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Contract 2022-124ADocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 CONTRACT APPROVAL FORM TO: BRIAN BULTHUIS, CITY MANAGER DS THRU: FREDDY SUAREZ, PROCUREMENT SERVICES DIRECTORS FROM: RAMSEY JIMENEZ, SENIOR PROCUREMENT AGENT SUBJECT: HEAVY EQUIPMENT PARTS AND LABOR DATE: SEPTEMBER 12, 2022 THE PROCUREMENT SERVICES DIRECTOR RECOMMENDS THE FOLLOWING: 1. APPROVE: Agreement between the City of Clermont and Cummins Inc dba Cummins Sales and Services, to provide heavy equipment parts and labor, for the Public Services Department. The agreement shall take effect on the date of execution by both parties and shall remain in effect until July 31, 2024, unless renewed or terminated as provided by the Orange County contractual agreement. Upon mutual agreement, the agreement may be renewed for two (2) additional one (1) year terms. 2. Why is this action necessary: In accordance with the City of Clermont Purchasing Policy, the City Manager is authorized to approve contracts under $50,000 that do not require a budget amendment. 3. ADDITIONAL INFORMATION: At the request of the Public Services Department, the Procurement Services Department sought a contract with Orange County for heavy equipment parts and labor, contract number Y21-16813. The estimated annual expenditures is less than $40,000 and it is included in the Public Services Department budget. The Orange County contract was fully competed, advertised, and complies with the City of Clermont Purchasing Policy. 4. FISCAL IMPACT: The fiscal impact of $40,000.00 is included in the current year approved budget. 5. EXHIBITS: Orange County Agreement APPROVAL AUTHORITY Approved ER Disapproved ❑ Reason/Suggestion (If disapproved) LDocuSigned by: l�&VU b S City Manager 9/19/2022 Signature Title Date DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 AGREEMENT NO. 2022-124 FOR HEAVY EQUIPMENT PARTS AND LABOR THIS AGREEMENT, is made and entered into this 19 day of September 2022, by and between the CITY OF CLERMONT, FLORIDA, a municipal corporation under the laws of the State of Florida whose address is: 685 W. Montrose Street, Clermont, Florida, (hereinafter referred to as "CITY"), and Cummins Inc dba Cummins Sales and Services, whose address is: 4820 North Orange Blossom Trail, Orlando, FL 32810, (hereinafter referred to as "CONTRACTOR"). WHEREAS, Orange County through the public procurement process awarded an Agreement for heavy equipment parts and labor, Orange County Contract Number Y21- 168B; WHEREAS, CITY desires to utilize the above -referenced awarded bid, CONTRACTOR's response thereto and Agreement in accordance with CITY's procurement policy; and WHEREAS, CONTRACTOR desires to enter into a contract with CITY based on the terms and conditions of the Orange County Contract Number Y21-168B; WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE 1— SCOPE OF WORK The CONTRACTOR shall furnish heavy equipment parts and labor as described in the Orange County Contract Number Y21-16813, which is attached hereto and incorporated herein as Exhibit "A" and shall perform everything required by this Agreement and the other exhibits attached hereto. Provided, however, that nothing herein shall require CITY to purchase or acquire any items or services from CONTRACTOR that is not specified in the CITY's purchase order. To the extent of a conflict between this Agreement and Exhibit "A", the terms and conditions of this Agreement shall prevail and govern. In all instances the CITY purchasing policy, resolutions and ordinances shall apply. ARTICLE 2 — THE CONTRACT SUM CITY shall pay CONTRACTOR, for the faithful performance of the Agreement as set forth in the Agreement documents and the Unit Price Schedule as set forth in Exhibit "B", attached hereto and incorporated herein. ARTICLE 3 — TERM AND TERMINATION 3.1. This Agreement is to become effective upon execution by both parties, and shall remain in effect until July 31, 2024 unless terminated or renewed by Orange County. 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 3.2. Notwithstanding any other provision of this Agreement, CITY may, upon written notice to CONTRACTOR, terminate this Agreement: a) without cause and for CITY's convenience upon thirty (30) days written notice to CONTRACTOR b) if CONTRACTOR is adjudged to be bankrupt; c) if CONTRACTOR makes a general assignment for the benefit of its creditors; d) CONTRACTOR fails to comply with any of the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a labor dispute, which threatens to have a substantial, adverse impact upon the performance of this Agreement, without prejudice to any other right or remedy CITY may have under this Agreement. In the event of such termination, CITY shall be liable only for the payment of all unpaid charges, determined in accordance with the provisions of this Agreement, for work, properly performed and accepted prior to the effective date of termination. 3.3. Upon mutual Agreement of the parties, this Agreement may be renewed for two (2) additional one (1) year terms. ARTICLE 4 — PROVISION OF SERVICES AND COMPLETION OF WORK 4.1. The CONTRACTOR shall only provide to CITY heavy equipment parts and labor upon receipt of an authorized order from CITY and shall provide the requested items in the timeframe and as set forth in Orange County Contract Number Y21- 168B or in the specific purchase order or authorized order submitted by CITY. Nothing herein shall obligate CITY to purchase any specific amount of product from CONTRACTOR or create an exclusive purchase agreement between CITY and CONTRACTOR. CITY shall not be obligated or required to pay for any items received until such time as CITY has accepted the items in accordance with the order provided to CONTRACTOR. 4.2. CONTRACTOR, upon receipt of an order hereunder, shall immediately notify CITY if it has an issue or question related to the fulfillment of the order or whether there will be any delay in providing the items requested. Failure of CONTRACTOR to so notify CITY will preclude CONTRACTOR from seeking payment of any kind for any items that were delayed in delivery. Upon receipt of notification of the delay, CITY may at its sole option cancel the order and seek the items from any available source. 4.3. It is expressly understood and agreed that the passing, approval and/or acceptance of any gasoline, diesel, kerosene, LP gas and bio-diesel herein by CITY or by any agent or representative as in compliance with the terms of this Contract shall not operate as a waiver by the CITY of strict compliance with the terms of this Contract and the CITY may require the CONTRACTOR replace the accepted gasoline, diesel, kerosene, LP gas and bio-diesel so as to comply with the warranties and specifications hereof. 4.4. COMPANY specifically acknowledges that this Contract does not bind or obligate 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 CITY to purchase any minimum quantity of product during the term hereof. ARTICLE 5 — PAYMENTS In accordance with the provisions fully set forth in the Contract Documents, CONTRACTOR shall submit an invoice to CITY upon completion of the services and delivery of products to CITY as set forth in the applicable purchase order. CITY shall make payment to the CONTRACTOR for all accepted deliveries and undisputed product delivered and services provided, within thirty (30) calendar days of receipt of the invoice. ARTICLE 6 — DISPUTE RESOLUTION - MEDIATION 6.1. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to voluntary arbitration or the institution of legal or equitable proceedings by either party. 6.2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and other matters in question between them by mediation. 6.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Clermont, Lake County, Florida, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement Agreements in any court having jurisdiction thereof. ARTICLE 7 — INSURANCE AND INDEMNIFICATION RIDER 7.1. Worker's Compensation Insurance — The CONTRACTOR shall take out and maintain during the life of this Agreement, Worker's Compensation Insurance for all its employees connected with the work of this Project and, in case any work is sublet, the CONTRACTOR shall require the subCONTRACTOR similarly to provide Worker's Compensation Insurance for all of the subCONTRACTOR employees unless such employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall comply with the Florida Worker's Compensation Law. In case any class of employees engaged in hazardous work under this Agreement at the site of the Project is not protected under the Worker's Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 7.2. CONTRACTOR's Commercial General Liability Insurance — The CONTRACTOR shall take out and maintain during the life of this Agreement, Commercial General Liability and Business Automobile Liability Insurance as 3 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 shall protect it from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operating under this Agreement whether such operations are by itself or by anyone directly or indirectly employed by it, and the amount of such insurance shall be as follows: (a) CONTRACTOR's Commercial General Liability, $1,000,000 Each, ($2,000,000 aggregate). Liability Coverages, Bodily Injury Occurrence, & Property Damage Combined Single Limit (b) Automobile Liability Coverages, $1,000,000 Each, Bodily Injury & Property Damage Occurrence, Combined Single Limit Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 7.3. Indemnification Rider (a) To the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the CITY and its employees from and against all claims, damages, losses and expenses, including but not limited to reasonable attorney's fees, arising out of or resulting from its performance of the Work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) , and (2) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not such acts are caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right to obligation of indemnity which would otherwise exist as to any party or person described in this Article; however, this indemnification does not include the sole acts of negligence, damage or losses caused by the CITY and its other contractors. (b) In any and all claims against the CITY or any of its agents or employees by any employee of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligations under this Paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the CONTRACTOR or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. (c) The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and valuable consideration from the CITY for the indemnification provided herein. 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 ARTICLE 8 — NOTICES All notices shall be in writing and sent by United States mail, certified or registered, with return receipt requested and postage prepaid, or by nationally recognized overnight courier service to the address of the party set forth below. Any such notice shall be deemed given when received by the party to whom it is intended. CONTRACTOR: Cummins Inc dba Cummins Sales and Services 4820 North Orange Blossom Trail Orlando, FL 32810 Attn: Corey Carlson, Account Support OWNER: City of Clermont Attn: Brian Bulthuis, City Manager 685 W. Montrose Street Clermont, FL 34711 ARTICLE 9 — MISCELLANEOUS 9.1. Attorneys' Fees — In the event a suit or action is instituted to enforce or interpret any provision of this Agreement, the prevailing party shall be entitled to recover such sum as the Court may adjudge reasonable as attorneys' fees at trial or on any appeal, in addition to all other sums provided by law. 9.2. Waiver — The waiver by city of breach of any provision of this Agreement shall not be construed or operate as a waiver of any subsequent breach of such provision or of such provision itself and shall in no way affect the enforcement of any other provisions of this Agreement. 9.3. Severability — If any provision of this Agreement or the application thereof to any person or circumstance is to any extent invalid or unenforceable, such provision, or part thereof, shall be deleted or modified in such a manner as to make the Agreement valid and enforceable under applicable law, the remainder of this Agreement and the application of such a provision to other persons or circumstances shall be unaffected, and this Agreement shall be valid and enforceable to the fullest extent permitted by applicable law. 9.4. Amendment — Except for as otherwise provided herein, this Agreement may not be modified or amended except by an Agreement in writing signed by both parties. 9.5. Entire Agreement — This Agreement including the documents incorporated by reference contains the entire understanding of the parties hereto and supersedes all 5 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 prior and contemporaneous Agreements between the parties with respect to the performance of services by CONTRACTOR. 9.6. Assi ng ment — Except in the event of merger, consolidation, or other change of control pursuant to the sale of all or substantially all of either party's assets, this Agreement is personal to the parties hereto and may not be assigned by CONTRACTOR, in whole or in part, without the prior written consent of city. 9.7. Venue — The parties agree that the sole and exclusive venue for any cause of action arising out of this Agreement shall be Lake County, Florida. 9.8. Applicable Law — This Agreement and any amendments hereto are executed and delivered in the State of Florida and shall be governed, interpreted, construed and enforced in accordance with the laws of the State of Florida. 9.9. Public Records — Contractor expressly understands records associated with this project are public records and agrees to comply with Florida's Public Records law, to include, to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the CITY in order to perform the services contemplated herein. (b) Provide the public with access to public records on the same terms and conditions that the CITY would provide the records and at a cost that does not exceed the cost provided in this Florida's Public Records law or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of CONTRACTOR upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. CONTRACTOR shall use reasonable efforts to provide all records stored electronically to the CITY in a format that is compatible with the information technology systems of the CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352) 241-7331. 71 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 ARTICLE 10 —WARRANTY All parts and components furnished hereunder shall be warranted in accordance with the applicable manufacturer's express warranty for any goods for a period of one (1) year and CONTRACTOR's standard warranty for workmanship for a period of ninety (90) days, and any rights thereto shall pass on to the CITY. THE WRITTEN WARRANTIES SHALL BE EXCLUSIVE AND IN LIEU OF ALL OTHER EPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED; AND ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE IS EXPRESSLY EXCLUDED. THE REMEDY PROVIDED THEREIN SHALL BE THE SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY. ARTICLE 11 — LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, AND TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, LIQUIDATED, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, DOWNTIME, LOSS OF DATA, DAMAGE TO GOODWILL, LOST PROFITS, REVENUES, OR SAVINGS) EVEN IF IT HAS BEEN ADVISED OF THEIR POSSIBLE EXISTENCE, EXCEPT THAT THE FOREGOING SHALL NOT RESTRICT A PARTY'S ABILITY TO RECOVER DIRECT DAMAGES FOR BREACH OF THIS AGREEMENT OR ANY RESULTING CONTRACT. NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, AND TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL EITHER PARTY'S TOTAL AND CUMULATIVE LIABILITY HEREUNDER EXCEED THE AGGREGATE VALUE OF THIS AGREEMENT. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. ARTICLE 12 — AGREEMENT DOCUMENTS The Agreement Documents, as listed below are herein made fully a part of this Agreement as if herein repeated. Document Precedence: 10.1. This Agreement 10.2. Purchase Order / Notice To Proceed 10.3. An applicable Contractor Quote or Statement of Work 10.4. All documents contained in the Orange County Contract Number Y21-16813. 7 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this 19th day of September , 2022. CITY OF CLERMONT —Q.D,,o�ycuSignedd yby�:: � � � bViat'G Vv`ULw S — DS Brian Bulthuis, ATTEST: DocuSigned by: E�y ... Tracy Ackroyd Manager DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 CUMMINS INC DBA CUMMINS SALES AND SERVICE DocuSigned by: By: (,a" (AAsaw (Signature) Print Name: Corey Carlson Title: Account Support Specialist - Bids & Contracts On Highway Date: 9/16/2022 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 FAWAL", ORANGE COUNTY, FLORIDA Procurement Division vw � CONTRACT NO. Y21-168B HEAVY EQUIPMENT PARTS AND LABOR This contract is not valid unless bilaterally executed. Subject to mutual agreement Orange County, Florida, hereby enters into a contract subject to the following: 1. Ordering against Contract: A. Unless otherwise specified in the Invitation for Bids, the County will place orders by issuance of a numbered Delivery Order against this contract. Each Delivery Order will specify the quantity, description and location for deliver. B. The obligations of Orange County under this contract are subject to need and availability of funds lawfully appropriated for its purpose by the Board of County Commissioners or other funding source as specified in the terms and conditions. 2. Taxes: The County has the following tax exemption certificates assigned. A. Certificate of Registry No. 59-70-004K for tax free transactions under Chapter 32, Internal Revenue Code; B. Florida Sales and Use Tax Exemption Certificate No. 85-8012622266C-0. 3. Invoicing: A. Invoices must be submitted, in duplicate, referencing this contract number and the Delivery Order to: Orange County Fleet Management Division 4400 S. Vineland Road Orlando, FL 32811 Phone 407-836-8210 Orange County Solid Waste Division 5901 Young Pine Road Orlando, FL 32829 Phone 407-836-6696 B. Invoices against this contract are authorized only at the prices stated in your bid response, unless otherwise provided in the Invitation for Bids. Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 4. Counterpart (1): Bidder's Irrevocable Offer and Acceptance A. The Bidder hereby submits an irrevocable offer in response to Invitation for Bids No. Y21-168- MV, HEAVY EQUIPMENT PARTS AND LABOR - Term Contract, subject to all general terms and conditions and special terms and conditions therein without exception. B. All requirements contained in any addenda to the solicitation for this procurement are part of and hereby incorporated into this contract. C. Debarment, Suspension, Ineligibility and Voluntary Exclusion By executing Counterpart (1) the Bidder affirms that it is in compliance with the requirements of 2 C.F.R. Part 180 and that neither it, its principals, nor its subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. Cummins Inc (dba Cummins Sales and Service) (COMPANY NAME) BY: vayn� Meulilge�- (Authorized Signatory Darrin Mellinger (Name Bids & Contracts Manager (Title) DATE: 4/15/2021 Cummins Inc (dba NOTICES: Cummins Sales and Service) (Address) 4820 N Orange Blossom Trail, (Address) Orlando, FL 32810 (City, State zip) 901) 626-9641 (Phone) cssnabids(@_cummins.com (Email) 5. Counterparts. This Agreement may be executed in two identical counterparts, all of which shall be considered one and the same agreement and shall become effective when both counterparts have been signed by each party and delivered to the other party. Counterpart (1) shall be executed by the bidder and included in the sealed bid response. Counterpart (2) may be executed by the County Procurement Division to formalize Acceptance of Bidders Offer and Contract Award. Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 6. Counterpart (2): Orange County's Acceptance of Bidder's Offer and Contract Award A. The County's acceptance of the Bidder's offer in response to our Invitation for Bids No. Y21-168-MV, HEAVY EQUIPMENT PARTS AND LABOR - Term Contract. B. This contract is effective AUGUST 1, 2021, and shall remain in effect through JULY 31, 2024. C. The estimated contract award for the initial term of the contract is $2,773,140. D. This is a term contract for the time period specified in the referenced Invitation for Bids, for the products/services covered by this contract. The County is not obligated to purchase any minimum amount of products or services, unless otherwise stipulated in the Invitation for Bids. The bidder is granted authorization to proceed to perform services upon receipt of duly executed Delivery Order. E. This contract may be renewed as provided in the Invitation for Bids. F. Any amendments modifying the terms, conditions or scope of this contract must be in writing and signed by both parties. Such amendment(s) must be signed by the representative of the Orange County Procurement Division to be valid, binding, and enforceable. G. This contract may be cancelled or terminated as provided for in the Invitation for Bids. ORANGE COUNTY, FLORIDA BY: Zulay—M++Mf,i'PPO, CPPB, FCCM Procurement Division DATE: QU4 /`/, 242/ NOTICES: PROCUREMENT DIVISION INTERNAL OPERATIONS CENTRE II 400 EAST SOUTH STREET, 2No FLOOR ORLANDO, FLORIDA 32801 (407) 836- 5635 Page 3 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 AS part or tnls Dla, Orange County is being offered our Repair pricing structure. All of our pricing structures are a range of discounts depending on the specific part number. Repair pricing is 4 - 6.5% LOT 2 off of list price, so we are using 4% in the calculation below as we know this is the minimum discount for all parts in the Repair pricing structure. ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. CUMMINS $500,000 Dollars X 4* % _ $ 480,000 = $ 480,000 CUMMINS ENGINE SERVICES Standard Hours Shop 2. Labor 150 Standard Hours Field 3. Labor 150 4. Trip Charge 15 CUMMINS POWER GENERATION SERVICES 5. Standard Hours Shop Labor 250 6. Non -Standard Hours Shop Labor 100 7. Non -Standard Hours Field Labor 400 8. Non -Standard Hours Field Labor 150 9. Trip Charge 100 Page 42 UNIT PRICE hours X $ 138 /hour hours X $ 172.20 /hour each X $ 50 /each hours X $ hours X $ hours X $ UNIT PRICE 138 /hour 207 /hour = 258 /hour = hours X $ 258 /hour = each X $ 50 /each = TOTAL ESTIMATED BID (LINES 1-9) — LOT 2 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 2 = Cummins Inc (dba Cummins Sales and Service) Company Name $ 20,700 $ 25,830 $ 750 $ 34,500 $ 20,700 $ 103,200 $ 38,700 $ 5,000 $ 729,380 THREE (3) 7 1 RR 1 An DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 9 TO BE ADDED TO THE TOTAL ESTIMATED BID Estimated Annual Shop Supplies ESTIMATED ANNUAL DOLLAR AMOUNT = $70,000 = TOTAL ESTIMATED BID — LOT 9 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 9 = LOT 10 TO BE ADDED TO THE TOTAL ESTIMATED BID Freight/Shipping Charges (as a pass through with prior approval) Page 46 ESTIMATED TOTAL ESTIMATED ANNUAL BID $70,000 $70,000 THREE (3) $210,000 ANNUAL TOTAL DOLLAR ESTIMATED AMOUNT = ANNUAL BID $55,000 = $55,000 TOTAL ESTIMATED BID — LOT 10 = $55,000 THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 10 = $165,000 Cummins Inc (dba Cummins Sales and Service) Company Name DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 11 TO BE ADDED TO THE TOTAL ESTIMATED BID Environmental Fees Page 47 ESTIMATED ANNUAL TOTAL DOLLAR ESTIMATED AMOUNT = ANNUAL BID $70,000 = $70,000 TOTAL ESTIMATED BID — LOT 11 = $70,000 X THREE (3) TOTAL ESTIMATED THREE-YEAR BID —LOT 11 = $210,000 TOTAL ESTIMATED THREE-YEAR BID —LOTS 1 THROGH 11 = $ 2,773,140 Cummins Inc (dba Cummins Sales and Service) Company Name DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 *As long as parts are in -stock at the branch, parts can be provided ** Standard Hours In shop / Field = M — F 7:30am - 4:00pm next day. If the parts are not in -stock at the branch but are in -stock Non Standard Hours all other times of the week, weekends and holidays. at the nearest distribution center, they can be received in no later 365 days a year than 3-5 business days after receipt of order. Parts/Service Availability (ARO): Parts hours calendar days 1-5* Service hours calendar days 1 ** Nearest Parts/Service Location: Cummins Sales & Service, 4820 North Orange Blossom Trail, Orlando, FL 32810 List contact person/telephone number for service facility: In shop Service —Jose Serrano 407-535-4912, Willie Hall 407-535-4931, Joshua Sala 407-535-4926 Field Service Power Generation — James Mayer 407-535-4904 Field Service Engine — Adam Mair 407-535-4905 Backup for all Service Departments — Carlos Flores 321-200-3258 IMPORTANT NOTE: When completing your bid, do not attach any forms which may contain terms and conditions that conflict with those listed in the County's bid documents(s). Inclusion of additional terms and conditions such as those which may be on your company's standard forms shall result in your bid being declared non -responsive as these changes will be considered a counteroffer to the County's bid. Delivery shall be not later than three (3) calendar days After Receipt of Order (ARO), for replenishment of stock items, per Special Terms and Conditions 7A. Delivery shall be no later than one (1) calendar day After Receipt of Order (ARO), for emergency items, per Special Terms and Conditions 7B. Inquiries regarding this Invitation for Bids may be directed to Melisa Vergara, Contracting Agent, at Melisa.Ver-ag_rakocfl.net Page 48 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 BID RESPONSE FORM - CONTINUED THE FOLLOWING SECTION MUST BE COMPLETED BY ALL BIDDERS: Company Name: Cummins Inc. (dba Cummins Sales and Service NOTE: COMPANY NAME MUST MATCH LEGAL NAME ASSIGNED TO TIN NUMBER. CURRENT W9 MUST BE SUBMITTED WITH BID. TIN#: 35-0257090 D-U-N-S® # 4820 N. Orange Blossom Trail, (Street No. or P.O. Box Number) (Street Name) Orange (County) Contact Person: Phone Number: FL (State) 00-641-5160 Orlando (City) 32810 (Zip Code) Darrin Mellinger - Bids & Contracts Manager (901) 626-9641 Fax Number: Email Address: cssnabids@cummins.com Emergency Contact Person: Telephone Number: Residence Telephone Number: EMERGENCY CONTACT Joann M Cardoza Cell Phone Number: 321-370-2315 ACKNOWLEDGEMENT OF ADDENDA Email: loann.m.cardoza@cummins.com The Bidder shall acknowledge receipt of any addenda issued to this solicitation by completing the blocks below or by completion of the applicable information on the addendum and returning it not later than the date and time for receipt of the bid. Failure to acknowledge an addendum that has a material impact on this solicitation may negatively impact the responsiveness of your bid. Material impacts include but are not limited to changes to specifications, scope of work/services, delivery time, performance period, quantities, bonds, letters of credit, insurance, or qualifications. Addendum No. N/A , Date N/A Addendum No. N/A , Date N/A Addendum No. N/A Date N/A Addendum No. N/A' Date N/A Page 49 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 AUTHORIZED SIGNATORIES/NEGOTIATORS The Bidder represents that the following principals are authorized to sign bids, negotiate and/or sign contracts and related documents to which the bidder will be duly bound. Principal is defined as an employee, officer or other technical or professional in a position capable of substantiallX influencing the development or outcome of an activity required to perform the covered transaction. Name Title Telephone Number/Email Darrin Mellinger Bids & Contracts Manager (901) 626-9641 vapri McCGI ael- 4/15/2021 (Signature) (Date) Bids & Contracts Manager (Title) Cummins Inc. (dba Cummins Sales and Service) (Name of Business) The Bidder shall complete and submit the following information with the bid: Type of Organization Sole Proprietorship Joint Venture* State of Incorporation: Indiana Partnership V Corporation Principal Place of Business (Florida Statute Chapter 607) Non -Profit Columbus / Bartholomew / Indiana City/County/State THE PRINCIPAL PLACE OF BUSINESS SHALL BE THE ADDRESS OF THE BIDDER'S PRINCIPAL OFFICE AS IDENTIFIED BY THE FLORIDA DIVISION OF CORPORATIONS. Federal I.D. number is: 35-0257090 * Joint venture firms must complete and submit with their Bid Response the form titled `Information for Determining Joint Venture Eligibility", and a copy of the formal agreement between all joint venture parties. This joint venture agreement must indicate the parties' respective roles, responsibilities and levels of participation for the project. If proposing as a Joint Venture, the Joint Venture shall obtain and maintain all contractually reauired insurance in the name of the Joint Venture as reauired by the Contract. Individual insurance in the name of the parties to the Joint venture will not be accepted. Failure to timely submit the required form along with an attached written copy of the joint venture agreement may result in disqualification of your Bid Response Page 50 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Issue Date: March 15, 2021 ORANGE COUNTY FLORIDA PROCUREMENT DIVISION NOTICE IS HEREBY GIVEN that Orange County, Florida, henceforth referred to as the County is accepting sealed bids for: INVITATION FOR BIDS #Y21-168-MV, HEAVY EQUIPMENT PARTS AND LABOR TERM CONTRACT Copies of the Invitation for Bids (IFB) documents may be obtained from the Orange County Procurement Division by phoning (407) 836-5635 or by download at: hitps:Hqpp.negometrix.com/bLjyer/691 BID SUBMISSION DUE DATE: In an effort to help promote social distancing measures during the COVID-19 Public Health Emergency, electronic submissions will be accepted by the County. Firms are strongly encouraged to submit responses electronically. Firms will not be permitted to fax or email offers. To maintain a secured sealed process electronic submissions may be made through the Negometrix platform only at: hitps:Hgpp.negometrix.com/bLjyer/691 Sealed bid offers for furnishing the above will be accepted up to 4:00 PM (local time), Thursday, April 15, 2021, via the electronic portal referenced above, or at the Procurement Division, Internal Operations Centre II, 400 E. South Street, 2nd Floor, Orlando, FL 32801. Bids delivered via mail or hand delivery shall contain an original, two (2) hard copies and one (1) electronic copy on a USB Flash Drive. NOTICE TO BIDDERS: To ensure that your bid is responsive, you are urged to request clarification or guidance on any issues involving this solicitation before submission of your response. Your point -of -contact for this solicitation is Melisa Vergara, Contracting Agent at Melisa.Vergaragocfl.net. QUESTIONS: All questions or concerns regarding this Invitation for Bids shall be submitted by email to Melisa.Vergara&ocfl.net, no later than 5:00 PM Thursday, March 25, 2021 to the attention of Melisa Vergara, Procurement Division, referencing the IFB number. Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 TABLE OF CONTENTS DESCRIPTION PAGE SECTION 1: GENERAL TERMS AND CONDITIONS GENERAL TERMS AND CONDITIONS 3-20 SECTION 2: SPECIAL TERMS AND CONDITIONS SPECIAL TERMS AND CONDITIONS 21-32 SECTION 3: SPECIFICATIONS SPECIFICATIONS 33-36 SECTION 4: BID SUBMISSION REQUIREMENTS AND DOCUMENTATION - QUALIFICATION OF BIDDERS (BID PACKAGE REQUIREMENTS) 39-40 - BID RESPONSE FORM 41-48 - EMERGENCY CONTACTS 49 - ACKNOWLEDGEMENT OF ADDENDA 49 - AUTHORIZED SIGNATORIES/NEGOTIATORS 50 - REFERENCE DOCUMENTATION FORM 51-53 - DRUG -FREE WORKPLACE FORM - SCHEDULE OF SUBCONTRACTING FORM - CONFLICT/NON-CONFLICT OF INTEREST FORM - E-VERIFICATION CERTIFICATION - RELATIONSHIP DISCLOSURE FORM - RELATIONSHIP DISCLOSURE FORM - FREQUENTLY ASKED QUESTIONS (FAQ) - ORANGE COUNTY SPECIFIC PROJECT EXPENDITURE REPORT - EXPENDITURE REPORT- FREQUENTLY ASKED QUESTIONS (FAQ) - AGENT AUTHORIZATION FORM - LEASED EMPLOYEE AFFIDAVIT - INFORMATION FOR DETERMINING JOINT VENTURE ELIGIBILITY - CONTRACT Page 2 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 SECTION I GENERAL TERMS AND CONDITIONS Page 3 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 GENERAL TERMS AND CONDITIONS 1. GENERAL INFORMATION These specifications constitute the complete set of requirements and bid forms. The bid response page(s), and all forms listed on the bid response page(s) shall be completed, signed, and submitted via the electronic submittal portal, or sealed in an envelope bearing the bid number on the outside and mailed or presented to the Procurement Division on or before the specified time and date. Failure to comply with the preceding requirements shall result in the rejection of the bid. Bids submitted by e-mail, telephone or fax shall not be accepted. An e-mailed or a faxed bid shall be rejected as non -responsive regardless of where it is received. Bids may be submitted via the electronic submission portal at: https://app.negometrix.com/buyer/691, or in the Procurement Division; Internal Operations Centre Il, 400 E. South Street; 2nd Floor, Orlando, FL 32801, prior to the submission deadline. Bids will be opened per the public meeting notice. Bidders are cautioned that they are responsible for delivery to the specific location cited above. Therefore, if your bid is delivered by an express mail carrier or by any other means, it is your responsibility to ensure delivery to the above address. This office will not be responsible for deliveries made to any place other than the specified address. The County shall not be responsible for delays caused by any occurrence. The time/date stamp clock located in the Procurement Division shall serve as the official authority to determine lateness of any bid. The bid time shall be scrupulously observed. Under no circumstances shall bids delivered after the time specified be considered. Late bids will be returned to the Bidder unopened. The decision to refuse to consider a bid that was received beyond the date/time established in the solicitation shall not be the basis for a protest pursuant to the Orange County Code (Procurement Ordinance). If submitting via mail or in person, bids must be typewritten or filled in with pen and ink, and must be signed in ink by an officer or employee having authority to bind the company or firm. Errors, corrections, or changes on any document must be initialed by the signatory of the bid. Bidders shall not be allowed to modify their bids after the opening time and date. Bid files may be examined during normal working hours, thirty (30) days after bid opening or upon recommendation for award, whichever occurs first. Bidders desiring to view these documents are urged to schedule an appointment. For information concerning this bid, please contact the Procurement Division at the address listed above or by calling 407-836-5635. Please specify the bid number for which you are inquiring. Page 4 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 2. QUESTIONS REGARDING THIS SOLICITATION All questions or concerns regarding this Invitation for Bids shall be submitted by email to the Procurement Division representative specified on the cover page of this Invitation for Bids. Consideration for modification or alteration of the documents contained in this solicitation shall be requested during the specified question specified on the cover page of this Invitation for Bids. When required the Procurement Division shall issue an addendum to the Invitation for Bids. The addendum shall be available on the aforementioned electronic portal for access by potential Bidders. Bidders are instructed not to contact the initiating division directly. No oral interpretation of this Invitation for Bids shall be considered binding. The County shall be bound by information and statements only when such statements are written and executed under the authority of the Manager, Procurement Division. This provision exists solely for the convenience and administrative efficiency of Orange County. No Bidder or other third party gains any rights by virtue of this provision or the application thereof, nor shall any Bidder or third party have any standing to sue or cause of action arising there from. 3. PRICE/DELIVERY Price(s) bid must be the price(s) for new goods, unless otherwise specified. Any bids containing modifying or "escalator" clauses will not be considered unless specifically requested in the bid specifications. "Acceptance" as herein used means the acceptance by Orange County after the Manager, Procurement Division or authorized agent has, by inspection or test of such items, determined that they fully comply with specifications. Deliveries resulting from this bid are to be performed during the normal working hours of the County. Time is of the essence and the Contractor's delivery date must be specified and adhered to. Should the Contractor, to whom the order or contract is awarded, fail to deliver on or before the stated date, the County reserves the right to CANCEL the order or contract and make the purchase elsewhere, and the Contractor shall be required to compensate the County for the difference in price paid for the alternate goods. The Contractor shall be responsible for making any and all claims against carriers for missing or damage goods. Partial shipments will be acceptable unless otherwise stated. 4. FEDERAL AND STATE TAX The County is exempt from Federal and State Sales and Use Taxes for tangible personal property (Certificate of Registry for tax transactions under Chapter 32, Internal Revenue Code and Florida Sales/Use Tax Exemption Certificate). The Manager, Procurement Division will sign an exemption certificate submitted by the Contractor. Page 5 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Contractors doing business with the County shall not be exempted from paying sales tax to their suppliers for materials to fulfill contractual obligations with the County, nor shall any Contractor be authorized to use the County's Tax Exemption Number in securing such materials. 5. ACCEPTANCE/REJECTION/CANCELLATION The County reserves the right to accept or to reject any or all bids and to make the award to that bidder who, in the opinion of the County, will be in the best interest of and/or the most advantageous to the County. The County also reserves the right to reject the bid of any bidder who has previously failed in the proper performance of an award or to deliver on time contracts of a similar nature or who, in the County's opinion, is not in a position to perform properly under this award. The County reserves the right to inspect all facilities of bidders in order to make a determination as to the foregoing. The County reserves the right to waive any irregularities and technicalities and may, at its discretion, request a re- bid. Award will be made to the lowest responsive and responsible bidder as determined by the County. The County reserves the right, and the Manager, Procurement Division has absolute and sole discretion, to cancel a solicitation at any time prior to approval of the award by the Board of County Commissioners when such approval is required. The decision to cancel a solicitation cannot be the basis for a protest pursuant to the Orange County Code. 6. BRAND NAME OR EQUALS/DEVIATIONS Unless otherwise specified, the mention of a particular manufacturer's brand name or number in the specifications does not imply that this particular good is the only one that will be considered for purchase. This reference is intended solely to designate the type or quality of good that will be acceptable. Equal offers will be considered and must include descriptive literature and/or specifications. Failure to provide descriptive literature and/or specifications with equal offers will result in the disqualification of the bid. The determination as to whether any alternate good or service is or is not equal shall be made solely by the County and such determination shall be final and binding upon all bidders. The County reserves the right to request and review additional information to make such a determination. Although the County provides for the consideration of alternate bids, it reserves the right to make an award in the best interest of the County. Award may not necessarily be given to the lowest bid offered. The Bidder shall be responsible for reading very carefully, and understanding completely, the requirements and the specifications of the items bid upon. Unless the bid is in response to a "Brand Name or Equal" requirement, deviations from the specifications will only be considered if requested in writing prior to the date and time specified for receipt of bids. Deviations, if accepted, will be specifically addressed in writing via an addendum to this Invitation for Bids. Any goods or services that are not in compliance with the specifications will not be accepted. Page 6 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 7. NO BID Where more than one item is listed, any items not bid upon shall be indicated as "NO BID". 8. CONFLICT OF INTEREST The award is subject to provisions of applicable State Statutes and County Ordinances. All bidders must disclose with their bid the name of any officer, director, or agent who is also an employee of Orange County. Further, all bidders must disclose the name of any County employee who owns, directly or indirectly, an interest of ten percent (10%) or more in the Bidder's firm or any of its branches. Should the Contractor permanently or temporarily hire any County employee who is, or has been, directly involved with the Contractor prior to or during performance of the resulting contract, the contract shall be subject to immediate termination by the County. 