR 92.84 232.10 9.28 13.93 Feature Packs Feature Pack 1 Feature Pack 2 Mobility Feature Pack Currency MRC NRC MRC NRC MRC NRC USD 3.00 3.00 GBP 2.39 2.39 EUR 2.79 2.79 Prepaid Minute Plan USD Minutes Prepaid Minute Plan 1 Prepaid Minute Plan 2 Prepaid Minute Plan 3 Prepaid Minute Plan 4 Prepaid Minute Plan 5 MRC MRC MRC MRC MRC Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 2 Of 17 10,000 Prepaid Minutes 24.00 99.75 127.05 168.00 360.94 50,000 Prepaid Minutes 120.00 498.75 635.25 813.75 1804.69 100,000 Prepaid Minutes 240.00 997.50 1270.50 1627.50 3609.38 250,000 Prepaid Minutes 570.00 2418.94 3017.44 3865.31 8572.27 500,000 Prepaid Minutes 1116.00 4738.13 5907.83 7567.88 16783.60 750,000 Prepaid Minutes 1620.00 6957.56 8575.88 10985.63 24363.29 1,000,000 Prepaid Minutes 2112.00 8977.50 11179.65 14322.00 31762.50 Customized Prepaid Minutes Prepaid Minute Plan GBP Minutes Prepaid Minute Plan 1 Prepaid Minute Plan 2 Prepaid Minute Plan 3 Prepaid Minute Plan 4 Prepaid Minute Plan 5 MRC MRC MRC MRC MRC 10,000 Prepaid Minutes 19.10 79.39 101.11 133.70 287.25 50,000 Prepaid Minutes 95.50 396.93 505.56 647.62 1436.25 100,000 Prepaid Minutes 191.00 793.85 1011.12 1295.23 2872.50 250,000 Prepaid Minutes 453.63 1925.10 2401.41 3076.18 6822.18 500,000 Prepaid Minutes 888.16 3770.81 4701.70 6022.84 13357.10 750,000 Prepaid Minutes 1289.26 5537.12 6825.05 8742.83 19389.34 1,000,000 Prepaid Minutes 1680.82 7144.68 8897.24 11398.06 25277.95 Customized Prepaid Minutes Prepaid Minute Plan EUR Minutes Prepaid Minute Plan 1 Prepaid Minute Plan 2 Prepaid Minute Plan 3 Prepaid Minute Plan 4 Prepaid Minute Plan 5 MRC MRC MRC MRC MRC 10,000 Prepaid Minutes 22.28 92.61 117.95 155.97 335.10 50,000 Prepaid Minutes 111.41 463.04 589.77 755.49 1675.48 100,000 Prepaid Minutes 222.82 926.08 1179.53 1510.97 3350.95 250,000 Prepaid Minutes 529.19 2245.75 2801.40 3588.56 7958.51 500,000 Prepaid Minutes 1036.10 4398.89 5484.84 7026.03 15581.92 750,000 Prepaid Minutes 1504.01 6459.41 7961.86 10199.08 22618.92 1,000,000 Prepaid Minutes 1960.78 8334.73 10379.21 13296.57 29488.36 Customized Prepaid Minutes ￿Plan 1 includes United States Local Calling￿Plan 2 includes Local and National Calling in the United States, the United Kingdom, and France as well as International Calling to Canada, UK, UK-London, Italy, and Sweden￿Plan 3 includes Local and National Calling in the United States, the United Kingdom, France, and Germany as well as International Calling to Canada, UK, UK-London, Italy, Sweden, Germany, France-Paris, Ireland, Portugal, USA (Continental 48), and the Netherlands￿Plan 4 includes Local and National Calling in the United States, the United Kingdom, France, Germany, and the Netherlandsas well as International Calling to Canada, UK, UK-London, Italy, Sweden, Germany, France-Paris, Ireland, Portugal, USA (Continental 48), the Netherlands, Austria, France, USA-Puerto Rico, and Spain ￿Plan 5 includes Local and National Calling in the United States, the United Kingdom, France, Germany, the Netherlands, and Belgium. UK mobile Calling: 3 Mobile, O2, EE (Orange, T-Mobile), Vodafone, as well as International Calling to Canada, UK, UK-London, Italy, Sweden, Germany, France-Paris, Ireland, Portugal, USA (Continental 48), the Netherlands, Austria, France, USA-Puerto Rico, Spain, Luxembourg, USA (Hawaii), and Belgium National Voice Services - United States MRC NRC USD GBP EUR USD GBP EUR Directory Listing Additional Listing 5.00 3.98 4.64 3.00 2.39 2.79 Directory Listing Caption 5.00 3.98 4.64 3.00 2.39 2.79 Directory Listing Foreign Additional Listing 12.00 9.55 11.14 3.00 2.39 2.79 Directory Listing Non Pub 3.00 2.39 2.79 3.00 2.39 2.79 Directory Listing Primary Listing Directory Listing Un Listed 3.00 2.39 2.79 3.00 2.39 2.79 Interstate - Per Call Surcharge Directory Assistance 1.99 1.58 1.85 Intrastate - Per Call Surcharge Directory Assistance 0.69 0.55 0.64 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 3 Of 17 LD Oper Chg: Person-to-Person Per Call Surcharge 3.50 2.79 3.25 LD Oper Chg: Station-to-Station Per Call Surcharge 1.75 1.39 1.62 Telephone Number Vanity Charge 100.00 79.58 92.84 Telephone Number 0.30 0.24 0.28 2.00 1.59 1.86 Port Charge Per Telephone Number 7.00 5.57 6.50 Telephone Number with Teams/Lync 911 0.35 0.28 0.32 2.00 1.59 1.86 National Voice Services Outbound - United States Rates are per minute / 18 second minimum / 6 second rounding Rate Per Minute Rate Per Call Minimum Call Charge USD GBP EUR USD GBP EUR USD GBP EUR Interstate .0125 .0099 .0116 Intrastate (All States).0125 .0099 .0116 Local .0125 .0099 .0116 Toll Free/Free Phone - United States MRC NRC USD GBP EUR USD GBP EUR United States Toll Free Number 800 Number 3.00 2.39 2.79 United States Toll Free Call Type Feature Area Code Blocking 25.00 19.90 23.21 United States Toll Free Call Type Feature Info Digit Blocking 10.00 7.96 9.28 United States Toll Free Call Type Feature Info Digit Routing 10.00 7.96 9.28 United States Toll Free Call Type Feature Info Digit Screening 15.00 11.94 13.93 15.00 11.94 13.93 United States Toll Free Call Type Feature National Directory Assistance 20.00 15.92 18.57 United States Toll Free Call Type Feature Origin of Call Blocking 10.00 7.96 9.28 United States Toll Free Call Type Feature Origin of Call Routing 10.00 7.96 9.28 United States Toll Free Call Type Feature Payphone Surcharge (per call)0.62 0.49 0.58 United States Toll Free Call Type Feature Percent Allocation Routing 10.00 7.96 9.28 United States Toll Free Call Type Feature Time of Day Routing 10.00 7.96 9.28 United States Toll Free Call Type Feature Vanity Number Toll Free/Free Phone - United States Rates are per minute / 18 second minimum / 6 second rounding Rate Per Minute USD GBP EUR United States Interstate Interstate .0150 .0119 .0139 United States Canadian Origination United States .0700 .0557 .0650 United States Intrastate Alabama .0150 .0119 .0139 United States Intrastate Alaska .0180 .0143 .0167 United States Intrastate Arizona .0150 .0119 .0139 United States Intrastate Arkansas .0180 .0143 .0167 United States Intrastate California .0150 .0119 .0139 United States Intrastate Colorado .0150 .0119 .0139 United States Intrastate Connecticut .0150 .0119 .0139 United States Intrastate Delaware .0150 .0119 .0139 United States Intrastate Florida .0150 .0119 .0139 United States Intrastate Georgia .0150 .0119 .0139 United States Intrastate Hawaii .0180 .0143 .0167 United States Intrastate Idaho .0180 .0143 .0167 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 4 Of 17 United States Intrastate Illinois .0150 .0119 .0139 United States Intrastate Indiana .0150 .0119 .0139 United States Intrastate Iowa .0250 .0199 .0232 United States Intrastate Kansas .0180 .0143 .0167 United States Intrastate Kentucky .0180 .0143 .0167 United States Intrastate Louisiana .0150 .0119 .0139 United States Intrastate Maine .0180 .0143 .0167 United States Intrastate Maryland .0180 .0143 .0167 United States Intrastate Massachusetts .0150 .0119 .0139 United States Intrastate Michigan .0150 .0119 .0139 United States Intrastate Minnesota .0180 .0143 .0167 United States Intrastate Mississippi .0180 .0143 .0167 United States Intrastate Missouri .0150 .0119 .0139 United States Intrastate Montana .0250 .0199 .0232 United States Intrastate Nebraska .0180 .0143 .0167 United States Intrastate Nevada .0150 .0119 .0139 United States Intrastate New Hampshire .0180 .0143 .0167 United States Intrastate New Jersey .0150 .0119 .0139 United States Intrastate New Mexico .0150 .0119 .0139 United States Intrastate New York .0180 .0143 .0167 United States Intrastate North Carolina .0150 .0119 .0139 United States Intrastate North Dakota .0550 .0438 .0511 United States Intrastate Ohio .0150 .0119 .0139 United States Intrastate Oklahoma .0180 .0143 .0167 United States Intrastate Oregon .0150 .0119 .0139 United States Intrastate Pennsylvania .0180 .0143 .0167 United States Intrastate Rhode Island .0180 .0143 .0167 United States Intrastate South Carolina .0150 .0119 .0139 United States Intrastate South Dakota .0180 .0143 .0167 United States Intrastate Tennessee .0150 .0119 .0139 United States Intrastate Texas .0150 .0119 .0139 United States Intrastate Utah .0150 .0119 .0139 United States Intrastate Vermont .0180 .0143 .0167 United States Intrastate Virginia .0180 .0143 .0167 United States Intrastate Washington .0150 .0119 .0139 United States Intrastate West Virginia .0180 .0143 .0167 United States Intrastate Wisconsin .0180 .0143 .0167 United States Intrastate Wyoming .0180 .0143 .0167 International International Outbound Rates are per minute / 18 second minimum / 6 second rounding Dedicated Dedicated Dedicated Country Rate Per Minute (USD) Rate Per Minute (GBP) Rate Per Minute (EUR) Afghanistan .3000 .2388 .2785 Afghanistan-Mobile .3200 .2547 .2971 Albania .2400 .1910 .2228 Albania-Mobile .6000 .4775 .5570 Algeria .1000 .0796 .0928 Algeria-Mobile .6800 .5412 .6313 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 5 Of 17 American Samoa .0500 .0398 .0464 Andorra .1800 .1433 .1671 Andorra-Mobile .3500 .2785 .3249 Angola .1000 .0796 .0928 Angola-Mobile .2600 .2069 .2414 Anguilla .4000 .3183 .3714 Anguilla-Mobile .4200 .3343 .3899 Antarctica 2.6000 2.0692 2.4138 Antarctica-Norfolk Island 1.6638 1.3241 1.5447 Antigua and Barbuda .3000 .2388 .2785 Antigua and Barbuda-Mobile .4015 .3195 .3728 Argentina .0330 .0263 .0306 Argentina-Buenos Aires .0330 .0263 .0306 Argentina-Mobile .2200 .1751 .2042 Armenia .3800 .3024 .3528 Armenia-Mobile .3800 .3024 .3528 Aruba .1500 .1194 .1393 Aruba-Mobile .3300 .2626 .3064 Ascension Island 1.7500 1.3927 1.6247 Australia .0200 .0159 .0186 Australia-Melbourne .0120 .0096 .0111 Australia-Mobile .0354 .0282 .0329 Australia-Perth .0120 .0096 .0111 Australia-Sydney .0120 .0096 .0111 Austria .0800 .0637 .0743 Austria-Mobile .0800 .0637 .0743 Austria-NGN .3494 .2781 .3244 Azerbaijan .5000 .3979 .4642 Azerbaijan-Mobile .4000 .3183 .3714 Bahamas .3535 .2813 .3282 Bahamas-Mobile .3521 .2802 .3269 Bahrain .2200 .1751 .2042 Bahrain-Mobile .2200 .1751 .2042 Bahrain-NGN .2200 .1751 .2042 Bangladesh .0600 .0478 .0557 Bangladesh-Mobile .0600 .0478 .0557 Barbados .2200 .1751 .2042 Barbados-Mobile .3200 .2547 .2971 Belarus .4500 .3581 .4178 Belarus-Mobile .4500 .3581 .4178 Belgium .0500 .0398 .0464 Belgium-Mobile .3682 .2930 .3418 Belgium-Mobile Base .1127 .0897 .1046 Belgium-Mobile Mobistar .0846 .0673 .0785 Belgium-Mobile Proximus .0718 .0571 .0667 Belgium-NGN .3660 .2913 .3398 Belize .3100 .2467 .2878 Benin .4200 .3343 .3899 Bermuda .0700 .0557 .0650 Bhutan .0750 .0597 .0696 Bhutan-Mobile .0750 .0597 .0696 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 6 Of 17 Bolivia .3500 .2785 .3249 Bolivia-La Paz .3500 .2785 .3249 Bolivia-Mobile .3500 .2785 .3249 Bosnia/Herzegovina .1997 .1589 .1854 Bosnia/Herzegovina-Mobile .7219 .5745 .6702 Botswana .2000 .1592 .1857 Botswana-Mobile .2800 .2228 .2600 Brazil .0200 .0159 .0186 Brazil-Belo Horizonte .0120 .0096 .0111 Brazil-Brasilia .0120 .0096 .0111 Brazil-Curitiba .0120 .0096 .0111 Brazil-Florianapolis .0120 .0096 .0111 Brazil-Fortaleza .0120 .0096 .0111 Brazil-Goiania .0120 .0096 .0111 Brazil-Governador Valadares .0120 .0096 .0111 Brazil-Mobile .1200 .0955 .1114 Brazil-Porto Alegre .0120 .0096 .0111 Brazil-Recife .0120 .0096 .0111 Brazil-Rio de Janeiro .0120 .0096 .0111 Brazil-Salvador .0120 .0096 .0111 Brazil-Sao Paulo .0120 .0096 .0111 Brazil-Vitoria .0120 .0096 .0111 British Virgin Islands .2329 .1854 .2162 British Virgin Islands-Mobile .2329 .1854 .2162 Brunei .0600 .0478 .0557 Brunei-Mobile .0616 .0490 .0572 Bulgaria .1000 .0796 .0928 Bulgaria-Mobile .4000 .3183 .3714 Burkina Faso .4500 .3581 .4178 Burkina Faso-Mobile .4500 .3581 .4178 Burundi 1.0242 .8151 .9509 Burundi-Mobile 1.0242 .8151 .9509 Cambodia .1000 .0796 .0928 Cambodia-Mobile .1000 .0796 .0928 Cameroon .1810 .1440 .1680 Cameroon-Mobile .4500 .3581 .4178 Canada .0100 .0080 .0093 Canada-Yukon and NW Territories 867 .0566 .0450 .0525 Cape Verde Islands .3394 .2701 .3151 Cape Verde Islands-Mobile .4659 .3708 .4325 Cayman Islands .2000 .1592 .1857 Cayman Islands-Mobile .2000 .1592 .1857 Cayman Islands-NGN .2000 .1592 .1857 Central African Republic .6500 .5173 .6035 Chad .8500 .6765 .7891 Chad-Mobile .8500 .6765 .7891 Chile .1000 .0796 .0928 Chile-Easter Island .7653 .6091 .7105 Chile-Mobile .1000 .0796 .0928 Chile-NGN .1000 .0796 .0928 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 7 Of 17 Chile-Santiago .1000 .0796 .0928 China .0750 .0597 .0696 Colombia .0500 .0398 .0464 Colombia-Mobile .0500 .0398 .0464 Comoros .6500 .5173 .6035 Comoros-Mobile .6500 .5173 .6035 Congo .6500 .5173 .6035 Cook Islands 2.5000 1.9896 2.3210 Costa Rica .0400 .0318 .0371 Costa Rica-Mobile .0900 .0716 .0836 Costa Rica-NGN .0900 .0716 .0836 Croatia .2200 .1751 .2042 Croatia-Mobile .3800 .3024 .3528 Croatia-NGN .2200 .1751 .2042 Cuba .8500 .6765 .7891 Cyprus .0600 .0478 .0557 Cyprus-Mobile .1000 .0796 .0928 Cyprus-NGN .0600 .0478 .0557 Czech Republic .0500 .0398 .0464 Czech Republic-Mobile .1500 .1194 .1393 Czech Republic-Prague .0253 .0201 .0235 Dem. Rep. of Congo .7597 .6046 .7053 Dem. Rep. of Congo-Mobile .6899 .5491 .6405 Dem. Rep. of Congo-NGN .7597 .6046 .7053 Denmark .0180 .0143 .0167 Denmark-Mobile .0500 .0398 .0464 Denmark-NGN .0500 .0398 .0464 Diego Garcia 2.5626 2.0394 2.3791 Djibouti .5500 .4377 .5106 Djibouti-Mobile .5500 .4377 .5106 Dominica .3500 .2785 .3249 Dominica-Mobile .3500 .2785 .3249 Dominican Republic .0500 .0398 .0464 Dominican Republic-Mobile .1200 .0955 .1114 Ecuador .2000 .1592 .1857 Ecuador-Mobile .3000 .2388 .2785 Egypt .1500 .1194 .1393 Egypt-Mobile .1500 .1194 .1393 El Salvador .2800 .2228 .2600 El Salvador-Mobile .2800 .2228 .2600 Equatorial Guinea .7000 .5571 .6499 Eritrea .4000 .3183 .3714 Estonia .0450 .0358 .0418 Estonia-Mobile .5000 .3979 .4642 Estonia-NGN 1.5714 1.2506 1.4589 Eswatini .2500 .1990 .2321 Eswatini-Mobile .2500 .1990 .2321 Ethiopia .3500 .2785 .3249 Ethiopia-Mobile .3500 .2785 .3249 Falkland Islands 1.2645 1.0063 1.1740 Faroe Islands .0693 .0552 .0643 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 8 Of 17 Fiji .4500 .3581 .4178 Fiji-Mobile .4500 .3581 .4178 Finland .3450 .2746 .3203 Finland-Corporate Services .3450 .2746 .3203 Finland-Helsinki .3450 .2746 .3203 Finland-Mobile .3900 .3104 .3621 Finland-NGN .3450 .2746 .3203 France .0300 .0239 .0279 France-Mobile .1322 .1052 .1227 France-Mobile Orange .1322 .1052 .1227 France-Mobile SFR .1322 .1052 .1227 France-NGN .3627 .2887 .3367 France-Paris .0300 .0239 .0279 French Antilles/Martinique .0160 .0127 .0149 French Antilles/Martinique- Mobile .1500 .1194 .1393 French Guiana .1500 .1194 .1393 French Guiana-Mobile .2000 .1592 .1857 French Polynesia .3500 .2785 .3249 French Polynesia-Mobile .3500 .2785 .3249 Gabon .5500 .4377 .5106 Gabon-Mobile .5500 .4377 .5106 Gambia 3.0000 2.3875 2.7852 Gambia-Mobile .6500 .5173 .6035 Georgia .3000 .2388 .2785 Georgia-Mobile .5000 .3979 .4642 Germany .0120 .0096 .0111 Germany-Berlin .0104 .0083 .0097 Germany-Frankfurt .0104 .0083 .0097 Germany-Hamburg .0104 .0083 .0097 Germany-Mobile .0420 .0334 .0390 Germany-Munich .0104 .0083 .0097 Germany-NGN .0120 .0096 .0111 Ghana .3200 .2547 .2971 Ghana-Mobile .3200 .2547 .2971 Gibraltar .0700 .0557 .0650 Gibraltar-Mobile .2500 .1990 .2321 Global Mobile 11.6967 9.3087 10.8592 Greece .0400 .0318 .0371 Greece-Athens .0400 .0318 .0371 Greece-Mobile .1500 .1194 .1393 Greenland .7500 .5969 .6963 Greenland-Mobile .7500 .5969 .6963 Grenada .3200 .2547 .2971 Grenada-Mobile .3200 .2547 .2971 Guadeloupe .0500 .0398 .0464 Guadeloupe-Mobile .1500 .1194 .1393 Guam .0500 .0398 .0464 Guatemala .1800 .1433 .1671 Guatemala-Mobile .1800 .1433 .1671 Guinea .7000 .5571 .6499 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 9 Of 17 Guinea Bissau .7187 .5720 .6672 Guinea Bissau-Mobile .7187 .5720 .6672 Guinea-Mobile Areeba .7000 .5571 .6499 Guinea-NGN .7000 .5571 .6499 Guyana .3500 .2785 .3249 Guyana-Mobile .3500 .2785 .3249 Haiti .4200 .3343 .3899 Haiti-Mobile .3500 .2785 .3249 Haiti-NGN .4200 .3343 .3899 Honduras .2000 .1592 .1857 Honduras-Mobile Celtel .2063 .1642 .1915 Hong Kong .0433 .0345 .0402 Hong Kong-Mobile .0450 .0358 .0418 Hungary .0750 .0597 .0696 Hungary-Mobile .0750 .0597 .0696 Iceland .0300 .0239 .0279 Iceland-Mobile .0900 .0716 .0836 India .0193 .0154 .0179 India-Mobile .0185 .0147 .0172 Indonesia .0450 .0358 .0418 Indonesia-Mobile .0600 .0478 .0557 Inmarsat 12.3156 9.8013 11.4338 Iran .3000 .2388 .2785 Iran-Mobile .3000 .2388 .2785 Iraq .2500 .1990 .2321 Iraq-Mobile .2500 .1990 .2321 Iraq-NGN .2500 .1990 .2321 Ireland .0150 .0119 .0139 Ireland-Mobile .0718 .0571 .0667 Ireland-NGN .0150 .0119 .0139 Israel .0193 .0154 .0179 Israel-Mobile .0450 .0358 .0418 Israel-Paltel .2662 .2119 .2471 Israel-Paltel Mobile .2662 .2119 .2471 Italy .0150 .0119 .0139 Italy-Milan .0150 .0119 .0139 Italy-Mobile .0280 .0223 .0260 Italy-NGN .0150 .0119 .0139 Italy-Rome .0150 .0119 .0139 Ivory Coast .4600 .3661 .4271 Ivory Coast-Mobile .4600 .3661 .4271 Jamaica-658 .2800 .2228 .2600 Jamaica-876 .2800 .2228 .2600 Jamaica-Mobile .2800 .2228 .2600 Japan .0400 .0318 .0371 Japan-IP Phone .0400 .0318 .0371 Japan-Mobile .1000 .0796 .0928 Jordan .3000 .2388 .2785 Jordan-Mobile .3200 .2547 .2971 Kenya .2800 .2228 .2600 Kenya-Mobile .3000 .2388 .2785 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 10 Of 17 Kiribati/Gilbert Island 3.1186 2.4819 2.8953 Kuwait .1600 .1273 .1485 Kuwait-Mobile .1800 .1433 .1671 Kuwait-NGN .1600 .1273 .1485 Kyrgyzstan .2200 .1751 .2042 Kyrgyzstan-Mobile .3000 .2388 .2785 Laos .1600 .1273 .1485 Laos-Mobile .1600 .1273 .1485 Latvia .6500 .5173 .6035 Latvia-Mobile .9000 .7163 .8356 Latvia-NGN .6500 .5173 .6035 Lebanon .1965 .1564 .1824 Lebanon-Mobile .2600 .2069 .2414 Lesotho .4695 .3736 .4359 Lesotho-Mobile .4695 .3736 .4359 Liberia .5200 .4138 .4828 Libya .3975 .3163 .3690 Libya-Mobile .5285 .4206 .4907 Liechtenstein .0900 .0716 .0836 Liechtenstein-Mobile 1.0500 .8356 .9748 Liechtenstein-NGN .0900 .0716 .0836 Lithuania .2500 .1990 .2321 Lithuania-Mobile .7130 .5674 .6620 Lithuania-NGN 1.7714 1.4098 1.6446 Luxembourg .2150 .1711 .1996 Luxembourg-Mobile .2650 .2109 .2460 Macau .1572 .1251 .1459 Madagascar .8200 .6526 .7613 Madagascar-Mobile .8200 .6526 .7613 Malawi .4500 .3581 .4178 Malaysia .0340 .0271 .0316 Malaysia-Johar Bahru .0340 .0271 .0316 Malaysia-Kuala Lumpur .0340 .0271 .0316 Malaysia-Mobile .0340 .0271 .0316 Maldives 1.2000 .9550 1.1141 Maldives-Mobile 1.2000 .9550 1.1141 Mali .3985 .3171 .3700 Mali-Mobile .5375 .4278 .4990 Malta .3000 .2388 .2785 Malta-Mobile .3800 .3024 .3528 Marshall Islands .4350 .3462 .4039 Mauritania .8400 .6685 .7799 Mauritius .2400 .1910 .2228 Mexico .0120 .0096 .0111 Mexico-Guadalajara .0120 .0096 .0111 Mexico-Mexico City .0120 .0096 .0111 Mexico-Mobile .0120 .0096 .0111 Mexico-Monterrey .0120 .0096 .0111 Mexico-Satellite .0144 .0115 .0134 Micronesia .8485 .6753 .7877 Moldova .5500 .4377 .5106 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 11 Of 17 Moldova-Mobile .5500 .4377 .5106 Monaco .1500 .1194 .1393 Monaco-Mobile .3910 .3112 .3630 Monaco-Mobile KFOR .5530 .4401 .5134 Mongolia .0296 .0236 .0275 Mongolia-NGN .0296 .0236 .0275 Montenegro .4250 .3382 .3946 Montenegro-Mobile .4750 .3780 .4410 Montenegro-NGN .4250 .3382 .3946 Montserrat .3500 .2785 .3249 Morocco .2000 .1592 .1857 Morocco-Mobile .5500 .4377 .5106 Morocco-NGN .2000 .1592 .1857 Mozambique .1774 .1412 .1647 Mozambique-Mobile .3200 .2547 .2971 Myanmar .2450 .1950 .2275 Namibia .1300 .1035 .1207 Namibia-Mobile .1850 .1472 .1718 Nauru 1.8800 1.4962 1.7454 Nepal .1950 .1552 .1810 Nepal-Mobile .1950 .1552 .1810 Netherland Antilles .2090 .1663 .1940 Netherland Antilles-Mobile .1577 .1255 .1464 Netherland Antilles-NGN .2090 .1663 .1940 Netherland Antilles-St Maarten .1577 .1255 .1464 Netherlands .1253 .0997 .1163 Netherlands-Mobile .0600 .0478 .0557 Netherlands-Mobile Orange .0600 .0478 .0557 Netherlands-NGN .0363 .0289 .0337 New Caledonia .4855 .3864 .4507 New Zealand .0250 .0199 .0232 New Zealand-Mobile .0750 .0597 .0696 Nicaragua .1950 .1552 .1810 Nicaragua-Mobile .2800 .2228 .2600 Niger .5900 .4695 .5478 Niger-Mobile .5900 .4695 .5478 Niger-NGN .5900 .4695 .5478 Nigeria .1700 .1353 .1578 Nigeria-Lagos .1298 .1033 .1205 Nigeria-Mobile .1700 .1353 .1578 Niue 2.8500 2.2682 2.6459 North Korea .8560 .6812 .7947 North Macedonia .2425 .1930 .2251 North Macedonia-Mobile .5500 .4377 .5106 Northern Marianas .0719 .0572 .0668 Norway .0165 .0131 .0153 Norway-Mobile .0300 .0239 .0279 Norway-Mobile Tele2 .0300 .0239 .0279 Norway-Mobile Telenor .0300 .0239 .0279 Norway-NGN .0985 .0784 .0914 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 12 Of 17 Oman .2800 .2228 .2600 Oman-Mobile .3700 .2945 .3435 Pakistan .0560 .0446 .0520 Pakistan-Mobile .0560 .0446 .0520 Pakistan-NGN .0560 .0446 .0520 Palau .4000 .3183 .3714 Palestinian Authority .1997 .1589 .1854 Palestinian Authority-Mobile .2263 .1801 .2101 Panama .0350 .0279 .0325 Panama-Mobile .1800 .1433 .1671 Papua New Guinea 1.4200 1.1301 1.3183 Papua New Guinea-NGN 1.4200 1.1301 1.3183 Paraguay .0700 .0557 .0650 Paraguay-Mobile .1000 .0796 .0928 Peru .0200 .0159 .0186 Peru-Lima .0075 .0060 .0070 Peru-Lima-Mobile .0075 .0060 .0070 Peru-Mobile .0200 .0159 .0186 Peru-Rural .2656 .2114 .2466 Philippines .1525 .1214 .1416 Philippines-Mobile .1525 .1214 .1416 Poland .1540 .1226 .1430 Poland-Mobile .1540 .1226 .1430 Poland-Mobile P4 .1540 .1226 .1430 Poland-NGN .1540 .1226 .1430 Portugal .0320 .0255 .0297 Portugal-Mobile .1540 .1226 .1430 Principe and Sao Tome 2.5460 2.0262 2.3637 Qatar .3000 .2388 .2785 Qatar-Mobile .3000 .2388 .2785 Reunion Island .6504 .5176 .6038 Reunion Island-Mobile .2161 .1720 .2006 Romania .0120 .0096 .0111 Romania-Mobile .0300 .0239 .0279 Russia .1200 .0955 .1114 Russia-Kazakhstan Mobile .1800 .1433 .1671 Russia-Kazakhstan NGN .1800 .1433 .1671 Russia-Mobile .2500 .1990 .2321 Russia-Moscow .0248 .0197 .0230 Rwanda .4240 .3374 .3936 Rwanda-Mobile .4240 .3374 .3936 San Marino .2500 .1990 .2321 San Marino-Mobile .2500 .1990 .2321 Satellite Network 11.6967 9.3087 10.8592 Saudi Arabia .1265 .1007 .1174 Saudi Arabia-Mobile .2150 .1711 .1996 Saudi Arabia-Riyadh .1265 .1007 .1174 Senegal .4515 .3593 .4192 Senegal-Mobile .4515 .3593 .4192 Senegal-NGN .4905 .3904 .4554 Serbia .3200 .2547 .2971 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 13 Of 17 Serbia-Kosovo .3893 .3098 .3614 Serbia-Mobile .4500 .3581 .4178 Seychelles Island 1.1979 .9533 1.1121 Sierra Leone .6900 .5491 .6406 Sierra Leone-Mobile .6900 .5491 .6406 Singapore .0230 .0183 .0214 Singapore-Mobile .0230 .0183 .0214 Sint Maarten .1600 .1273 .1485 Slovakia .0120 .0096 .0111 Slovakia-Mobile .0844 .0672 .0784 Slovenia .2335 .1858 .2168 Slovenia-Mobile .5200 .4138 .4828 Slovenia-Mobile Mobitel .5200 .4138 .4828 Slovenia-Mobile Simobil .5200 .4138 .4828 Slovenia-Mobile Vega .5200 .4138 .4828 Solomon Islands 1.5000 1.1938 1.3926 Somalia .6950 .5531 .6452 South Africa .2945 .2344 .2734 South Africa-Mobile .2150 .1711 .1996 South Africa-NGN .2945 .2344 .2734 South Korea .0200 .0159 .0186 South Korea-Mobile .0450 .0358 .0418 South Sudan .7000 .5571 .6499 Spain .0150 .0119 .0139 Spain-Mobile .0651 .0518 .0604 Spain-Mobile Orange .0651 .0518 .0604 Spain-Mobile Telefonica .0651 .0518 .0604 Spain-Mobile Vodafone .0651 .0518 .0604 Spain-NGN .4000 .3183 .3714 Sri Lanka .2200 .1751 .2042 Sri Lanka-Mobile .2200 .1751 .2042 St. Helena 2.6347 2.0968 2.4461 St. Kitts/Nevis .2502 .1991 .2323 St. Kitts/Nevis-Mobile .2502 .1991 .2323 St. Lucia .2800 .2228 .2600 St. Lucia-Mobile .2800 .2228 .2600 St. Pierre and Miquelon .2959 .2355 .2747 St. Vincent/Grenadines .2100 .1671 .1950 St. Vincent/Grenadines- Mobile .2642 .2103 .2453 Sudan .2900 .2308 .2692 Sudan-Mobile .2900 .2308 .2692 Suriname .3350 .2666 .3110 Suriname-Mobile .3350 .2666 .3110 Sweden .0200 .0159 .0186 Sweden-Mobile .0200 .0159 .0186 Sweden-Mobile Telia .0200 .0159 .0186 Sweden-NGN .0121 .0096 .0112 Switzerland .0200 .0159 .0186 Switzerland-Mobile .0800 .0637 .0743 Switzerland-Mobile .0800 .0637 .0743 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 14 Of 17 Swisscom Switzerland-NGN .0200 .0159 .0186 Switzerland-Zurich .0200 .0159 .0186 Syria .2650 .2109 .2460 Syria-Mobile .3000 .2388 .2785 Taiwan .0280 .0223 .0260 Taiwan-Mobile .1200 .0955 .1114 Tajikistan .1800 .1433 .1671 Tanzania .4292 .3416 .3985 Tanzania-Mobile .4292 .3416 .3985 Thailand .0515 .0410 .0478 Thailand-Mobile .0515 .0410 .0478 Timor Leste .4659 .3708 .4325 Togo .4200 .3343 .3899 Togo-Mobile .4200 .3343 .3899 Tokelau 1.9300 1.5360 1.7918 Tonga 1.2500 .9948 1.1605 Trinidad and Tobago .1975 .1572 .1834 Trinidad and Tobago-Mobile .1975 .1572 .1834 Tunisia .9438 .7511 .8762 Tunisia-Mobile .9438 .7511 .8762 Turkey .0505 .0402 .0469 Turkey-Istanbul .0505 .0402 .0469 Turkey-Mobile .2185 .1739 .2029 Turkey-Mobile Turkcell .2185 .1739 .2029 Turkey-Mobile Vodafone .2185 .1739 .2029 Turkey-North Cyprus .0505 .0402 .0469 Turkey-North Cyprus Mobile .2185 .1739 .2029 Turkmenistan .1925 .1532 .1787 Turks and Caicos .2478 .1972 .2301 Turks and Caicos-Mobile .2478 .1972 .2301 Tuvalu 2.1175 1.6852 1.9659 Uganda .3872 .3082 .3595 Uganda-Mobile .3872 .3082 .3595 UK .0036 .0029 .0033 UK-Freephone .0036 .0029 .0033 UK-London .0036 .0029 .0033 UK-Mobile .1934 .1539 .1796 UK-Mobile H3G .0133 .0106 .0123 UK-Mobile O2 .0133 .0106 .0123 UK-Mobile Orange .0133 .0106 .0123 UK-Mobile T-Mobile .0133 .0106 .0123 UK-Mobile Vodafone .0133 .0106 .0123 UK-NGN .2662 .2119 .2471 UK-NGN 84 .2662 .2119 .2471 UK-NGN 845 .2662 .2119 .2471 UK-NGN 870 .2662 .2119 .2471 UK-VoIP and Multimedia .0700 .0557 .0650 UK-Wide .0314 .0250 .0292 Ukraine .2950 .2348 .2739 Ukraine-Mobile .2950 .2348 .2739 Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 15 Of 17 United Arab Emirates .2400 .1910 .2228 United Arab Emirates-Dubai .2400 .1910 .2228 United Arab Emirates-Mobile .2400 .1910 .2228 Uruguay .0800 .0637 .0743 Uruguay-Mobile .2100 .1671 .1950 US Virgin Islands .0145 .0115 .0135 USA .0125 .0099 .0116 USA-Alaska .0165 .0131 .0153 USA-Hawaii .0150 .0119 .0139 USA-Puerto Rico .0150 .0119 .0139 Uzbekistan .1162 .0925 .1079 Uzbekistan-Mobile .1162 .0925 .1079 Vanuatu 1.8150 1.4445 1.6850 Vatican City .0225 .0179 .0209 Venezuela .0250 .0199 .0232 Venezuela-Caracas .0250 .0199 .0232 Venezuela-Maracaibo .0250 .0199 .0232 Venezuela-Mobile .1445 .1150 .1342 Venezuela-Valencia .0250 .0199 .0232 Vietnam .0850 .0676 .0789 Vietnam-Mobile .0850 .0676 .0789 Wallis and Futuna Islands 1.7692 1.4080 1.6425 Western Samoa 2.2500 1.7906 2.0889 Yemen .2065 .1643 .1917 Yemen-Mobile .2065 .1643 .1917 Zambia .4375 .3482 .4062 Zambia-Mobile .4840 .3852 .4493 Zimbabwe .2487 .1979 .2309 Zimbabwe-Mobile .4800 .3820 .4456 Terms and Conditions Governing This Order 1."Lumen" is defined for purposes of this Order as CenturyLink Communications, LLC d/b/a Lumen Technologies Group or its affiliated entities providing Services under this Order. The Lumen entity providing Services is identified on the invoice. This confidential Order may not be disclosed to third parties and is non-binding until accepted by Lumen, as set forth in section 4. Customer places this Order by signing or otherwise acknowledging (in a manner acceptable to Lumen) this document and returning it to Lumen. Pricing is valid for 90 calendar days from the date indicated unless otherwise specified. 2.Prior to installation, Lumen may notify Customer in writing (including by e-mail) of price increases due to off-net vendors or increased construction costs. Customer has 5 business days following notice to cancel this Order without liability; or otherwise, Customer is deemed to accept the increase. 3.If a generic demarcation point (such as a street address) is provided, the demarcation point for on-net services will be Lumen's Minimum Point of Entry (MPOE) at such location (as determined by Lumen). Off-net demarcation points will be the off-net vendor's MPOE. If this Order identifies aspects of services that are procured by Customer directly from third parties, Lumen is not liable for such services. 4.The Services are subject to Lumen's standard Master Service Agreement and Service Schedule(s), copies of which are available at : https://.lumen.com/en- us/about/legal/business-customer-terms-conditions.html or upon request,unless Customer has executed a service agreement with Lumen or one of its affiliates applicable to the Services on this Order. In that case, the most recent service agreement will apply to the extent not inconsistent with this Order and the current Service Schedule(s) will apply and is/are specifically incorporated into the applicable agreement by this reference. Notwithstanding to the contrary, Lumen will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Lumen will install Service (the "Customer Commit Date"), bydelivering the Service, or by the manner described in a Service Schedule. Lumen will deliver a written or electronic notice that the Service is provisioned, at which time billing will commence. At the expiration of the Service Term,Service will continue month-to-month at the existing rates, subject to adjustment by Lumen on 30 day's written notice. If the service agreement or applicable service specific Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 16 Of 17 terms do not include cancellation or early termination charges and if Customer cancels or terminates Service for any reason other than Lumen's uncured default or if Lumen cancels or terminates for cause, then Customer will pay Lumen's standard cancellation or early termination liability charges in Lumen's standard Master Service Agreement. 5.Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential,exemplary or punitive damages arising out of the performance or failure to perform under this Order. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the service levels applicable to the affected Service. 6.Transport services ordered from Lumen will be treated as interstate for regulatory purposes except as otherwise agreed to in writing. 7.Charges for certain Services are subject to (a) a monthly property tax surcharge and (b) a monthly cost recovery fee per month to reimburse Lumen for various governmental taxes and surcharges. Such charges are subject to change by Lumen and will be applied regardless of whether Customer has delivered a valid tax exemption certificate. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 8.Unless otherwise set forth in a Service Attachment, Customer will pay Lumen's standard ancillary charges for expedites and additional activities, features, or options as set forth in the Ancillary Fee Schedule, available at www.lumen.com/ancillary-fees. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer and Customer will pay such charges. 9.For colocation, data center and/or hosting services, pre-arranged escorted access may be required at certain locations, and cross connect services are subject to whether facilities are available at the particular location to complete the connection. 10.For Internet Services provided in countries where Lumen does not currently hold a license to provide such Services, Customer consents and appoints Lumen as its agent to procure the services of third-party carriers. 11.If your network service utilizes TDM technologies, then the following applies: (a) During the Service Term and on 60 days’ prior written notice, Lumen may re-provision Customer's off-net TDM Services (“Service Re-provision”). If Customer objects to the Service Re-provision, Customer may terminate the affected service by notifying Lumen in writing within 30 days of the date of the Service Re-provision notification and (b) During the Service Term, Lumen may increase rates for off-net TDM services. Lumen will provide Customer 60 days' prior written notice before implementing the increase ("Rerate Notice"). If Customer objects to the increase, Customer must notify Lumen in writing within 30 days of the date of the Rerate Notice whether Customer will (i) receive the affected service on a month-to-month basis or (ii) terminate the affected service, subject to early termination liability charges. Under subsection (ii),Customer's requested disconnect date must be within 90 days of the Rerate Notice. If Customer does not respond to the Rerate Notice, the affected service will continue to be provided at the increased rates set forth in the Rerate Notice. 911 ACKNOWLEDGEMENT BY SIGNING THIS ORDER, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE “ACCESS TO EMERGENCY RESPONSE SERVICES” SECTION CONTAINED IN THE APPLICABLE SERVICE EXHIBIT/SERVICE SCHEDULE ATTACHED TO THE LUMEN OR CENTURYLINK MASTER SERVICE AGREEMENT OR, THE “911 EMERGENCY SERVICE” SECTION OR “EMERGENCY CALLING CAPABILITY” SECTION CONTAINED IN THE APPLICABLE SERVICE EXHIBIT/SERVICE SCHEDULE ATTACHED TO AN AFFILIATE AGREEMENT, OR IN THE “ACCESS TO EMERGENCY RESPONSE SERVICES” SECTION OF THE TERMS AND CONDITIONS IN THE APPLICABLE STANDARD SERVICE EXHIBIT/SERVICE SCHEDULE IF I HAVE NOT EXECUTED A LUMEN OR CENTURYLINK MASTER SERVICE AGREEMENT OR AN AFFILIATE AGREEMENT WITH AN APPLICABLE SERVICE EXHIBIT/SERVICE SCHEDULE. I FURTHER ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE DISCLOSURE OF LIMITATIONS SET FORTH IN THE EMERGENCY SERVICES ADVISORY AVAILABLE AT http://www.centurylink.com/legal/HVIQSIP/911advisory.pdf. Voice Rates prepared for City of Clearwater, FL- Quote# 12902186 17 Of 17 Declarations and Signatures By signing below, the Customer agrees that the above rates shall apply to the applicable Services and are hereby incorporated into the Customer's Agreement with Lumen. Customer Signature: {{_es_signer_signature }} Name: {{_es_signer_fullname }} Title:{{_es_signer_title }} Date:{{_es_signer_date }} Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0561 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Marine & Aviation Agenda Number: 9.1 SUBJECT/RECOMMENDATION: Approve a Purchase Agreement from Trident Pontoons, Inc., of Tavares, FL, for the purchase of two ferry vessels in the amount of $930,086.00 pursuant to Request for Proposal (RFP) 32-24 and authorize the appropriate officials to execute same. (consent) SUMMARY: On March 7, 2024, Council approved to enter into a FDOT JPA Agreement G2S84 which provides for an 83% grant from FDOT for the purchase of vessels, refurbishment/construction of docks, and water transportation service, with a 17% cash match from the city and adopted Resolution 24-07. The project cost is estimated at $1,200,000 with FDOT contributing up to $1,000,000 in grant funding and the City of Clearwater contributing up to $200,000 in matching funds. The grant allows for up to $800,000 of grant funds to be used for the purchase of vessels and the refurbishment and construction of docks and up to $200,000 of grant funds to be used for water transportation service operations including maintenance and supplies. The state will reimburse $775.040.66 and the City will pay $155,045.34. On March 8, 2024, the City published RFP 32-24 for the purchase of two pontoon or tritoon vessels for conducting ferry services on the beautiful intercoastal waters on the west-central coast of Florida. On April 18, 2024, the evaluation committee representing City Manager’s Office, Marine and Aviation and a representative from Clearwater Ferry selected Trident Pontoons, Inc. for the purchase of the two ferry vessels. The vessels will be built in accordance with specifications outlined in the RFP and the Agreement. Under the Second Amendment and Second Extension to Water Taxi Operation Agreement between the City of Clearwater and the Clearwater Ferry Service, the City provides a financial subsidy to the Clearwater Ferry Service in the amount of $500,000 over a five-year period between 2023 and 2028. A portion of that subsidy will be used to cover the City’s 17% case match for this purchase. APPROPRIATION CODE AND AMOUNT: Funding is available (via reimbursement grant revenue) in capital project G2410, Water Transportation Ferry Grant, to fund this purchase. STRATEGIC PRIORITY: High Performing Government: 1.2 Maintain public infrastructure, mobility systems, natural lands, environmental resources, and historic features through systematic management efforts. Economic & Housing Opportunity: 2.2 Cultivate a business climate that welcomes entrepreneurship, inspires local investment, supports Eco-friendly enterprises, and encourages high-quality job growth. Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0561 Community Well-Being: 3.2 Preserve community livability through responsible development standards, proactive code compliance, and targeted revitalization. Environmental Stewardship: 4.4 Develop accessible and active transportation networks that enhance pedestrian safety and reduce citywide greenhouse gas emissions. Page 2 City of Clearwater Printed on 5/29/2024 Building Quality Workboats & Dock Systems for the World May 1, 2024 Lori Vogel, CPPB Procurement Manager Procurement Division 100 S Myrtle Avenue Clearwater, FL 33756 Phone: 727-562-4630 E-mail: lori.vogel@myclearwater.com Purchase Order/Agreement Reference: RFP #32-24 Quantity Two Trident 5016 Commercial Tritoon Boats with Dual Motors Dear Lori: Thank you for the opportunity to provide this response to your Request For Proposal #32- 24. For the sake of clarity, I have listed individually all of the included equipment on the vessel, as well as safety gear and power package. Of course, upgrades and options may be added at an additional cost. The basic boats would be 50 feet long, 16 feet wide with three 46" diameter pontoons. The pontoons are constructed of .125, 5052 marine grade aluminum and have airtight chambers every 5-foot section complete with inspection ports. The height of the fully welded M brackets and 2x4 structural cross channels guarantee higher freeboard. The decking is surfaced with marine grade vinyl and the 4x4x1/4" structural angle forms a continuous fully welded grid which is bolted to each cross channel. The vessel will include four ADA compliant gates port, starboard, bow, and stern. The helm station is raised and complete with commercial console and captain’s chair. The boats will be built for up to 68 passengers, plus two crew members and delivered turn-key complete with U.S. Coast Guard certification for protected waters. Cost of Basic Boat: $342,706.00 TRIDENT PONTOONS, INC. 2 List of Equipment 1. 4 heavy duty aluminum cleats, forward, aft, port and starboard complete with S.S. through bolts ($118.00 ea.) $472.00 2. Control dual with trim $1,954.00 3. Hydraulic steering with relative hardware (Dual) $5,572.00 4. Ignition switch and harness (2@ $1,189.00 ea.) $2,378.00 5. Perko battery switch (2 @ $149.00 ea.) $298.00 6. Tachometer (2@ $340.00 ea.) $978.00 7. Voltmeter (2 @ $149.00 ea.) $298.00 8. Fuel gauge (2 @ $163.00 ea.) $326.00 9. 80-gallon gas tank (2 @ $2,518.00 ea.) $5,036.00 10. Fill cap assembly (2 @ $239.00 ea.) $478.00 11. Cranking battery (2 @ $228.00 ea.) $456.00 12. Running lights (set) $1,150.00 13. Docking lights (set) $942.00 14. Zinc anodes (2 @ $72.00 ea) $144.00 15. Bus style aluminum seats for 68 passengers complete with underneath life jacket storage (68 @ $455.00 ea.) $30,940.00 16. Enclosed storage box $2,800.00 17. Steel-stitch top complete with upright supports (47 linear feet at $449.00/foot) $21,103.00 18. Horn dual $385.00 19. Man overboard retrieval ladder $3,250.00 20. PA system complete with 4 speakers and microphone $4,867.00 21. Antifouling bottom paint - Interlux 5-step process (150lf at $100.00/LF) $15,000.00 22. Fenders (4 @ $115.00 ea.) $460.00 23. Pyle guards (2 @ $500.00 ea.) $1,000.00 24. Weatherproof enclosed 12V DC power outlet wired from the battery $1,320.00 25. Installation of 132’ (each boat) of rubber "D" bumper complete 500+/- rivets drilled and inserted (materials and labor) $2,363.00 26. Graphics wrap $5,000.00 27. GPS with depth sounder $1,300.00 Subtotal of Basic Boat with Accessories: $452,976.00 15% Government Discount: $67,946.00 Total: $385,030.00 3 Coast Guard Package 26. Flashlights (2 at $31.00 each) $62.00 27. First aid kit $421.00 28. Personal flotation devices (68 + 2 adult and 7 child at $82.00 each) $6,314.00 29. Flare kit $155.00 30. Ring buoy with float rope $312.00 31. Emergency beacon $298.00 32. Anchor chain and rope $461.00 33. Boat hook $134.00 34. Galvanized fire bucket (3 at $34.00 each) $102.00 35. Fire extinguisher with bracket (3 at $334.00 each) $1,002.00 36. Hand pump with 10-foot hose $227.00 Coast Guard Equipment Package: $9,488.00 Power Package 37. 250hp Suzuki outboard, or equivalent, complete with props (2@ $24,690.00 ea.) $49,380.00 Delivery Delivery from our facility to Seminole Docks located at 198 Seminole Street, Clearwater, FL 33755, includes permits (130 miles @ $10.00/mile) $1,300.00 Recapitulation of Total Package Cost Trident 5016 Catamaran Basic Cost with accessories: $385,030.00 Coast Guard Equipment Package $9,488.00 Power Package: $49,380.00 Delivery: $1,300.00 Advanced Stability Test $7,500.00 Total: $452,698.00 Total Cost For Two Vessels: $905,396.00 Additional back-up motor $24,690.00 Grand Total for Two Vessels: $930,086.00 Plus Florida Sales Tax if Applicable Our boats have a one-year warranty against all materials and workmanship. There are no other warranties implied; see attached Disclaimers, Limited Warranties And Remedies Terms of payment would be as follows: 4 1/3 due upon placing the order 1/3 due upon completion to the deck 1/3 balance due upon completion and delivery of vessels Delivery of the vessels will be approximately 180 days from receipt of a purchase order provided by the City of Clearwater. If all of the forgoing is clear and to your complete satisfaction, please sign this agreement and send a copy to us along with your deposit; wiring instructions are included for your convenience. If you have any questions, please feel free to call me at my office (352) 253-1400 or on my cell phone at (352) 408-6351. With Kindest Regards, For Acceptance __________________________ Robbie Cunningham Authorized Representative Trident Pontoons, Inc. City of Clearwater Procurement Division 100 S Myrtle Ave Clearwater FL 33756-5520 PO Box 4748, 33758-4748 727-562-4630 Tel v 07.2021 REQUEST FOR PROPOSALS #32-24 Pontoon or Tritoon Vessels March 8, 2024 NOTICE IS HEREBY GIVEN that sealed proposals will be received by the City of Clearwater (City) until 10:00 AM, Local Time, April 9, 2024, for the purchase of two (2) pontoon or tritoon vessels. Brief Description: The City of Clearwater Marine and Aviation Department (City) is requesting responses for the purchase of two (2) pontoon or tritoon vessels for conducting ferry services on the beautiful intracoastal waters on the west-central coast of Florida. Proposals must be in accordance with the provisions, specifications and instructions set forth herein and will be received by the Procurement Division until the above noted time, when they will be publicly acknowledged and accepted. Proposal packets, any attachments and addenda are available for download at: https://www.myclearwater.com/business/rfp Please read the entire solicitation package and submit the bid in accordance with the instructions. This document (less this invitation and the instructions) and any required response documents, attachments, and submissions will constitute the bid. General, Process, or Technical Questions concerning this solicitation should be directed, IN WRITING, to the Procurement contact below: This Request for Proposals is issued by: Lori Vogel, CPPB Procurement Manager Lori.vogel@myclearwater.com INSTRUCTIONS Pontoon or Tritoon Vessels 2 RFP #32-24 i.1 VENDOR QUESTIONS: All questions regarding the contents of this solicitation, and solicitation process (including requests for ADA accommodations), shall be directed solely to the contact listed on Page 1. Questions should be