Network Electronics

Dr. Diana L. Greene, Superintendent of Schools EVERY SCHOOL. EVERY CLASSROOM. EVERY STUDENT. EVERY DAY. Duval County Public Schools www.duvalschools.org Purchasing Services PH: (904) 858-4848 1701 Prudential Drive, Suite 322 FAX: (904)858-4868 Jacksonville, FL 32207 June 22, 2021 Step CG, LLC Danny Poindexter 137 E. Fourth Street Cincinnati, Ohio 45202 RE: RFP No. 06-19/LM, Network Electronics The Superintendent of Duval County Public Schools renewed the contract for RFP No. 06-19/LM, Network Electronics. The renewal is for the second period of October 1, 2021 through September 30, 2022. In accordance with Section 16 of the RFP, Insurance Requirements, please forward an updated copy of your insurance certificate. If you have any questions about this renewal, please contact Louis Mitchum at (904) 858-4859. Thank you for the service your company has provided under this contract with Duval County Public Schools.

We look forward to a continued successful partnership. Terrence Wright, Director DCPS Purchasing Services cc Tanya Riggio Louis Mitchum Master Bid File a rd http://www.duvalschools.org/ SECOND RENEWAL OF AGREEMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA, AND STEP CG, LLC This Second Renewal to Agreement (the Amendment") is dated June | 1 , 2021, and effective October 1, 2021, and is by and between The School Board of Duval County, Florida (the District), and Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida (the Contractor). 1. This Amendment pertains to that certain Agreement between the District and the Contractor dated May 9, 2019, and procured by the District pursuant to RFP No. 06-19/LM Network Electronics, and related addenda, for the Contractor's provision of network electronic services (the Agreement). 2. The effective date of this Amendment is October 1, 2021. The capitalized terms used herein shall have the same definitions set forth in the Agreement, unless specifically otherwise indicated in this Amendment. 3, The District and Contractor agree that the term of the Agreement, which is scheduled to end on September 30, 2021, is hereby extended through September 30, 2022, with such extension to be upon and subject to all of the terms, provisions, and conditions of the Agreement except as modified in this Amendment. This renewal is the last of the two potential annual renewals. 4. Pursuant to the provisions of section 448.095, Florida Statutes, the parties agree to the following. For purpose of this section, the term contract includes this Agreement and any contract between the Contractor and any of Contractors subcontractor(s): (a) Beginning January 1, 2021, the District, the Contractor, and any of Contractor's subcontractor(s) shall register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The District, the Contractor, and any of Contractor's subcontractor(s) may not enter into a contract unless each party to the contract registers with and uses the E-Verify system. (b) 1. lf the Contractor enters into a contract with a subcontractor, the subcontractor must provide the Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. 2: The Contractor shall maintain a copy of such affidavit for the duration of the contract. (c) 1. The District, the Contractor, or any of the Contractors subcontractors who has a good faith belief that a person or entity with which it is contracting has knowingly violated s. 448.09(1), Florida Statutes, shall terminate the contract with the person or entity. 2, If the District has a good faith belief that a subcontractor knowingly violated this subsection, but the Contractor otherwise complied with this subsection, then the District shall promptly notify the Contractor and order the Contractor to immediately terminate the contract with the subcontractor. 3. A contract terminated under subparagraph 1. or subparagraph 2. is not a breach of contract and may not be considered as such. (d) The District, Contractor, or any of Contractor's subcontractor(s) may file an action with a circuit or county court to challenge a termination under paragraph (c) no later than 20 calendar days after the date on which the contract was terminated. (e) If the District terminates the Agreement with Contractor under paragraph (c), the Contractor may not be awarded a public contract for at least 1 year after the date on which the Agreement was terminated. (f) The Contractor is liable for any additional costs incurred by the District as a result of the termination of a contract. 5. The District is using federal funds for a portion or all of its payment obligation under this Agreement; the Contractor shall execute and deliver to the District, concurrent with its signature on this Amendment, the documents attached as composite Exhibit A all of which shall be incorporated into this Amendment by this reference: (a) Federal Regulatory Compliance Statement; (b) Certification Regarding Drug-Free Workplace Requirements; (c) Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion; and (d) Non-Collusion Affidavit. 6. The District and Contractor represent and warrant to each other that each party has full right and authority to execute and perform its obligations under the Agreement as modified by this Amendment, and each party and the person(s) signing this Amendment on each partys behalf represent and warrant to the other party that such person(s) are duly authorized to execute this Amendment on the respective party's behalf without further consent or approval by anyone. ls This Amendment is the entire agreement of the parties regarding modifications of the Agreement provided herein, supersedes all prior agreements and understandings regarding such subject matter, may be modified only by a writing executed by the party against whom the modification is sought to be enforced, and shall bind and benefit the parties and their respective successors, legal representatives and assigns. TheAgreement is ratified and confirmed in full force and effect in accordance with its terms, as amended hereby. In the event of any conflict between the Agreement and this Amendment, the provisions of this Amendment shall control. 8. This Amendment may be executed in one or more counterparts, each of whichwill be deemed an original, but all such counterparts will together constitute but one and the same instrument. [Signatures continued on next page] [Signature Page to Second Renewal to Agreement between The School Board of Duval County, Florida, and Step CG, LLC, Dated Effective September 1, 2021] IN WITNESS THEREOF, the parties have duly executed this Amendment effective on the day and year above written. UVAL COUNTY, Biana Gri : Superintendent of Schools and Ex-Officio Secretary to the Board By: {signature not required per agenda item Elizabeth Andersen, Chairman - Approved by the Board: May 7, 2019 Form Approved: By: AW Office of General Counsel STEP CG, LLC eee Name: Title: EXHIBIT A FEDERAL REGULATORY COMPLIANCE STATEMENT The purpose of this document is to assure compliance by the Contractor (defined as any individual or company who agrees to provide materials or services at a specified price) to those certain clauses, provisions and requirements as described by applicable Federal Regulations, which apply to any resulting agreement between The School Board of Duval County, Florida (DCPS) and the Contractor. By signature, the individual executing this statement attests that he/she possesses authority to obligate the contracting firm and agrees to comply with all clauses, provisions and requirements as described below throughout the term of the agreement. 1. The Contractor agrees to allow reasonable access by DCPS, the Federal granting agency, the Comptroller General of the United States or any of their duly authorized representatives to the Contractor's books, documents, papers and records which are directly pertinent to the contract for the purpose of making audit, examination, excerpts and transcriptions. 2. The Contractor agrees to maintain all records related to this agreement for a period of three years after the final payment for the agreement and after all other matters are closed. 