9. LEGAL REQUIREMENTS All applicable Federal and State laws and County ordinances that in any manner affect the items covered herein apply. Lack of knowledge by the Bidder shall in no way be a cause for relief from responsibility. A. Contractors doing business with the County are prohibited from discriminating against any employees, applicant, or client because of race, religion, color, disability, national origin, gender, or age with regard to but not limited to the following: employment practices, rates of pay or other compensation methods, and training selection. B. Businesses wishing to participate in the County procurement process as an Orange County Certified M/WBE firm are required to complete a certification application to attain recognition as such. You may contact the Procurement Division or the Business Development Division for information and assistance. 10. RECIPROCAL PREFERENCE In the event the lowest responsive and responsible bid submitted in response to any Invitation for Bids is by a bidder whose principal place of business is in a county other than Orange County, and such county grants a bid preference for purchases to a bidder whose principal place of business is in such county, then Orange County may award a preference to the (next) lowest responsive and responsible bidder having a principal place of business within Orange County, Florida. Such preference will be equal to the preference granted by the county in which the lowest responsive and responsible bidder has its principal place of business except as provided below. Effective July 1, 2015 the reciprocal local preference will not apply to construction services in which 50 percent or more of the cost will be paid from state -appropriated funds which have been appropriated at the time of the competitive solicitation. If the solicitation involves a federally funded project where the funding source requirements prohibit the use of state and/or local preferences, the reciprocal local preference will not be applied. Page 7 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 11. GOVERNING LAW AND VENUE Any and all legal actions associated with this contract will be governed by the laws of the State of Florida. Venue for any litigation involving this contract shall be in the Ninth Circuit Court in and for Orange County, Florida. Should any federal claims arise for which the courts of the State of Florida lack jurisdiction, venue for those actions will be in the Orlando Division of the U.S. Middle District of Florida. 12. JURY WAIVER Each party hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in any legal proceeding directly or indirectly arising out of or relating to this agreement. 13. ATTORNEYS' FEES AND COSTS The Parties shall each bear their own costs, expert fees, attorneys' fees, and other fees incurred in connection with this Agreement and any litigation that arises either directly, or indirectly. 14. UNIFORM COMMERCIAL CODE The Uniform Commercial Code (Florida Statutes, Chapter 672) shall prevail as the basis for contractual obligations between the Contractor and the County for any terms and conditions not specifically stated in this Invitation for Bids. 15. MISTAKES In the event of extension error(s), the unit price will prevail and the Bidder's total offer will be corrected accordingly. In the event of addition errors, the extended totals will prevail and the Bidder's total will be corrected accordingly. Bidders must check their bid where applicable. Failure to do so will be at the Bidder's risk. Bids having erasures or corrections must be initialed in ink by the Bidder. 16. AVAILABILITY OF FUNDS The obligations of the County under this award are subject to the availability of funds lawfully appropriated for its purpose by the State of Florida and Orange County, Florida, or other specified funding source for this procurement. 17. NON-DISCRIMINATION The County's policies of equal opportunity and non-discrimination are intended to assure equal opportunities to every person, regardless of race, religion, sex, color, age, disability or national origin, in securing or holding employment in a field of work or labor for which the person is qualified, as provided and enforced by Section 17-314 of the Orange County Code and the County's relevant Administrative Regulations. It is also the county policy that person(s) doing business with the County shall recognize and comply with this policy and that the County shall not extend public funds or resources in a manner as would encourage, perpetuate or foster discrimination. As such: Page 8 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 1. The Contractor shall adopt and maintain, or provide evidence to the County that Contractor has adopted and maintains, a policy of nondiscrimination as defined by Section 17-288, Orange County Code, throughout the term of this Agreement. 2. The Contractor agrees that, on written request, the Association shall permit reasonable access to all business records or employment, employment advertisement, applications forms, and other pertinent data and records, by the County, for the purpose of investigating to ascertain compliance with the non-discrimination provisions of this contract; provided, that the Contractor shall not be required to produce for inspection records covering periods of time more than one year prior to the date of this Agreement. 3. The Contractor agrees that, if any obligations of this contract are to be performed by subcontractor(s), the provisions of subparagraphs 1 and 2 of this Section shall be incorporated into and become a part of the subcontract. 18. BID TABULATION AND RESULTS Bid tabulations shall be available thirty (30) days after opening on the Orange County website at: http://apps.ocfl.net/orangebids/bidresults/results.asi) or upon notice of intended action, whichever is sooner. 19. BID FORMS All bids shall be submitted on the County's standard Bid Response Form. Modification of the Bid Response Form herein or submission of Bids on Bidder's quotation forms shall not be accepted and shall be deemed non -responsive. 20. REFERENCES A contact person shall be someone who has personal knowledge of the Bidder's performance for the specific requirement listed. Contact person shall have been informed that they are being used as a reference and that the County may be contacting them. More than one person can be listed but all shall have knowledge of the project. The reference shall be the owner or a representative of the owner. Contractors who provided services under the referenced project (contract) shall not be accepted as references. DO NOT list principals or officers who shall not be able to answer specific questions regarding the project. Failure of references listed to respond to the County's inquiries may negatively impact the responsibility of the Bidder. 21. POSTING OF RECOMMENDED AWARD AND PROTESTS The recommended award will be posted for review by interested parties at the Procurement Division and at: http://apps.ocfl.net/OrangeBids/AwardsRec/default.asi) prior to submission through the appropriate approval process and will remain posted for a period of five (5) full business days. Page 9 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 • Orange County Lobbyist Regulations General Information http://www.oran2ecountyfl.net/OpenGovernment/Lobbin2AtOran2eCounty. aspx A lobbying blackout period shall commence upon issuance of the solicitation until the Board selects the Contractor. For procurements that do not require Board approval, the blackout period commences upon solicitation issuance and concludes upon contract award. The County may void any contract where the County Mayor, one or more County Commissioners, or a County staff person has been lobbied in violation of the black -out period restrictions of Ordinance No. 2002-15. • Orange County Protest Procedures http://www.oran2ecountyfl.net/VendorServices/VendorProtestProcedures.as PX Failure to file a protest with the Manager, Procurement Division by 5:00 PM on the fifth full business day after posting, shall constitute a waiver of bid protest proceedings. 22. BID AND RELATED COSTS By submission of a bid, the Bidder agrees that any and all costs associated with the preparation of the bid will be the sole responsibility of the Bidder. The Bidder also agrees that the County shall bear no responsibility for any costs associated with the preparation of the bid including but not limited to any administrative or judicial proceedings resulting from the solicitation process. 23. CONTRACTUAL AGREEMENT This Invitation for Bids shall be included and incorporated in the final contract or purchase order. The order of contract precedence will be the contract (purchase order), bid document, and response. Any and all legal actions associated with this Invitation for Bids and/or the resultant contract (purchase order) shall be governed by the laws of the State of Florida. Venue for any litigation involving this contract shall be the Ninth Circuit Court in and for Orange County, Florida. 24. PUBLIC ENTITY CRIME Section 287.133(3)(d), Florida Statutes, provides that the Florida Department of Management Services shall maintain a list of the names and addresses of those who have been disqualified from participating in the public contracting process under this section. http://www.dms.myflorida.com/business operations/state purchasing/vendor infor mation/convicted suspended discriminatory complaints vendor lists/convicted ve ndor list A person or affiliate who has been placed on The Convicted Vendor list following a conviction for a public entity crime shall not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, shall not submit bids on leases of real property to a public entity, shall not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with a public entity, and Page 10 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 shall not transact business with any public entity in excess of the threshold amount provided in Florida Statute Section 287.017, for CATEGORY TWO for a period of thirty- six (36) months from the date of being placed on The Convicted Vendor List. 25. DRUG -FREE WORKPLACE FORM The Drug -Free Workplace Form is attached and shall be completed and submitted with your bid. 26. SUBCONTRACTING Bidders subcontracting any portion of the work shall state name and address of subcontractor and the name of the person to be contacted on the attached "Schedule of Subcontractors Form". 27. CONFLICT OF INTEREST FORM Bidder shall complete the Conflict of Interest Form attached hereto and submit it with their bid. 28. ETHICS COMPLIANCE The following forms are included in this solicitation and shall be completed and submitted as indicated below: A. Orange County Specific Project Expenditure Report -The purpose of this form is to document any expenses incurred by a lobbyist for the purposes described in Section 2-351, Orange County Code. This form shall be completed and submitted with all bid responses to an Orange County solicitation. Any questions concerning this form shall be addressed to the contracting agent identified in the applicable solicitation. B. Relationship Disclosure Form — The purpose of this form is to document any relationships between a bidder to an Orange County solicitation and the Mayor or any other member of Orange County, Florida. This form shall be completed and submitted with the applicable bid to an Orange County solicitation. No contract award shall be made unless these forms have been completed and submitted with the bid. Any questions concerning these forms shall be addressed to the contracting agent identified in this solicitation. Also, a listing of the most frequently asked questions concerning these forms is attached to each for your information. 29. SUBMISSION OF BID Bids may be submitted via the electronic submission portal at: https://app.negometrix.com/buyer/691, or in the Procurement Division; Internal Operations Centre Il, 400 E. South Street; 2nd Floor, Orlando, FL 32801, prior to the submission deadline. Bids will be opened per the public meeting notice. If bid will be mailed or hand delivered, ensure it is secured in a sealed envelope, addressed as follows: Page 11 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 ORANGE COUNTY PROCUREMENT DIVISION Internal Operations Centre II 400 E. South Street, 2nd Floor Orlando, Florida 32801 Bidders must indicate on the sealed envelope the following: A. Invitation for Bids Number B. Due Date of Bid Submittal C. Name of Bidder D. Phone Number of Bidder Bids received after the time, date, and/or at the location specified, due to failure to identify the envelope with the above information shall be rejected. 30. COPIES Copies of documents, records, materials, and/or reproductions requests will be charged in accordance with Orange County's fee schedule. Copyrighted materials may be inspected, but cannot be copied or reproduced per Federal law. 31. PROPRIETARY/RESTRICTIVE SPECIFICATIONS If a prospective bidder considers the specification contained herein to be proprietary or restrictive in nature, thus potentially resulting in reduced competition, they are urged to contact the Procurement Division prior to bid opening. Specifications which are unrelated to performance will be considered for deletion via addendum to this Invitation for Bids. 32. DEVELOPMENT OR ASSISTANCE IN DEVELOPMENT OF SPECIFICATIONS/ REQUIREMENTS/ STATEMENTS OF WORK Firms and/or individuals that assisted in the development or drafting of the specifications, requirements, statements of work, or solicitation documents contained herein are excluded from competing for this solicitation. This shall not be applicable to firms and/or individuals providing responses to a publicly posted Request for Information (RFI) associated with a solicitation. 33. PAYMENT TERMS/DISCOUNTS The County's payment terms are in accordance with Florida Statute 218, Local Government Prompt Payment Act. Cash discounts for prompt payment shall not be considered in determining the lowest net cost for bid evaluation purposes. 34. PATENTS AND ROYALTIES Unless otherwise provided, the Contractor shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of the contract resulting from this Invitation for Bids. Page 12 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 The Contractor, without exception, shall indemnify and save harmless the County and its employees from liability of any nature or kind, including cost and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or supplied by the Contractor. In the event of any claim against the County of copyright or patent infringement, the County shall promptly provide written notification to the Contractor. If such a claim is made, the Contractor shall use its best efforts to promptly purchase for the County any infringing products or services or procure a license, at no cost to the County, which will allow continued use of the service or product. If none of the alternatives are reasonably available, the County agrees to return the article on request to the Contractor and receive reimbursement, if any, as may be determined by a court of competent jurisdiction. 35. INDEMNIFICATION To the fullest extent permitted by law, the Contractor shall defend, indemnify, and hold harmless the County, its officials, agents, and employees from and against any and all claims, suits, judgments, demands, liabilities, damages, cost and expenses including attorney's fees of any kind or nature whatsoever arising directly or indirectly out of or caused in whole or in part by any act or omission of the Contractor or its subcontractors, anyone directly or indirectly employed by them, or anyone for whose acts any of them may be liable; excepting those acts or omissions arising out of the sole negligence of the County. 36. CLARIFICATIONS It is the Bidder's responsibility to become familiar with and fully informed regarding the terms, conditions and specifications of this Invitation for Bids. Lack of understanding and/or misinterpretation of any portions of this Invitation for Bids shall not be cause for withdrawal of your bid after opening or for subsequent protest of award. Bidder's must contact the Procurement Division, at the phone number on the bid cover sheet prior to bid opening, should clarification be required. Modification or alteration of the documents contained in the solicitation or contract shall only be valid if mutually agreed to in writing by the Bidder and the County. 37. CERTIFICATION OF INDEPENDENT PRICE DETERMINATION By submission of this bid, the Bidder certifies, and in the case of a joint bid each party thereto certifies as to its own organization, that in connection with this procurement: A. The prices in this bid have been arrived at independently, without consultation, collusion, communication, or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor. B. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the Bidder and will not knowingly be disclosed by the Bidder prior to opening, directly or indirectly to any other Bidder or to any competitor; and, Page 13 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 C. No attempt has been made or shall be made by the Bidder to induce any other person or bidder to submit or not to submit a bid for the purpose of restricting competition. 38. SUCCESSORS AND ASSIGNS The County and the Contractor each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators, and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the County nor the Contractor shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the County which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the County and the Contractor. 39. NO REPRESENTATIONS Each party represents that they have had the opportunity to consult with an attorney, and have carefully read and understand the scope and effect of the provisions of this Agreement. Neither party has relied upon any representations or statements made by the other party hereto which are not specifically set forth in this Agreement. 40. SEVERABILITY The provisions of this Agreement are declared by the parties to be severable. However, the material provisions of this Agreement are dependent upon one another, and such interdependencies a material inducement for the parties to enter into this Agreement. Therefore, should any material term, provision, covenant or condition of this Agreement be held invalid or unenforceable by a court of competent jurisdiction, the party protected or benefited by such term, provision, covenant, or condition may demand that the parties negotiate such reasonable alternate contract language or provisions as may be necessary either to restore the protected or benefited party to its previous position or otherwise mitigate the loss of protection or benefit resulting from holding. 41. PRICING/AUDIT The Contractor shall establish and maintain a reasonable accounting system, which enables ready identification of Contractor's cost of goods and use of funds. Such accounting system shall also include adequate records and documents to justify all prices for all items invoiced as well as all charges, expenses and costs incurred in providing the goods for at least five (5) years after completion of this contract. The County or its designee shall have access to such books, records, subcontract(s), financial operations, and documents of the Contractor or its subcontractors, as required to comply with this section for the purpose of inspection or audit anytime during normal business hours at the Contractor's place of business. This right to audit shall include the Contractor's subcontractors used to procure goods under the contract with the County. Contractor shall ensure the County has these same rights with subcontractors and suppliers. Page 14 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 42. EMPLOYEES OF THE CONTRACTOR All work under this contract shall be performed in a professional and skillful manner. The County may require, in writing, that the Contractor, remove from this contract any employee the County deems incompetent, careless, or otherwise objectionable. 43. TOBACCO FREE CAMPUS All Orange County operations under the Board of County Commissioners shall be tobacco free. This policy shall apply to parking lots, parks, break areas and worksites. It is also applicable to Contractors and their personnel during contract performance on County owned property. Tobacco is defined as tobacco products including, but not limited to, cigars, cigarettes, e-cigarettes, pipes, chewing tobacco and snuff. Failure to abide by this policy may result in civil penalties levied under Chapter 386, Florida Statutes and/or contract enforcement remedies. 