submitted in writing via letter, fax or email. Questions received less than ten (10) calendar days prior to the due date and time may be answered at the discretion of the City. i.2 ADDENDA/CLARIFICATIONS: Any changes to the specifications will be in the form of an addendum. Addenda are posted on the City website no less than seven (7) days prior to the Due Date. Vendors are cautioned to check the Purchasing Website for addenda and clarifications prior to submitting their proposal. The City cannot be held responsible if a vendor fails to receive any addenda issued. The City shall not be responsible for any oral changes to these specifications made by any employees or officer of the City. Failure to acknowledge receipt of an addendum may result in disqualification of a proposal. i.3 VENDOR CONFERENCE / SITE VISIT: Yes No Mandatory Attendance: Yes No If so designated above, attendance is mandatory as a condition of submitting a proposal. The conference/site visit provides interested parties an opportunity to discuss the City's needs, inspect the site and ask questions. During any site visit you must fully acquaint yourself with the conditions as they exist and the character of the operations to be conducted under the resulting contract. i.4 DUE DATE & TIME FOR SUBMISSION AND OPENING: Date: April 9, 2024 Time: 10:00 AM (Local Time) The City will open all proposals properly and timely submitted and will record the names and other information specified by law and rule. All proposals become the property of the City and will not be returned except in the case of a late submission. Respondent names, as read at the bid opening, will be posted on the City website. Once a notice of intent to award is posted or 30 days from day of opening elapses, whichever occurs earlier, proposals are available for inspection by contacting the Procurement Division. i.5 PROPOSAL FIRM TIME: 120 Days from Opening Proposal shall remain firm and unaltered after opening for the number of days shown above. The City may accept the proposal, subject to successful contract negotiations, at any time during this time. i.6 PROPOSAL SECURITY: Yes $ 0.00 No If so designated above, a proposal security in the amount specified must be submitted with the proposal. The security may be submitted in any one of the following forms: an executed surety bond issued by a firm licensed and registered to transact such business with the State of Florida; cash; certified check, or cashier's check payable to the City of Clearwater (personal or company checks are not acceptable); certificate of deposit or any other form of deposit issued by a financial institution and acceptable to the City. Such proposal security shall be forfeited to the City of Clearwater should the proposer selected fail to execute a contract when requested. PERFORMANCE SECURITY: Yes $ 0.00 No If required herein, the Contractor, simultaneously with the execution of the Contract, will be required to furnish a performance security. The security may be submitted in one-year increments and in any one of the following forms: an executed surety bond issued by a firm licensed and registered to transact such business with the State of Florida; cash; certified check, cashier's check or money order payable to the City of Clearwater (personal and company checks are not acceptable); certificate of deposit or any other form of deposit issued by a financial institution and acceptable to the City. If the Contractor fails or refuses to fully comply with the terms and conditions of the contract, the City shall have the right to use all or such part of said security as may be necessary to reimburse the City for loss sustained by reason of such breach. The balance of said security, if INSTRUCTIONS Pontoon or Tritoon Vessels 3 RFP #32-24 any, will be returned to Contractor upon the expiration or termination of the contract. i.7 SUBMIT PROPOSALS TO: It is recommended that proposals are submitted electronically through our bids website at https://www.myclearwater.com/business/rfp Proposers may mail or hand-deliver proposals to the address below. E-mail or fax submissions will not be accepted. Use label at the end of this solicitation package City of Clearwater Attn: Procurement Division 100 S Myrtle Ave, 3rd Fl, Clearwater FL 33756-5520 or PO Box 4748, Clearwater FL 33758-4748 Proposals will be received at this address. Proposers may mail or hand-deliver proposals; e-mail or fax submissions will not be accepted. No responsibility will attach to the City of Clearwater, its employees or agents for premature opening of a proposal that is not properly addressed and identified. i.8 LATE PROPOSALS. The proposer assumes responsibility for having the proposal delivered on time at the place specified. All proposals received after the date and time specified shall not be considered and will be returned unopened to the proposer. The proposer assumes the risk of any delay in the mail or in handling of the mail by employees of the City of Clearwater, or any private courier, regardless whether sent by mail or by means of personal delivery. It shall not be sufficient to show that you mailed or commenced delivery before the due date and time. All times are Clearwater, Florida local times. The proposer agrees to accept the time stamp in the City’s Procurement Office as the official time. i.9 LOBBYING; LOBBYING NO-CONTACT PERIOD; QUESTIONS REGARDING SOLICITATION. From the time a competitive solicitation is posted until such time as the contract is awarded by the city or the solicitation is cancelled, all bidders, offerors, respondents, including their employees, representatives, and other individuals acting on their behalf, shall be prohibited from lobbying city officers, city employees, and evaluation committee members. Violation of this section may result in rejection/disqualification from award of the contract arising out of the competitive solicitation. All questions regarding the competitive solicitation must be directed to the procurement manager or designee, who will respond in writing and post such response to ensure that all respondents receive the same information during the No-Contact Period. The penalty for violating the No-Contact Period may include suspension or debarment i.10 COMMENCEMENT OF WORK. If proposer begins any billable work prior to the City’s final approval and execution of the contract, proposer does so at its own risk. i.11 RESPONSIBILITY TO READ AND UNDERSTAND. Failure to read, examine and understand the solicitation will not excuse any failure to comply with the requirements of the solicitation or any resulting contract, nor shall such failure be a basis for claiming additional compensation. If a vendor suspects an error, omission or discrepancy in this solicitation, the vendor must immediately and in any case not later than (seven (7) business days in advance of the due date notify the contact on page one (1). The City is not responsible for and will not pay any costs associated with the preparation and submission of the proposal. Proposers are cautioned to verify their proposals before submission, as amendments to or withdrawal of proposals submitted after time specified for opening of proposals may not be considered. The City will not be responsible for any proposer errors or omissions. INSTRUCTIONS Pontoon or Tritoon Vessels 4 RFP #32-24 i.12 FORM AND CONTENT OF PROPOSALS. Unless otherwise instructed or allowed, proposals shall be submitted on the forms provided. An original and the designated number of copies of each proposal are required. Proposals, including modifications, must be submitted in ink, typed, or printed form and signed by an authorized representative. Please line through and initial rather than erase changes. If the proposal is not properly signed or if any changes are not initialed, it may be considered non-responsive. In the event of a disparity between the unit price and the extended price, the unit price shall prevail unless obviously in error, as determined by the City. The City may require that an electronic copy of the proposal be submitted. The proposal must provide all information requested and must address all points. The City does not encourage exceptions. The City is not required to grant exceptions and depending on the exception, the City may reject the proposal. i.13 SPECIFICATIONS. Technical specifications define the minimum acceptable standard. When the specification calls for “Brand Name or Equal,” the brand name product is acceptable. Other products will be considered upon showing the other product meets stated specifications and is equivalent to the brand product in terms of quality, performance and desired characteristics. Minor differences that do not affect the suitability of the supply or service for the City’s needs may be accepted. Burden of proof that the product meets the minimum standards or is equal to the brand name product is on the proposer. The City reserves the right to reject proposals that the City deems unacceptable. i.14 MODIFICATION / WITHDRAWAL OF PROPOSAL. Written requests to modify or withdraw the proposal received by the City prior to the scheduled opening time will be accepted and will be corrected after opening. No oral requests will be allowed. Requests must be addressed and labeled in the same manner as the proposal and marked as a MODIFICATION or WITHDRAWAL of the proposal. Requests for withdrawal after the bid opening will only be granted upon proof of undue hardship and may result in the forfeiture of any proposal security. Any withdrawal after the bid opening shall be allowed solely at the City’s discretion. i.15 DEBARMENT DISCLOSURE. If the vendor submitting a proposal has been debarred, suspended, or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state, or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the proposer shall include a letter with its proposal identifying the name and address of the governmental unit, the effective date of this suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating to the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above must be provided. A proposal from a proposer who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity may be rejected. i.16 RESERVATIONS. The City reserves the right to reject any or all proposals or any part thereof; to rebid the solicitation; to reject non-responsive or non-responsible proposals; to reject unbalanced proposals; to reject proposals where the terms, prices, and/or awards are conditioned upon another event; to reject individual proposals for failure to meet any requirement; to award by item, part or portion of an item, group of items, or total; to make multiple awards; to waive minor irregularities, defects, omissions, technicalities or form errors in any proposal. The City may seek clarification of the proposal from proposer at any time, and failure to respond is cause for rejection. Submission of a proposal confers on proposer no right to an award or to a subsequent contract. The City is responsible to make an award that is in the best interest of the City. All decisions on compliance, evaluation, terms and conditions shall be made solely at the City’s discretion and made to favor the City. No binding contract will exist between the proposer and the City until the City executes a written contract or purchase order. i.17 OFFICIAL SOLICITATION DOCUMENT. Changes to the solicitation document made by a proposer may not be acknowledged or accepted by the City. Award or execution of a contract does not constitute acceptance of a changed term, condition or specification unless specifically acknowledged and agreed to by the City. The copy maintained and published by the City shall be the official solicitation document. INSTRUCTIONS Pontoon or Tritoon Vessels 5 RFP #32-24 i.18 COPYING OF PROPOSALS. Proposer hereby grants the City permission to copy all parts of its proposal, including without limitation any documents and/or materials copyrighted by the proposer. The City’s right to copy shall be for internal use in evaluating the proposal. i.19 CONTRACTOR ETHICS. It is the intention of the City to promote courtesy, fairness, impartiality, integrity, service, professionalism, economy, and government by law in the Procurement process. The responsibility for implementing this policy rests with each individual who participates in the Procurement process, including Respondents and Contractors. To achieve this purpose, it is essential that Respondents and Contractors doing business with the City also observe the ethical standards prescribed herein. It shall be a breach of ethical standards to: a. Exert any effort to influence any City employee or agent to breach the standards of ethical conduct. b. Intentionally invoice any amount greater than provided in Contract or to invoice for Materials or Services not provided. c. Intentionally offer or provide sub-standard Materials or Services or to intentionally not comply with any term, condition, specification or other requirement of a City Contract. i.20 GIFTS. The City will accept no gifts, gratuities or advertising products from proposers or prospective proposers and affiliates. The City may request product samples from vendors for product evaluation. i.21 RIGHT TO PROTEST. Pursuant to Section 2.562(3), Clearwater Code of Ordinances, a bidder who submitted a response to a competitive solicitation and was not selected may appeal the decision through the bid protest procedures, a copy of which shall be available in the Procurement Division. A protesting bidder must include a fee of one percent of the amount of the bid or proposed contract to offset the City’s additional expenses related to the protest. This fee shall not exceed $5,000.00 nor be less than $50.00. Full refund will be provided should the protest be upheld. No partial refunds will be made. ADDRESS PROTESTS TO: City of Clearwater - Procurement Division 100 So Myrtle Ave, 3rd Fl Clearwater FL 33756-5520 or PO Box 4748 Clearwater FL 33758-4748 INSTRUCTIONS – EVALUATION Pontoon or Tritoon Vessels 6 RFP #32-24 i.22 EVALUATION PROCESS. Proposals will be reviewed by a screening committee comprised of City employees. The City staff may or may not initiate discussions with proposers for clarification purposes. Clarification is not an opportunity to change the proposal. Proposers shall not initiate discussions with any City employee or official. Respondent is hereby notified that Section 287.05701, Florida Statutes, requires that the City may not request documentation of or consider a vendor's social, political, or ideological interests when determining if the vendor is a responsible vendor. i.23 CRITERIA FOR EVALUATION AND AWARD. The City evaluates three (3) categories of information: responsiveness, responsibility, the technical proposal/price. All proposals must meet the following responsiveness and responsibility criteria. a) Responsiveness. The City will determine whether the proposal complies with the instructions for submitting proposals including completeness of proposal which encompasses the inclusion of all required attachments and submissions. The City must reject any proposals that are submitted late. Failure to meet other requirements may result in rejection. b) Responsibility. The City will determine whether the proposer is one with whom it can or should do business. Factors that the City may evaluate to determine "responsibility" include, but are not limited to: excessively high or low priced proposals, past performance, references (including those found outside the proposal), compliance with applicable laws, proposer's record of performance and integrity- e.g. has the proposer been delinquent or unfaithful to any contract with the City, whether the proposer is qualified legally to contract with the City, financial stability and the perceived ability to perform completely as specified. A proposer must at all times have financial resources sufficient, in the opinion of the City, to ensure performance of the contract and must provide proof upon request. City staff may also use Dun & Bradstreet and/or any generally available industry information. The City reserves the right to inspect and review proposer’s facilities, equipment and personnel and those of any identified subcontractors. The City will determine whether any failure to supply information, or the quality of the information, will result in rejection. c) Technical Proposal. The City will determine how well proposals meet its requirements in terms of the response to the specifications and how well the offer addresses the needs of the project. The City will rank offers using a point ranking system (unless otherwise specified) as an aid in conducting the evaluation. d) If less than three (3) responsive proposals are received, at the City’s sole discretion, the proposals may be evaluated using simple comparative analysis instead of any announced method of evaluation, subject to meeting administrative and responsibility requirements. For this RFP, the criteria that will be evaluated and their relative weights are: Evaluation Criteria (page 21)    Points  Demonstrated Experience (Tab 2)  20 Cost and Model of Equipment and Delivery (Tab 3)  35  Configuration, Maneuverability, Accessibility (Tab 4)  35 Warranty Information (Tab 5)  10  i.24 SHORT-LISTING. The City at its sole discretion may create a short-list of the highest ranked proposals based on evaluation against the evaluation criteria. Short-listed proposers may be invited to give presentations and/or interviews. Upon conclusion of any presentations/interviews, the City will finalize the ranking of shortlisted firms. INSTRUCTIONS – EVALUATION Pontoon or Tritoon Vessels 7 RFP #32-24 i.25 PRESENTATIONS/INTERVIEWS Presentations and/or interviews may be requested at the City’s discretion. The location for these presentations and/or interviews will be determined by the City and may be held virtually. i.26 BEST & FINAL OFFERS. The City may request best & final offers if deemed necessary, and will determine the scope and subject of any best & final request. However, the proposer should not expect that the City will ask for best & finals and should submit their best offer based on the terms and conditions set forth in this solicitation. i.27 COST JUSTIFICATION. In the event only one response is received, the City may require that the proposer submit a cost proposal in sufficient detail for the City to perform a cost/price analysis to determine if the proposal price is fair and reasonable. i.28 CONTRACT NEGOTIATIONS AND ACCEPTANCE. Proposer must be prepared for the City to accept the proposal as submitted. If proposer fails to sign all documents necessary to successfully execute the final contract within a reasonable time as specified, or negotiations do not result in an acceptable agreement, the City may reject proposal or revoke the award, and may begin negotiations with another proposer. Final contract terms must be approved or signed by the appropriately authorized City official(s). No binding contract will exist between the proposer and the City until the City executes a written contract or purchase order. i.29 NOTICE OF INTENT TO AWARD. Notices of the City’s intent to award a Contract are posted to Purchasing’s website. It is the proposer’s responsibility to check the City of Clearwater’s website at https://www.myclearwater.com/business/rfp to view relevant RFP information and notices. i.30 RFP TIMELINE. Dates are tentative and subject to change. Release RFP: March 8, 2024 Advertise Tampa Bay Times: March 13, 2024 Responses due: April 9, 2024 Review proposals: April 9, 2024-April 16, 2024 Presentations (if requested): Week of April 22, 2024 Award recommendation: Week of April 22, 2024 Council authorization: May 2024 Contract begins: May 2024 STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 8 RFP #32-24 S.1 DEFINITIONS. Uses of the following terms are interchangeable as referenced: “vendor, contractor, consultant, supplier, proposer, company, persons”, “purchase order, PO, contract, agreement”, “City, Clearwater”, “bid, proposal, response, quote”. S.2 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor’s employees, not City employees. Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers’ compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.3 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. S.4 ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City’s written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.5 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.6 NO THIRD PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights, or responsibilities in any third parties. S.7 NON- EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.8 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.9 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations under this Agreement. S.10 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, executive orders, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 9 RFP #32-24 in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986 (IRCA) in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under this provision, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees (hereinafter “Contractor Immigration Warranty”). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274B of the Federal Immigration and Nationality Act. d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor’s personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. S.11 SALES/USE TAX, OTHER TAXES. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor’s services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City or should otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. The City is exempt from paying state and local sales/use taxes and certain federal excise taxes and will furnish an exemption certificate upon request. S.12 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 10 RFP #32-24 S.13 PUBLIC RECORDS. In addition to all other contract requirements as provided by law, the Contractor executing this Agreement agrees to comply with public records law. 