3. The Contractor affirms that it is equal opportunity and affirmative action employer and shall comply with all applicable federal, state and local laws and regulations including, but not limited to: Executive Order 11246 as amended by 11375 and 12086; 12138; 11625; 11758; 12073; the Rehabilitation Act of 1973, as amended; the Vietnam Era Veterans Readjustment Assistance Act of 1975; Civil Rights Act of 1964; Equal Pay Act of 1963; Age Discrimination Act of 1967; Immigration Reform and Control Act of 1986; Public Law 95-507; the Americans with Disabilities Act; 41 CFR Part 60 and any additions or amendments thereto. 4. The Contractor agrees to a provision for non-appropriations, whereby the contract will terminate if sufficient funds are not appropriated in any given fiscal year to allow DCPS to sustain the cost (if applicable). 5, The Contractor agrees to properly complete and submit to DCPS a federal debarment certification form for each renewal year of the Contract, if renewals apply. 6. The Contractor agrees to properly complete and submit to DCPS a non-collusion affidavit. 7. The Contractor agrees to properly complete and submit to DCPS a federal drug free workplace certification form. 8. The Contractor agrees the DCPS may terminate the contract at any time for any reason. If terminated for cause, the Contractor agrees the DCPS may seek remedies for damages, if applicable. 9. The Contractor agrees to comply with all applicable environmental standards, orders or requirements. CONTRACTOR: Step CG, LLC, an Ohio liability company authorized to transact business in Florida PRINT NAME OF AUTHORIZED REPRESENTATIVE: DRUG FREE WORKPLACE CERTIFICATION | hereby swear or affirm that this company has established a drug-free workplace program by completing the following requirements: 1) Published 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) Informed employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation and employee assistance programs and the pena that may be imposed upon employees for drug abuse violations. 3) Given each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4) In the statement specified in subsection (1), notified 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 Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5) Imposed a sanction on, or required 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 this section. As the person authorized to sign the statement, | certify that this firm complies fully with the above requirements. | understand that false certification of a drug- free workplace j isaviolg n ef Fl oes Statutes 287.087. TRACTORS,S|IGNATURE/DATE oer Hae (esihea Name of Company: step CG, LLC, an Ohio limited liability company authorized to transact business in Florida CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 13 CFR Part 145. 1. The Contractor (or subcontractor) certifies to the best of its knowledge and belief that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal Department or Agency from doing business with the Federal Government. Have not within a three-year period preceding this contract have been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. Are not presently indicted for or otherwise criminally or c charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph 1.B. above of this certification. Have not within a three-year period preceding this contract had one or more public transactions (Federal, State or local) terminated for cause or default. 2. Where the Contractor is unable to certify to any of the statements above in this certification, such. Contr oe shall aftach an explanation to this Certification. A OSA CEGRTRACTOR 'S SIGNATURE ae LAS / Presiden f NAME/TITLE of AUTHORIZED REPRESENTATIVE Name of Company: Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida INSTRUCTIONS FOR COMPLETION OF NON-COLLUSION AFFIDAVIT This Non-Collusion Affidavit is material to any contract awarded utilizing federal funds. This Non-Collusion Affidavit shall be executed by the member, officer, or employee of the offering firm who makes the final decision on prices and the amount(s) quoted in the proposal. Proposal rigging and other efforts to restrain competition and the making of false sworn statements in connection with the submission of offers are unlawful and may be subject to criminal prosecution. The person who signs the Affidavit shall examine it carefully before signing and assure himself or herself that each statement is true and accurate, making diligent inquiry, as necessary, of all other persons employed by or associated with the respondent with responsibilities for the preparation, approval or submission of the offer. In the case of an offer submitted by a joint venture, each party to the venture must be identified in the proposal documents, and an Affidavit must be submitted separately on behalf of each party. The term complementary offer as used in the Affidavit has the meaning commonly associated with that term in the solicitation process, and includes the knowing submission of offers higher than the offer of another firm, an intentionally high or noncompetitive offer, and any other form of an offer submitted for the purpose of giving a false appearance of competition. Failure to file a completed Affidavit in compliance with these instructions will result in disqualification of the offer. NON-COLLUSION AFFIDAVIT State of FLORIDA County of DUVAL | state that | am the Veeident of Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida, and | am authorized to execute this affidavit on behalf of my firm, its owners, directors, and officers. | am the person responsible in my firm for the price(s), guarantees and the total financial commitment represented in the firms offer. | hereby attest that: (1) The price(s) and amount(s) in the offer have been arrived at independently and without consultation, communication or agreement with any other contractor, respondent, or potential respondent. (2) Neither the price(s) nor the amount(s) of the offer, and neither the approximate price(s) nor approximate amount(s) of the offer, have been disclosed to any other firm or person who is a respondent or potential respondent, nor were they disclosed prior to opening of offers. (3) The offer from my firm is made in good faith and no attempt has been made to induce any firm or person to refrain from submitting an offer, or to submit an offer higher than our offer, or to submit any intentionally high or noncompetitive offer or other form of complementary offer. (4) Step CG, LLC, its affiliates, subsidiaries, officers, directors, employees are not currently under investigation by any governmental agency and have notin the last three years been convicted or found liable for any act prohibited by State or Federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding, proposing or offering on any public contract, except as follows: NONE | attest that Step CG, LLC, understands and acknowledges that the above representations are material and important, and will be relied on by The School Board of Duval County, Florida, in awarding the contract for which this offer is submitted. | understand and my firm understands that any misstatement in this affidavit is and shall be treated as fraudulent concealment from The School Board of Duval County, Florida, of the true facts relating to submission of offers for this contract. . ) a) C = (Signature (Date) FIRST RENEWAL OF AGREEMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA, AND STEP CG, LLC This First Renewal to Agreement (the Amendment) is dated September 1, 2020, and effective October 1, 2020, and is by and between The School Board of Duval County, Florida (the District), and Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida (the Contractor). As This Amendment pertains to that certain Agreement between the District and the Contractor dated May 9, 2019, and procured by the District pursuant to RFP No. 06-19/LM Network Electronics, and related addenda, for the Contractors provision of network electronic services (the Agreement). 