44. SINGLE -USE PRODUCTS The Board of County Commissioners has established a single -use products and plastic bags policy intended to reduce the use of products which have become globally recognized as having lasting negative impacts on the environment. Neither single -use products nor plastic bags may be sold or disbursed on County property by staff or contracted vendors, except as set forth in Orange County Administrative Regulation 9.01.03. Failure to comply with the Regulation may result in termination of the contract or other contractual remedies, and may affect future contracting with the County. The use of reusable, recyclable, biodegradable, or compostable materials is encouraged. 45. CONTRACT CLAIMS "Claim" as used in this provision means a written demand or written assertion by one of the contracting parties seeking as a matter of right, the payment of a certain sum of money, the adjustment or interpretation of contract terms, or other relief arising under or relating to this contract. Claims made by a Contractor against the County, relating to a particular contract shall be submitted to the Manager, Procurement Division in writing clearly labeled "Contract Claim" requesting a final decision. The Contractor also shall provide with the claim a certification as follows: "I certify that the claim is made in good faith; that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested accurately reflects the contract adjustment for which the Contractor believes the County is liable; and that I am duly authorized to certify the claim on behalf of the Contractor." Failure to document a claim in this manner shall render the claim null and void. No claim shall be accepted after final payment of the contract. The decision of the Manager, Procurement Division shall be issued in writing and furnished to the Contractor. The decision shall state the reasons for the decision reached. The Manager, Procurement Division shall render the final decision within sixty (60) days after receipt of Contractor's written request for a final decision. The Manager, Procurement Division decision shall be final and conclusive. Page 15 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 The Contractor shall proceed diligently with performance of this contract pending final resolution of any request for relief, claim, appeal or action arising under the contract and shall comply with any final decision rendered by the Manager, Procurement Division. 46. VERIFICATION OF EMPLOYMENT STATUS The Contractor is required to be registered with the U.S. Department of Homeland Security's E-Verify system prior to entering into a contract with Orange County. The Contractor shall use the E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the contract term. The Contractor shall include an express provision in all of its subcontracts requiring subcontractors, who perform work or provide services pursuant to the contract, to use the E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. For more information on this process, please refer to United States Citizenship and Immigration Service site at: hltp://www.uscis.goy/portal/site/Uscis. Only those employees determined eligible to work within the United States shall be employed under this contract. By submission of a bid in response to this solicitation, the Contractor affirms that all employees in the above categories shall undergo e-verification before placement on this contract. The Contractor shall commit to comply with this requirement by completing the E-Verification certification, attached to this solicitation. A public employer, contractor, or subcontractor who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Florida Statutes is obligated to terminate the contract with the person or entity pursuant to Section 448.095(2)(c)l, Florida Statutes. If Orange County terminates the contract for the foregoing reason, the contractor may not be awarded a public contract for at least one (1) year after the date on which the contract was terminated, and the contractor will be liable for any additional costs incurred by Orange County as a result of the termination of the contract. 47. CONFIDENTIAL INFORMATION In accordance with Chapter 119 of the Florida Statutes (Public Records Law), and except as may be provided by other applicable State or Federal Law, all bidders/proposers should be aware that formal solicitations and the responses thereto are in the public domain. Requests for confidential treatment will not supersede the County's legal obligation to provide records to the public consistent with public records law. Bidders/proposers must cite specific, applicable legal grounds to support a request for confidential treatment, of any portion of a bid/proposal. Requests by bidders/proposers to keep entire bids/proposals confidential are generally not supported by public records laws. At a minimum, the County will disclose the successful bidder's/proposer's name, the substance of the bid/proposal, and the price. If the bidder/proposer requests confidential treatment, bidder/proposer must submit an additional copy of the bid/proposal with the proposed confidential information redacted. This copy must include a general description of the information redacted, and shall only be Page 16 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 redacted in the least expansive manner necessary to effectuate the requested exemption(s). In a separate attachment, bidder/proposer shall supply a listing of the provisions identified by section number for which it seeks confidential treatment and identify the statutory basis under Florida law, including a detailed justification for exempting the information from public disclosure. Bidder/proposer shall hold harmless and indemnify the County for all claims, actions, suits, judgments, fines, costs or damages the County may incur as a result of bidder's/proposer's request for confidential treatment of its bid/proposal. Bidder/proposer agrees and understands that the County may make copies of, and distribute, the bid/proposal without any requested redactions, to facilitate evaluation. Bidder/proposer warrants that such copying will not violate the rights of any third party. 48. FEDERAL REQUIREMENTS In the event this Contract is paid in whole or in part from any federal government agency or source, the specific terms, regulations and requirements governing the disbursement of these funds shall be specified herein and become a part of this clause. Equal Employment Opportunity For any federally assisted construction contract, as defined in 41 CFR 60-1.3, the contractor, subcontractor, subrecipient shall follow all of the requirements of the Equal Opportunity Clause as stated in 41 CFR 60-1.4. Davis —Bacon Act: For any federally assisted construction contract, in excess of two thousand dollars ($2,000), the contractor, subcontractor, subrecipient shall comply with all of the requirements of the Davis -Bacon Act (40 U.S.C. 3141 — 3148) as supplemented by Department of Labor Regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and assisted Construction"); and 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"). For a definition of "Construction" see 48 CFR 2.101. Contract Work Hours and Safety Standards Act: For any federally assisted contract, in excess of one hundred thousand dollars ($100,000), that involves the employment of mechanics or laborers, the contractor, subcontractor, subrecipient shall comply with all of the requirements of the Contract work Hours and Safety Standards Act (40 U.S.C. 3702 and 3704), as supplemented by Department of Labor Regulations (29 CFR Part 5). Byrd Anti -Lobbing Amendment (31 U.S.C. 1352) - Contractors that apply or bid for an award exceeding one hundred thousand dollars ($100,000) must file the required certification. Each tier certifies to the tier above 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. Each tier must also disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non -Federal award. Page 17 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Rights to Inventions Made Under a Contract or Agreement: For any federally assisted contract, awarded to a small business firm or nonprofit organization as defined in 37 CFR 401.2 for the performance of experimental, developmental, or research work, the contractor, subcontractor, subrecipient agrees to all of the terms in 37 CFR 401.14(a) and (b) regarding Patent Rights and The Allocation of Principal Rights. Clean Air Act and the Federal water Pollution Control Act: For any federally assisted contract, or subgrant, in excess of one hundred and fifty thousand dollars ($150,000), the contractor, subcontractor, subrecipient or subgrant recipient shall comply with all of the requirements of the Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal water Pollution Control Act as amended (33 U.S.C. 1251 — 1387). Procurement of Recovered Materials: (1) In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA -designated items unless the product cannot be acquired a. Competitively within a timeframe providing for compliance with the contract performance schedule; b. Meeting contract performance requirements; or c. At a reasonable price. (2) Information about this requirement, along with a list of EPA -designated items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-c -program. Awarded Contractors are required to fully comply with all requirements outlined in 2 CFR Part 200 — Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. 49. SCRUTINIZED COMPANIES A. By executing this Agreement, the Contractor/Sub-Recipient certifies that it is eligible to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statutes. B. Specifically, by executing this Agreement, the Contractor/Sub-Recipient certifies that it is not on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a boycott of Israel. C. Additionally, if this Agreement is for an amount of one million dollars ($1,000,000) or more, by executing this Agreement, the Contractor/Sub-Recipient certifies that it is not: 1. On the "Scrutinized Companies with Activities in Sudan List" or the "Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List," created pursuant to Section 215.473, Florida Statutes; and/or 2. Engaged in business operations in Cuba or Syria. Page 18 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 D. The County reserves the right to terminate this Agreement immediately should the Contractor be found to: Have falsified its certification of eligibility to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statutes; and/or 2. Have become ineligible to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statute subsequent to entering into this Agreement with the County. E. If this Agreement is terminated by the County as provided in subparagraph 4(a) above, the County reserves the right to pursue any and all available legal remedies against the Contractor, including but not limited to the remedies as described in Section 287.135, Florida Statutes. F. If this Agreement is terminated by the County as provided in subparagraph 4(b) above, the Contractor shall be paid only for the funding -applicable work completed as of the date of the County's termination. G. Unless explicitly stated in this Section, no other damages, fees, and/or costs may be assessed against the County for its termination of the Agreement pursuant to this Section. 50. PUBLIC RECORDS COMPLIANCE (APPLICABLE FOR SERVICE CONTRACTS) Orange County is a public agency subject to Chapter 119, Florida Statutes. The Contractor agrees to comply with Florida's Public Records Law. Specifically, the Contractor shall: 1. Keep and maintain public records required by Orange County to perform the service. 2. Upon request from Orange County's custodian of public records, provide Orange County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from the 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 Orange County. 4. Upon completion of the contract, Contractor agrees to transfer at no cost to Orange County all public records in possession of the Contractor or keep and maintain public records required by Orange County to perform the service. If the Contractor transfers all public record to Orange County 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 Page 19 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 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 Orange County, upon request from Orange County's custodian of public records, in a format that is compatible with the information technology systems of Orange County. 5. A Contractor who fails to provide the public records to Orange County within a reasonable time may be subject to penalties under section 119.10, Florida Statutes. 6. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Procurement Public Records Liaison 400 E. South Street, 2nd Floor, Orlando, FL 32801 ProcurementRecords(cocfl.net, 407-836-5635 Page 20 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 SECTION 2 SPECIAL TERMS AND CONDITIONS Page 21 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 SPECIAL TERMS AND CONDITIONS 1. BID EVALUATION Bid offer shall be evaluated by the submitted percent discount off the most recently published manufacturer's price list. 2. BID ACCEPTANCE PERIOD A bid shall constitute an irrevocable offer for a period of ninety (90) days from the bid opening date or until the date of award. In the event that an award is not made by the County within ninety (90) days from the bid opening date, the Bidder may withdraw their bid or provide a written extension of their bid. 3. FLORIDA CONVICTED/SUSPENDED/DISCRIMINATORY COMPLAINTS By submission of an offer, the respondent affirms that it is not currently listed in the Florida Department of Management Services Convicted/Suspended/Discriminatory Complaint Vendor List. 4. AWARD Orange County reserves the right to award on an all -or -none total estimated bid basis to the lowest responsive and responsible Bidder or to award on a lot -by -lot basis to the lowest responsive and responsible Bidder whichever is in the best interest of the County, as described in Special Terms and Conditions 1. Bid Evaluation. If awarded on a lot -by -lot basis, Lots 9 through 11 shall be awarded and applied to all contracts. 5. POST AWARD MEETING Within ten (10) days after receipt of notification of award of bid, Contractor shall meet with the County's representative(s) to discuss job procedures and scheduling. 6. F.O.B. POINT The F.O.B. point will be a destination within Orange County. The bid shall include all costs of packaging, transporting, delivery and unloading. This shall include inside delivery if requested to the designated point within Orange County. 7. DELIVERY Delivery time is of the essence in the award of this Invitation for Bid. Delivery shall be as follows: A. Replenishment of Stock Items: These items shall be received no later than three (3) calendar days After Receipt of Order (ARO) and shall be delivered F.O.B. Destination. Shipping charges shall be borne by the vendor. The vendor shall provide delivery of parts if they offer delivery as a normal function of their daily activities. Page 22 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Should delivery not be available, the County will make every effort to pick up ordered parts. B. Emergency Items: These items shall be received no later than one (1) calendar day After Receipt of Order (ARO). The County will pay any additional shipping charge necessary to ship parts on an emergency basis (parts requiring next day delivery) when the vendor has been given prior approval by a representative of the ordering Division. Bids submitted which fail to meet this requirement shall be cause for rejection. Failure of the awarded vendor to meet this delivery requirement shall result in default and immediate termination of the release order or contract. It is hereby understood and mutually agreed to by and between parties hereto that the time of delivery is an essential condition of this contract. 8. TERMINATION A. Termination for Default: The County may, by written notice to the Contractor terminate this contract for default in whole or in part (delivery orders, if applicable) if the Contractor fails to: Provide goods or services that comply with the specifications herein or fails to meet the County's performance standards 2. Deliver the goods or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the County shall provide adequate written notice to the Contractor through the Manager, Procurement Division, affording the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) calendar days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the Contractor in accordance with the County's Procurement Ordinance. The Contractor and its sureties (if any) shall be liable for any damage to the County resulting from the Contractor's default of the contract. This liability includes any increased costs incurred by the County in completing contract performance. In the event of termination by the County for any cause, the Contractor shall have, in no event, any claim against the County for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the County the Contractor shall: Stop work on the date and to the extent specified. Page 23 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the County. 4. Continue and complete all parts of that work that have not been terminated. B. Termination for Convenience: The County, by written notice, may terminate this contract, in whole or in part, when it is in the County's interest. If this contract is terminated, the County shall be liable only for goods or services delivered and accepted. The County Notice of Termination shall provide the Contractor thirty (30) calendar days prior notice before it becomes effective. A termination for convenience may apply to individual delivery orders, purchase orders or to the contract in its entirety. 9. AS SPECIFIED All goods delivered shall meet the specifications herein. Goods delivered not as specified shall be returned at no expense by Orange County. The County may return, for full credit, any unused goods received which fail to meet the County's performance standards. Replacement goods meeting specifications shall be submitted within a reasonable time after rejection of the non -conforming goods. 10. COMPLIANCE WITH OCCUPATIONAL SAFETY AND HEALTH By submission of a bid in response to this solicitation, the Bidder certifies that all material, equipment, etc., contained in their bid meets all OSHA requirements. Bidder further certifies that if they are the awarded Contractor, and the material, equipment, etc., delivered is subsequently found to be deficient in any OSHA requirements in effect on date of delivery, all costs necessary to bring the material, equipment, etc., into compliance with the aforementioned requirements shall be borne by the Contractor. 11. SAFETY REGULATIONS Equipment shall meet all State and Federal safety regulations. 12. CODES AND REGULATIONS The Contractor shall strictly comply with all Federal, State and local codes and regulations. 13. PAYMENT Partial payments for the value of goods received and accepted and services rendered may be requested by the submission of a properly executed invoice. Payment shall be made in accordance with Florida Statute 218, Local Government Prompt Payment Act. Payment for accepted equipment/goods/services shall be accomplished by submission of an invoice, in duplicate, to: Page 24 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Orange County Fleet Management Division 4400 S. Vineland Road Orlando, FL 32811 Phone 407-836-8210 Orange County Solid Waste Division 5901 Young Pine Road Orlando, FL 32829 Phone 407-836-6696 A valid invoice shall include the following: 1. Reference to the Delivery Order/ Purchase Order Number 2. Delivery Dates/ Service Dates 3. Itemization of Goods Delivered/ Services Rendered 4. Unit Prices in accordance with the Bid Response Form 5. Valid unit numbers 6. Contracted part numbers In the event additional County Departments or other public entities utilize this contract, invoices shall be sent directly to the Department or entity placing the order. 14. WARRANTY The Contractor shall fully warrant all equipment furnished hereunder against defect in materials and/or workmanship for a period of ninety (90) days from date of installation by Orange County, the vendor's repair shop, or vendor's field service personnel. Should any defect in materials or workmanship, except ordinary wear and tear, appear during the above stated warranty period, the Contractor shall repair or replace same at no cost to the County, immediately upon written notice from the County's authorized representative. The Contractor shall be responsible for either repairing the equipment on site or transporting the equipment to their repair facility at no cost to the County. All warranty provisions of the Uniform Commercial Code shall additionally apply. 