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, Rosemarie Call, Phone: 727-562-4092 or Email: Rosemarie.Call@myclearwater.com, 600 Cleveland Street, Suite 600, Clearwater, FL 33755. The Contractor agrees to comply with the following: a) Keep and maintain public records required by the City of Clearwater (hereinafter “public agency” in this section) to perform the service being provided by the contractor hereunder. b) Upon request from the public agency’s custodian of public records, provide the public agency 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 for in Chapter 119, Florida Statutes, as may be amended from time to time, or as otherwise provided by law. c) Ensure that the 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 of the contract if the contractor does not transfer the records to the public agency. d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion 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 of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency’s custodian of public records, in a format that is compatible with the information technology systems of the public agency. e) A request to inspect or copy public records relating to a public agency’s contract for services must be made directly to the public agency. If the public agency does not possess the requested records, the public agency shall immediately notify the contractor of the request and the contractor must provide the records to the public agency or allow the records to be inspected or copied within a reasonable time. f) The contractor hereby acknowledges and agrees that if the contractor does not comply with the public agency’s request for records, the public agency shall enforce the contract provisions in accordance with the contract. g) A contractor who fails to provide the public records to the public agency within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. h) If a civil action is filed against a contractor to compel production of public records relating to a public agency’s contract for services, the court shall assess and award against the contractor the reasonable costs of enforcement, including reasonable attorney fees, if: 1. The court determines that the contractor unlawfully refused to comply with the public records request within a reasonable time; and STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 11 RFP #32-24 2. At least eight (8) business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the contractor has not complied with the request, to the public agency and to the contractor. i) A notice complies with subparagraph (h)2. if it is sent to the public agency’s custodian of public records and to the contractor at the contractor’s address listed on its contract with the public agency or to the contractor’s registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. A Contractor who complies with a public records request within eight (8) business days after the notice is sent is not liable for the reasonable costs of enforcement. S.14 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for five (5) years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor’s place of business or at City offices, as determined by the City. S.15 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City’s information, data, or facilities in accordance with the City’s current background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.16 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. S.17 DEFAULT. a. A party will be in default if that party: (i) is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor’s capability to perform under the Agreement; (ii) is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar days; (iii) conducts business in an unethical manner or in an illegal manner; or (iv) fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred or suspended in accordance with the Clearwater Code of Ordinances Section 2.565 or if Contractor is debarred or suspended by another governmental entity. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty (30) days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non- defaulting party to provide notice of the default does not waive any rights under the Agreement. d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor’s intent or ability to perform, the City may demand that Contractor give a written STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 12 RFP #32-24 assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.18 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys’ fees, and costs. c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.19 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.20 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement at its convenience, in part or in whole, upon thirty (30) calendar days’ written notice. S.21 TERMINATION FOR CONFLICT OF INTEREST. The City may cancel this Agreement after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.22 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines, in its sole discretion, that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.23 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor’s properly prepared final invoice. S.24 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this Agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. S.25 INDEMNIFICATION/LIABILITY. STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 13 RFP #32-24 a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement. If applicable, this paragraph shall be construed in harmony with F. S. § 725.06. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. d. Nothing contained herein in intended to serve as a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to be sued by third parties. S.26 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like, and professional manner. The City’s acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City’s reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. If applicable, this paragraph shall be construed in harmony with F. S. § 725.06. S.27 CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City property, and will at the City’s request and expense, furnish to the City reasonable assistance and cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.28 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.29 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.30 USE OF NAME. Contractor will not use the name of the City of Clearwater in any advertising or publicity without obtaining the prior written consent of the City. S.31 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 14 RFP #32-24 S.32 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. S.33 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.34 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the materials and services being provided and that the City may use same without suit, trouble, or hindrance from Contractor or third parties. S.35 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret, or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City’s use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. Nothing contained herein in intended to serve as a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to be sued by third parties. S.36 CONTRACT ADMINISTRATION. This Agreement will be administered by the Purchasing Administrator and/or an authorized representative from the using department. All questions regarding this Agreement will be referred to the administrator for resolution. Supplements may be written to this Agreement for the addition or deletion of services. Payment will be negotiated and determined by the contract administrator(s). S.37 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.38 COOPERATIVE USE OF CONTRACT. This Agreement may be extended for use by other municipalities, counties, school districts, and government agencies with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or procurement rules and regulations of the respective government agency. Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. STANDARD TERMS AND CONDITIONS Pontoon or Tritoon Vessels 15 RFP #32-24 S.39 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Procurement Division. S.40 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via electronic mail; (iv) sent via overnight courier; or (v) sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via electronic mail, overnight courier, or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.41 GOVERNING LAW, VENUE. This Agreement is governed by the laws of the State of Florida. The exclusive venue selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Pinellas County, Florida. S.42 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitutes the entire agreement between the parties with respect to the work to be performed. S.43 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.44 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.45 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this Agreement, completion, termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. DETAILED SPECIFICATIONS Pontoon or Tritoon Vessels 16 RFP #32-24 1. INTRODUCTION. The City of Clearwater (City) is a coastal community on the West Coast of Florida and the third largest city in the Tampa Bay region with an estimated 118,904 residents. Clearwater Beach is an international tourist destination that brings millions of tourists to Pinellas County annually and was selected as the “Number One Beach in America” in the 2018 and 2019 TripAdvisor Travelers’ Choice Awards and regularly ranks as a top vacation destination in both domestic and international publications. An ideal year-round destination for travelers of all ages and interests, Clearwater boasts miles of pristine “sugar sand” beaches, provides a wide variety of casual and fine dining options, and is home to Philadelphia Phillies Spring Training and Clearwater Threshers Minor League Baseball. Clearwater Marine Aquarium remains a consistent draw for visitors and is nationally recognized for its groundbreaking work in marine rescue, rehabilitation, and release. The City of Clearwater is committed to ensuring that we have a sustainable city through green measures focusing on our economy, environment, and community. 2. SCOPE OF WORK. The City is requesting sealed bids for the purchase of two (2) pontoon or tritoon vessels to provide a safe waterborne transportation experience in a fun, fast and reliable method to both Clearwater Beach and Dunedin. The pontoon boat(s) shall meet ADA (Americans with Disabilities Act) requirements. While it is not required as part of the minimum requirements for the pontoon or tritoon vessels, the city is interested in learning what alternative fueled boat options are available that could help in accomplishing our sustainable goals. Pontoon or Tritoon Vessel Specifications 2.1. Pontoon or Tritoon Vessel Minimum Requirements: a. Must be capable of carrying and seating at least forty-nine (49) passengers plus one (1) operator and one (1) mate. The boat shall be designed for a weight capacity adequate enough to accommodate fifty-one (51) adults and have all appropriate safety features for carrying child passengers. b. Accessible accommodations for at least one (1) passenger in a wheelchair and a transitioning ramp for wheelchairs that meets ADA requirements. c. Aluminum hand railing around the entire perimeter of the deck that provides safety without greatly impeding the visibility of the waterway and the shoreline by passengers. The railing must meet all pertinent safety guidelines for this application. d. Four gates – one (1) port side, one (1) starboard side, one (1) bow and one (1) stern that meet ADA and safety requirements for passenger entry. e. Deck surfacing shall be slip-resistant aluminum or aluminum coated with a maintenance free slip-resistant material. f. Capable of operating in relatively shallow water (2’ or less). g. Pontoons must be internally bulk headed to prevent capsizing in the event that one of the pontoons is punctured during operation. h. Twin motors capable of propelling the boat while loaded at a speed of at least 10 knots/hr. under headwinds of 25 mph and capable of propelling the boat at 15 knots/hr. under light winds while loaded without disturbing conversations at a normal level on the boat. i. An emergency/secondary motor (gas or electric) in the event of a failure of the primary motor. j. Double cleats on the stern of the boat to pull the boat if it becomes stuck on objects or grounded. k. An emergency boarding ladder (platform design compliant with newest USCG requirements), capable of extending at least 3’ into the water, with a 400 lb. weight capacity. l. Weatherproof enclosure containing a 12V DC power outlet wired from the battery that is within reach of the boat operator, for purposes of installing a mobile radio in the future (no radio needs to be included). DETAILED SPECIFICATIONS Pontoon or Tritoon Vessels 17 RFP #32-24 m. Canopy shall cover at least three quarters (3/4) of the boat. n. Be constructed so that rainwater does not pond anywhere on top of the boat including the deck or engine compartment by means of either it’s slope, drain system, or an automatic bilge pump. o. Console installed and equipped with all necessary gauges, controls, ignition, steering wheel, seat, and any other necessary items for easy and efficient operation of the vessel without any further adjustment or assembly required upon delivery. p. Two fuel tank(s) capable of carrying enough fuel to power the vessel for at least eight (8) hours. Or, if an electric motor is proposed, a large enough battery capacity to power the vessel for at least eight (8) continuous hours without a charge, and all equipment needed to charge the batteries within a timeframe of no more than eight (8) hours. q. Seating should be of a sturdy aluminum construction that is maintenance free and a sketch showing the proposed configuration of the seating, console, and other deck features will be prepared and submitted for approval before construction. r. Any and all accessories, adjustments, and preparations including rigging, cabling, docking fenders/bumpers, life rings with mounts, etc. that are necessary to safely and effectively operate the boat with passengers and employees and to dock the boat at the end of a fixed wooden pier with two (2) cleats. s. Adequate thick rub rail. t. Waterproof storage unit for personal floatation devices and other safety items shall be provided. u. Poster frames which will allow the opportunity to include educational messaging about wildlife and environment relevant to the ferry route and eco tours. 2.2. Lights and Horn. Standard U.S. Coast Guard approved navigation lights and horn. 2.3 Electronic Equipment. A public address system with a weatherproof microphone and speaker. GPS with radar and depth sounding and audio equipment. 3. BROCHURE AND QUOTE. Responding vendors are to provide a detailed quote and product brochure on the pontoon or tritoon vessel quoted. Documentation must clearly demonstrate that all minimum requirements outlined above have been met. Any deviations from identified specifications for review and consideration shall be considered exceptions and must be included on the EXCEPTIONS/ADDITIONAL MATERIALS/ADDENDA form, page 23 of solicitation, for consideration. Non-conforming exceptions within a response may not be considered. The City reserves the right to reject any specification exceptions that have a negative impact on the vessel’s performance or the City’s intended utilization. 4. DELIVERY. a. Delivery of the pontoon or tritoon vessels shall be completed no later than six (6) months after submission of a P.O. to the Seminole Docks located at 198 Seminole St., Clearwater, FL 33755. b. The City shall have ten (10) days in which to inspect and test the Vessel and its systems, including reasonable sea trials. • Any defects which may become apparent during such inspections shall be corrected by the vendor within thirty (30) days or the pontoon or tritoon vessel shall be replaced with a new model. 5. MANUFACTURER WARRANTY. Responding vendors shall provide warranty information under Response Elements, TAB 5 – Warranty Information, page 21 of solicitation. 6. INSURANCE REQUIREMENTS. The Vendor shall, at its own cost and expense, acquire and maintain (and cause any subcontractors, representatives or agents to acquire and maintain) during DETAILED SPECIFICATIONS Pontoon or Tritoon Vessels 18 RFP #32-24 the term with the City, sufficient insurance to adequately protect the respective interest of the parties. Coverage shall be obtained with a carrier having an AM Best Rating of A-VII or better. In addition, the City has the right to review the Contractor’s deductible or self-insured retention and to require that it be reduced or eliminated. Specifically the Vendor must carry the following minimum types and amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis, then coverage can be obtained on a claims-made basis with a minimum three (3) year tail following the termination or expiration of this Agreement: a. Commercial General Liability Insurance coverage, including but not limited to, premises operations, products/completed operations, products liability, contractual liability, advertising injury, personal injury, death, and property damage in the minimum amount of $1,000,000 (one million dollars) per occurrence and $2,000,000 (two million dollars) general aggregate. b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars) combined single limit. c. Unless waived by the State of Florida and proof of waiver is provided to the City, statutory Workers’ Compensation Insurance coverage in accordance with the laws of the State of Florida, and Employer’s Liability Insurance in the minimum amount of $1,000,000 (one million dollars) each employee each accident, $1,000,000 (one million dollars) each employee by disease, and $1,000,000 (one million dollars) disease policy limit. Coverage should include Voluntary Compensation, Jones Act, and U.S. Longshoremen’s and Harbor Worker’s Act coverage where applicable. Coverage must be applicable to employees, contractors, subcontractors, and volunteers, if any. The above insurance limits may be achieved by a combination of primary and umbrella/excess liability policies. Other Insurance Provisions. a. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of the insurance policy’s renewal date(s) for as long as this Agreement remains in effect, the Vendor will furnish the City with a Certificate of Insurance(s) (using appropriate ACORD certificate, SIGNED by the Issuer, and with applicable endorsements) evidencing all of the coverage set forth above and naming the City as an “Additional Insured” on the Commercial General Liability Insurance and the Commercial Automobile Liability Insurance. In addition when requested in writing from the City, Vendor will provide the City with certified copies of all applicable policies. The address where such certificates and certified policies shall be sent or delivered is as follows: City of Clearwater Attn: Procurement Division, RFP #32-24 P.O. Box 4748 Clearwater, FL 33758-4748 b. Vendor shall provide thirty (30) days written notice of any cancellation, non-renewal, termination, material change or reduction in coverage. c. Vendor’s insurance as outlined above shall be primary and non-contributory coverage for Vendor’s negligence. d. Vendor reserves the right to appoint legal counsel to provide for the Vendor’s defense, for any DETAILED SPECIFICATIONS Pontoon or Tritoon Vessels 19 RFP #32-24 and all claims that may arise related to Agreement, work performed under this Agreement, or to Vendor’s design, equipment, or service. Vendor agrees that the City shall not be liable to reimburse Vendor for any legal fees or costs as a result of Vendor providing its defense as contemplated herein. The stipulated limits of coverage above shall not be construed as a limitation of any potential liability to the City, and City’s failure to request evidence of this insurance shall not be construed as a waiver of Vendor’s (or any contractors’, subcontractors’, representatives’ or agents’) obligation to provide the insurance coverage specified. MILESTONES Pontoon or Tritoon Vessels 20 RFP #32-24 1. ANTICIPATED PURCHASE DATE: May 2024 If the commencement of performance is delayed because the City does not execute the contract on the start date, the City may adjust the start date, end date and milestones to reflect the delayed execution. 2. EXTENSION. The City reserves the right to extend the term of this contract, provided however, that the City shall give written notice of its intentions to extend this contract no later than thirty (30) days prior to the expiration date of the contract. RESPONSE ELEMENTS Pontoon or Tritoon Vessels 21 RFP #32-24 1. PROPOSAL SUBMISSION. It is recommended that responses are submitted electronically through our bids website at https://www.myclearwater.com/business/rfp. For responses mailed and/or hand-delivered, firm must submit one (1) signed original (identified as ORIGINAL) response, number (5) copies of the response and one (1) copy in an electronic format, on a disc or thumb drive, in a sealed container using the label provided at the end of this solicitation. NOTE: If submitting proposals electronically, copies are not required. 