2. The effective date of this Amendment is October 1, 2020. The capitalized terms used herein shall have the same definitions set forth in the Agreement, unless specifically otherwise indicated in this Amendment. 3. The District and Contractor agree that the term of the Agreement, which is scheduled to end on September 30, 2020, is hereby extended through September 30, 2021, with such extension to be upon and subject to all of the terms, provisions, and conditions of the Agreement except as modified in this Amendment. This renewal is the first of two potential annual renewals. 4. Pursuant to the provisions of section 448.095, Florida Statutes, the parties agree to the following. For purpose of this section, the term contract includes this Agreement and any contract between the Contractor and any of Contractor's subcontractor(s): (a) Beginning January 1, 2021, the District, the Contractor, and any of Contractor's subcontractor(s) shall register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The District, the Contractor, and any of Contractor's subcontractor(s) may not enter into a contract unless each party to the contract registers with and uses the E-Verify system. (b) 1. If the Contractor enters into a contract with a subcontractor, the subcontractor must provide the Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. 2, The Contractor shall maintain a copy of such affidavit for the duration of the contract. (c) 1. The District, the Contractor, or any of the Contractor's subcontractors who has a good faith belief that a person or entity with which it is contracting has knowingly violated s. 448.09(1), Florida Statutes, shall terminate the contract with the person or entity. 2, If the District has a good faith belief that a subcontractor knowingly violated this subsection, but the Contractor otherwise complied with this subsection, then the District shall promptly notify the Contractor and order the Contractor to immediately terminate the contract with the subcontractor. 3. A contract terminated under subparagraph 1. or subparagraph 2. is not a breach of contract and may not be considered as such. (d) The District, Contractor, or any of Contractor's subcontractor(s) may file an action with a circuit or county court to challenge a termination under paragraph (c) no later than 20 calendar days after the date on which the contract was terminated. (e) If the District terminates the Agreement with Contractor under paragraph (c), the Contractor may not be awarded a public contract for at least 1 year after the date on which the Agreement was terminated. (f) The Contractor is liable for any additional costs incurred by the District as a result of the termination of a contract. 5: The District is using federal funds for a portion or all of its payment obligation under this Agreement; the Contractor shall execute and deliver to the District, concurrent with its signature on this Amendment, the documents attached as composite Exhibit A all of which shall be incorporated into this Amendment by this reference: (a) Federal Regulatory Compliance Statement; (b) Certification Regarding Drug-Free Workplace Requirements; (c) Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion; and (d) Non-Collusion Affidavit. 6; The District and Contractor represent and warrant to each other that each party has full right and authority to execute and perform its obligations under the Agreement as modified by this Amendment, and each party and the person(s) signing this Amendment on each partys behalf represent and warrant to the other party that such person(s) are duly authorized to execute this Amendment on the respective partys behalf without further consent or approval by anyone. Ts This Amendment is the entire agreement of the parties regarding modifications of the Agreement provided herein, supersedes all prior agreements and understandings regarding such subject matter, may be modified only by a writing executed by the party against whom the modification is sought to be enforced, and shall bind and benefit the parties and their respective successors, legal representatives and assigns. TheAgreement is ratified and confirmed in full force and effect in accordance with its terms, as amended hereby. In the event of any conflict between the Agreement and this Amendment, the provisions of this Amendment shall control. 8. This Amendment may be executed in one or more counterparts, each of which will be deemed an original, but all such counterparts will together constitute but one and the same instrument. [Signatures continued on next page] [Signature Page to First Amendment to Agreement between The School Board of Duval County, Florida, and Step CG, LLC, Dated Effective September 1, 2020] IN WITNESS THEREOF, the parties have duly executed this Amendment effective on the day and year above written. and Ex-Officio Secretary to the Board By:_[signature not required per agenda item Warren A. Jones, Chairman Form Approved: . Approved by the Board: May 7, 2019 By! Office of General Counsel STEP CG, LLC EXHIBIT A FEDERAL REGULATORY COMPLIANCE STATEMENT The purpose of this document is to assure compliance by the Contractor (defined as any individual or company who agrees to provide materials or services at a specified price) to those certain clauses, provisions and requirements as described by applicable Federal Regulations, which apply to any resulting agreement between The School Board of Duval County, Florida (DCPS) and the Contractor. By signature, the individual executing this statement attests that he/she possesses authority to obligate the contracting firm and agrees to comply with all clauses, provisions and requirements as described below throughout the term of the agreement. 4. The Contractor agrees to allow reasonable access by DCPS, the Federal granting agency, the Comptroller General of the United States or any of their duly authorized representatives to the Contractor's books, documents, papers and records which are directly pertinent to the contract for the purpose of making audit, examination, excerpts and transcriptions. 2. The Contractor agrees to maintain all records related to this agreement for a period of three years after the final payment for the agreement and after all other matters are closed. 3: The Contractor affirms that it is equal opportunity and affirmative action employer and shall comply with all applicable federal, state and local laws and regulations including, but not limited to: Executive Order 11246 as amended by 11375 and 12086; 12138; 11625: 11758; 12073; the Rehabilitation Act of 1973, as amended; the Vietnam Era Veterans Readjustment Assistance Act of 1975; Civil Rights Act of 1964; Equal Pay Act of 1963; Age Discrimination Act of 1967; Immigration Reform and Control Act of 1986; Public Law 95-507; the Americans with Disabilities Act; 41 CFR Part 60 and any additions or amendments thereto. 4. The Contractor agrees to a provision for non-appropriations, whereby the contract will terminate if sufficient funds are not appropriated in any given fiscal year to allow DCPS to sustain the cost (if applicable). 5: The Contractor agrees to properly complete and submit to DCPS a federal debarment certification form for each renewal year of the Contract, if renewals apply. 6. The Contractor agrees to properly complete and submit to DCPS a non-collusion affidavit. Te The Contractor agrees to properly complete and submit to DCPS a federal drug free workplace certification form. 8. The Contractor agrees the DCPS may terminate the contract at any time for any reason. If terminated for cause, the Contractor agrees the DCPS may seek remedies for damages, if applicable. 9. The Contractor agrees to comply with all applicable environmental standards, orders or requirements. CONTRACTOR: Step CG, LLC, an Ohio liability company authorized to transact business in Florida PRINT NAME OF AUTHORIZED REPRESENTATIVE: Ame R VEST La SIGNATURE OF AUTHORIZED REPRESENTATIVE: TITLE: _ Creo DRUG FREE WORKPLACE CERTIFICATION | hereby swear or affirm that this company has established a drug-free workplace program by completing the following requirements: 1) Published 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) Informed employees about the dangers of drug abuse in the workplace, the businesss policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation and employee assistance programs and the penalties that may be imposed upon employees for drug abuse violations. 