15. DEBRIS Contractor shall be responsible for the prompt removal of all debris which is a result of this contractual service. 16. SAFETY AND PROTECTION OF PROPERTY The Contractor shall at all times: A. Initiate, maintain and supervise all safety precautions and programs in connection with its services or performance of its operations under this contract. B. Take all reasonable precautions to prevent injury to employees, including County employees and all other persons affected by their operations. Page 25 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 C. Take all reasonable precautions to prevent damage or loss to property of Orange County, or of other Contractors, consultants or agencies and shall be held responsible for replacing or repairing any such loss or damage. D. Comply with all ordinances, rules, regulations, standards and lawful orders from authority bearing on the safety of persons or property or their protection from damage, injury or loss. This includes but is not limited to: 0 Occupational Safety and Health Act (OSHA) 0 National Institute for Occupational Safety & Health (NIOSH) 0 National Fire Protection Association (NFPA) 0 American Society of Heating, Refrigeration & Air -Conditioning Engineers (ASHRAE) E. The Contractor shall also comply with the guidelines set forth in the Orange County Safety & Health Manual. The manual can be accessed online at the address listed below: http://www.oran2ecountyfl.net/VendorServices/Oran2eCountySafetyandHea 1thManual.aspx 17. INSURANCE REQUIREMENTS Vendor/Contractor agrees to maintain on a primary basis and at its sole expense, at all times throughout the duration of this contract the following types of insurance coverage with limits and on forms (including endorsements) as described herein. These requirements, as well as the County's review or acceptance of insurance maintained by Vendor/Contractor is not intended to and shall not in any manner limit or qualify the liabilities assumed by Vendor/Contractor under this contract. Vendor/Contractor is required to maintain any coverage required by federal and state workers' compensation or financial responsibility laws including but not limited to Chapter 324 and 440, Florida Statutes, as may be amended from time to time. The Vendor/Contractor shall require and ensure that each of its sub-Vendors/sub- Contractors providing services hereunder (if any) procures and maintains until the completion of their respective services, insurance of the types and to the limits specified herein. Insurance carriers providing coverage required herein must be licensed to conduct business in the State of Florida and must possess a current A.M. Best's Financial Strength Rating of A- Class VIII or better. (Note: State licenses can be checked via www.floir.com/companysearch/and A.M. Best Ratings are available at www. ambest. com) Required Coverage: ® Commercial General Liability - The Vendor/Contractor shall maintain coverage issued on the most recent version of the ISO form as filed for use in Florida or its equivalent, with a limit of liability of not less than $1,000,000 per occurrence. Vendor/Contractor further agrees coverage shall not contain any endorsement(s) excluding or limiting Product/Completed Operations, Contractual Liability, or Page 26 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Separation of Insureds. The General Aggregate limit shall either apply separately to this contract or shall be at least twice the required occurrence limit. Required Endorsements: ® Additional Insured- CG 20 26 or CG 20 10/CG 20 37 or their equivalents. Note: CG 20 10 must be accompanied by CG 20 37 to include products/completed operations ® Waiver of Transfer of Rights of Recovery- CG 24 04 or its equivalent. Note: If blanket endorsements are being submitted please include the entire endorsement and the applicable policy number. ® Business Automobile Liability - The Vendor/Contractor shall maintain coverage for all owned; non -owned and hired vehicles issued on the most recent version of the ISO form as filed for use in Florida or its equivalent, with limits of not less than $1,000,000 (one million dollars) per accident. In the event the Vendor/Contractor does not own automobiles the Vendor/Contractor shall maintain coverage for hired and non -owned auto liability, which may be satisfied by way of endorsement to the Commercial General Liability policy or separate Business Auto Liability policy. ® Workers' Compensation - The Vendor/Contractor shall maintain coverage for its employees with statutory workers' compensation limits, and no less than $500,000 each incident of bodily injury or disease for Employers' Liability. Elective exemptions as defined in Florida Statute 440 will be considered on a case -by -case basis. Any Vendor/Contractor using an employee leasing company shall complete the Leased Employee Affidavit. Required Endorsements: ® Waiver of Subrogation- WC 00 03 13 or its equivalent When a self -insured retention or deductible exceeds $100,000 the COUNTY reserves the right to request a copy of Vendor/Contractor most recent annual report or audited financial statement. For policies written on a "Claims -Made" basis the Vendor/Contractor agrees to maintain a retroactive date prior to or equal to the effective date of this contract. In the event the policy is canceled, non -renewed, switched to occurrence form, or any other event which triggers the right to purchase a Supplemental Extended Reporting Period (SERP) during the life of this contract the Vendor/Contractor agrees to purchase the SERP with a minimum reporting period of not less than two years. Purchase of the SERP shall not relieve the Vendor/Contractor of the obligation to provide replacement coverage. By entering into this contract Vendor/Contractor agrees to provide a waiver of subrogation or a waiver of transfer of rights of recovery, in favor of the County for the workers' compensation and general liability policies as required herein. When required by the insurer or should a policy condition not permit the Vendor/Contractor to enter into a pre -loss agreement to waive subrogation without an endorsement, then Vendor/Contractor agrees to notify the insurer and request the policy be endorsed with a Waiver of Subrogation or a Waiver of Transfer of Rights of Recovery Against Others endorsement. Page 27 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Prior to execution and commencement of any operations/services provided under this contract the Vendor/Contractor shall provide the COUNTY with current certificates of insurance evidencing all required coverage. In addition to the certificate(s) of insurance the Vendor/Contractor shall also provide endorsements for each policy as specified above. All specific policy endorsements shall be in the name of Orange County, Florida. For continuing service contracts renewal certificates shall be submitted immediately upon request by either the COUNTY or the COUNTY's contracted certificate compliance management firm. The certificates shall clearly indicate that the Vendor/Contractor has obtained insurance of the type, amount and classification as required for strict compliance with this insurance section. Vendor/Contractor shall notify the COUNTY not less than thirty (30) business days (ten business days for non-payment of premium) of any material change in or cancellation/non-renewal of insurance coverage. The Vendor/Contractor shall provide evidence of replacement coverage to maintain compliance with the aforementioned insurance requirements to the COUNTY or its certificate management representative five (5) business days prior to the effective date of the replacement policy (ies). The certificate holder shall read: Orange County, Florida c/o Risk Management Division 201 S. Rosalind Avenue Orlando, Florida 32801 Additional insurance guidelines and sample certificates can be found on the County's Vendor Services website: http://www.oran_eg countyfl.net/Portals/0/Library/vendor%20services/docs/InsuranceRe quirementsFAQ.pdf 18. CONTRACT TERWRENEWAL A. The contract resulting from this Invitation for Bids shall commence effective upon issuance of a term contract by the County and extend for a period of three (3) years. The contract may be renewed for two (2) additional one (1) year periods, upon mutual agreement of both parties. If any such renewal results in changes in the terms and conditions, such changes shall be reduced to writing as an amendment to this contract and such amendment shall be executed by both parties. B. The initiating County department(s) shall issue delivery/purchase orders against the term contract on an "as needed" basis. C. If the quantity of a unit priced item in this contract is an estimated quantity and the actual quantities ordered are more than 50% above the estimated quantity, the County shall enter into negotiations with the Contractor for a lower unit price which shall be incorporated into the contract. Failure of the Contractor to agree to a reduced unit price may result in the termination of the contract and re -solicitation of the requirement. D. Any order issued during the effective period of this contract, but not completed within that period, shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and the County's rights and Page 28 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 obligations with respect to that order to the extent as if the order were completed during the contract performance period. 19. PRICING The County requires a firm price for the entire contract period. Invoices shall be reviewed to confirm compliance with contract pricing. Failure to hold prices firm shall be grounds for immediate termination of the contract. 20. MANUFACTURER'S LIST PRICE A. Bid shall be in the form of one fixed (across the board) discount off current manufacturer's list price only. B. Awarded vendor(s) shall furnish Procurement Division and each requesting division, with their bid submittal, current manufacturer's list price, in the form of electronic copy on a USB Flash Drive properly identified as to price and column designation for each category and clearly reflecting awarded discount. C. Price adjustment — Discount off manufacturer's list price shall remain the same throughout the life of the contract. Changes to manufacturer's price list may be submitted to the Procurement Division for consideration. Upon receipt of written acceptance from the County, awarded vendor(s) shall furnish new manufacturer's list price to all using divisions. 21. PRICE ESCALATION/DE-ESCALATION (CPI) The County may allow a price escalation provision, for labor only, within this award. The original contract prices for labor only shall be firm for an initial one (1) year period. A price escalation/de-escalation will be considered at one (1) year intervals thereafter, provided the Contractor notifies the County, in writing, of the pending price escalation/de- escalation a minimum of sixty (60) days prior to the effective date. Price adjustments shall be based on the latest version of the Consumers Price Index (CPI-U) for All Urban Consumers, All Items, U.S. City Average, non -seasonal, as published by the U.S. Department of Labor, Bureau of Labor Statistics. This information is available at www.bls.gov. Price adjustment shall be calculated by applying the simple percentage model to the CPI data. This method is defined as subtracting the base period index value (at the time of initial award) from the index value at time of calculation (latest version of the CPI published as of the date of request for price adjustment), divided by the base period index value to identify percentage of change, then multiplying the percentage of change by 100 to identify the percentage change. Formula is as follows: Current Index — Base Index / Base Index = % of Change % of Change x 100 = Percentage Change Page 29 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 CPI-U Calculation Example: CPI for current period 232.945 Less CPI for base period 229.815 Equals index point change 3.130 Divided by base period CPI 229.815 Equals 0.0136 Result multiplied by 100 0.0136 x 100 Equals percent change 1.4% A price increase may be requested only at each time interval specified above, using the methodology outlined in this section. To request a price increase, Contractor shall submit a letter stating the percentage amount of the requested increase and adjusted price to the Orange County Procurement Division. The letter shall include the complete calculation utilizing the formula above, and a copy of the CPI-U index table used in the calculation. The maximum allowable increase shall not exceed 4%, unless authorized by the Manager, Procurement Division. All price adjustments must be accepted by the Manager, Procurement Division and shall be memorialized by written amendment to this contract. No retroactive contract price adjustments will be allowed. Should the CPI-U for All Urban Consumers, All Items, U.S City Average, as published by the U.S. Department of Labor, Bureau of Labor Statistics decrease during the term of the contract, or any renewals, the Contractor shall notify the Orange County Procurement Division of price decreases in the method outlined above. If approved, the price adjustment shall become effective on the contract renewal date. If the Contractor fails to pass the decrease on to the County, the County reserves the right to place the Contractor in default, cancel the award, and remove the Contractor from the County Vendor List for a period of time deemed suitable by the County. In the event of this occurrence, the County further reserves the right to utilize any options as stated herein. 22. METHOD OF ORDERING The County shall issue Delivery (Purchase) Orders against the contract on an as needed basis for the goods or services listed on the Bid Response Form. 23. CONDITIONS FOR EMERGENCY/HURRICANE OR DISASTER - TERM CONTRACTS It is hereby made a part of this Invitation for Bids that before, during and after a public emergency, disaster, hurricane, flood, or other acts of God that Orange County shall require a "first priority" basis for goods and services. It is vital and imperative that the majority of citizens are protected from any emergency situation which threatens public health and safety, as determined by the County. Contractor agrees to rent/sell/lease all goods and services to the County or other governmental entities as opposed to a private citizen, on a first priority basis. The County expects to pay contractual prices for all goods or services required during an emergency situation. Contractor shall furnish a twenty-four (24) hour phone number in the event of such an emergency. Page 30 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 24. REQUIREMENTS CONTRACT This is a Requirements Contract and the County's intent is to order from the Contractor all of the goods or services specified in the contract's price schedule that are required to be purchased by the County. If the County urgently requires delivery of goods or services before the earliest date that delivery may be required under this contract, and if the contractor will not accept an order providing for accelerated delivery, the County may acquire the goods or services from another source. The County's requirements in this contract are estimated and there is no commitment by the County to order any specified amount. If the estimated quantities are not achieved, this shall not be the basis for an equitable adjustment. If the Manager, Procurement Division determines that the Contractor's performance is less than satisfactory, the County may order the goods or services from other sources until the deficient performance has been cured or the contract terminated. 25. PERSONNEL A. The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the COUNTY. B. All of the services required hereafter shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services. C. By execution of this contract, the Contractor hereby certifies that key personnel assigned to provide the required services have not been, and shall not be, changed or altered without prior written approval by the County. The County shall have seventy two (72) hours to review any request made by the Contractor for any change, alteration, or substitution of staff. The Contractor shall ensure that such substituted staff members are of substantially the same qualifications as those approved by the County at the time of contract award and create no conflicts of interest between the Contractor and the County. D. The CONTRACTOR warrants that all services shall be performed by skilled and competent personnel to the highest professional standards in the field. The COUNTY may require, in writing, that the CONTRACTOR remove from this contract any employee the COUNTY deems incompetent, careless, or otherwise objectionable. 26. USE OF CONTRACT BY OTHER GOVERNMENT AGENCIES At the option of the Contractor, the use of the contract resulting from this solicitation may be extended to other governmental agencies, including the State of Florida, its agencies, political subdivisions, counties, and cities. Page 31 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 Each governmental agency allowed by the Contractor to use this contract shall do so independent of any other governmental entity. Each agency shall be responsible for its own purchases and shall be liable only for goods or services ordered, received and accepted. No agency receives any liability by virtue of this bid and subsequent contract award. 27. BID PREFERENCE In accordance with the Minority Women Owned Business Enterprise (MWBE) Ordinance, award of a contract resulting from this Invitation for Bids may be made to the lowest responsive and responsible Orange County certified MWBE bidder provided that the bid does not exceed the overall lowest responsive and responsible bidder by the following percentages for the bid amounts listed: A. 8% - Bids Up To $100,000 B. 7% - Bids Greater Than $100,000 to $500,000 C. 6% - Bids Greater Than $500,000 to $750,000 D. 5% - Bids Greater Than $750,000 to $2,000,000 E. 4% - Bids Greater Than $2,000,000 to $5,000,000 F. 3% - Bids Greater Than $5,000,000 In accordance with the Registered Service Disabled Veteran Business Ordinance, award of a contract resulting from this Invitation for Bids may be made to the lowest responsive and responsible registered prime Service Disabled Veteran bidder provided that the bid does not exceed the overall lowest responsive and responsible bidder by the following percentages for the bid amounts listed: A. 8% - Bids Up To $100,000 B. 7% - Bids Greater Than $100,000 to $500,000 C. 6% - Bids Greater Than $500,000 to $750,000 D. 5% - Bids Greater Than $750,000 to $2,000,000 E. 4% - Bids Greater Than $2,000,000 to $5,000,000 F. 3% - Bids Greater Than $5,000,000 In the event of a tie between an M/WBE and a registered prime SDV with all else being equal, the award shall be made to the firm with the lowest business net worth. Page 32 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 SECTION 3 SPECIFICATIONS Page 33 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 SPECIFICATIONS 1. LABOR A. Labor hours consist of shop labor hours and field labor hours as indicated. 2. FIELD LABOR A. Field labor shall be subject to a trip charge during a maintenance or repair job. A trip charge shall not be invoiced for a field repair diagnosis. The trip charge shall cover all travel mileage and travel labor time and no additional charges for travel mileage or travel labor shall be paid. The trip charge shall be a single charge for travel to and from the maintenance or repair site and one trip charge is permitted per vendor vehicle per day. 3. STANDARD/NON-STANDARD HOURS A. Hours of performance for services shall be: • Standard Hours: Standard Business Hours are Monday through Friday, 7:00 AM to 5:00 PM, excluding Orange County Holidays. • Non -Standard Hours: Non-standard Business Hours are all hours other than Monday through Friday, 7:00 AM to 5:00 PM, weekends, and Orange County holidays. • The Contractor shall provide a 24-hour point of contact for Non -Standard working hours. B. Standard Business Hours • 7:OOAM through 5:OOP.M. Monday through Friday. C. Non -Standard Business Hours • 5:01P.M through 6:59AM, weekends, all day Saturday and Sunday, or during County -observed holidays. 