2. PROPOSAL FORMAT (the following should be included and referenced with index tabs) NOTE: Every proposal received by the City will be considered a public record pursuant to Chapter 119, Florida Statutes. Any response marked confidential may be deemed non- responsive to this RFP. Table of Contents: Identify contents by tab and page number TAB 1 - Letter of Transmittal. A brief letter of transmittal should be submitted that includes the following information: a. The proposer’s understanding of the equipment needed. b. A positive commitment to provide the equipment needed. c. The names of key persons who will be the main contacts for the city. TAB 2 - Demonstrated Experience. The following information should be included: a. Company qualification and company information b. Experience providing similar projects, saltwater aluminum boat building. c. References. A minimum of three (3) customer references, preferably from other public entities for which similar equipment was provided, within the past five (5) years, are required. Each reference must include the name of the entity, date of purchase, address, contact person, telephone number, and email address. TAB 3 - Cost and Model of Equipment and Delivery. The following section shall include but not be limited to the following: a. Make & Model b. Base Price as specified c. Delivery schedule d. Brochure and Quote e. Any additional options with associated costs TAB 4 – Configuration, Maneuverability, Accessibility a. Seating layout / seat design b. Canopy cover design c. Embark/disembark areas d. Vessel draft e. Maneuverability f. Ability to operate in rough water conditions g. ADA accessibility TAB 5 – Warranty information. The following information shall include the following: a. Include what type of warranty is included b. Include any extended warranty options TAB 5 - Other Forms. The following forms should be completed and signed: a. Exceptions/Additional Materials/Addenda form b. Vendor Information form c. Vendor Certification of Proposal form RESPONSE ELEMENTS Pontoon or Tritoon Vessels 22 RFP #32-24 d. Scrutinized Companies form(s) as required e. E-Verify Eligibility form f. W-9 Form. Include a current W-9 form (http://www.irs.gov/pub/irs-pdf/fw9.pdf) EXCEPTIONS / ADDITIONAL MATERIAL / ADDENDA Pontoon or Tritoon Vessels 23 RFP #32-24 Proposers shall indicate any and all exceptions taken to the provisions or specifications in this solicitation document. Exceptions that surface elsewhere and that do not also appear under this section shall be considered invalid and void and of no contractual significance. Exceptions (mark one): **Special Note – Any material exceptions taken to the City’s Terms and Conditions may render a Proposal non-responsive. No exceptions Exceptions taken (describe--attach additional pages if needed) Additional Materials submitted (mark one): No additional materials have been included with this proposal Additional Materials attached (describe--attach additional pages if needed) Acknowledgement of addenda issued for this solicitation: Prior to submitting a response to this solicitation, it is the vendor’s responsibility to confirm if any addenda have been issued. Addenda Number Initial to acknowledge receipt Vendor Name Date: VENDOR INFORMATION Pontoon or Tritoon Vessels 24 RFP #32-24 Company Legal/Corporate Name: Doing Business As (if different than above): Address: City: State: Zip: - Phone: Fax: E-Mail Address: Website: DUNS # Remit to Address (if different than above): Order from Address (if different from above): Address: Address: City: State: Zip: City: State: Zip: Contact for Questions about this proposal: Name: Fax: Phone: E-Mail Address: Day-to-Day Project Contact (if awarded): Name: Fax: Phone: E-Mail Address: Certified Small Business Certifying Agency: Certified Minority, Woman or Disadvantaged Business Enterprise Certifying Agency: Provide supporting documentation for your certification, if applicable. VENDOR CERTIFICATION OF PROPOSAL Pontoon or Tritoon Vessels 25 RFP #32-24 By signing and submitting this Bid/Proposal/Qualification/Response, the Vendor certifies that: a) It is under no legal prohibition on contracting with the City of Clearwater. b) It has read, understands, and is in compliance with the specifications, terms and conditions stated herein, as well as its attachments, and any referenced documents. c) It has no known, undisclosed conflicts of interest. d) The prices offered were independently developed without consultation or collusion with any of the other vendors or potential vendors or any other anti-competitive practices. e) No offer of gifts, payments or other consideration were made to any City employee, officer, elected official, or consultant who has or may have had a role in the procurement process for the commodities or services covered by this contract. The Vendor has not influenced or attempted to influence any City employee, officer, elected official, or consultant in connection with the award of this contract. f) It understands the City may copy all parts of this response, including without limitation any documents or materials copyrighted by the Vendor, for internal use in evaluating respondent’s offer, or in response to a public records request under Florida’s public records law (F.S. Chapter 119) or other applicable law, subpoena, or other judicial process; provided that the City agrees not to change or delete any copyright or proprietary notices. g) It hereby warrants to the City that the Vendor and its subcontractors will comply with, and are contractually obligated to comply with, all federal, state, and local laws, rules, regulations, and executive orders. h) It certifies that Vendor is not presently debarred, suspended, proposed for debarment, declared ineligible, voluntarily excluded, or disqualified from participation in this matter from any federal, state, or local agency. i) It will provide the commodities or services specified in compliance with all federal, state, and local laws, rules, regulations, and executive orders if awarded by the City. j) It is current in all obligations due to the City. k) It will accept all terms and conditions as set forth in this solicitation if awarded by the City. l) The signatory is an officer or duly authorized representative of the Vendor with full power and authority to submit binding offers and enter into contracts for the commodities or services as specified herein. ACCEPTED AND AGREED TO: Company Name: Signature: Printed Name: Title: Date: SCRUTINIZED COMPANIES FORMS Pontoon or Tritoon Vessels 26 RFP #32-24 SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND SYRIA CERTIFICATION FORM IF YOUR BID/PROPOSAL IS $1,000,000 OR MORE, THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The vendor, company, individual, principal, subsidiary, affiliate, or owner is aware of the requirements of section 287.135, Florida Statutes, regarding companies on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaging in business operations in Cuba and Syria; and 2. The vendor, company, individual, principal, subsidiary, affiliate, or owner is eligible to participate in this solicitation and is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Sector List, or engaged in business operations in Cuba and Syria; and 3. Business Operations means, for purposes specifically related to Cuba or Syria, engaging in commerce in any form in Cuba or Syria, including, but not limited to, acquiring, developing, maintaining, owning, selling, possessing, leasing or operating equipment, facilities, personnel, products, services, personal property, real property, military equipment, or any other apparatus of business or commerce; and 4. If awarded the Contract (or Agreement), the vendor, company, individual, principal, subsidiary, affiliate, or owner will immediately notify the City of Clearwater in writing, no later than five (5) calendar days after any of its principals are placed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Sector List, or engaged in business operations in Cuba and Syria. __________________________________________ Authorized Signature __________________________________________ Printed Name __________________________________________ Title __________________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _____________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. __________________________________________ Notary Public __________________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE SCRUTINIZED COMPANIES FORMS Pontoon or Tritoon Vessels 27 RFP #32-24 SCRUTINIZED COMPANIES THAT BOYCOTT ISRAEL LIST CERTIFICATION FORM THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The vendor, company, individual, principal, subsidiary, affiliate, or owner is aware of the requirements of section 287.135, Florida Statutes, regarding companies on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel; and 2. The vendor, company, individual, principal, subsidiary, affiliate, or owner is eligible to participate in this solicitation and is not listed on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel; and 3. “Boycott Israel” or “boycott of Israel” means refusing to deal, terminating business activities, or taking other actions to limit commercial relations with Israel, or persons or entities doing business in Israel or in Israeli-controlled territories, in a discriminatory manner. A statement by a company that it is participating in a boycott of Israel, or that it has initiated a boycott in response to a request for a boycott of Israel or in compliance with, or in furtherance of, calls for a boycott of Israel, may be considered as evidence that a company is participating in a boycott of Israel; and 4. If awarded the Contract (or Agreement), the vendor, company, individual, principal, subsidiary, affiliate, or owner will immediately notify the City of Clearwater in writing, no later than five (5) calendar days after any of its principals are placed on the Scrutinized Companies that Boycott Israel List, or engaged in a boycott of Israel. ______________________________________ Authorized Signature ______________________________________ Printed Name ______________________________________ Title ______________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _____________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. __________________________________________ Notary Public __________________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE E-VERIFY ELIGIBILITY FORM Pontoon or Tritoon Vessels 28 RFP #32-24 VERIFICATION OF EMPLOYMENT ELIGIBILITY FORM PER FLORIDA STATUTE 448.095, CONTRACTORS AND SUBCONTRACTORS MUST REGISTER WITH AND USE THE E-VERIFY SYSTEM TO VERIFY THE WORK AUTHORIZATION STATUS OF ALL NEWLY HIRED EMPLOYEES. THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID/PROPOSAL. FAILURE TO SUBMIT THIS FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE. The affiant, by virtue of the signature below, certifies that: 1. The Contractor and its Subcontractors are aware of the requirements of Florida Statute 448.095. 2. The Contractor and its Subcontractors are registered with and using the E-Verify system to verify the work authorization status of newly hired employees. 3. The Contractor will not enter into a contract with any Subcontractor unless each party to the contract registers with and uses the E-Verify system. 4. The Subcontractor will provide the Contractor with an affidavit stating that the Subcontractor does not employ, contract with, or subcontract with unauthorized alien. 5. The Contractor must maintain a copy of such affidavit. 6. The City may terminate this Contract on the good faith belief that the Contractor or its Subcontractors knowingly violated Florida Statutes 448.09(1) or 448.095(2)(c). 7. If this Contract is terminated pursuant to Florida Statute 448.095(2)(c), the Contractor may not be awarded a public contract for at least 1 year after the date on which this Contract was terminated. 8. The Contractor is liable for any additional cost incurred by the City as a result of the termination of this Contract. __________________________________________ Authorized Signature __________________________________________ Printed Name __________________________________________ Title __________________________________________ Name of Entity/Corporation STATE OF _____________________ COUNTY OF ___________________ The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization on, this _____ day of _________________, 20____, by _______________________________ (name of person whose signature is being notarized) as the ________________________ (title) of ______________________________________(name of corporation/entity), personally known ______, or produced _________________________ (type of identification) as identification, and who did/did not take an oath. ____________________________________ Notary Public ____________________________________ Printed Name My Commission Expires: __________________ NOTARY SEAL ABOVE MAILING LABEL CUT ALONG THE LINE AND AFFIX TO THE FRONT OF YOUR BID CONTAINER Pontoon or Tritoon Vessels 29 RFP #32-24 --------------------------------------------------------------------------------- For US Mail ------------------------------------------------------------------------------ SEALED PROPOSAL Submitted by: Company Name: Address: City, State, Zip: RFP #32-24, Pontoon or Tritoon Vessels Due Date: April 9, 2024, at 10:00 A.M. City of Clearwater Attn: Procurement Division PO Box 4748 Clearwater FL 33758-4748 --------------------------------------------------------------------------------- For US Mail ------------------------------------------------------------------------------ ---------------------------------------------- For Hand Deliveries, FEDEX, UPS or Other Courier Services ------------------------------------------------ SEALED PROPOSAL Submitted by: Company Name: Address: City, State, Zip: RFP #32-24, Pontoon or Tritoon Vessels Due Date: April 9, 2024, at 10:00 A.M. City of Clearwater Attn: Procurement Division 100 S Myrtle Ave 3rd Fl Clearwater FL 33756-5520 ---------------------------------------------- For Hand Deliveries, FEDEX, UPS or Other Courier Services ------------------------------------------------ 1) Trident Pontoons, Inc 28240 Lake Industrial Blvd Tavares, FL 32778 Tel: 352.253.1400 ADVERTISED: TAMPA BAY TIMES 03.13.24 POSTED:myclearwater.com 03.08.24-04.09.24 Due/Opening: April 9, 2024; 10:00 a.m. REQUEST FOR PROPOSAL No. 32-24 Pontoon or Tritoon Vessels Solicitation Response Listing FOR THE CITY OF CLEARWATER Building Quality Workboats & Dock Systems for the World March 15, 2024 Lori Vogel, CPPB Procurement Manager Procurement Division 100 S Myrtle Avenue Clearwater, FL 33756 Phone: 727-562-4630 E-mail: lori.vogel@myclearwater.com Quotation Reference: RFP #32-24 Quantity Two Trident 5016 Commercial Tritoon Boats with Dual Motors Dear Lori: Thank you for the opportunity to provide this response to your Request For Proposal #32- 24. For the sake of clarity, I have listed individually all of the included equipment on the vessel, as well as safety gear and power package. Of course, upgrades and options may be added at an additional cost. The basic boats would be 50 feet long, 16 feet wide with three 42" diameter pontoons. The pontoons are constructed of .125, 5052 marine grade aluminum and have airtight chambers every 5-foot section complete with inspection ports. The height of the fully welded M brackets and 2x4 structural cross channels guarantee higher freeboard. The decking is surfaced with marine grade vinyl and the 4x4x1/4" structural angle forms a continuous fully welded grid which is bolted to each cross channel. The vessel will include four ADA compliant gates port, starboard, bow, and stern. The helm station is raised and complete with commercial console and captain’s chair. The boats will be built for up to 68 passengers, plus two crew members and delivered turn-key complete with U.S. Coast Guard certification for protected waters. Cost of Basic Boat: $342,706.00 TRIDENT PONTOONS, INC. 2 List of Equipment 1. 4 heavy duty aluminum cleats, forward, aft, port and starboard complete with S.S. through bolts ($118.00 ea.) $472.00 2. Control dual with trim $1,954.00 3. Hydraulic steering with relative hardware (Dual) $5,572.00 4. Ignition switch and harness (2@ $1,189.00 ea.) $2,378.00 5. Perko battery switch (2 @ $149.00 ea.) $298.00 6. Tachometer (2@ $340.00 ea.) $978.00 7. Voltmeter (2 @ $149.00 ea.) $298.00 8. Fuel gauge (2 @ $163.00 ea.) $326.00 9. 50-gallon gas tank (2 @ $1,885.00 ea.) $4,096.00 10. Fill cap assembly (2 @ $239.00 ea.) $478.00 11. Cranking battery (2 @ $228.00 ea.) $456.00 12. Running lights (set) $1,150.00 13. Docking lights (set) $942.00 14. Zinc anodes (2 @ $72.00 ea) $144.00 15. Bus style aluminum seats for 68 passengers complete with underneath life jacket storage (68 @ $455.00 ea.) $30,940.00 16. Enclosed storage box $2,800.00 17. Steel-stitch top complete with upright supports (47 linear feet at $449.00/foot) $21,103.00 18. Horn dual $385.00 19. Man overboard retrieval ladder $3,250.00 20. PA system complete with 4 speakers and microphone $4,867.00 21. Antifouling bottom paint - Interlux 5-step process (150lf at $100.00/LF) $15,000.00 22. Fenders (4 @ $115.00 ea.) $460.00 23. Pyle guards (2 @ $500.00 ea.) $1,000.00 24. Weatherproof enclosed 12V DC power outlet wired from the battery $1,320.00 25. Installation of 132’ (each boat) of rubber "D" bumper complete 500+/- rivets drilled and inserted (materials and labor) $2,363.00 26. Graphics wrap $5,000.00 27. GPS with depth sounder $1,300.00 Subtotal of Basic Boat with Accessories: $452,036.00 15% Government Discount: $67,805.00 Total: $384,231.00 3 Coast Guard Package 26. Flashlights (2 at $31.00 each) $62.00 27. First aid kit $421.00 28. Personal flotation devices (68 + 2 adult and 7 child at $82.00 each) $6,314.00 29. Flare kit $155.00 30. Ring buoy with float rope $312.00 31. Emergency beacon $298.00 32. Anchor chain and rope $461.00 33. Boat hook $134.00 34. Galvanized fire bucket (3 at $34.00 each) $102.00 35. Fire extinguisher with bracket (3 at $334.00 each) $1,002.00 36. Hand pump with 10-foot hose $227.00 Coast Guard Equipment Package: $9,488.00 Power Package 37. 175hp Suzuki outboard, or equivalent, complete with props (2@ $16,285.00 ea.) $32,570.00 39. Jack Plates complete with splash plate and LED gauge, materials and labor $6,640.00 Total Power Package: $39,210.00 Delivery Delivery from our facility to Seminole Docks located at 198 Seminole Street, Clearwater, FL 33755, includes permits (130 miles @ $10.00/mile) $1,300.00 Recapitulation of Total Package Cost Trident 5016 Catamaran Basic Cost with accessories: $384,231.00 Coast Guard Equipment Package $9,488.00 Power Package: $39,210.00 Delivery: $1,300.00 Advanced Stability Test $7,500.00 Total: $441,729.00 Total Cost For Two Vessels: $883,458.00 + One Additional Motor $16,285.00 Required supplemental insurance costs $50,000.00 Grand Total for Two Vessels: $949,743.00 Plus Florida Sales Tax if Applicable 4 Our boats have a one-year warranty against all materials and workmanship. There are no other warranties implied; see attached Disclaimers, Limited Warranties And Remedies Terms of payment would be as follows: 1/3 due upon placing the order 1/3 due upon completion to the deck 1/3 balance due upon completion and delivery of vessels Delivery of the vessels will be approximately 180 days from receipt of a purchase order provided by the City of Clearwater. I hope of all of the forgoing is clear and to your complete satisfaction. If you have any questions, please feel free to call me at my office (352) 253-1400 or on my cell phone at (352) 408-6351. With Kindest Regards, Robbie Cunningham Trident Pontoons, Inc. Trident Pontoons, Inc. DISCLAIMERS, LIMITED WARRANTIES AND REMEDIES 1. The customer or authorized agent, whose name appears on the purchase order/agreement, recognizes that, unless otherwise CLEARLY indicated herein, Trident Pontoons, Inc. does NOT provide any warranties in addition to those of the manufacturer for any of the equipment, engines, and or parts described on the front hereof. 2. Trident Pontoons warrants the vessel and installations of welded parts provided by Trident Pontoons for a period of 1 year from completion of construction. The subject vessel must be returned to the Trident factory to effectuate all welding repairs or other. This warranty is limited to labor and does not substitute or supplement the manufacturer’s warranties. This warranty does not apply to any installation or substitution of engines, equipment, and/or parts not supplied by Trident Pontoons. The failure to pay Trident Pontoons, within the agreed terms, for the vessel, engines, parts, labor, or any repairs, shall void all warranties. 3. TRIDENT PONTOONS DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING STATUTORY WARRANTIES, AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTY OF WORKMANLIKE SERVICE. 4. The customer fully understands and agrees that, in any and all circumstances, Trident Pontoons’ liability is limited to the purchase price paid by the customer. Trident Pontoons shall not be liable for any consequential or incidental losses or injuries incurred by the customer. The customer further understands and agrees that Trident Pontoons and its officers, employees, and agents shall not be held liable for any loss, injury, or damage to any persons or property, whether based on negligence, strict liability, or any other tort or contract claim except as specifically provided by this agreement. 5. The customer specifically agrees that, in the event of default or other failure of the customer to pay Trident Pontoons for the goods and/or services referenced or listed on the front hereof, Trident Pontoons shall have any and all remedies available under the Uniform Commercial Code, under Admiralty Law, and/or under any law that grants construction or repairman’s liens or otherwise provides for the security interest in any goods supplied until all of the price for such goods is paid in full and Trident Pontoons may record a financing statement, a Form UCC-1, or any other document available to perfect Trident Pontoons interest. In addition, interest shall accrue at the annual rate of 18% on any account balance that is not paid as agreed. 