3) Given each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4) Inthe statement specified in subsection (1), notified 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 Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5) Imposed a sanction on, or required the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employees 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 this section. As the person authorized to sign the statement, | certify that this firm complies fully with the above requirements. | understand that false certification of a drug- free workplace is a viplation SEFIOnY a Statutes 287.087. or 7. (Aes SIGNATURE/DATE Sand Ki ws Jn_ Cf NAME/TITLE Name of Company: Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 13 CFR Part 145. 2. The Contractor (or subcontractor) certifies to the best of its knowledge and belief that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal Department or Agency from doing business with the Federal Government. Have not within a three-year period preceding this contract have been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph 1.B. above of this certification. Have not within a three-year period preceding this contract had one or more public transactions (Federal, State or local) terminated for cause or default. Where the Contractor is unable to certify to any of the statements above in this certification, such Contractor shall attach an explanation to this Certification. Ge DD (COMTRACTOR'S-SIGNATURE Sens R/T yp CFO NAME/TITLE of AUTHORIZED REPRESENTATIVE Name of Company: Step CG, LLC, an Ohio limited liability company authorized to transact business in Florida INSTRUCTIONS FOR COMPLETION OF NON-COLLUSION AFFIDAVIT This Non-Collusion Affidavit is material to any contract awarded utilizing federal funds. This Non-Collusion Affidavit shall be executed by the member, officer, or employee of the offering firm who makes the final decision on prices and the amount(s) quoted in the proposal. Proposal rigging and other efforts to restrain competition and the making of false sworn statements in connection with the submission of offers are unlawful and may be subject to criminal prosecution. The person who signs the Affidavit shall examine it carefully before signing and assure himself or herself that each statement is true and accurate, making diligent inquiry, as necessary, of all other persons employed by or associated with the respondent with responsibilities for the preparation, approval or submission of the offer. In the case of an offer submitted by a joint venture, each party to the venture must be identified in the proposal documents, and an Affidavit must be submitted separately on behalf of each party. The term complementary offer as used in the Affidavit has the meaning commonly associated with that term in the solicitation process, and includes the knowing submission of offers higher than the offer of another firm, an intentionally high or noncompetitive offer, and any other form of an offer submitted for the purpose of giving a false appearance of competition. Failure to file a completed Affidavit in compliance with these instructions will result in disqualification of the offer. NON-COLLUSION AFFIDAVIT State of FLORIDA County of DUVAL | state that | am the _C Fe of Step CG, LLC, an Ohio limited liab company authorized to transact business in Florida, and | am authorized to execute this affidavit on behalf of my firm, its owners, directors, and officers. | am the person responsible in my firm for the price(s), guarantees and the total financial commitment represented in the firms offer. | hereby attest that: (1) The price(s) and amount(s) in the offer have been arrived at independently and without consultation, communication or agreement with any other contractor, respondent, or potential respondent. (2) Neither the price(s) nor the amount(s) of the offer, and neither the approximate price(s) nor approximate amount(s) of the offer, have been disclosed to any other firm or person who is a respondent or potential respondent, nor were they disclosed prior to opening of offers. (3) The offer from my firm is made in good faith and no attempt has been made to induce any firm or person to refrain from submitting an offer, or to submit an offer higher than our offer, or to submit any intentionally high or noncompetitive offer or other form of complementary offer. (4) Step CG, LLC, its affiliates, subsidiaries, officers, directors, employees are not currently under investigation by any governmental agency and have not in the last three years been convicted or found liable for any act prohibited by State or Federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding, proposing or offering on any public contract, except as follows: NONE | attest that Step CG, LLC, understands and acknowledges that the above representations are material and important, and will be relied on by The School Board of Duval County, Florida, in awarding the contract for which this offer is submitted. | understand and my firm understands that any misstatement in this affidavit is and shall be treated as fraudulent concealment from The School Board of Duval County, Florida, of the true facts relating to submission of offers for this contract. s/138/d0 ignaturey (Date) AGREEMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA, AND STEP CG, LLC This Agreement is made and entered into effective May 9, 2019 (the Effective Date"), and is by and between The School Board of Duval County, Florida (the "District"), and Step CG, LLC, an Ohi authorized to transact business in Florida (the Contractor"). WITNESSETH: Whereas, the District issued RFP 06-19/LM Network Electronics (with attachments) dated on or about January 22, 2019, together with Addendum No. 1 dated February 26, 2019 (collectively, the RFP), a copy of which RFP is attached hereto and incorporated herein by this reference as Exhibit A: Whereas, after free and open competition, Contractor submitted a proposal (attached hereto and incorporated herein by this reference as Exhibit B), and was selected as the best responsive and responsible Contractor by the District (the Proposal); Whereas, the Contractor is interested in and capable of performing the network electronics services (hereafter further defined as the Services) for the District and the District desires to have the Contractor perform the Services; and Whereas, the parties have negotiated Contractor's Proposal as permitted by the RFP, and reached an agreement on the Services to be performed and the payment for the same, and therefore wish to set forth this understanding in writing in this Agreement. NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the parties agree as follows: ARTICLE | SCOPE OF SERVICES 1.1 The recitals set forth above are true and correct and are incorporated into this Agreement by this reference. Unless otherwise assigned a different meaning in this Agreement, defined terms in this Agreement shall have the same meaning as the defined terms in the RFP. 1.2 The parties agree that the purpose of this Agreement is that the Contractor shall fully, timely, and continuously provide the District the Services in a manner in accordance with the Districts objectives set forth in the RFP and this Agreement. The contract documents consist of this Agreement, the RFP, and the Proposal. In the event of any conflict or ambiguity among these documents, the priority set forth in Section 13.7.16 of the RFP is assigned. All of Contractor's exceptions to the RFP set forth in its Proposal, if any, are stricken in their entirety and void except as may be specifically addressed in this Agreement. ARTICLE Il COMMENCEMENT AND RENEWAL 2.1 See Section 3.0 of the RFP. Except