4. ORANGE COUNTY HOLIDAYS Legal holidays when most County buildings will be closed to the public, are as follows: 1. New Year's Day 2. Martin Luther King Day 3. Memorial Day 4. Fourth of July 5. Labor Day 6. Thanksgiving Day and the Friday after Thanksgiving Day 7. Christmas Eve and Christmas Day 5. PARTS A. All Parts shall be Original Equipment Manufacturer (OEM) brand parts or approved equivalent. Page 34 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 B. Substitutions of items, brands etc., will be acceptable only upon prior written approval of the County representative. C. Parts shall be ordered by OEM part number or the approved equivalent number. If ordered by OEM number, any necessary cross over to the vendor part number will be the responsibility of the vendor. D. Parts bid shall comply with applicable requirements and standards of the Occupational Safety and Health Act and applicable Florida Codes. E. Parts percentage discounts shall be a discount from the manufacturer's most recently published list price. F. Oils and lubricants are defined as parts and shall be subject to the parts discount. 6. RETURN OF PARTS A. The vendor shall accept any part returned by Orange County within sixty (60) calendar days from the date of acceptance. A nominal re -stocking fee may be charged to the County if the return of the part is due to an ordering error of the County. B. All parts returned to the vendor will be in a resale condition. 7. SHOP SUPPLIES AND ENVIRONMENTAL FEES A. Any shop supplies and/or environmental fees required to complete maintenance or repairs and which are not parts shall be charged at no more than 4% of the total invoice, excluding the trip charge if applicable, and shall not exceed $150.00 per invoice. 8. ONSITE RESIDENT MECHANICS A. Onsite resident mechanic(s) may be scheduled forty (40) hours or fifty (50) hours work week based on the County's operational needs. The Contractor will be notified in writing of the selected option. The County will provide seven (7) days advanced notice in writing to the Contractor of any future changes to the schedule. 9. INVOICE REQUIREMENTS FOR FLEET MANAGEMENT DIVISION A. All invoices related to Fleet asset assigned vehicles and/or equipment parts and repair (except for Solid Waste) shall be billed to Orange County Fleet Management 4400 Vineland Rd Orlando FL 32811. B. Only contracted items may be invoiced together. Any non -contract items shall be invoiced separately and paid for with a P-card (Visa). C. Invoices shall be presented at time of delivery of parts and/or completed repair or within three (3) business days to the individual who placed the order at Fleet Management. Page 35 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 D. Invoices shall include current date, Delivery Order number, valid unit number, contracted pricing, and contracted part number. E. Credit memos shall include a copy of the original invoice with it. F. Fleet Management shall have its own account with vendor and not combined with other ordering divisions in Fleet Management's account. G. Contractor shall provide a monthly statement of Fleet Management's account via email to Michelle Janes, Financial Advisor at michelle.janes&ocfl.net. 10. REQUIRED REPORTS A. Solid Waste Division may request a quarterly summary report on all activities associated with field/shop labor and parts cost incurred by the County. A report may also be requested for activities on all equipment currently under the Total Maintenance and Repair program. 11. INVOICE REQUIREMENTS FOR SOLID WASTE DIVISION A. All invoices related to Solid Waste Division asset assigned vehicles and/or equipment parts and repair (except for Fleet Management Division) shall be billed to Orange County Solid Waste Division 5901 Young Pine Rd Orlando FL 32829. B. Only contracted items may be invoiced together. Any non -contract items shall be invoiced separately and paid for with a P-card (Visa). C. Invoices shall be delivered to the individual who placed the order at Solid Waste Division. D. All Invoices/Proformas shall include the current date, Delivery Order number, invoice number, valid unit number, equipment hours, contracted pricing, and contracted part number. E. Credit memos shall include a copy of the original invoice with it. F. Solid Waste Division shall have its own account with the vendor. G. Contractor shall provide a monthly statement of Solid Waste Division's account via email to Michelle Driscoll-Begy, Utilities Services Coordinator at michelle. dri scollnocfl.net. Page 36 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 SECTION 4 BID SUBMISSION REQUIREMENTS AND DOCUMENTATION IMPORTANT NOTE: Modification or alteration of the documents contained in this solicitation or the contract resulting from this solicitation shall only be made upon receipt of prior written consent of the County. (See: General Terms and Conditions, Article 2, Questions Regarding this Solicitation) Bidders are cautioned, when completing your bid, do not attach any forms which may contain deviations from the County's scope of services/specification, terms and conditions or fee schedule as these may conflict with those listed in the County's bid documents(s). Unauthorized modifications or alterations and/or inclusion of additional terms and conditions such as those which may be on your company's standard forms shall result in your bid being declared non- responsive as these changes will be considered a counteroffer to the County's bid. Page 37 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 STATEMENT OF NO -BID The Procurement Division is committed to continuously improve its processes and our goal is to receive maximum participation from the vendor community. If your firm chooses not to participate in responding to this solicitation please email Melisa.Vergara(&,,ocfl.net, referencing the IFB number, and briefly explain why the decision was made to not participate. SUBMITTAL LABEL: In an effort to help promote social distancing measures during the COVID-19 Public Health Emergency, electronic submissions will be accepted by the County. Firms are strongly encouraged to submit responses electronically. Firms will not be permitted to fax or email offers. To maintain a secured sealed process electronic submissions may be made through the Negometrix platform only at: https:Hgpp.negometrix.com/bLjyer/691 If submitting via mail or hard copy, use the hard -copy label below and place on front of their outermost sealed envelope/package. DO NOT OPEN - SEALED RESPONSES - DO NOT OPEN RESERVED FOR PUBLIC BID OPENING Company: Contact Name: Contact Phone/ Email: Address: CONTACT: MELISA VERGARA IFB NUMBER: Y 21-16 8 - M V TITLE: HEAVY EQUIPMENT PARTS AND LABOR BID DUE DATE: DELIVER TO: ORANGE COUNTY PROCUREMENT DIVISION INTERNAL OPERATIONS CENTRE II 400 E. SOUTH STREET, 2ND FLOOR ORLANDO, FL 32801. Page 38 DocuSign Envelope ID: A320A4EC-Cl2D-4CEA-926B-91CB4C5A6181 QUALIFICATION OF BIDDERS BID PACKAGE REQUIREMENTS: - In an effort to help promote social distancing measures during the COVID-19 Public Health Emergency, electronic submissions will be accepted by the County. - Firms are strongly encouraged to submit responses electronically. Firms will not be permitted to fax or email offers. To maintain a secured sealed process electronic submissions may be made through the Negometrix platform only at: https:Hqpp.neizometrix.com/bLjyer/691 - If submitting via mail or hand delivery, Bidders must submit one (1) original, two (2) copies and one (1) electronic copy on USB drive. Electronic copy shall be in Microsoft Word or Adobe — the most recent software version. - All responses and copies are to be submitted on 8 1/ x 11 inch paper, bound individually and tabbed as applicable. - If your response contains any information deemed confidential, in accordance with Chapter 119 of the Florida Statutes, provide an additional USB drive with a redacted version of your response labeled REDACTED. Electronic copy shall be in Microsoft Word or Adobe — the most recent software version. This bid will be awarded to a responsible, responsive bidder, qualified by experience to provide the work specified. Failure to submit the below requested information maybe cause for rejection of your bid. The determination on whether a bidder is responsible or not shall be at the sole discretion of the County. Although the County may request the submission of a minimum number of contracts similar to the requirements of this solicitation with certain minimum dimensions, quantities, dollar values, etc., the County's determination of a bidder's responsibility shall not be solely based on the number of similar procurements the bidder provides but the entirety of the bidder's qualifications. The Bidder shall submit the following information with the bid. It is recommended to use the list below as a checklist for your bid submittal: [ ] 1. Reference Documentation Form (Required) Bidder shall complete the attached Reference Documentation Form. References shall be for work substantially similar in scope and magnitude satisfactorily completed and shall validate the following capabilities and experience in the scope. [ ] 2. Letter from the manufacturer on their letterhead confirming the bidder is an authorized dealer, distributor and/or representative of the manufacturer for the brand being bid. (Required) Page 39 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 [ ] 3. Bidder shall provide a written statement on its letterhead affirming the firm has adequate experience, staff, resources, facilities and equipment, required to successfully perform the work in accordance scope of services herein. (Required) [ ] 4. Copies of licenses (Required) [ ] 5. Bid Response Form (Required) [ ] 6. Acknowledgement of Addenda (Required if Applicable) [ ] 7. Authorized Signatories/Negotiators (Required) [ ] 8. Drug -Free Workplace (Required) [ ] 9. Schedule of Sub -contracting (Required if Applicable) [ ] 10. Conflict/Non-Conflict of Interest Form (Required) [ ] 11. E-Verification Certification (Required) [ ] 12. Current W9 (Required) [ ] 13. Relationship Disclosure Form (Required to be Submitted and Notarized) [ ] 14. Orange County Specific Project Expenditure Report. (Required to be Submitted and Notarized) [ ] 15. Agent Authorization Form (Submit if Applicable) [ ] 16. Leased Employee Affidavit (Submit if Applicable) [ ] 17. Information for determining Joint Venture Eligibility (if Applicable) (Submit if Applicable) [ ] 18. Contract Y21-168-MV, Counterpart (1), signed without exception to terms and conditions. Counteroffers shall not be allowed. (Required) Failure to submit the above requested information may be cause for rejection of your bid. Page 40 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 BID RESPONSE FORM IFB #Y21-168-MV The Contractor shall provide all labor and other resources necessary to provide the goods and/or equipment in strict accordance with the specifications defined in this solicitation for the amounts specified in this Bid Response Form, inclusive of overhead, profit and any other costs. EXAMPLE FOR LINE ITEM 1: ESTIMATED ANNUAL USAGE $100,000 -10% PERCENTAGE DISCOUNT FOR PARTS = DISCOUNTED DOLLAR AMOUNT ($10,000) = TOTAL ESTIMATED ANNUAL BID $90,000. LOT 1 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS AMOUNT = ANNUAL BID 1. BOBCAT $150,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 150 hours X $ /hour = $ 3. Field Labor 15 hours X $ /hour = $ 4. Trip Charge 15 each X $ /each = $ TOTAL ESTIMATED BID (LINES 1-4) — LOT 1 = $ TOTAL ESTIMATED THREE-YEAR BID — LOT 1 = $ Company Name Page 41 X THREE (3) DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 2 ESTIMATED ITEM ANNUAL NO. MANUFACTURER USAGE 1. CUMMINS $500,000 CUMMINS ENGINE SERVICES Standard Hours Shop 2. Labor 150 Standard Hours Field 3. Labor 150 4. Trip Charge 15 CUMMINS POWER GENERATION SERVICES 5. Standard Hours Shop Labor 250 6. Non -Standard Hours Shop Labor 100 7. Non -Standard Hours Field Labor 400 8. Non -Standard Hours Field Labor 150 9. Trip Charge 100 Page 42 PERCENTAGE DISCOUNTED DISCOUNT FOR DOLLAR UNIT X PARTS = AMOUNT Dollars X % = $ TOTAL ESTIMATED = ANNUAL BID _ UNIT PRICE hours X $ /hour = hours X $ /hour = each X $ /each = UNIT PRICE hours X $ /hour = hours X $ /hour = hours X $ /hour = hours X $ /hour = each X $ /each = TOTAL ESTIMATED BID (LINES 1-9) — LOT 2 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 2 = Company Name m THREE (3) DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 3 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. GODWIN PUMPS $210,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 165 hours X $ /hour = $ 3. Field Labor 700 hours X $ /hour = $ 4. Trip Charge 450 each X $ /each = $ TOTAL ESTIMATED BID (LINES 1-4) — LOT 3 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 3 = $ LOT 4 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID JOHN DEERE I. AGRICULTURAL $50,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 100 hours X $ /hour = $ 3. Field Labor 25 hours X $ /hour = $ 4. Trip Charge 20 each X $ /each = $ TOTAL ESTIMATED BID (LINES 1-4) — LOT 4 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 4 = $ Company Name Page 43 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 5 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. KAWASAKI MULE $75,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 100 hours X $ /hour = $ TOTAL ESTIMATED BID (LINES 1-2) — LOT 5 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 5 = $ LOT 6 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. KOMATSU $70,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 160 hours X $ /hour = $ 3. Field Labor 110 hours X $ /hour = $ 4. Trip Charge 30 each X $ /each = $ TOTAL ESTIMATED BID (LINES 1-4) — LOT 6 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 6 = $ Company Name Page 44 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 7 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. KUBOTA $275,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 275 hours X $ /hour = $ TOTAL ESTIMATED BID (LINES 1-2) — LOT 7 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 7 = $ LOT 8 ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID MASSEY 1. FERGUSON $100,000 Dollars X % _ $ _ $ SERVICES UNIT PRICE 2. Shop Labor 100 hours X $ /hour = $ 3. Field Labor 100 hours X $ /hour = $ 4. Trip Charge 20 each X $ /each = $ TOTAL ESTIMATED BID (LINES 1-4) — LOT 8 = $ X THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 8 = $ Company Name Page 45 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 9 TO BE ADDED TO THE TOTAL ESTIMATED BID Estimated Annual Shop Supplies ESTIMATED ANNUAL DOLLAR AMOUNT = $70,000 = TOTAL ESTIMATED BID — LOT 9 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 9 = LOT 10 TO BE ADDED TO THE TOTAL ESTIMATED BID Freight/Shipping Charges (as a pass through with prior approval) Page 46 ESTIMATED TOTAL ESTIMATED ANNUAL BID $70,000 $70,000 THREE (3) $210,000 ANNUAL TOTAL DOLLAR ESTIMATED AMOUNT = ANNUAL BID $55,000 = $55,000 TOTAL ESTIMATED BID — LOT 10 = $55,000 THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 10 = $165,000 Company Name DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 11 TO BE ADDED TO THE TOTAL ESTIMATED BID Environmental Fees Page 47 ESTIMATED ANNUAL DOLLAR AMOUNT $70,000 TOTAL ESTIMATED BID — LOT 11 TOTAL ESTIMATED THREE-YEAR BID — LOT 11 TOTAL ESTIMATED THREE-YEAR BID — LOTS 1 THROGH 11 Company Name TOTAL ESTIMATED ANNUAL BID $70,000 $70,000 X THREE (3) $210,000 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Parts/Service Availability. (�): Parts hours Nearest Parts/Service Location: calendar days , Service hours calendar days List contact person/telephone number for service facility: IMPORTANT NOTE: When completing your bid, do not attach any forms which may contain terms and conditions that conflict with those listed in the County's bid documents(s). Inclusion of additional terms and conditions such as those which may be on your company's standard forms shall result in your bid being declared non -responsive as these changes will be considered a counteroffer to the County's bid. Delivery shall be not later than three (3) calendar days After Receipt of Order (ARO), for replenishment of stock items, per Special Terms and Conditions 7A. Delivery shall be no later than one (1) calendar day After Receipt of Order (ARO), for emergency items, per Special Terms and Conditions 7B. Inquiries regarding this Invitation for Bids may be directed to Melisa Vergara, Contracting Agent, at Melisa.Vergara&ocfl.net Page 48 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 BID RESPONSE FORM - CONTINUED THE FOLLOWING SECTION MUST BE COMPLETED BY ALL BIDDERS: Company Name: NOTE: COMPANY NAME MUST MATCH LEGAL NAME ASSIGNED TO TIN NUMBER. CURRENT W9 MUST BE SUBMITTED WITH BID. TIN#: D-U-N-S® # (Street No. or P.O. Box Number) (Street Name) (City) (County) (State) Contact Person: Phone Number: Email Address: Emergency Contact Person: Telephone Number: Residence Telephone Number: Fax Number: EMERGENCY CONTACT Cell Phone Number: ACKNOWLEDGEMENT OF ADDENDA Email: (Zip Code) The Bidder shall acknowledge receipt of any addenda issued to this solicitation by completing the blocks below or by completion of the applicable information on the addendum and returning it not later than the date and time for receipt of the bid. Failure to acknowledge an addendum that has a material impact on this solicitation may negatively impact the responsiveness of your bid. Material impacts include but are not limited to changes to specifications, scope of work/services, delivery time, performance period, quantities, bonds, letters of credit, insurance, or qualifications. Addendum No. , Date Addendum No. , Date Addendum No. , Date Addendum No. , Date Page 49 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 AUTHORIZED SIGNATORIES/NEGOTIATORS The Bidder represents that the following principals are authorized to sign bids, negotiate and/or sign contracts and related documents to which the bidder will be duly bound. Principal is defined as an employee, officer or other technical or professional in a position capable of substantiallX influencing the development or outcome of an activity required to perform the covered transaction. Name Title Telephone Number/Email (Signature) (Title) (Name of Business) (Date) The Bidder shall complete and submit the following information with the bid: Type of Organization Sole Proprietorship Partnership Non -Profit Joint Venture* Corporation State of Incorporation: Principal Place of Business (Florida Statute Chapter 607): City/County/State THE PRINCIPAL PLACE OF BUSINESS SHALL BE THE ADDRESS OF THE BIDDER'S PRINCIPAL OFFICE AS IDENTIFIED BY THE FLORIDA DIVISION OF CORPORATIONS. Federal I.D. number is: * Joint venture firms must complete and submit with their Bid Response the form titled `Information for Determining Joint Venture Eligibility", and a copy of the formal agreement between all joint venture parties. This joint venture agreement must indicate the parties' respective roles, responsibilities and levels of participation for the project. If proposing as a Joint Venture, the Joint Venture shall obtain and maintain all contractually required insurance in the name of the Joint Venture as required by the Contract. Individual insurance in the name of the parties to the Joint venture will not be accepted. Failure to timely submit the required form along with an attached written copy of the joint venture agreement may result in disqualification of your Bid Response Page 50 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 REFERENCE DOCUMENTATION FORM List at least three (3) clients during the past ten (10) years for which you provided a comparable amount of goods or services substantially similar to those specified in the solicitation in the spaces provided below. Provide the Company name, contact person, address, email address, telephone number, and date services were performed, as described. 1. Company Name: Owner's Name: Description of goods or services provided: Contract Amount: Start and End Date of Contract: Contact Person: Address: Telephone Number: Email Address: 2. Company Name: Owner's Name: Description of goods or services provided: Contract Amount: Start and End Date of Contract: Contact Person: Address: Telephone Number: Email Address: Page 51 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Company Name: Owner's Name: Description of goods or services provided: Contract Amount: Start and End Date of Contract: Contact Person: Address: Telephone Number: Email Address: 4. Company Name: Owner's Name: Description of goods or services provided: Contract Amount: Start and End Date of Contract: Contact Person: Address: Telephone Number: Email Address: Page 52 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Company Name: Owner's Name: Description of goods or services provided: Contract Amount: Start and End Date of Contract: Contact Person: Address: Telephone Number: Email Address: Page 53 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 DRUG -FREE WORKPLACE FORM The undersigned Bidder, in accordance with Florida Statute 287.087 hereby certifies that does: Name of Business 1. 