6. In the event that any dispute arises form the transactions between the customer and Trident Pontoons, the prevailing party shall pay all expenses incurred by the other party, including attorney’s fees, for representation in resolving such dispute, from pre-litigation through post-judgment. If Trident Pontoons retains legal representation due to the customer’s failure to pay for goods and services supplied by Trident Pontoons, then Trident Pontoons may, at its option, liquidate its attorneys’ fees at 33% of the outstanding balance due or have a court determine what greater amount is reasonable under the circumstances. The parties waive any objection to venue and consent to litigate any dispute in Lake County, Florida. 7. Unless otherwise approved by Management, a storage fee of $5.00 per foot, per day will be charged for all boats left on the premises for more than 72 hours after any stage of completion. If owner fails to make any prompt progress payment required by the agreement, Trident will suspend work on the vessel and after 30 days consider the vessel abandoned and sell the same to recuperate costs incurred. 8. This document is an integral part of all Trident Pontoons, Inc. purchase order/agreements consummated with the customer or authorized agent for vessels, unless otherwise specified, built for protected waters. Company Profile Trident Pontoons has been designing and building U.S. Coast Guard certified vessels for two decadeds. Our plant, located in Tavares, FL, is a state of the art manufacturing facility, producing some of the worlds’ finest passenger water taxi’s, tour boats, and work platforms built to U.S. Coast Guard exacting standards. We pride ourselves in providing a superior product at a reasonable price. Customer service is our #1 priority. Trident Pontoons was founded in August of 1998. Since that time the company has worked closely with the U.S. Coast Guard to produce vessels designed as water taxis, tour boats and other. The company prides itself in its relationship with the U.S. Coast Guard. Due to the rigorous standards set forth in Code of Federal Regulations 46, Trident Pontoons is proud to not only meet, but exceed, the requirements set forth. Trident Pontoons is a company that takes pride in its ability to build the finest quality commercial vessels available in the market today and to provide its customers the highest level of satisfaction. With 20 years of manufacturing experience to draw from the staff at Trident Pontoons also takes pride in being a leader in the field of customer service! Whether it’s a new client or one of our established customers we are always happy for the opportunity to offer our expertise in the commercial marine-manufacturing field. Trident Pontoons is aware of the many challenges that face our customers and are often instrumental in helping our new and regular customers with financing, operational planning, marketing and the maintenance of their vessels or their docking facilities. This accounts for the success and growth of our company. Our plant, located in central Florida, offers a diverse capacity to provide everything from research and design, to engineering and of course manufacturing. However our commitment doesn’t stop there. Our assistance continues after delivery to assure that our customers are getting the most from their investment. At Trident Pontoons we believe that service and technical support as well as our relationship with our customers is the key to our mutual success! Trident Pontoons has built a number of vessels which meet ADA requirements for bathrooms, aisle widths and ingress/egress. Specifically vessels for the City of New Smyrna Beach, The City of Jacksonville, State of Alabama, City of Rome, Georgia, National Park Service (Canaveral National Seashore) and others.* Trident Pontoons has had the distinct privilege of providing vessels in five of seven continents. Our products can be found in Asia, Africa, North America, South America and Europe. With an excess of 800 vessels in operation worldwide, and many satisfied customers in over 30 countries, you can be sure that ours is a name you can trust. 2 Company Name: Trident Pontoons, Inc. Address: 28240 Lake Industrial Blvd., Tavares, FL 32778 Phone: 352-253-1400 Fax: 352-253-1402 Email: Sales@tridentpontoons.com Website: www.tridentpontoons.com Key Personnel: Robert H. Cunningham, President May 16, 2024 Lori Vogel, CPPB Procurement Manager Procurement Division 100 S Myrtle Avenue Clearwater, FL 33756 Phone: 727-562-4630 E-mail: lori.vogel@myclearwater.com Lori, As discussed on in our telephone conversation, Trident Pontoons is okay with the modification to item 6 in the contract document labeled "disclaimers, modifications, and limited warranties" to reflect that any litigation can take place in Pinellas County. Please accept this letter as my written authorization to reflect such change. If additional communication or clarification is needed, please feel free to reach out to me directly. All the best, Fred Cunningham Vice President - Operations Trident Pontoons, Inc. CITY OF CLEARWATER FERRY SUBSIDY PRIOR TO GRANT = $500,000 CITY OF CLEARWATER FERRY SUBSIDY WITH GRANT = $464,000 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0619PU Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Public Utilities Agenda Number: 10.1 SUBJECT/RECOMMENDATION: Award a Construction Contract to Eau Gallie Electric, Inc. of Melbourne, FL, for the Northeast Water Reclamation Facility (WRF) Distribution Controls (DC 1 and 2) and Motor Control Center (MCC 1) Replacement Project in the amount of $3,687,200.00 pursuant to Invitation to Bid (ITB) No.17-0028-UT; approve Supplemental Work Order 2 to McKim and Creed, Inc of Clearwater, FL for Construction Engineering Services in the amount of $189,640.00, increasing the work order from $221,650.50 to $411,290.50, and authorize the appropriate officials to execute same. (consent) SUMMARY: On February 14, 2024, Public Utilities issued ITB No. 17-0028-UT which closed on March 27, 2024. Eau Gallie Electric, Inc. of Melbourne, FL, was the lowest and only responsible bid received in accordance with the plans and specifications. In March 2023, Engineer of Record (EOR) McKim & Creed has estimated the construction cost to be $2,650,196.00. Due to inflation and rising material prices, the estimated costs have continued to increase. As a single bid was received, the City engaged with contractors in the vicinity to ascertain the reasons behind their decision not to bid. Responses encompassed issues related to workload, project suitability, and instances of contractors being unaware of the project despite the City’s comprehensive dissemination efforts, including advertisements in Tampa Bay Times, publication on the city website, and direct email notifications to all relevant contractors within the designated category. After reviewing the contractor bid, the EOR and City recommend awarding the contract to Eau Gallie Electric, Inc. in the amount of $3,687,200.00. On August 20, 2020, City Council approved initial Work Order for design to replace and upgrade aging infrastructure, specifically the MCC-1, which controls the motors that operate the 2nd Anoxic Tank, in addition to the two switchgear distribution centers, DC-1 and DC-2, that transition power to a generator upon loss of utility power and providing design services in an amount of $201,910.50. On October 31, 2022, City manager approved Supplemental Work Order 1 to provide the design services necessary to incorporate the Northeast WRF Control Building portion of the Load Bank Testing project (21-0019-UT) that allows for the load bank testing of the standby generator along with the ability for separate standby power connection while the testing is being performed in the amount of $19,740.00, increasing the work order value to $221,650.50. Supplemental Work Order 2 for McKim & Creed, Inc, in the amount of $189,640.00, includes construction management and limited field representative services for the construction of the Northeast WRF Distribution Controls 1 & 2 and MCC 1 Replacement Project. McKim & Creed, Inc. was selected due to the ability of their professional personnel and past performance on similar projects. McKim & Creed is known for delivering a quality project and product. They have experience and understand different types of utilities as well as specific experience with Clearwater facilities. Project benefits are improved process efficiencies, ongoing rehabilitation, and restoration strategy of Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0619PU treatment infrastructure.  The Substantial Completion is expected to be completed in 20 months and the Final Completion is expected to be completed in 21 months. The City of Clearwater’s Public Utilities Department is responsible for owning, operating, and maintaining the sanitary sewer collection system and Northeast WRF. APPROPRIATION CODE AND AMOUNT: 3217321-561300-96215 Funds are available in capital improvement project 96215, Northeast Plant R&R, to fund this work order. STRATEGIC PRIORITY: In furtherance of the Council’s Strategic Plan to achieve High Performing Government by maintaining public infrastructure through systematic management efforts, award of a Construction Contract to Eau Gallie Electric, Inc and approval of Supplemental Work Order 2 to McKim & Creed, Inc. is requested. Page 2 City of Clearwater Printed on 5/29/2024 1365 Hamlet Ave Clearwater, City of Clearwater FL 33756, (727) 442-7196 Consultant Work Order Page 1 of 6 Revised: 12/14/2023 SUPPLEMENTAL WORK ORDER No.2 Date: 1/9/2024 1. PROJECT INFORMATION: Project Title: 17-0028-UT NE MCC-1 Replacement City Project Number: 17-0028-UT City Plan Set Number: 2020013 Consultant Project Number: 00920254 2. SCOPE OF SERVICES: The City has asked McKim & Creed to provide Construction and Close Out Phase Services for the design project 17-0028-UT NE MCC-1 Replacement. The following itemized service will be a part of this task and fee. I. CONSTRUCTION PHASE: 12.1 Pre-Construction Meeting: Consultant will attend the pre-construction meeting conducted by the City. Construction procedures and lines of communication will be established. Consultant will prepare and distribute meeting minutes to attendees. 12.2 Monthly Progress Meetings: Consultant will attend 12 monthly progress meetings during actual construction. Meetings to include City staff and the Contractor’s representatives. Minutes of the progress meetings will be prepared by Consultant and will be provided to the City and the Contractor. Contractor will be required to present Submittal and RFI log as well as updated schedule for review By McKim & Creed. 12.3 Shop Drawings and Other Submittal Reviews: Consultant will establish and administer a procedure for receiving and tracking submittals estimated at 30. Services will be provided for technical review of shop drawings, detailed construction drawings, erection drawings and other submittals such as O&M manuals. Copies of submittal reviews will be forwarded to the City CONSULTANT WORK ORDER NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order Page 2 of 6 Revised: 12/14/2023 and the Contractor. Consultant will keep a submittal tracking log and share with Owner and Contractor 12.4 Clarifications and RFI Responses: Consultant will respond to requests for information (approximately 12 formal RFI’s) and/or clarification by the Contractor or the City, coordinate the resolution of issues during construction, and assist the City in corresponding with the Contractor and Regulatory personnel. Consultant will keep a RFI tracking log and share with Owner and Contractor 12.5 Intermittent Construction Site Observation Consultant will periodically come to the site to observe construction progress and workmanship. These can be unannounced or by the request of the owner or contractor. Items found in question will be brought the attention of the Owner and Contractor. Time on jobsite during active construction of 9-month at an average of 12 hours per week. 12.6 Project Start-Up: Consultant will observe the start-up and commissioning coordination of mechanical systems, instrumentation, electrical and controls associated with the mechanical screen system. Consultant will compare the results to the intension of the construction documents and provide feedback to the Owner and Contractor 12.7 Substantial and Final Completion Walkthrough: Prior to substantial and final completion, Consultant will review the completed work. A punch-list of items to be addressed will be provided along with the notices of substantial/final completion once the Contractor and City agree that these milestones are met. Up to two follow-up inspections will be performed to assist with resolving punch-list items. II. CLOSE OUT 13.1 Record Drawings: Consultant will review and provide comments on the red-line drawings provided by the Contractor. Once comments are corrected by the Contractor and deemed complete, Consultant will prepare sets of signed & sealed Record Drawings that will be used for final agency certification and for the City’s files. CONSULTANT WORK ORDER NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order Page 3 of 6 Revised: 12/14/2023 13.2 Close Out Documents Upon completion of construction, Record Drawings provided by the Contractor will be certified and the associated documents will be submitted to the regulatory agencies. 3. PROJECT GOALS: • Project Meeting minutes (12 Months during Active Construction) • Schedule Updates (16 Months) • Shop drawing log (Approx 30 over 6 Months) • RFI log (Approx 12 over Construction Period) • Change Orders (3 over construction period) • Field Directives 4. FEES: This price includes all labor and expenses anticipated to be incurred by McKim & Creed Inc. for the completion of these tasks in accordance with Professional Services Hourly Rate for a fee not to exceed One Hundred Sixty Thousand Eleven Dollars ($ 160,011.00). 5. SCHEDULE: The project is to be completed in 16 months (or days) from issuance of notice-to- proceed. The project deliverables are to be phased as follows from Contractors Notice to Proceed (NTP): From Contract NTP Mobilization: 210 calendar days Submittal Phase Ending: 90 calendar days Construction Finish: 450 calendar days Substantial Completion 340 calendar days Final Completion 450 calendar days Record Document to City. 480 calendar days 6. STAFF ASSIGNMENT: Consultant Project Manager Aubrey Haudricourt, PE CONSULTANT WORK ORDER NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order Page 4 of 6 Revised: 12/14/2023 Construction Administrator Diane Achinelli/Josephine Garas Instrumentation and Controls Engineer Eric Brown/Ian Ott Architectural/Structural Jack Christie, AE/Emmett Anderson, PE Electrical Engineering Laurel Smith, PE , Josephine Garas City Staff: Helene Kassouf, PhD, EI – Project Manager (Helene.kassouf@myclearwater.com) Kaylynn Price – Acting Utilities Engineering Manager Richard Gardner, PE – Public Utilities Director Michael Flanigan – Public Utilities Assistant Director Christina Goodrich – Wastewater Environmental Tech Manager Daniel Trueblood – Infrastructure Maintenance Manager Jerry Hahn – Chief Plan Operator at Northeast WRF 7. CORRESPONDENCE/REPORTING PROCEDURES: Consultant’s project correspondence shall be directed to: Aubrey Haudricourt – ahaudricourt@mckimcreed.com All City project correspondence shall be directed to: Helene Kassouf – helene.kassouf @MyClearwater.com with copies to the Public Utilities Director, Assistant Director, and Engineering Manager. 8. INVOICING/FUNDING PROCEDURES: City Invoicing Code: _3217321-561300-96215_________________________ For work performed, invoices shall be submitted monthly to: ATTN DIVISION CONTROLLER CITY OF CLEARWATER, PUBLIC UTILITIES PO BOX 4748 CLEARWATER, FLORIDA 33758-4748 Email invoices to: PUEngineering@myclearwater.com Contingency services will be billed as incurred only after written authorization provided by the City Project Manager to proceed with those services. 9. INVOICING PROCEDURES: At a minimum, in addition to the invoice amount(s) the following information shall be provided on all invoices submitted on the Work Order: CONSULTANT WORK ORDER NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order Page 5 of 6 Revised: 12/14/2023 1. Purchase Order, Project and Invoice Numbers and Contract Amount. 2. The time period (begin and end date) covered by the invoice. 3. A short narrative summary of activities completed in the time period. 4. Contract billing method – Lump Sum or Hourly Rate. 5. If Hourly Rate, hours, hourly rates, names of individuals being billed, amount due, previous amount earned, the percent completion, total earned to date for each task and other direct costs (receipts will be required for any single item with a cost of $50 or greater or cumulative monthly expenses greater than $100). 6. If the Work Order is funded by multiple funding codes, an itemization of tasks and invoice amounts by funding code. 10. CONSIDERATIONS: Consultant acknowledges the following: 1. The Consultant named above is required to comply with Section 119.0701, Florida Statutes, where applicable. 2. All City directives shall be provided by the City Project Manager. 3. “Alternate equals” shall not be approved until City Project Manager agrees. 4. All submittals must be accompanied by evidence each has been internally checked for QA/QC before providing to City. 5. Consultants/Contractors are not permitted to use City-owned equipment (i.e. sampling equipment, etc.). 6. Documents posted on City website must ADA accessible. 11. ADDITIONAL CONSIDERATIONS: All work orders should include considerations for the following: 1. Sea Level Rise and Flood Resilience, as applicable. 2. Submittal of a Critical Path Method (CPM) Schedule(s). 3. Submittal of a Project Catalog with the following items, as appropriate: a. Data requests, assumptions, critical correspondence, meeting agenda, sign-in sheets, meeting minutes, document comment-response log(s), technical memorandum/reports, addenda, progress reports, regulatory correspondence, and other project-related documents. b. If construction project, also include design plans, conformed plans, change orders, field orders, RFIs, work change directives, addenda, progress reports, shop drawing and progress submittals, as-builts, record drawings, and other project-related documents such as O&M manuals and warranty information. c. At the conclusion of the project, ENGINEER will combine this information into a Project Catalog and submit to the City for review and comment. CONSULTANT WORK ORDER NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order Page 6 of 6 Revised: 12/14/2023 12. SPECIAL CONSIDERATIONS: • McKim & Creed will coordinated between the City and the Contractor for all equipment shutdowns. Some shutdowns may be after hours during low flow times periods. Additional plant staff may be needed when returning to normal operations. 13. SIGNATURES: PREPARED BY: APPROVED BY: Aubrey Haudricourt Richard Gardner PE Electrical Group Manager Director, Public Utilities McKim & Creed Inc. City of Clearwater 1-11-2024 Date Date ATTACHMENT “A” CONSULTANT WORK ORDER -PROJECT FEES TABLE NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order – Project Fees Table Page 1 of 2 Revised: 12/14/2023 CONSULTANT WORK ORDER PROJECT FEES TABLE Task Description Subconsultant Services Labor Total 12 Construction Services 12.1 Pre-Construction Meeting $4,232.00 $4,232.00 12.2 Monthly Progress Meeting $10,748.00 $10,748.00 12.3 Shop Drawings $11,812.00 $11,812.00 12.4 Clarifications & RFI's $11,232.00 $11,232.00 12.5 Construction Observation $85,376.00 $85,376.00 12.6 Startup $23,424.00 $23,424.00 12.7 Substantial & Final Completion Punch lists $9,308.00 $9,308.00 Construction Services Total: $156,132.00 Close Out 13.1 Record Drawings $11,176.00 $11,176.00 13.2 Close Out Documents $5,092.00 $5,092.00 Close Out Total: $16,268.00 SUBTOTAL, LABOR AND SUB-CONTRACTORS: $172,400.00 14 Contingency (10%) $17,240.00 GRAND TOTAL: $189,640.00 ATTACHMENT “A” CONSULTANT WORK ORDER -PROJECT FEES TABLE NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order – Project Fees Table Page 2 of 2 Revised: 12/14/2023 R0 $172,400.00 TASK Group I&C Construction Senior Labor Manager Engineer Specialist Admin Designer Project Hours Sub Labor Code Admin Total Total $225 $160 $185 $182 $122 $100 1.0 Construction Services 1.1 Pre-Construction Meeting 8 8 8 24 $4,232.00 1.2 Monthly Progress Meeting 8 24 4 24 60 $10,748.00 1.3 Shop Drawings 4 24 16 16 12 72 $11,812.00 1.4 Clarifications & RFI's 8 24 8 16 12 68 $11,232.00 1.5 Construction Observation (9 months @ 12hrs/wk)32 60 48 328 468 $85,376.00 1.6 Startup 16 32 48 32 128 $23,424.00 1.7 Substantial & Final Completion Punchlists 4 16 8 24 52 $9,308.00 Subtotal Hours 80 180 132 448 8 24 872 Subtotal Cost $18,000 $28,800 $24,420 $81,536 $976 $2,400 $156,132 $156,132 2.0 Close Out Record Drawings 8 16 16 32 72 $11,176.00 Close out documents 4 8 16 28 $5,092.00 Subtotal Hours 12 24 0 32 32 0 100 Subtotal Cost $2,700 $3,840 $0 $5,824 $3,904 $0 $16,268 $16,268 Total Hours $172,400.00 Contingency (10%)$17,240.00 Total Budget 0 $189,640.00 MCKIM & CREED MANPOWER AND COSTS PROPOSAL 17-0028-UT CITY OF CLEARWATER CONSTRUCTION SERVICES 1/9/2024 ATTACHMENT “B” CONSULTANT WORK ORDER – CITY DELIVERABLES NE MCC-1 Replacement McKim & Creed 17-0028-UT City of Clearwater Consultant Work Order – City Deliverables Page 1 of 1 Revised: 12/14/2023 CONSULTANT WORK ORDER CITY DELIVERABLES 1. FORMAT: The design plans shall be compiled utilizing the following methods: 1. City of Clearwater CAD standards. 