for those actions preceding the date of this Agreement, the Services shall commence according to the schedule set forth in the RFP, unless the District notifies the Contractor otherwise in writing. ARTICLE III COMPENSATION 3.1 The compensation is as set forth in the RFP and the rates set forth in the Proposal. In no event shall the District be responsible to the Contractor for compensation in excess of the maximum obligated amounts Stated in this Agreement, except as amended pursuant to the provisions of the RFP. The District representative and the Contractor representative shall establish the format of invoices to the District pursuant to the requirements of the RFP. 3.2 The Contractor executed and delivered the federal forms set forth in Exhibit 2 of the RFP concurrent with Contractor's submission of its Proposal. The Contractor agrees to re-execute and deliver the federal forms concurrent with any amendment or renewal of this Agreement. ARTICLE IV TERMINATION 41 This Agreement may be terminated as set forth in the RFP. ARTICLE V MEETINGS; REPORTS; NOTICES 5.1 The parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District and the Contractor, which representatives shall be designated by the parties, in writing, promptly upon commencement of the Services. 5.2 The Contractor shall provide records and information and fully cooperate (notwithstanding any Contractor claims of trade secrets, proprietary or confidential information) with the District as to all matters pertaining to any and all legal, audit, administration, and compliance requirements relating to the Services and the contract documents. 5.3 All formal notices and communications in writing required or permitted hereunder may be delivered via overnight delivery, or pre-paid certified mail, return receipt requested, to the representatives of the District as set forth in Section 13.7.14 of the RFP, and to the Contractor as set forth below. Until changed by notice in writing, all such notices and communications shall be addressed as follows: If to the Contractor: Step CG, LLC Attn: Member 525 W. Fifth Street, Suite 332 Covington, KY 41011 . ARTICLE VI MISCELLANEOUS 6.1 The Article and Section headings are for reference and convenience only and shall not enter into the interpretation hereof. 6.2 This Agreement may be executed via facsimile and in one or more counterparts, each of which will be deemed an original, but all such facsimiles and counterparts will together constitute but one and the same instrument. Each person signing below is authorized to sign on behalf of such party. IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first above written. STEP CG, LLC [Signatures on next page] [Signature Page to Agreement between The School Board of Duval County, Florida, and Step CG, LLC For RFP 06-19/LM Network Electronics] ATTEST 2 y \ ByfA Dr. Diana Greene, Superintendent of Schools and Ex-Officio Secretary to the Board Form Approved: By: Office of General Counsel THE SCHOOL BOARD OF DUVAL COUNTY, FLORID he 1S doe [ : f Lori Hershey, Chairman By: Approved by Board on May 7, 2019 EXHIBIT A RFP EXHIBIT B CONTRACTOR'S PROPOSAL May 7, 2019, Regular Board Meeting Title 36. EXTREME NETWORK ELECTRONICS Recommendation That the Duval County School Board approve the RFP NO. 06-19/LM for Network Electronics with Step CG, LLC. for the amount not to exceed $12,000,000 for the period of July 1, 2019 through September 30, 2020. There are two (2) additional one (1) year renewals remaining. That the Duval County School Board authorize the Board Chairman or Vice Chairman, and the Superintendent, execute the agreement contingent upon form approval by the Office of General Counsel. That the Duval County School Board delegate authority to the Superintendent to execute two subsequent annual renewals upon the same terms and conditions, the availability of funding for the renewal period, and upon form approval by the Office of General Counsel. Description This contract included a competitive solicitation for Network Electronics to provide schools and administration sites the following: * The electronic backbone for the district new IP phone implementation. * Increased data connectivity (i.e., bandwidth, internet) for schools and administrative sites. * Network management for devices including security cameras, student devices, and administrative computers. Network access control and monitoring to combat the latest security vectors. * Segmenting of networks between students, adults, cameras, food services, and HVAC. * Bandwidth allocation based on the priority of traffic including students, phones, and cameras over noncritical applications. * Segmenting student applications (i.e., Andrew Jackson gaming lab) to give schools more flexibility to access program-specific content without impacting other sites. Advanced network error detection and notification allows the district to respond to outages quickly. * The ability to support the Internet of Things (IOT) on a controlled and isolated network that includes refrigerators, HVAC equipment, lighting, and alarm systems . Gap Analysis This RFP was initiated to increase the functionality, capability, and reliability of the network using cost-effective options for schools and administrative sites. Previous Outcomes The network has not been capable of fully supporting programs for higher student achievement and student safety. The current system has bandwidth restrictions and outages which result in disruptions to testing and online learning opportunities. Expected Outcomes To provide each school and administrative site with greater network capability to support online testing, CTE Programs, STEM, gaming, and computer labs. Additionally, increased visibility into the network will allow the district to configure, track, maintain devices, troubleshoot when outages occur, and activate alerts including emergencies. Strategic Plan Goal Ensure Effective, Equitable, & Efficient Use of Resources Aligned to Improved Student Outcomes Financial Impact Previous Years Expenditures: Approximately $1,000,000 Current Agreement: $12,000,000 with 85% E-Rate reimbursement For a total cost of ownership of 1,800,000 after E-rate reimbursement Funding Stream: Capital Operating E-Rate Contact Kelly Coker, Assistant Superintendent of Accountability and Assessment, (904) 390-2976 James Culbert, Executive Director, Technology Services, 904-348-7172 Attachments 1. Network contract 2019 DUVAL COUNTY PUBLIC SCHOOLS Purchasing Department 4880 Bulls Bay Highway Jacksonville, FL 32219 PH (904) 858-4848 FAX (904) 858-4868 MARCH 18, 2019 NETWORK ELECTRONICS RFP NO. 06-19/LM RECOMMENDATION FOR AWARD DATE OPENED: MARCH 7, 2019 Any actual or prospective bidder, proposer or contractor who is aggrieved in connection with the intended award of a contract may file a protest and shall deliver its written notice of protest to the Assistant Superintendent, Operations, or designee (hereinafter Hearing Officer) immediately, but no later than two (2) working days after recommendation of award, if not to the apparent low bidder, which will initiate the 48-hour notice requirement. The written protest with documentation shall be delivered to the Hearing Officer no later than 2 p.m. on the 4"" calendar day immediately following the notice of intent to award recommendation as is appropriate. If that day is a School Board non-workday, the protest shall be delivered no later than 9 a.m. the next Duval County School Board (DCSB) work day. Protests shall be presented with specificity, and every issue shall be fully documented. SEE ATTACHED 80:6 Hd 81 yywsiaz EVALUATION COMMITTEE SUMMARY Ranking Proposer Available Points Points Attained Percentage 1 Step CG, LLC 400 349.00 87% 2 Ronco Communications and Electronics 400 231.00 58% 3 PCS Solutions and Integration ; 400 229.50 57% 4 CDW Government, LLC 400 138.00 35% Recommended Awawdee Page 1 of 2 RFP No. 06-19/LM Networks Electronics ADDENDUM NO. 1 ADDENDUM NO. 1 www.duvalschools.org/purchasing Issue Date: February 26, 2019 Phone: 904-858-4859 Buyer: Louis Mitchum Bid Number: RFP No. 06-19/LM Bid Title: Network Electronics Term of Bid: July 1, 2019 through September 30, 2020. Opening: Thursday, March 7, 2019, 2:00 p.m. (EDT). Bids received prior to this date and time will be opened in the Conference Room, and may not be withdrawn for 120 days after opening. All bids received after the specified date and time will be returned unopened. The addendum shall serve to amend, replace and append information provided to potential respondents in the original RFP package. To assist in the development of their responses, interested firms are encouraged to carefully review the information found in this addendum and on any additional enclosed documents. Purpose: To revise Paragraph seven (7) of Attachment D. 1. SPECIAL NOTE: It is the expectation of Duval County Public Schools (DCPS) that any respondent to this solicitation familiarize themselves with the impact that any as yet unknown tariff(s) imposed upon particular manufacturers products and are appropriately accounted for in the respondents fee proposal. DCPS presumes a 25% tariff will be imposed on any manufacturers networking equipment manufactured abroad and will be applicable at the time of purchase throughout the term of any agreement resulting from this solicitation (including any mutually agreed upon extensions). PLEASE INCLUDE THIS 25% TARIFF WHEN COMPLETING THE PRICING ATTACHMENT AS PRESENTED. It is also the expectation of Duval County Public Schools that should the presumed tariff be LESS than 25% or not ultimately be imposed upon the manufacturers product, the cost saving will be passed along to DCPS and, in turn, the FCCs E-Rate program as well. It should also be presumed by respondents that should any tariff imposed upon a particular manufacturers product be higher than 25% at the time of purchase, DCPS will appropriately compensate the service provider for the full cost incurred at the time of purchase without regard to E-Rate eligible invoicing. eile re Page 2 of 2 RFP No. 06-19/LM Networks Electronics ADDENDUM NO. 1 Revised: Special Note: It is the expectation of Duval County Public Schools (DCPS) that any respondent to this solicitation familiarize themselves with the impact that any as yet unknown tariff(s) imposed upon particular manufacturers products and are appropriately accounted for in the respondents fee proposal. DCSP presumes a 25% tariff will be imposed on any manufacturers networking equipment manufactured abroad and will be applicable at the time of purchase throughout the term of any agreement resulting from this solicitation (including any mutually agreed upon extensions). PLEASE INCLUDE THIS 25% TARIFF WHEN COMPLETING THE PRICING ATTACHMENT AS PRESENTED. (The 25% tariff is the maximum that DCPS will pay if the tariff is imposed) It is also the expectation of Duval County Public Schools that should the presumed tariff be LESS than 25% or not ultimately be imposed upon the manufacturers product, the cost saving will be passed along to DCPS and, in turn, the FCCs E-Rate program as well. RFP No. 06-19/LM, Network Electronics REQUEST FOR PROPOSALS (RFP) RFP NO. 06-19/LM Network Electronics RFP Release Date: January 22, 2019 Deadline for Written Questions: February 5, 2019, 4:00 p.m. (EDT) Proposals Opened: March 7, 2019, 2:00 p.m. (EDT) Committee Evaluation: March 13, 2019 Board Award: April, 2019 DUVAL COUNTY PUBLIC SCHOOLS Purchasing Services Department 1701 Prudential Drive, Suite 322 Jacksonville, Florida 32207 eile re Page 1 of 26 RFP No. 06-19/LM, Network Electronics ATTACHMENT A Duval County Public Schools www.duvalschools.org 1701 Prudential Drive PHONE: (904) 390-2000 Jacksonville, FL 32207-3235 TDD: (904) 390-2898 Purchasing Services PH: (904) 858-4848 1701 Prudential Drive FAX: (904 858-4868 Jacksonville, FL 32207-3235 Request for Proposals (RFP) Required Response Form Network Electronics RFP No. 06-19/LM This response must be submitted to Duval County Public Schools, Purchasing Services, 1701 Prudential Drive, Jacksonville, FL 32207, no later than 2:00 p.m. EDT on March 7, 2019 and plainly marked RFP No. 06-19/LM. Responses are due and will be opened at this time. Responses received after 2:00 p.m. EDT on the date due will not be considered. Anti-Collusion Statement / Public Domain I, the undersigned vendor have not divulged, discussed, or compared this proposal with any other vendors and have not colluded with any other vendor in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. I acknowledge that all information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, F.S. Proposal Certification I hereby certify that I am submitting the following information as my company's response and understand that by virtue of executing and returning with this response this REQUIRED RESPONSE FORM, I further certify full, complete, and unconditional acceptance of the contents of all pages, inclusive of this Request for Proposal, and all appendices/attachments and the contents of any Addendum released hereto. VENDOR (firm name): STREET ADDRESS: CITY & STATE: PRINT NAME OF AUTHORIZED REPRESENTATIVE SIGNATURE OF AUTHORIZED REPRESENTATIVE: TITLE DATE: CONTACT PERSON: CONTACT PERSON'S ADDRESS: TELEPHONE: FAX: TOLL FREE: INTERNET E-MAIL ADDRESS: INTERNET URL: VENDOR TAXPAYER IDENTIFICATION NUMBER: SPIN# NOTE: Entries must be completed in ink or typewritten. An original manual signature is required. eile re Page 2 of 26 RFP No. 06-19/LM, Network Electronics ITEMS TO BE RETURNED WITH PROPOSAL: 1. Required Response Form Attachment A Page 1 of 26 2. Cost Proposal Form Attachment B 3. Office of Economic Opportunity Proposed Schedule of Participation Attachment C 4. E-RATE Supplemental Terms and Conditions Attachment D 5. Reference Form Attachment E 6. Warranty Information Attachment F Note: In accordance with section 4.3, please submit proposal as follows: 1. One (1) manually signed original 2. Two (2) photocopies of original 3. Five (5) USB Flash Drives in .pdf format Proposals to be delivered to: 1701 Prudential Drive, Suite 322 Jacksonville, Florida 32207 Page 3 of 26 RFP No. 06-19/LM, Network Electronics DUVAL COUNTY PUBLIC SCHOOLS RFP: NETWORK ELECTRONICS RFP No. 06-19/LM INDEX 1.0 Introduction 2.0 District Objectives/Scope of Services 3.0 Ex Parte Communication 4.0 Preparation and Submission Requirements 5.0 Familiarity With District and Additional Information 6.0 Time Schedule 7.0 Districts Rights and Reservations 8.0 Proposal Format and Evaluation Criteria 9.0 Proposal Evaluation Process 10.0 Office of Economic Opportunity (OEO) Encouragement 11.0 Cancellation of Award/Termination 12.0 Default 13.0 Legal Requirements 14.0 Federal and State Tax 15.0 Conflict of Interest 16.0 Insurance Requirements 17.0 Indemnification/Hold Harmless Agreement 18.0 Public Records Law 19.0 Permits and Licenses 20.0 Public Entity Crimes 21.0 Assignment of Contract and/or Payment 22.0 Agreement 23.0 Dispute 24.0 Disclaimer Page 4 of 26 RFP No. 06-19/LM, Network Electronics ATTACHMENTS: A. Required Response Form Page 1 of 26 B. Cost Proposal Form Attachment B C. OEO Compliance Proposed Schedule of Participation Attachment C D. E-RATE Supplemental Terms and Conditions Attachment D E. Reference Form Attachment E F. Warranty Information Attachment F EXHIBITS: 1. Evaluation Worksheet 2. Composite Federal Forms Page 5 of 26 RFP No. 06-19/LM, Network Electronics DUVAL COUNTY PUBLIC SCHOOLS RFP: NETWORK ELECTRONICS RFP No. 06-19/LM 1.0 INTRODUCTION: 1.1 Purpose : The purpose and intent of this Request for Proposals (RFP) is to seek proposals from interested, available and qualified firms to provide secure prices and establish a Term contract for Network Electronics, under the Universal Service Fund (E-Rate). An agreement will then be entered for the selected firm (Contractor) to provide the described system for Duval County Public Schools (DCPS or the District). 