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. 2. 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, employee assistance programs and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in Paragraph 1. 4. In the statement specified in Paragraph 1, notify the employees that, as a condition of working on the commodities or contractual services that are under bid, 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 Florida Statute 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. 5. 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 employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug -free workplace through implementation of Paragraphs 1 thru 5. As the person authorized to sign this statement, I certify that this firm complies fully with above requirements. Bidder's Signature Date DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 SCHEDULE OF SUBCONTRACTING, IFB NO. Y21-168-MV As specified in the General Terms and Conditions and in the Special Terms and Conditions, bidders are to present the details of subcontractor participation. Name Of Subcontractor Address Type of Work to be Performed Percent and dollar amount of Contract Amount to be Subcontracted Company Name: DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 CONFLICT/NON-CONFLICT OF INTEREST STATEMENT CHECK ONE [ ] To the best of our knowledge, the undersigned bidder has no potential conflict of interest due to any other clients, contracts, or property interest for this project. [ ] The undersigned bidder, by attachment to this form, submits information which may be a potential conflict of interest due to other clients, contracts, or property interest for this project. LITIGATION STATEMENT CHECK ONE [ ] The undersigned bidder has had no litigation and/or judgments entered against it by any local, state or federal entity and has had no litigation and/or judgments entered against such entities during the past ten (10) years. [ ] The undersigned bidder, BY ATTACHMENT TO THIS FORM, submits a summary and disposition of individual cases of litigation and/or judgments entered by or against any local, state or federal entity, by any state or federal court, during the past ten (10) years. COMPANY NAME AUTHORIZED SIGNATURE NAME (PRINT OR TYPE) TITLE Failure to check the appropriate blocks above may result in disqualification of your bid. Likewise, failure to provide documentation of a possible conflict of interest, or a summary of past litigation and/or judgments, may result in disqualification of your bid. DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 E VERIFICATION CERTIFICATION Contract No.Y21-168-MV NAME OF CONTRACTOR: (referred to herein as "Contractor") ADDRESS OF CONTRACTOR: The undersigned does hereby certify that the above named contractor: 1. Is, or will be, registered with and using the E-Verify system prior to execution of the contract with Orange County; or 2. Is, or will be, registered with the E-Verify system prior to execution of the contract with Orange County, but does not have any employees and does not intend to hire any new employees during the period of time that the contractor will be providing services under the contract; or 3. Is, or will be, registered with the E-Verify system prior to execution of the contract with Orange County, but employs individuals who were hired prior to the commencement of providing labor on the contract and does not intend to hire any new employees during the period of time that the contractor will be providing labor under the contract. The undersigned acknowledges the use of the E-Verify system for newly hired employees is an ongoing obligation for so long as the contractor provides labor under the contract and that the workforce eligibility of all newly hired employees will be properly verified using the E-Verify system. In accordance with Section 837.06, Florida Statutes, Contractor acknowledges that whoever knowingly makes a false statement in writing with the intent to mislead a public servant in the performance of his or her official duties shall be guilty of a misdemeanor in the second degree, punishable as provided in Section 775.082 or Section 775.083, Florida Statutes. AUTHORIZED SIGNATURE: NAME: TITLE: DATE: DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 RELATIONSHIP DISCLOSURE FORM FOR USE WITH PROCUREMENT ITEMS, EXCEPT THOSE WHERE THE COUNTY IS THE PRINCIPAL OR PRIMARY BIDDER For procurement items that will come before the Board of County Commissioners for final approval, this form shall be completed by the Bidder and shall be submitted to the Procurement Division by the Bidder. In the event any information provided on this form should change, the Bidder must file an amended form on or before the date the item is considered by the appropriate board or body. Part I INFORMATION ON BIDDER: Legal Name of Bidder: Business Address (Street/P.O. Box, City and Zip Code): Business Phone: Facsimile: ( ) INFORMATION ON BIDDER'S AUTHORIZED AGENT, IF APPLICABLE: (Agent Authorization Form also required to be attached) Name of Bidder's Authorized Agent: Business Address (Street/P.O. Box, City and Zip Code): Business Phone: ( ) Facsimile: Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Part II IS THE BIDDER A RELATIVE OF THE MAYOR OR ANY MEMBER OF THE BCC? YES NO IS THE MAYOR OR ANY MEMBER OF THE BCC THE BIDDER'S EMPLOYEE? YES NO IS THE BIDDER OR ANY PERSON WITH A DIRECT BENEFICIAL INTEREST IN THE OUTCOME OF THIS MATTER A BUSINESS ASSOCIATE OF THE MAYOR OR ANY MEMBER OF THE BCC? YES NO If you responded "YES" to any of the above questions, please state with whom and explain the relationship. (Use additional sheets of paper if necessary) Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Part III ORIGINAL SIGNATURE AND NOTARIZATION REQUIRED I hereby certify that information provided in this relationship disclosure form is true and correct based on my knowledge and belief If any of this information changes, I further acknowledge and agree to amend this relationship disclosure form prior to any meeting at which the above - referenced project is scheduled to be heard. In accordance with s. 837.06, Florida Statutes, I understand and acknowledge that whoever knowingly makes a false statement in writing with the intent to mislead a public servant in the performance of his or her official duty shall be guilty of a misdemeanor in the second degree, punishable as provided in s. 775.082 or s. 775.083, Florida Statutes. Signature of Bidder Printed Name and Title of Person completing this form: STATE OF FLORIDA ) ss: COUNTY OF ) Date The foregoing instrument was acknowledged before me by means of ❑physical presence, or ❑online notarization, this day of ,20 by [NAME OF PERSON], as [TYPE OF AUTHORITY,... e.g. officer, trustee, etc.)] for [NAME OF PARTY ON BEHALF OF WHOM INSTRUMENT WAS EXECUTED]. ❑Personally Known; OR ❑Produced Identification. Type of identification produced: [CHECK APPLICABLE BOX TO SATISFY IDENTIFICATION REQUIREMENT OF FLA. STAT. § 117.05] Notary Public My Commission Expires: (Printed, typed or stamped commissioned name of Notary Public) Page 3 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 FREQUENTLY ASKED QUESTIONS (FAQ) ABOUT THE RELATIONSHIP DISCLOSURE FORM Updated 6-28-11 WHAT IS THE RELATIONSHIP DISCLOSURE FORM? The Relationship Disclosure Form (form OC CE 2D and form OC CE 2P) is a form created pursuant to the County's Local Code of Ethics, codified at Article XIII of Chapter 2 of the Orange County Code, to ensure that all development -related items and procurement items presented to or filed with the County include information as to the relationship, if any, between the applicant and the County Mayor or any member of the Board of County Commissioners (BCC). The form will be a part of the backup information for the applicant's item. WHY ARE THERE TWO RELATIONSHIP DISCLOSURE FORMS? Form OC CE 2D is used only for development -related items, and form OC CE 2P is used only for procurement -related items. The applicant needs to complete and file the form that is applicable to his/her case. WHO NEEDS TO FILE THE RELATIONSHIP DISCLOSURE FORM? Form OC CE 2D should be completed and filed by the owner of record, contract purchaser, or authorized agent. Form OC CE 2P should be completed and filed by the bidder, offeror, quoter, or respondent, and, if applicable, their authorized agent. In all cases, the person completing the form must sign the form and warrant that the information provided on the form is true and correct. WHAT INFORMATION NEEDS TO BE DISCLOSED ON THE RELATIONSHIP DISCLOSURE FORM? The relationship disclosure form needs to disclose pertinent background information about the applicant and the relationship, if any, between, on the one hand, the applicant and, if applicable, any person involved with the item, and on the other hand, the Mayor or any member of the BCC. In particular, the applicant needs to disclose whether any of the following relationships exist: (1) the applicant is a business associate of the Mayor or any member of the BCC; (2) any person involved with the approval of the item has a beneficial interest in the outcome of the matter and is a business associate of the Mayor or any member of the BCC; (3) the applicant is a relative of the Mayor or any member of the BCC; or (4) the Mayor or any member of the BCC is an employee of the applicant. (See Section 2-454, Orange County Code.) HOW ARE THE KEY RELEVANT TERMS DEFINED? Applicant means, for purposes of a development -related project, the owner, and, if applicable, the contract purchaser or owner's authorized agent. Applicant means, for purposes of a procurement item, the bidder, offeror, quoter, respondent, and, if applicable, the authorized agent of the bidder, offeror, quoter, or respondent. Business associate means any person or entity engaged in or carrying on a business enterprise with a public officer, public employee, or candidate as a partner, joint venture, corporate shareholder where the shares of such corporation are not listed on any national or regional stock exchange, or co-owner of property. In addition, the term includes any person or entity engaged in or carrying on a business enterprise, or otherwise engaging in common investment, with a public officer, public employee, or candidate as a partner, member, shareholder, owner, co-owner, joint venture partner, or other investor, whether directly or indirectly, whether Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 through a Business Entity or through interlocking Parent Entities, Subsidiary Entities, or other business or investment scheme, structure, or venture of any nature. (See Section 112.312(4), Florida Statutes, and Section 2-452(b), Orange County Code.) Employee means any person who receives remuneration from an employer for the performance of any work or service while engaged in any employment under any appointment or contract for hire or apprenticeship, express or implied, oral or written, whether lawfully or unlawfully employed, and includes, but is not limited to, aliens and minors. (See Section 440.02(15), Florida Statutes.) Relative means an individual who is related to a public officer or employee as father, mother, son, daughter, brother, sister, uncle, aunt, first cousin, nephew, niece, husband, wife, father-in-law, mother-in-law, son-in-law, daughter-in-law, brother-in-law, sister-in-law, stepfather, stepmother, stepson, stepdaughter, stepbrother, stepsister, half-brother, half-sister, grandparent, great grandparent, grandchild, great grandchild, step grandparent, step great grandparent, step grandchild, step great grandchild, person who is engaged to be married to the public officer or employee or who otherwise holds himself or herself out as or is generally known as the person whom the public officer or employee intends to marry or with whom the public officer or employee intends to form a household, or any other natural person having the same legal residence as the public officer or employee. (See Section 112.312(21), Florida Statutes.) DOES THE RELATIONSHIP DISCLOSURE FORM NEED TO BE UPDATED IF INFORMATION CHANGES? Yes. It remains a continuing obligation of the applicant to update this form whenever any of the information provided on the initial form changes. WHERE DO THE RELATIONSHIP DISCLOSURE FORM AND ANY SUBSEQUENT UPDATES NEED TO BE FILED? For a development -related item, the Relationship Disclosure Form and any update need to be filed with the County Department or County Division where the applicant filed the application. For a procurement item, the Relationship Disclosure Form and any update need to be filed with the Procurement Division. WHEN DO THE RELATIONSHIP DISCLOSURE FORM AND ANY UPDATES NEED TO BE FILED? In most cases, the initial form needs to be filed when the applicant files the initial development - related project application or initial procurement -related forms. However, with respect to a procurement item, a response to a bid will not be deemed unresponsive if this form is not included in the initial packet submitted to the Procurement Division. If changes are made after the initial filing, the final, cumulative Relationship Disclosure Form needs to be filed with the appropriate County Department or County Division processing the application not less than seven (7) days prior to the scheduled BCC agenda date so that it may be incorporated into the BCC agenda packet. When the matter is a discussion agenda item or is the subject of a public hearing, and an update has not been made at least 7 days prior to BCC meeting date or is not included in the BCC agenda packet, the applicant is obligated to verbally present such update to the BCC when the agenda item is heard or the public hearing is held. When the matter is a consent agenda item and an update has not been made at least 7 days prior to the BCC meeting or the update is not included in the BCC agenda packet, the item will be pulled from the consent agenda to be considered at a future meeting. Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 WHO WILL REVIEW THE INFORMATION DISCLOSED ON THE RELATIONSHIP DISCLOSURE FORM AND ANY UPDATES? The information disclosed on this form and any updates will be a public record as defined by Chapter 119, Florida Statutes, and may therefore be inspected by any interested person. Also, the information will be made available to the Mayor and the BCC members. This form and any updates will accompany the information for the applicant's project or item. However, for development -related items, if an applicant discloses the existence of one or more of the relationships described above and the matter would normally receive final consideration by the Concurrency Review Committee or the Development Review Committee, the matter will be directed to the BCC for final consideration and action following committee review. CONCLUSION: We hope you find this FAQ useful to your understanding of the Relationship Disclosure Form. Please be informed that if the event of a conflict or inconsistency between this FAQ and the requirements of the applicable ordinance or law governing relationship disclosures, the ordinance or law controls. Also, please be informed that the County Attorney's Office is not permitted to render legal advice to an applicant or any other outside party. Accordingly, if the applicant or an outside party has any questions after reading this FAQ, he/she is encouraged to contact his/her own legal counsel. Page 3 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 ORANGE COUNTY SPECIFIC PROJECT EXPENDITURE REPORT This lobbying expenditure form shall be completed in full and filed with all application submittals. This form shall remain cumulative and shall be filed with the department processing your application. Forms signed by a principal's authorized agent shall include an executed Agent Authorization Form. This is the initial Form: This is a Subsequent Form: Part I Please complete all of the following: Name and Address of Principal (legal name of entity or owner per Orange County tax rolls): Name and Address of Principal's Authorized Agent, if applicable: List the name and address of all lobbyists, Contractors, contractors, subcontractors, individuals or business entities who will assist with obtaining approval for this project. (Additional forms may be used as necessary.) Name and address of individual or business entity: Are they registered Lobbyist? Yes _ or No 2. Name and address of individual or business entity: Are they registered Lobbyist? Yes _ or No 3. Name and address of individual or business entity: Are they registered Lobbyist? Yes _ or No 4. Name and address of individual or business entity: Are they registered Lobbyist? Yes _ or No 5. Name and address of individual or business entity: Are they registered Lobbyist? Yes or No 6. Name and address of individual or business entity: Are they registered Lobbyist? Yes or No 7. Name and address of individual or business entity: Are they registered Lobbyist? Yes or No 8. Name and address of individual or business entity: Are they registered Lobbyist? Yes or No Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Part II Expenditures: For this report, an "expenditure" means money or anything of value given by the principal and/or his/her lobbyist for the purpose of lobbying, as defined in section 2-351, Orange County Code. This may include public relations expenditures including, but not limited to, petitions, fliers, purchase of media time, cost of print and distribution of publications. However, the term "expenditure" does not include: *Contributions or expenditures reported pursuant to chapter 106, Florida Statutes; •Federal election law, campaign -related personal services provided without compensation by individuals volunteering their time; *Any other contribution or expenditure made by or to a political party; *Any other contribution or expenditure made by an organization that is exempt from taxation under 26 U.S.C. s. 527 or s. 501(c)(4), in accordance with s.112.3215, Florida Statutes; and/or *Professional fees paid to registered lobbyists associated with the project or item. The following is a complete list of all lobbying expenditures and activities (including those of lobbyists, contractors, Contractors, etc.) incurred by the principal or his/her authorized agent and expended in connection with the above -referenced project or issue. You need not include de minimus costs (under $50) for producing or reproducing graphics, aerial photographs, photocopies, surveys, studies or other documents related to this project. Date of Expenditure Name of Party Incurring Expenditure Description of Activity Amount Paid TOTAL EXPENDED THIS REPORT $ Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 Part III Original signature and notarization required I hereby certify that information provided in this specific project expenditure report is true and correct based on my knowledge and belief. I acknowledge and agree to comply with the requirement of section 2-354, of the Orange County code, to amend this specific project expenditure report for any additional expenditure(s) incurred relating to this project prior to the scheduled Board of County Commissioner meeting. I further acknowledge and agree that failure to comply with these requirements to file the specific expenditure report and all associated amendments may result in the delay of approval by the Board of County Commissioners for my project or item, any associated costs for which I shall be held responsible. In accordance with s. 837.06, Florida Statutes, I understand and acknowledge that whoever knowingly makes a false statement in writing with the intent to mislead a public servant in the performance of his or her official duty shall be guilty of a misdemeanor in the second degree, punishable as provided in s. 775.082 or s. 775.083, Florida Statutes. Date Signature of o Principal or o Principal's Authorized Agent (check appropriate box) Printed Name and Title of Person completing this form: STATE OF FLORIDA ) ) ss: COUNTY OF The foregoing instrument was acknowledged before me by means of ❑physical presence, or ❑online notarization, this day of [NAME OF PERSON], as officer, trustee, etc.)] for WHOM INSTRUMENT WAS EXECUTED]. ❑Personally Known; OR 20_, by [TYPE OF AUTHORITY,... e.g. AME OF PARTY ON BEHALF OF ❑Produced Identification. Type of identification produced: [CHECK APPLICABLE BOX TO SATISFY IDENTIFICATION REQUIREMENT OF FLA. STAT. § 117.05] Notary Public My Commission Expires: (Printed, typed or stamped commissioned name of Notary Public) Page 3 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 FREQUENTLY ASKED QUESTIONS (FAQ) ABOUT THE SPECIFIC