2. Datum: Horizontal and Vertical datum shall be referenced to North American Vertical Datum of 1988 (vertical) and North American Datum of 1983/90 (horizontal). The unit of measurement shall be the United States Foot. Any deviation from this datum will not be accepted unless reviewed by City of Clearwater Engineering/Geographic Technology Division. 2. DELIVERABLES: The design plans shall be produced on bond material, 24" x 36" at a scale of 1" = 20’ unless approved otherwise. Upon completion the consultant shall deliver all drawing files in digital format with all project data in Autodesk Civil 3D file format. NOTE: If approved deviation from Clearwater CAD standards is used, the Consultant shall include all necessary information to aid in manipulating the drawings including either PCP, CTB file or pen schedule for plotting. The drawing file shall include only authorized fonts, shapes, line types or other attributes contained in the standard release of Autodesk software. All block references and other references contained within the drawing file shall be included. Please address any questions regarding format to Mr. Thomas Mahony, at (727) 562-4762 or email address Thomas.Mahony@myClearwater.com. All electronic files (including CAD and Specification files) must be delivered upon completion of project or with 100% plan submittal to City of Clearwater. The following deliverables are anticipated for this project: • Project Meeting minutes • Shop drawing log • RFI log • Change Orders • Field Directives • Record Drawings ENGINEERS SURVEYORS PLANNERS 1365 Hamlet Avenue Clearwater, FL 33765 727.442.7196. Fax 727.461.3827 www.mckimcreed.com April 17, 2024 00992-0254 (54) Ms. Helen Kassouf, PhD, EI Project Manager City of Clearwater – Public Utilities 100 South Myrtle Avenue Clearwater, Florida 33756 Re: City of Clearwater NE WRF DC1 & 2, MCC-1 Replacement 17-0028-UT Recommendation of Award Dear Ms. Kassouf: One bid for the NE WRF DC1 & 2, MCC-1 Replacement project was received and opened at the City of Clearwater office on March 27, 2024. The bid received was from Eau Gallie Electric, Inc. in the amount of $3,687,200.00. Pursuant to the review by the City of Clearwater of the bid package for accuracy and completeness, and preparation of the Bid Tabulation, and further review by McKim & Creed, no errors were found. Therefore, it is our opinion that Eau Gallie Electric, Inc. is a responsible and responsive bidder. Subject to concurrence by the City of Clearwater, McKim & Creed recommends award of the contract to Eau Gallie Electric in the amount of $3,687,200.00. Please feel free to contact us if you have any questions or if you need additional information. Sincerely, McKIM & CREED, INC. Aubrey Haudricourt, PE Project Manager SECTION V -Contract Documents As part of structural portion of the project a concrete block wall and footer will be replaced due to failure with a new grade beam foundation and CMU block. Equipment attached to the wall will need to be detached, temporarily supported and re-attached. Replacement of some of the equipment as noted is a part of this effort. Blower Room plenum area to be filled in and intake structure removed. Refer to drawings. Contractor responsible for maintenance of plant operations, provide any or all temporary power or controls connections, which may include temporary primary generation and standby power equipment. BY THIS BOND, We, ______________ as Contractor, and _____________________ · __ , a �_9.rporation, as Surety, are bound to the City of Clearwater, Florida, herein called Owner, in the sum of $[��:xxx.�], for payment of which we bind ourselves, our heirs, personal representatives, successors, and assigns, jointly and severally. THE CONDITION OF THIS BOND is that if Contractor: 1.Performs the contract dated _______ _, between Contractor and Owner for construction of NE WRF MCC-1, DCI & 2 Replacement the contract documents being made a part of this bond by reference (which include the Advertisement for Bids, Proposal, Contract, Surety Bond,Instructions to Bidders, General Conditions, Plans, Technical Specifications and Appendix, andsuch alterations as may be made in said Plans and Specifications as therein provided for), at the times and in the manner prescribed in the contract; and2.Promptly makes payments to all claimants, as defined in Section 255.05(1), Florida Statutes, supplying Contractor with labor, materials, or supplies, used directly or indirectly by Contractor in the prosecution of the work provided for in the contract; and SECTION V Page 2 of 18 Updated: 1/10/2023 SECTION V -Contract Documents CONTRACT (4) 2.At least 8 business days before filing the action, the plaintiff provided written notice of thepublic records request, including a statement that the contractor has not complied with therequest, to the public agency and to the contractor. i)A notice complies with subparagraph (h}2. if it is sent to the public agency's custodian of publicrecords and to the contractor at the contractor's address listed on its contract with the publicagency or to the contractor's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage orshipping paid by the sender and with evidence of delivery, which may be in an electronicformat. j)A contractor who complies with a public records request within 8 business days after the noticeis sent is not liable for the reasonable costs of enforcement. IN WITNESS WHEREOF, the parties to the agreement have hereunto set their hands and seals and have executed this Agreement, the day and year first above written. CITY OF CLEARWATER IN PINELLAS COUNTY, FLORIDA By: Jennifer Poirrier City Manager Countersigned: By: Bruce Rector, Mayor Contractor must indicate whether: ___ Corporation, ___ Partnership, Attest: Rosemarie Call City Clerk Approved as to form: Owen Kohler Assistant City Attorney ___ Company, or (Contractor) --- By:----------­Print Name: (SEAL) Individual (SEAL) ---------------Title: ----------------- The person signing shall, in his own handwriting, sign the Principal's name, his own name, and his title; where the person is signing for a Corporation, he must; by Affidavit, show his authority to bind the Corporation -provide Affidavit. SECTION V Page 7 of 18 Updated: 1/10/2023 DBE Y/N DBE Y/N DBE Y/N DBE Y/N DBE Y/N DBE Y/NBID ITEMS QTY UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT1MOBILIZATION/DEMOBILIZATOIN/GENERAL CONDITIONS 1 LS 160,000.00$ 160,000.00$ -$ -$ -$ -$ -$ 2A Demolition, Excavation and Backfill 1 LS 356,000.00$ 356,000.00$ -$ -$ -$ -$ -$ 2B Concrete and Beams 1 LS 230,000.00$ 230,000.00$ -$ -$ -$ -$ -$ 3A HVAC 1 LS 57,000.00$ 57,000.00$ -$ -$ -$ -$ -$ 3B Room Improvements 1 LS 157,000.00$ 157,000.00$ -$ -$ -$ -$ -$ 4A General Electrical Provisions 1 LS 1,200,000.00$ 1,200,000.00$ -$ -$ -$ -$ -$ 4B Panelboards 1 EA 205,000.00$ 205,000.00$ -$ -$ -$ -$ -$ 4C MCC & Service Entrance Main Breaker 1 EA 400,000.00$ 400,000.00$ -$ -$ -$ -$ -$ 4D Switchboards SWBD-1, SWBD-2, Integrated Power 1 EA 350,000.00$ 350,000.00$ -$ -$ -$ -$ -$ 4E ASCO Automatic Transfer Switch w/ Bypass 1 LS 90,000.00$ 90,000.00$ -$ -$ -$ -$ -$ 4F Trystar Load Bank and Portable Generator Docking Station 1 LS 140,000.00$ 140,000.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 5 Record Drawing Allowance 1 LS 5,000.00$ 5,000.00$ -$ -$ -$ -$ -$ 6 Permit Allowance 1 LS 2,000.00$ 2,000.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ SUBTOTAL 3,352,000.00$ -$ -$ -$ -$ -$ 7 10% CONTINGENCY 335,200.00$ -$ -$ -$ -$ -$ TOTAL CONTRACT 3,687,200.00$ -$ -$ -$ -$ -$ DBE DISADVANTAGED BUSINESS ENTERPRISE Bid Tabulations are not public until 30 days after bid opening or upon award by City Council, whichever occurs first. Contractor Company Name & Address NE WRF MCC-1, DC1 & 2 REPLACEMENT - 17-0028-UT BID OPENING - MARCH 27, 2024 AWARD - MAY 16, 2024 Contractor Company Name & Address Contractor Company Name & AddressContractor Company Name & Address EAU GALLIE ELECTRIC 2012 AURORA ROAD MELBOURNE, FL 32935 Contractor Company Name & Address Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0577 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: City Clerk Agenda Number: 11.1 SUBJECT/RECOMMENDATION: Move the September 5, 2024 council meeting to Wednesday, September 4, 2024 at 6:00 p.m. and the September 19, 2024 council meeting to Tuesday, September 17, 2024 at 6:00 p.m. SUMMARY: Staff is requesting to move the council meetings currently scheduled for September 5, 2024 and September 19, 2024 to Wednesday, September 4 and Tuesday, September 17. The City can no longer hold the budget hearings on September 5 and September 19 because they conflict with Pinellas County’s budget hearings. Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0578 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: City Clerk Agenda Number: 11.2 SUBJECT/RECOMMENDATION: Schedule a special work session on Wednesday, August 14, 2024 at 9:00 a.m. for the purpose of reviewing the preliminary budget. SUMMARY: Staff is requesting Council to schedule a special work session on Wednesday, August 14, 2024 to review the proposed budget. Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0580 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: City Clerk Agenda Number: 11.3 SUBJECT/RECOMMENDATION: Appoint a councilmember to serve as the Clearwater representative on the Pinellas County Opioid Abatement Funding Advisory Board and appoint a councilmember to serve as the Alternate Board Member. SUMMARY: Former Councilmember Kathleen Beckman was appointed to the Pinellas County Opioid Abatement Funding Advisory Board as the city representative. Councilmember Teixeira has attended the board meetings since Ms. Beckman left office. Staff is requesting Council appoint a councilmember to serve as the regular board member and another councilmember to serve as the alternate. The Board meets as scheduled at the Pinellas County Communication Center - 333 Chestnut Street, 33756. Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0610 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: City Clerk Agenda Number: 11.4 SUBJECT/RECOMMENDATION: Appoint Charessa Doty to the Neighborhood and Affordable Housing Advisory Board, as the citizen who is actively engaged as a not-for-profit provider of affordable housing, to fill the remainder of an unexpired term through May 31, 2027. (consent) SUMMARY: BOARD: Neighborhood and Affordable Housing Advisory Board (NAHAB) TERM: 4 years APPOINTED BY: City Council FINANCIAL DISCLOSURE: Not Required RESIDENCY REQUIREMENT: N/A (See Special Qualifications) MEMBERS: 7 CHAIRPERSON: Robyn Fiel MEETING DATE: 2nd Tues. most months PLACE: Main Library/Council Chambers STAFF LIAISON: Chuck Lane APPTS. NEEDED: 1 SPECIAL QUALIFICATIONS: Board to have 1 member in each: Real Estate Professional in Connection with Affordable Housing; Clearwater Resident; Residential Home Building Industry; Advocate for Low Income Housing; Not-For-Profit Provider of Affordable Housing; Banking/Mortgage Industry; Employer’s Representative. THE FOLLOWING ADVISORY BOARD MEMBERS IS NO LONGER QUALIFIED TO SERVE IN THE APPOINTED CATEGORY AND NOW REQUIRES REPLACEMENT BY A NEW APPOINTEE: 1.Kevin Chinault - 3606 61st Terrace E, Ellenton - Salvation Army, Area Command Social Services Director Original Appointment - 05/07/2015 Category: Citizen who is actively engaged as a not-for-profit provider of affordable housing. Note - Mr. Chinault has accepted a position with the Salvation Army as the Divisional Emergency Disaster Services Director for Arkansas and Oklahoma. THE NAME BELOW IS BEING SUBMITTED FOR CONSIDERATION TO FILL THE ABOVE VACANCY: 1.Charessa Doty - 28050 US Hwy 19 N, Clearwater, 33761 - Clearwater Housing Authority, Chief Operating Officer Zip codes of current members: 1 - 34683 1 - 33706 1 - 33755 Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0610 1 - 33774 1 - 33756 Current Special Qualifications: 1 citizen actively engaged in the residential home building industry in connection with affordable housing 1 citizen who resides within the city of Clearwater 1 citizen actively engaged as a real estate professional in connection with affordable housing 1 citizen actively engaged as an advocate for low-income persons in connection with affordable housing 1 citizen actively engaged as a not-for-profit provider of affordable housing 1 citizen who represents employers within the city of Clearwater STRATEGIC PRIORITY: Page 2 City of Clearwater Printed on 5/29/2024 Submit Date: May 15, 2024 First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Alternate Phone Employer Job Title Advisory Boards Application Profile Length of Residency - please select one. * Not a Clearwater Resident Do you own or represent a business in Clearwater? Yes No If yes, where is the business located? Do you conduct business with the City? Clearwater Which Boards would you like to apply for? Neighborhood and Affordable Housing: Submitted Occupation - If retired, enter former occupation. Affordable Housing/Property Management Have you served or do you serve on a board in Clearwater? Yes No If yes, please list the name of the board. N/A Charessa D Doty cdoty@clearwaterhousingauth.org 28050 US HWY 19 N. Clearwater FL 33761 Mobile: (727) 637-1389 Business: (727) 461-5777 Clearwater HousingAuthority Chief Operating Officer Charessa D Doty Upload a Resume Please attach a copy of one of the following documents: 1) valid current Florida Driver License issued to an address within city limits, or 2) Declaration of Domicile filed with the city clerk affirming residency within city limits. Why do you wish to serve on this board/committee? If seeking reappointment, state why you should be reappointed. To collaboratively contribute to providing affordable housing and opportunities in our community. What personal qualifications can you bring to this board or committee? Over 15 years of experience directing efficient and effective operations of affordable housing programs. Responsible for the overall planning and delivery of activities related to programs including affordable housing, residential and commercial property management, and capital improvements. Effectively communicate and engage stakeholders from community providers, investors, clients and vendors. List Community Activities Question applies to multiple boards Question applies to multiple boards Are you related to any member of the City Council? Yes No Question applies to multiple boards If yes, please provide name and explain relation. N/A Question applies to multiple boards Are you related to a city employee? Yes No Question applies to multiple boards If yes, please provide name and explain relation. N/A Demographics Some boards and commissions require membership to be racially, politically or geographically proportionate to the general public. The following information helps track our recruitment and diversity efforts. (Optional) Currently engaged with Clearwater Housing Authority's Resident Advisor Board and work with Family Self-Sufficiency participating partners/organizations. Charessa_Doty_Resume.pdf Charessa D Doty Date of Birth Ethnicity Caucasian/Non-Hispanic Gender Female The City of Clearwater strives to promote diversity and provide reasonable accommodations for individuals with disabilities. If you are requesting accommodation, please indicate below: N/A By clicking on "I Agree," below, I affirm that the information above is true and correct, and that I understand and agree to the responsibilities and commitment of time associated with an appointment to a Clearwater advisory board or committee. I Agree All material submitted to the City of Clearwater is subject to the public records law of the State of Florida including Chapter 119, Florida Statutes. 03/30/1982 Charessa D Doty CHARESSA DOTY 28050 U.S. Hwy 19 N  Clearwater, FL 33761  (727) 461-5777, ext. 215 cdoty@clearwaterhousingauth.org SUMMARY OF QUALIFICATIONS Over 15 years of experience directing efficient and effective operations of affordable housing programs. Responsible for the overall planning, organizing, delivery, monitoring and reporting of activities related to programs including affordable housing, residential and commercial property management, Housing Choice Voucher Program, Public Housing, procurement and capital improvements. Ensure compliance with performance criteria and all required relevant measures as set by funding, applicable federal and state regulations, laws and established policies and procedures. Effectively communicate and engage stakeholders from community providers, investors, clients and vendors. PROFESSIONAL EXPERIENCE Clearwater Housing Authority Clearwater, FL Chief Operating Officer October 2014 – Present Oversee programmatic, procedural and operational aspects of affordable housing and commercial real estate, capital improvements and grant programs Prepare applications for grants, homeownership programs, acquisitions and developments Ensure timely and accurate preparation and submission of required reporting to investors, lenders and U.S. Department of Housing Maintain oversight of procurement and monitoring the provision of services by vendors and contractors Monitor national, federal and local regulatory changes and provide updates to program features and investor requirements Implement strategies to improve operating efficiency and program effectiveness Prepare departmental, property and capital fund financing budgets and cost projections, monitor and ensure adherence Oversee marketing, leasing, occupancy and contracting functions for commercial and affordable housing Draft and review contracts, residential and commercial leases, and RFPs/RFQs Knowledgeable in private investor housing programs Serve as liaison for complaints and inquiries, managing related internal and external correspondences and maintaining record systems Clearwater Housing Authority Clearwater, FL Director of Housing Programs July 2009 – October 2014 Oversee programmatic, procedural and operational aspects of the Housing Choice Voucher, Public Housing and Family Self-Sufficiency programs Preparation of annual budgets and oversight Responsible for the analysis, preparation and submission of federal reporting measures Responsible for the development and submission of HUD demolition/disposition proposals and homeownership program plan Sustain all program targets, utilization and leasing Completed Davis Bacon, Section 3 and procurement requirements for contracts and reporting requirements Created annual grant applications resulting in award funding Preparation and oversight of Real Estate Assessment Center inspections Maintained oversight and supervision of staff while providing guidance and leadership Knowledge of federal and state funded programs Maintained adherence to all applicable laws, internal policies and federal regulations Clearwater Housing Authority Clearwater, FL Housing Choice Voucher Manager March 2008 – July 2009 Managed programmatic and operational aspects of the Housing Choice Voucher and Family Self- Sufficiency programs resulting in high performer status Performed timely and accurate preparation of federal reporting requirements Developed tracking systems to collect and report accurate data on a monthly basis Managed and monitored program audits Monitored changes in federal regulations and provided recommended revisions to policies and procedures Budgeted and monitored monthly utilization and benchmarks Trained, coached and educated staff to guarantee full utilization of skills and promotional opportunities EDUCATION Bachelor of Science in Business Management 2004 The University of Tampa CERTIFICATIONS Certified Apartment Manager (CAM) 2016 HCV & PH Rent Calculation Certification 2014 HCV Occupancy Certification 2013 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0613 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: City Clerk Agenda Number: 11.5 SUBJECT/RECOMMENDATION: Appoint Christine Bond to the Neighborhood and Affordable Housing Advisory Board, as the citizen who is actively engaged as an advocate for low-income persons in connection with affordable housing, to fill the remainder of an unexpired term through May 31, 2027. (consent) SUMMARY: BOARD: Neighborhood and Affordable Housing Advisory Board (NAHAB) TERM: 4 years APPOINTED BY: City Council FINANCIAL DISCLOSURE: Not Required RESIDENCY REQUIREMENT: N/A (See Special Qualifications) MEMBERS: 7 CHAIRPERSON: Robyn Fiel MEETING DATE: 2nd Tues. most months PLACE: Main Library/Council Chambers STAFF LIAISON: Chuck Lane APPTS. NEEDED: 1 SPECIAL QUALIFICATIONS: Board to have 1 member in each: Real Estate Professional in Connection with Affordable Housing; Clearwater Resident; Residential Home Building Industry; Advocate for Low Income Housing; Not-For-Profit Provider of Affordable Housing; Banking/Mortgage Industry; Employer’s Representative. THE FOLLOWING ADVISORY BOARD MEMBERS IS NO LONGER QUALIFIED TO SERVE IN THE APPOINTED CATEGORY AND NOW REQUIRES REPLACEMENT BY A NEW APPOINTEE: 1.Linda Byars - 1726 Marion Street, Clearwater, 33756 - City of St. Petersburg Finance and Rehabilitation Manager Original Appointment - 6/1/2023 Note - Ms. Byars recently retired from the City of St. Petersburg and has been appointed to fill the Citizen who resides within city limits category. THE NAME BELOW IS BEING SUBMITTED FOR CONSIDERATION TO FILL THE ABOVE VACANCY: 1.Christine Bond - 3961 Shoreside Circle, Tampa - St. Vincent de Paul Council of Upper Pinellas County, Executive Director Zip codes of current members: 1 - 34683 1 - 33706 1 - 33755 Page 1 City of Clearwater Printed on 5/29/2024 File Number: ID#24-0613 1 - 33774 1 - 33756 Current Special Qualifications: 1 citizen actively engaged in the residential home building industry in connection with affordable housing 1 citizen who resides within the city of Clearwater 1 citizen actively engaged as a real estate professional in connection with affordable housing 1 citizen actively engaged as an advocate for low-income persons in connection with affordable