1.2 General Information about District Schools: The District and its governing board were created pursuant to Section 4, Article IX of the Constitution of the State of Florida. The District is an independent taxing and reporting entity managed, controlled, operated, administered, and supervised by the Districts school officials. The Board consists of seven elected officials responsible for the adoption of policies, which govern the operation of the District. The Superintendent of Schools is responsible for the administration and management of the schools within the applicable parameters of state and federal laws and regulations, State Board of Education Rules, and School Board policies. The Superintendent is also specifically delegated the responsibility of maintaining a uniform system of records and accounts in the District. The District is coterminous with Duval County, which covers 850 square miles and operates 171 facilities, including administrative areas, elementary schools, middle schools, high schools and specialized schools. The District serves approximately 128,000 students (the student population changes annually). It is the second largest employer in Jacksonville with approximately 11,800 full time staff (approximately 8,300 teachers) at 99 elementary schools, 3 grades K-6 schools, 2 grades K-8 schools, 24 middle schools, 2 grades 6-12 schools, 19 high schools, 6 exceptional student centers, 1 virtual school, 7 alternative schools, 33 charter schools, and additional administrative facilities. The administration of this Contract is a function of the Districts Technology Department. All post-award communications shall be directed to Supervisor, Network Operations. For more information about the District, please visit www.duvalschools.org on the internet. 2.0 DISTRICT OBJECTIVES/SCOPE OF SERVICES: 2.1 Objective: This solicitation is to supplement the existing Extreme products the District has within its network with future oriented technology with be compatible Interchangeabe, and interoperable with the existing Fabric Connect, Fabric Attach, Fabric Extend and Shortest path Bridging Standard already deployed throught out he District network. Page 6 of 26 RFP No. 06-19/LM, Network Electronics Currently the infrastructure supports 1 Gig to 10 Gig throughout the campus and 1 Gig in portables. At their discretion, District reserves the right to NOT purchase installation services from the awarded vendor if there is a decision that District staff will perform the installation(s). 2.2 Scope: A. This bid is to establish a source of supply for delivery and installation of network electronics with firm pricing for parts and firm prices for their installation to be purchased by Duval County Public Schools (DCPS) for the period of July 1, 2019 through September 30, 2020. B. All submission must provide documentation and other evidence that their proposed equipment is compatible, interchangeable, and interoperable with the current District Fabric and Shortest Path Bridging LAN standard. C. The District has provided a manufacturer preference on the Bid Cost of Proposal form, however,the District is willing to accept proposals featuring other equipment that is functionally equiqvalent. Functional equivalence must be proven through documentation provided by the proposer. D. If an equivalent/alternate product is proposed, the proposer must provide samples of the alternative equipment within three days of the request to allow District personnel to opportunity to verify that the proposed equipment meets the Districts needs. The District reserves the right to make sole judgement as to acceptability and interoperability of proposed equivalent products without qualification or explation. Upon completion of the evaluation by the District all equipment used for evaluation purposes will be returned promptly to the vendor. E. Projected spending set forth in this bid is based on anticipated usage over the next three year period and is subject to the 3 year project plan for the District. These quantities are not guaranteed however, the bidder agrees that the unit price(s) offered shall be maintained with regard to the quantity actually purchased. F. E-Rate Eligibility: E-Rate Form 470 has been filed for this bid to enable DCPS to apply for E-Rate funding for items purchased. It is understood that not all items purchased against this bid will be E-Rate eligible. Vendor must maintain a valid Service Provider Indentification Number (SPIN#) for term of this contract, including and subsequent renewals. Vendors who are not listed as having a current SPIN# with the Universal Service Administrative Company (USAC) at time of bid submission will be considered non-responsive and ineligible for award. Additional information regarding SPIN# is available at http://www.universalservice.org/sl/providers/step01/default.aspx or 888-641-8722. In addition, in accordance with USAC policy, DCPS reserves the option to specify whether customer bills will be the total cost of services or only the customer's non-discount share. In accordance with FCC and USAC payment option policy, service providers may provide applicants with discounted bills and submit the SPI to request payment from USAC for the amount of USF support to be paid. Or, service providers and applicants may jointly submit the BEAR when the applicant has paid the entire cost of services to the service provider. In all cases, USAC pays support to the service provider. The following link provides additional information regarding the E-Rate invoicing options: http://www.universalservice.org/sl/applicants/step11/ Page 7 of 26 RFP No. 06-19/LM, Network Electronics 2.3 Contract Term: The District shall select a Contractor to provide a secure price and establish a term of contract for Network Electronics herein described for the District commencing from July 1, 2019 through September 30, 2020 (subject, however, to availability of lawfully appropriated funds for each District fiscal year). The Contract may thereafter be renewed for two (2) additional one (1) year periods, upon the consent and agreement of both parties. The fee structure of the Contractor shall remain firm for the entire contract term including any and all renewals. 3.0 EX PARTE COMMUNICATION: Ex parte communication, whether verbal or written, by any potential Respondent or representative of any potential Respondent to this RFP with District personnel involved with or related to the RFP, other than as designated in this document, is strictly prohibited. Violation of this restriction may result in the rejection/disqualification of the Respondents proposal. Ex parte communication, whether verbal or written, by any potential Respondent or representative of any potential Respondent to this RFP with Board members is also prohibited and will result in the disqualification of the Respondent. Notwithstanding the foregoing, communications are permissible by this Section when such communications with a prospective Respondent are necessary for, and solely related to, the ordinary course of business concerning the Districts existing contract(s) for the materials or services addressed in this RFP (but in no event shall any existing vendor intending to submit a proposal initiate communications to any member(s) of the School Board of Duval County, Florida; it being understood such communication initiated by a vendor under these circumstances would not be in the ordinary course of business). 4.0 PREPARATION AND SUBMISSION REQUIREMENTS: 4.1 Proposals not conforming to the instructions provided herein will be subject to disqualification at the sole option of the District. 4.2 All proposals must be received no later than 2:00 p.m. (EDT), on March 7, 2019. Official time for the purpose of RFP opening will be calibrated using http://www.timeanddate.com/worldclock/results.html?query=jacksonville. If a proposal is transmitted by US Mail or other delivery medium, the Proposers(s) will be responsible for its timely delivery to Purchasing Services, 1701 Prudential Drive, Jacksonville FL 32207. Any proposal received after the stated time and date or at other location will not be considered. 