PROJECT EXPENDITURE REPORT Updated 3-1-11 WHAT IS A SPECIFIC PROJECT EXPENDITURE REPORT (SPR)? A Specific Project Expenditure Report (SPR) is a report required under Section 2-354(b) of the Orange County Lobbying Ordinance, codified at Article X of Chapter 2 of the Orange County Code, reflecting all lobbying expenditures incurred by a principal and their authorized agent(s) and the principal's lobbyist(s), contractor(s), subcontractor(s), and Contractor(s), if applicable, for certain projects or issues that will ultimately be decided by the Board of County Commissioners (BCC). Matters specifically exempt from the SPR requirement are ministerial items, resolutions, agreements in settlement of litigation matters in which the County is a party, ordinances initiated by County staff, and some procurement items, as more fully described in 2.20 of the Administrative Regulations. Professional fees paid by the principal to his/her lobbyist for the purpose of lobbying need not be disclosed on this form. (See Section 2-354(b), Orange County Code.) WHO NEEDS TO FILE THE SPR? The principal or his/her authorized agent needs to complete and sign the SPR and warrant that the information provided on the SPR is true and correct. A principal that is a governmental entity does not need to file an SPR. HOW ARE THE KEY RELEVANT TERMS DEFINED? Expenditure means "a payment, distribution, loan, advance, reimbursement, deposit, or anything of value made by a lobbyist or principal for the purpose of lobbying. This may include public relations expenditures (including but not limited to petitions, flyers, purchase of media time, cost of print and distribution of publications) but does not include contributions or expenditures reported pursuant to Chapter 106, Florida Statutes, or federal election law, campaign -related personal services provided without compensation by individuals volunteering their time, any other contribution or expenditure made by or to a political party, or any other contribution or expenditure made by an organization that is exempt from taxation under 26 U.S.C. s. 527 or s. 501(c)(4)." (See Section 112.3215, Florida Statutes.) Professional fees paid by the principal to his/her lobbyist for the purpose of lobbying are not deemed to be "expenditures." (See Section 2-354, Orange County Code.) Lobbying means seeking "to encourage the approval, disapproval, adoption, repeal, rescission, passage, defeat or modification of any ordinance, resolution, agreement, development permit, other type of permit, franchise, vendor, Contractor, contractor, recommendation, decision or other foreseeable action of the [BCC]," and "include[s] all communications, regardless of whether initiated by the lobbyist or by the person being lobbied, and regardless of whether oral, written or electronic." (See Section 2-351, Orange County Code.) Furthermore, lobbying means communicating "directly with the County Mayor, with any other member of the [BCC], or with any member of a procurement committee." (See Section 2-351, Orange County Code.) Lobbying also Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 means communicating "indirectly with the County Mayor or any other member of the [BCC]" by communicating with any staff member of the Mayor or any member of the BCC, the county administrator, any deputy or assistant county administrator, the county attorney, any county department director, or any county division manager. (See Section 2-351, Orange County Code.) Lobbying does not include the act of appearing before a Sunshine Committee, such as the Development Review Committee or the Roadway Agreement Committee other than the BCC. Principal means "the person, partnership, joint venture, trust, association, corporation, governmental entity or other entity which has contracted for, employed, retained, or otherwise engaged the services of a lobbyist." Principal may also include a person, partnership, joint venture, trust, association, corporation, limited liability corporation, or other entity where it or its employees do not qualify as a lobbyist under the definition set forth in Section 2-351 of the Orange County Code but do perform lobbying activities on behalf of a business in which it has a personal interest. DOES THE SPR NEED TO BE UPDATED IF INFORMATION CHANGES? Yes. It remains a continuing obligation of the principal or his/her authorized agent to update the SPR whenever any of the information provided on the initial form changes. WHERE DO THE SPR AND ANY UPDATES NEED TO BE FILED? The SPR needs to be filed with the County Department or County Division processing the application or matter. If and when an additional expenditure is incurred subsequent to the initial filing of the SPR, an amended SPR needs to be filed with the County Department or County Division where the original application, including the initial SPR, was filed. WHEN DO THE SPR AND ANY UPDATES NEED TO BE FILED? In most cases, the initial SPR needs to be filed with the other application forms. The SPR and any update must be filed with the appropriate County Department or County Division not less than seven (7) days prior to the BCC hearing date so that they may be incorporated into the BCC agenda packet. (See Section 2-354(b), Orange County Code.) When the matter is a discussion agenda item or is the subject of a public hearing, and any additional expenditure occurs less than 7 days prior to BCC meeting date or updated information is not included in the BCC agenda packet, the principal or his/her authorized agent is obligated to verbally present the updated information to the BCC when the agenda item is heard or the public hearing is held. When the matter is a consent agenda item and an update has not been made at least 7 days prior to the BCC meeting or the update is not included in the BCC agenda packet, the item will be pulled from the consent agenda to be considered at a future meeting. WHO WILL BE MADE AWARE OF THE INFORMATION DISCLOSED ON THE SPR AND ANY UPDATES? The information disclosed on the SPR and any updates will be a public record as defined by Chapter 119, Florida Statutes, and therefore may be inspected by any interested person. Also, the information will be made available to the Mayor and the BCC members. This information will accompany the other information for the principal's project or item. Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 CONCLUSION: We hope you find this FAQ useful to your understanding of the SPR. Please be informed that in the event of a conflict or inconsistency between this FAQ and the requirements of the applicable ordinance governing specific project expenditure reports, the ordinance controls. Also, please be informed that the County Attorney's Office is not permitted to render legal advice to a principal, his/her authorized agent, or any other outside party. Accordingly, if after reading this FAQ the principal, his/her authorized agent or an outside party has any questions, he/she is encouraged to contact his/her own legal counsel. Page 3 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 AGENT AUTHORIZATION FORM I/We, (Print Bidder name) , Do hereby authorize (print agent's name), , to act as my/our agent to execute any petitions or other documents necessary to affect the CONTRACT approval PROCESS more specifically described as follows, (IFB NUMBER AND TITLE) , and to appear on my/our behalf before any administrative or legislative body in the county considering this CONTRACT and to act in all respects as our agent in matters pertaining TO THIS CONTRACT. Signature of Bidder STATE OF FLORIDA ) ) ss: COUNTY OF Date The foregoing instrument was acknowledged before me by means of ❑physical presence, or ❑online notarization, this day of , 20_, by [NAME OF PERSON], as [TYPE OF AUTHORITY,... e.g. officer, trustee, etc.)] for [NAME OF PARTY ON BEHALF OF WHOM INSTRUMENT WAS EXECUTED]. ❑Personally Known; OR ❑Produced Identification. Type of identification produced: [CHECK APPLICABLE BOX TO SATISFY IDENTIFICATION REQUIREMENT OF FLA. STAT. §117.05] Notary Public My Commission Expires: (Printed, typed or stamped commissioned name of Notary Public) DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LEASED EMPLOYEE AFFIDAVIT I affirm that an employee leasing company provides my workers' compensation coverage. I further understand that my contract with the employee leasing company limits my workers' compensation coverage to enrolled worksite employees only. My leasing arrangement does not cover un-enrolled worksite employees, independent contractors, uninsured sub -contractors or casual labor exposure. I hereby certify that 100% of my workers are covered as worksite employees with the employee leasing company. I certify that I do not hire any casual or uninsured labor outside the employee leasing arrangement. I agree to notify the County in the event that I have any workers not covered by the employee leasing workers' compensation policy. In the event that I have any workers not subject to the employee leasing arrangement, I agree to obtain a separate workers' compensation policy to cover these workers. I further agree to provide the County with a certificate of insurance providing proof of workers' compensation coverage prior to these workers entering any County j obsite. I further agree to notify the County if my employee leasing arrangement terminates with the employee leasing company and I understand that I am required to furnish proof of replacement workers' compensation coverage prior to the termination of the employee leasing arrangement. I certify that I have workers' compensation coverage for all of my workers through the employee leasing arrangement specified below: Name of Employee Leasing Company: Workers' Compensation Carrier: A.M. Best Rating of Carrier: Inception Date of Leasing Arrangement: I further agree to notify the County in the event that I switch employee -leasing companies. I recognize that I have an obligation to supply an updated workers' compensation certificate to the County that documents the change of carrier. Name of Contractor: Signature of Owner/Officer: Title: Date: DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 INFORMATION FOR DETERMINING JOINT VENTURE ELIGIBILITY If the bidder is submitting as a joint venture, please be advised that this form MUST be completed and the REQUESTED written joint -venture agreement MUST be attached and submitted with this form. HOWEVER, IF THE BIDDER IS NOT A JOINT VENTURE, CHECK THE FOLLOWING BLOCK: ( ) NOT APPLICABLE Name of joint venture: 2. Address of joint venture: 3. Phone number of joint venture: 4. Identify the firms which comprise the joint venture: 5. Describe the role of the MWBE / Labor Surplus Area(LSA) Firm (if applicable) in the joint venture: 6. Provide a copy of the joint venture's written contractual agreement. 7. What is the claimed percentage of ownership and identify any MWBE/LSA partners (if applicable)? DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 INFORMATION FOR DETERMINING JOINT VENTURE ELIGIBILITY — PAGE 2 8. Ownership of joint venture: (This need not be filled in if described in the joint venture agreement provided by question 6.) (a) Profit and loss sharing: (b) Capital contributions, including equipment: (c) Other applicable ownership interests: 9. Control of and participation in this contract. Identify by name, race, sex, and "firm" those individuals (and their titles) who are responsible for day-to-day management and policy decision making, including, but not limited to, those with prime responsibility for: (a) Financial decisions: (b) Management decisions, such as: (1) Estimating: (2) Marketing and sales: (3) Hiring and firing of management personnel: DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 INFORMATION FOR DETERMINING JOINT VENTURE ELIGIBILITY — PAGE 3 (4) Purchasing of major items or supplies: (c) Supervision of field operations: NOTE: If, after filing this form and before the completion of the joint venture's work on the subject contract, there is any significant change in the information submitted, the joint venture must inform the County in writing. * Joint venture must be properly registered with the Florida Division of Corporations before the contract award and the name of the Joint Venture must be the same name used in the Bid Response. AFFIDAVIT "The undersigned swear or affirm that the foregoing statements are correct and include all material information necessary to identify and explain the terms and operation of our joint venture and the intended participation by each joint venturer in the undertaking. Further, the undersigned covenant and agree to provide to the County current, complete and accurate information regarding actual joint venture work and the payment therefore and any proposed changes in any of the joint venture. Also, permit authorized representatives of the County to audit and examine records of the joint venture. Any material misrepresentation will be grounds for terminating any contract which may be awarded and for initiating action under Federal or State laws concerning false statements." Name of Firm: Signature: Name: Title: Date: Name of Firm: Signature: Name: Title: Date: DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 INFORMATION FOR DETERMINING JOINT VENTURE ELIGIBILITY — PAGE 4 Date State of County of AFFIDAVIT STATE OF FLORIDA ss: COUNTY OF The foregoing instrument was acknowledged before me by means of ❑physical presence, or ❑ online notarization, this etc.)] for INSTRUMENT WAS EXECUTED]. ❑Personally Known; OR day of 20_, by [NAME OF PERSON], as _ [TYPE OF AUTHORITY,... e.g. officer, trustee, (NAME OF PARTY ON BEHALF OF WHOM ❑Produced Identification. Type of identification produced: [CHECK APPLICABLE BOX TO SATISFY IDENTIFICATION REQUIREMENT OF FLA. STAT. § 117.05] Notary Public My Commission Expires: (Printed, typed or stamped commissioned name of Notary Public) DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 FAWAL", ORANGE COUNTY, FLORIDA Procurement Division vw � CONTRACT NO. Y21-168-MV HEAVY EQUIPMENT PARTS AND LABOR This contract is not valid unless bilaterally executed. Subject to mutual agreement Orange County, Florida, hereby enters into a contract subject to the following: 1. Ordering against Contract: A. Unless otherwise specified in the Invitation for Bids, the County will place orders by issuance of a numbered Delivery Order against this contract. Each Delivery Order will specify the quantity, description and location for deliver. B. The obligations of Orange County under this contract are subject to need and availability of funds lawfully appropriated for its purpose by the Board of County Commissioners or other funding source as specified in the terms and conditions. 2. Taxes: The County has the following tax exemption certificates assigned. A. Certificate of Registry No. 59-70-004K for tax free transactions under Chapter 32, Internal Revenue Code; B. Florida Sales and Use Tax Exemption Certificate No. 85-8012622266C-0. 3. Invoicing: A. Invoices must be submitted, in duplicate, referencing this contract number and the Delivery Order to: Orange County Fleet Management Division 4400 S. Vineland Road Orlando, FL 32811 Phone 407-836-8210 Orange County Solid Waste Division 5901 Young Pine Road Orlando, FL 32829 Phone 407-836-6696 B. Invoices against this contract are authorized only at the prices stated in your bid response, unless otherwise provided in the Invitation for Bids. Page 1 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 4. Counterpart (1): Bidder's Irrevocable Offer and Acceptance A. The Bidder hereby submits an irrevocable offer in response to Invitation for Bids No. Y21-168- MV, HEAVY EQUIPMENT PARTS AND LABOR - Term Contract, subject to all general terms and conditions and special terms and conditions therein without exception. B. All requirements contained in any addenda to the solicitation for this procurement are part of and hereby incorporated into this contract. C. Debarment, Suspension, Ineligibility and Voluntary Exclusion By executing Counterpart (1) the Bidder affirms that it is in compliance with the requirements of 2 C.F.R. Part 180 and that neither it, its principals, nor its subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. (COMPANY NAME) BY: (Authorized Si ng atory DATE: NOTICES: ame (Title) (Address) (Address) (City, State Zip) (Phone) (Email) 5. Counterparts. This Agreement may be executed in two identical counterparts, all of which shall be considered one and the same agreement and shall become effective when both counterparts have been signed by each party and delivered to the other party. Counterpart (1) shall be executed by the bidder and included in the sealed bid response. Counterpart (2) may be executed by the County Procurement Division to formalize Acceptance of Bidders Offer and Contract Award. Page 2 DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 6. Counterpart (2): Orange County's Acceptance of Bidder's Offer and Contract Award A. The County's acceptance of the Bidder's offer in response to our Invitation for Bids No. Y21-168-MV, HEAVY EQUIPMENT PARTS AND LABOR - Term Contract. B. This contract is effective EFFECTIVE DATE, and shall remain in effect through EXPIRATION DATE. C. The estimated contract award for the initial term of the contract is R D. This is a term contract for the time period specified in the referenced Invitation for Bids, for the products/services covered by this contract. The County is not obligated to purchase any minimum amount of products or services, unless otherwise stipulated in the Invitation for Bids. The bidder is granted authorization to proceed to perform services upon receipt of duly executed Delivery Order. E. This contract may be renewed as provided in the Invitation for Bids. F. Any amendments modifying the terms, conditions or scope of this contract must be in writing and signed by both parties. Such amendment(s) must be signed by the representative of the Orange County Procurement Division to be valid, binding, and enforceable. G. This contract may be cancelled or terminated as provided for in the Invitation for Bids. ORANGE COUNTY, FLORIDA Zulay Millan, CPPO, CPPB, FCCM Procurement Division DATE: NOTICES: PROCUREMENT DIVISION INTERNAL OPERATIONS CENTRE II 400 EAST SOUTH STREET, 2ND FLOOR ORLANDO, FLORIDA 32801 (407) 836- 5635 Page 3 DocuSign Envelope ID: A320A4EC-C12D-4CEA-926B-91CB4C5A6181 r,xiuoiL 13 -AS part or tniS pia, Orange County is being offered our Repair pricing structure. All of our pricing structures are a range of discounts depending on the specific part number. Repair pricing is 4 - 6.5% LOT 2 off of list price, so we are using 4% in the calculation below as we know this is the minimum discount for all parts in the Repair pricing structure. ESTIMATED PERCENTAGE DISCOUNTED TOTAL ITEM ANNUAL DISCOUNT FOR DOLLAR ESTIMATED NO. MANUFACTURER USAGE UNIT X PARTS = AMOUNT = ANNUAL BID 1. CUMMINS $500,000 Dollars X 4* % = $ 480,000 = $ 480,000 CUMMINS ENGINE SERVICES Standard Hours Shop 2. Labor 150 Standard Hours Field 3. Labor 150 4. Trip Charge 15 CUMMINS POWER GENERATION SERVICES 5. Standard Hours Shop Labor 250 6. Non -Standard Hours Shop Labor 100 7. Non -Standard Hours Field Labor 400 8. Non -Standard Hours Field Labor 150 9. Trip Charge 100 Page 42 UNIT PRICE hours X $ 138 /hour hours X $ 172.20 /hour each X $ 50 /each hours X $ hours X $ hours X $ UNIT PRICE 138 /hour 207 /hour = 258 /hour = hours X $ 258 /hour = each X $ 50 /each = TOTAL ESTIMATED BID (LINES 1-9) — LOT 2 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 2 = Cummins Inc (dba Cummins Sales and Service) Company Name $ 20,700 $ 25,830 $ 750 $ 34,500 $ 20,700 $ 103,200 $ 38,700 $ 5,000 $ 729,380 THREE (3) 7 1 RR 1 An DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 9 TO BE ADDED TO THE TOTAL ESTIMATED BID Estimated Annual Shop Supplies ESTIMATED ANNUAL DOLLAR AMOUNT = $70,000 = TOTAL ESTIMATED BID — LOT 9 = X TOTAL ESTIMATED THREE-YEAR BID — LOT 9 = LOT 10 TO BE ADDED TO THE TOTAL ESTIMATED BID Freight/Shipping Charges (as a pass through with prior approval) Page 46 ESTIMATED TOTAL ESTIMATED ANNUAL BID $70,000 $70,000 THREE (3) $210,000 ANNUAL TOTAL DOLLAR ESTIMATED AMOUNT = ANNUAL BID $55,000 = $55,000 TOTAL ESTIMATED BID — LOT 10 = $55,000 THREE (3) TOTAL ESTIMATED THREE-YEAR BID — LOT 10 = $165,000 Cummins Inc (dba Cummins Sales and Service) Company Name DocuSign Envelope ID: A320MEC-Cl2D-4CEA-926B-91CB4C5A6181 LOT 11 TO BE ADDED TO THE TOTAL ESTIMATED BID Environmental Fees Page 47 ESTIMATED ANNUAL TOTAL DOLLAR ESTIMATED AMOUNT = ANNUAL BID $70,000 = $70,000 TOTAL ESTIMATED BID — LOT 11 = $70,000 X THREE (3) TOTAL ESTIMATED THREE-YEAR BID —LOT 11 = $210,000 TOTAL ESTIMATED THREE-YEAR BID —LOTS 1 THROGH 11 = $ 2,773,140 Cummins Inc (dba Cummins Sales and Service) Company Name