housing 1 citizen actively engaged as a not-for-profit provider of affordable housing 1 citizen who represents employers within the city of Clearwater STRATEGIC PRIORITY: [Delete priority area that is not appropriate to this item. Please describe how this agenda item accomplishes an individual objective listed underneath the selected priority area, if applicable.] Page 2 City of Clearwater Printed on 5/29/2024 Submit Date: May 13, 2024 First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Alternate Phone Employer Job Title Advisory Boards Application Profile Length of Residency - please select one. * Not a Clearwater Resident Do you own or represent a business in Clearwater? Yes No If yes, where is the business located? Do you conduct business with the City? 1345 Park St. 33756 Yes, we conduct business with the City Which Boards would you like to apply for? Neighborhood and Affordable Housing: Submitted Occupation - If retired, enter former occupation. Executive Director Have you served or do you serve on a board in Clearwater? Yes No If yes, please list the name of the board. Christine W Bond christine@svdpclearwaterfl.org 3961 Shoreside Cir Tampa FL 33624 Mobile: (813) 766-1026 St. Vincent de Paul Councilof Upper Pinellas County Executive Director Christine W Bond Upload a Resume Please attach a copy of one of the following documents: 1) valid current Florida Driver License issued to an address within city limits, or 2) Declaration of Domicile filed with the city clerk affirming residency within city limits. Why do you wish to serve on this board/committee? If seeking reappointment, state why you should be reappointed. Affordable housing is very important to me. In my work with the unhoused and the housed living in poverty, I see the urgent need for affordable housing. I also recognize the need for beautiful, safe neighborhoods for all residents and those employed in Clearwater. I have strived to make the St. Vincent de Paul Community Kitchen and Resource Center an asset to our community, both in providing services that move people to self-sufficiency and in making our neighborhood a cleaner, more attractive, safer place for all residents. Although I live in Tampa for family reasons, I consider Clearwater my second home and want to contribute in any way possible to make it a great place to work and live. What personal qualifications can you bring to this board or committee? I have years of experience working with housing providers in Pinellas County. In my position, I direct and manage all activities at the SVDP Community Kitchen and Resource Center, oversee the SVDP Thrift Store located on US 19 in Clearwater, and support 8 SVDP conferences that are affiliated with local Catholic churches. Through donations from parishioners (and two grants from Pinellas Community Foundation), the conferences provide rent and utility assistance to Clearwater neighbors, as well as furniture and household items, at no cost. Our conferences work directly with landlords to prevent eviction and stabilize housing for low to moderate income residents. We also prevent eviction by addressing issues with property maintenance, painting houses, making needed repairs and revitalizing landscaping. At the SVDP Kitchen, I work closely with the City of Clearwater Police Street Outreach Team to assess each client's needs and refer clients to needed services and housing. I have worked closely with housing providers in the area and am aware of their challenges and needs. I enjoy challenges and am energized by learning. I am an analytical thinker, a positive person and a team player. I believe all decisions should be balanced, respecting the viewpoints of all involved, and acting with kindness and integrity. I believe in being sincere and straightforward and only investing time and energy in issues that I passionately value. For me, establishing quality, well-maintained affordable housing is paramount to creating healthy, thriving individuals, families, and communities. List Community Activities Question applies to multiple boards I have organized many neighborhood cleanup events with youth and clients at the SVDP Community Kitchen and surrounding neighborhood. I have volunteered with Paint Your Heart Out for many years. I support our local businesses by attending events at Clearwater venues and holding special events (fundraisers and volunteer appreciation luncheons) at local Clearwater businesses. SVDP is a member of Going Home Clearwater, a coalition which is focused on reducing homelessness. SVDP is also a member of the Homeless Leadership Alliance (HLA) of Pinellas County, supporting HLA's activities like the annual Point in Time Survey and other community events. Bond_Resume_2024.pdf Christine W Bond Date of Birth Question applies to multiple boards Are you related to any member of the City Council? Yes No Question applies to multiple boards If yes, please provide name and explain relation. n/a Question applies to multiple boards Are you related to a city employee? Yes No Question applies to multiple boards If yes, please provide name and explain relation. n/a Demographics Some boards and commissions require membership to be racially, politically or geographically proportionate to the general public. The following information helps track our recruitment and diversity efforts. (Optional) Ethnicity Caucasian/Non-Hispanic Gender Female The City of Clearwater strives to promote diversity and provide reasonable accommodations for individuals with disabilities. If you are requesting accommodation, please indicate below: n/a By clicking on "I Agree," below, I affirm that the information above is true and correct, and that I understand and agree to the responsibilities and commitment of time associated with an appointment to a Clearwater advisory board or committee. I Agree All material submitted to the City of Clearwater is subject to the public records law of the State of Florida including Chapter 119, Florida Statutes. 03/01/1966 Christine W Bond Christine W Bond Christine Bond 3961 Shoreside Cir. Tampa, FL 33624 813.766.1026 Christine@SVDPClearwaterFL.org Christine Bond Education University of Central Florida, B.A., English Technical Communication Employment Executive Director, Sept. 2020 – Present St. Vincent de Paul Community Kitchen and Resource Center, Clearwater ✓Interpret, promote and support the mission, vision and values of the organization ✓Update the strategic plan of the organization and make recommendations for program modifications, policy updates and development strategies ✓Ensure the currency and legal compliance of organizational policies ✓Prepare budget, financial management and fundraising plan ✓Research, write and manage grants and develop grant writing strategy ✓Establish program goals and strategies for obtaining objectives ✓Supervise the daily operations of the organization’s programs ✓Ensure the safety and security of the facility for clients, volunteers and staff ✓Develop job descriptions and standards of performance for personnel ✓Recruit, select, hire, train, supervise, evaluate and terminate personnel ✓Attract, train and support efforts of volunteers ✓Create and periodically revise volunteer handbook ✓Supervise facilities and vehicle maintenance ✓Promote an atmosphere of compassion and teamwork for staff, volunteers, clients ✓Professionally represent the organization to current and potential donors, in public venues, at fundraisers and through interagency meetings and conferences ✓Work to develop interagency partnerships ✓Promote and publish organizational mission, programs, fundraising activities and community achievements through various publicity media such as the organizational website, social media, newsletters, news articles and local television ✓Establish organizational best practices by modeling volunteer service St. Vincent de Paul Thrift Store, Clearwater ✓Support manager by providing guidance for best practices ✓Review performance of manager annually ✓Negotiate contracts with insurance and benefits providers ✓Establish policies and procedures for staff and volunteers St. Vincent de Paul Conferences ✓Support Vincentians by providing guidance for best practices ✓Evaluate activities and expenditures monthly ✓Provide training to all volunteers (called Ozanam Orientation) ✓Attend ED, regional and national conferences and disseminate information ✓Act as spokesperson for the SVDP organization and its works Nonprofit Management and Grants Director; Oct. 2018 – Sept. 2020 Pathways to Growth, Tampa, FL ✓Supervise, direct and advise team of remote grant writers and researchers ✓Train writers on cloud-based systems and provide orientation ✓Review grant applications and advise writers on how to improve proposals ✓Research funders to determine best grant writing opportunities for clients ✓Write grant proposals, including budgets, measurements and outcomes ✓Track all writer activities in CRM to ensure work is progressing ✓Regularly meet with clients to assure customer satisfaction ✓Write and update writer handbook, training materials, policies and procedures ✓Negotiate service agreements with potential clients including calculations of quotes for services ✓Review writer resumes, interview candidates and negotiate writer agreements Development Coordinator; March 2015 – Oct. 2018 Florida Medical Clinic Foundation of Caring, Lutz, FL ✓Reviewed grant applications, assessed needs and qualifications and recommend funding to board ✓Wrote promotional materials, donor letters, and monthly newsletters ✓Worked with accounting firm to produce financial reports and tax returns ✓Input and maintained ongoing records of financial activity and donor data ✓Developed annual budget; monitored variances ✓Presented organization updates at supervisor and management meetings ✓Represented organization at events ✓Managed organization’s social media ✓Negotiated contracts and determined needs with fundraising event vendors ✓Determined volunteer needs; recruited and trained volunteers ✓Oversaw fundraising events from conception to wrap-up ✓Attended board meetings and advised board regarding volunteer activities, fundraising events, financial matters and grant funding ✓Cultivated relationships with board members to foster open communication and productivity ✓Organized Employee Participation Campaigns to seek employees’ financial support ✓Solicited donations from potential sponsors and donors ✓Planned and promoted third-party events to raise funds ✓Maintained rapport with current donors through visits, calls, and letters Program Director, State-wide Speaker, Trainer and Tutor; 2009-2014 Classical Conversations, Nashville, TN, and Tampa, FL Senior Administrator; 1999-2008 Jedlick-Bond Insurance Group, Inc., Tampa, FL, Human Resources Officer & Benefits Administrator; 1996-1999 Tampa Armature Works, Tampa, FL Computer Proficiencies ✓All Microsoft applications (Outlook, Calendar, Word, Excel, OneDrive, Publisher, PowerPoint) ✓Adobe Acrobat DC ✓GiftWorks and ETapestry (donor software) ✓QuickBooks ✓Constant Contact ✓Less Annoying CRM Professional Affiliations •Chapter Officer, Board of Directors, Associations of Fundraising Professionals •Executive Board Member, Steinbrenner High School PTSA •Community Council Member, Champions for Children •Gala Planning Committee, Florida Medical Clinic Foundation of Caring •Advisory Council Member, Premier Community HealthCare Group Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0576 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Council Discussion Item In Control: Council Work Session Agenda Number: 14.1 SUBJECT/RECOMMENDATION: Discuss moving the July 18, 2024 council meeting to Monday, July 15, 2024. - Mayor Rector SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0629 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Council Discussion Item In Control: Council Work Session Agenda Number: 14.2 SUBJECT/RECOMMENDATION: Affirm or Rescind the FDOT Drew Street Project. SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 SR 590/Drew Street 2023 Traffic Analysis Update City of Clearwater Presnetation May 13, 2024 SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 2 Project History SPRING: City requests Drew St lane repurposing (project) concept plan through MPO Complete Streets Grant Program SEP: City Council recommends lane repurposing and approves project concept plan JUN: MPO prioritizes corridor study for state/federal funding SEP: MPO public comment on project OCT: MPO presentation by City Staff updating project concept plan OCT: MPO public comment on project NOV: FDOT, MPO, City meeting on project JAN: MPO public comment on project JUN: MPO prioritizes project for state/federal funding JUL: FDOT implements improvements to close remaining corridor sidewalk gaps SEP: FDOT, MPO, City meeting on project OCT: MPO Board project status update NOV: MPO letter supporting project in FDOT 5-Year Tentative Work Program (TWP) NOV: FDOT presents project update to City at Council Work Session DEC: FDOT tentatively funds project in FY 24 (TWP) FEB: MPO public comment on project FEB: City Council adopts Resolution 22-07 to lower speed limit FEB: MPO and FDOT perform Walk Audit of corridor MAR: MPO public comment on project JUL: FDOT Work Program Adopted, project allocated funds in FY 24 MAR: City Council update on project APR: MPO update on project APR: FDOT project update to City Council and request for City Letter of Support for project JUL: Legislative request of FDOT to complete reanalysis of traffic data JUL: MPO update on project AUG: City Council update on project 2017 2018 2019 2020 2021 2022 2023 SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Updated travel demand model Incorporated recent and upcoming development Included pedestrian-only facility on Cleveland Street Performed extensive subarea model calibration to refine 2045 forecasting Updated 2021 traffic counts with 2023 traffic counts Produced preliminary 2045 Build & No-Build AADTs Present updated findings to City Staff Progress to Date SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 35 mph 4 Lane Undivided 4 Lane Divided 40 mph Drew Street Study Corridor Study Area SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Alternatives No Build Build 4 Lane Undivided 2 Lane Divided SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 RECENT AND UPCOMING DEVELOPMENTS SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Site A: New City Hall Site B: Harborview Bluffs Site C: Old City Hall Bluffs Multifamily Site D: 645 Chestnut Site E: Drew/Garden A D C B E Recent and Upcoming Developments SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 CLEVELAND STREET PEDESTRIAN ZONE SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Osceola Avenue to Garden Avenue Cleveland St and Osceola Ave as of March 2023 Cleveland St and Fort Harrison Ave as of March 2023 Cleveland St and Garden Ave as of March 2023 Cleveland Street Pedestrian Zone SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 UPDATED TRAFFIC DATA SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Traffic Count Comparison 600 3,100 5,450 12,700 13,900 18,500 21,900 22,100 22,300 25,000 25,350 26,900 760 4,000 6,300 12,100 13,900 20,200 19,600 20,000 19,800 21,600 22,300 22,500 0 5,000 10,000 15,000 20,000 25,000 30,000 SR 590/Drew Street Traffic Counts: 2021 v. 2023 2021 Counts 2023 Counts On average, 2021 counts were 1,200 vehicles higher than 2023 counts SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 PRELIMINARY RESULTS SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Anticipated Traffic Forecasts: Drew St - Build FDOT Target LOS 18,480 Roadway Capacity 25,200 4,700 16,300 14,000 14,100 11,600 6,100 11,600 19,100 18,200 15,700 0 5,000 10,000 15,000 20,000 25,000 30,000 N Osceola Ave to N Myrtle Ave N Myrtle Ave to NE Missouri Ave NE Missouri Ave to N Betty Ln N Betty Ln to N Highland Ave N Highland Ave to N Keene Rd Lane Repurposing Report Updated Forecast SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 42,000 39,000 41,000 43,500 52,500 500 1,000 2,000 2,500 0 10,000 20,000 30,000 40,000 50,000 60,000 N Fort Harrison Ave to N Myrtle Ave N Myrtle Ave to N Missouri Ave N Missouri Ave to N Highland Ave N Highland Ave to N Lake Dr N Lake Dr to N Keene Rd SR 60 Traffic Forecasts No Build Traffic Diverted Traffic Anticipated Traffic Forecasts: SR 60 Level of Service C D E FNo Build Build SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 1,400 8,500 8,300 5,000400 1,100 700 1,400 -1,000 1,000 3,000 5,000 7,000 9,000 11,000 13,000 15,000 N Fort Harrison Ave to N Myrtle Ave N Myrtle Ave to N Missouri Ave N Missouri Ave to N Highland Ave N Highland Ave to N Keene Rd Cleveland Street Traffic Forecasts No Build Traffic Diverted Traffic Anticipated Traffic Forecasts: Cleveland St Level of Service C*D E FNo Build Build * LOS C not attainable for two-lane C4 roadways SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 2,400 4,900 300 300 0 1,000 2,000 3,000 4,000 5,000 6,000 7,000 8,000 9,000 10,000 N Myrtle Ave to N Betty Ln N Betty Ln to N Highland Ave Palmetto Street Traffic Forecasts No Build Traffic Diverted Traffic Anticipated Traffic Forecasts: Palmetto St No Build Build * LOS C not attainable for two-lane C4 roadways Level of Service C*D E F SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1N Osceola AveN Fort Harrison AveN Myrtle AveN MLK Jr AveN Missouri AveN Betty LnN Hillcrest AveN Highland AveN Lake DrBaker AveN Saturn AveN Keene RdNo Build 0.27 0.40 0.44 0.40 0.58 0.43 0.30 0.62 0.31 0.58 0.41 0.78 Build 0.27 0.46 0.50 0.52 0.75 0.69 0.47 0.73 0.41 0.42 0.29 0.76 2045 AM Intersection Results Estimated Volume-to-Capacity RatioCAP-X < 0.75 0.75-0.87 0.88-1.00 ≥ 1.00 SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1N Osceola AveN Fort Harrison AveN Myrtle AveN MLK Jr AveN Missouri AveN Betty LnN Hillcrest AveN Highland AveN Lake DrBaker AveN Saturn AveN Keene RdNo Build 0.27 0.41 0.42 0.35 0.57 0.42 0.31 0.59 0.30 0.50 0.39 0.82 Build 0.27 0.47 0.50 0.48 0.82 0.63 0.52 0.76 0.40 0.42 0.28 0.70 2045 PM Intersection Results Estimated Volume-to-Capacity RatioCAP-X < 0.75 0.75-0.87 0.88-1.00 ≥ 1.00 SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 4.91 4.45 0.00 1.00 2.00 3.00 4.00 5.00 6.00 Build No Build Congested Travel Time (Minutes) A B Drew St From N Osceola Ave to Keene Rd Travel Time Results < 30-second difference SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 Safety Outcomes Improvements are anticipated to reduce crashes by 57% SERIOUS INJURIES FATALITIES TOTAL INJURIES TOTAL CRASHES 7 55 620 1,586 Since 2015, there have been… … on this segment of Drew Street SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 West of Keystone Dr: While in the inside lane, eastbound vehicle 1 swerved and crossed into the outside eastbound lane at an angle where it was struck by vehicle 2. Driver 1 was pronounced deceased on scene. Crash History East of Glenwood Avenue: Westbound vehicle 1, traveling at 53 mph, swerved into oncoming traffic and collided head on with vehicle 2. Unrestrained driver of vehicle 1 was ejected and pronounced deceased on scene. Mar. 2021 N Martin Luther King Jr Avenue: Pedestrian crossing south in the crosswalk on the west leg struck by a vehicle making a northbound left turn under dark, lighted conditions. Pedestrian later succumbed to injuries at the hospital. Jan. 2022 Betty Lane: Bicyclist making southbound right or crossing southbound struck by westbound vehicle traveling through the intersection on a green light. Bicyclist later succumbed to injuries at the hospital. Sep. 2016 West of Booth Avenue: Vehicle 1, traveling westbound in the westbound inside lane collided with a bicyclist traveling eastbound in the same lane. Conditions were dark at the time of crash. Jul. 2017 Duncan Ave: Eastbound vehicle 1 changed from the outside lane to the inside lane and struck vehicle 2. Vehicle 2 became airborne and struck westbound vehicle 3 head on. Driver 2 was pronounced dead on scene. Oct. 2017 West of Missouri Avenue: Pedestrian in an electric wheelchair was crossing Drew Street outside of a crosswalk and was struck by a vehicle traveling westbound in the outside lane. Pedestrian succumbed to injuries. Oct. 2018 Jun. 2017N SR 590 (Drew Street) from North Osceola Avenue to North Keene Road | FPID: 445681-1 22 Questions Liz Winters D7 Transportation Planning Manager 813.975.6499 Elizabeth.Winters@dot.state.fl.us Jensen Hackett D7 Multimodal Project Manager | D7 Bike and Ped Coordinator 813.975.6283 Jensen.Hackett@dot.state.fl.us Kelsey Olinger D7 Government Liaison 813.975.6186 Kelsey.Olinger@dot.state.fl.us Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0480 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Presentation(s) for Council Meeting In Control: Council Work Session Agenda Number: 18.1 SUBJECT/RECOMMENDATION: Florida League of Mayors Student Essay Contest - Scott Dudley, Executive Director Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0642 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Presentation(s) for Council Meeting In Control: Council Work Session Agenda Number: 18.2 SUBJECT/RECOMMENDATION: Homeownership Proclamation for 2024 - Chuck Lane, Assistant Director Economic Development & Housing Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0616 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Presentation(s) for Council Meeting In Control: Council Work Session Agenda Number: 18.3 SUBJECT/RECOMMENDATION: PRIDE Proclamation - Tiffany Makras, Human Resources, Director SUMMARY: Page 1 City of Clearwater Printed on 5/29/2024 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#24-0660 Agenda Date: 6/3/2024 Status: Agenda ReadyVersion: 1 File Type: Presentation(s) for Council Meeting In Control: Council Work Session Agenda Number: 18.4 SUBJECT/RECOMMENDATION: Juneteenth Proclamation Page 1 City of Clearwater Printed on 5/29/2024