4.3 One manually signed original, two (2) photocopies of original, and five (5) copies on USB Flash Drive. (5 USB Flash Drives to be submitted) of the complete proposal must be sealed and clearly labeled "REQUEST FOR PROPOSAL: Network Electronics" on the outside of the package. The legal name, address, Proposers' contact person, and telephone number must also be clearly annotated on the outside of the package. The manually signed original shall be marked as ORIGINAL. Once accepted, all original proposals and any copies of proposals become the sole property of the District and may be retained by the District or disposed of in any manner the District deems appropriate. Page 8 of 26 RFP No. 06-19/LM, Network Electronics All proposals must be signed by an officer or employee having authority to legally bind the Proposers(s). Any corrections of unit prices must be by line-outs of the original prices with correct amounts typed or written in and initialed by the originator. Corrections made using correction fluid (white out) or any other method of correction are unacceptable. NOTE: It is the sole responsibility of each respondent to assure all proposal copies are EXACT duplicates of the original proposal. USB Flash Drives will be utilized by the Evaluation Committee for the purpose of evaluation of proposals. Any information contained in the original proposal which has not been transferred to the USB Flash Drive or photocopies will NOT be considered. The original document will be used solely for official record keeping purposes. 4.4 Potential Proposers shall not contact, by written or verbal communication, any District employee for information regarding this RFP other than as expressly permitted by this RFP. Additions, deletions or modifications to information contained in the RFP document will be presented to all potential Proposers by means of a written addendum, if necessary. No verbal or written information which is obtained other than by information in this document or by addendum to this RFP will be binding on the District. Any questions or requests for clarification regarding this RFP shall be submitted to Louis Mitchum, Purchasing Services in writing via e-mail at mitchuml@duvalschools.org. The deadline for such questions or requests will be 4:00 p.m., EDT on February 5th, 2019 unless otherwise extended in writing by the District. Questions or requests for clarification received after the deadline will NOT be addressed. Note that Proposers are requested to submit questions regarding this RFP for the Districts clarification via issued Addenda, instead of Proposers taking exceptions to any terms or conditions of this RFP within the submitted proposal. 4.5 Any proposal may be withdrawn prior to the date and time the proposals are due. Any proposal not withdrawn will constitute an irrevocable offer, for a period of one hundred twenty (120) days, to provide the District ample time to award the Contract for the services specified in the proposal and this RFP. Concurrent with the delivery of the Proposers proposal, the Proposer shall also irrevocably deliver a completed and properly signed Attachment A. Upon completion of the award process and within three (3) business days of the School Boards completion of the award process at its duly called meeting the required insurance certificate must be delivered. (see Section 16.0 of this RFP). 5.0 FAMILIARITY WITH DISTRICT AND ADDITIONAL INFORMATION: Proposers should become familiar with any local conditions which may, in any manner, affect the services required. The Proposers(s) is/are required to carefully examine the RFP terms and to become thoroughly familiar with any and all conditions and requirements that may in any manner affect the work to be performed under the Contract. No additional allowance will be made due to lack of knowledge of these conditions. Submission of a proposal shall constitute acknowledgement by the Proposers that it is familiar with all conditions. The failure to familiarize itself with the sites shall in no way relieve him or her from any obligations with respect to the proposal. 6.0 TIME SCHEDULE: Page 9 of 26 RFP No. 06-19/LM, Network Electronics The District will attempt to adhere to the following time schedule: Tuesday, January 22, 2019, RFP Release Tuesday, February 5, 2019, at 4:00 p.m. (EDT) Deadline for Questions Thursday, March 7, 2019, at 2:00 p.m. (EDT) Proposal Opening Wednesday, March 13, 2019, Committee Evaluation April, 2019 Board Award Inquiries regarding the status of a proposal must not be made prior to the posting of award recommendation. 7.0 DISTRICTS RIGHTS AND RESERVATIONS: A. The District reserves the right to accept or reject any or all proposals. B. The District reserves the right to waive any irregularities and technicalities and may at its sole discretion request clarification or other information to evaluate any or all proposals. C. The District reserves the right, before awarding the Contract, to require Proposers(s) to submit additional evidence of qualifications or any other information the District may deem necessary. D. The District reserves the right, prior to its Board approval, to cancel the RFP or portions thereof, without liability to any Proposers or the District. E. The District reserves the right to: (1) accept the proposals of any or all of the items it deems, at its sole discretion, to be in the best interest of the District; and (2) the District reserves the right to reject any and/or all items proposed. F. The District reserves the right to further negotiate any proposal, including price, with the highest rated Proposer. If an agreement cannot be reached with the highest rated Proposer, the District reserves the right to discontinue negotiations and to negotiate and recommend award to the next highest ranked Proposer or subsequent Proposer(s) until an agreement is reached. G. The District reserves the right to require presentations/interviews with the highest ranked respondents. If presentations/interviews are deemed necessary, the District will notify the affected respondents by email not later than seven business days prior to their respective scheduled presentation/interview. 8.0 PROPOSAL FORMAT AND EVALUATION CRITERIA: In order to maintain comparability and enhance the review process, it is required that proposals be organized in the manner specified below. Include all information in your proposal. Proposers are encouraged to provide tab separations for each item. Proposals received which do not address ALL items and sub-items listed in this section may be considered nonresponsive. PRICE OF THE ELIGIBLE PRODUCTS AND SERVICES: (50 Points) The District will consider and rate the explanation and detail of the rates and fees. REFERENCES: (15 Points) The District will consider and rate the financial soundness, stability, qualifications, and Page 10 of 26 RFP No. 06-19/LM, Network Electronics depth of knowledge of the vendors contractor staff. Also, the District will consider the acceptablitiy of the three references presented by the vendor from customers with environments similar to the District. Reference information must include company name/project, contact name, address, telephone number and email address. Each Bidder is required to to submit references from 3 K-12 educational institutions (each with 30 or more sites) indicating that they have successfully installed and deployed Fabric Connect, Fabric Attach, Fabric Extend and Shortest Path, or equivalent network technology. See reference form Attachement B. EXPERIENCE: (20 Points) Provide a detailed narrative that demonstrates your company experience in providing, installing and maintaining like services for customers, knowledge of current state-of-the-art technology, and experiences in managing projects of similar scope and nature in a regional setting and with large K-12 educational insitutions. The offeror must provide a history of the company, strength and stability, licensing information, years in providing Data Communications services. The District currently uses Identity Engines Network Access Control an Extreme Control for network monitoring and management. The Bidder is requested to submit a letter outlining their experience with these or similar products. The Bidder is asked to include in this letter experience in large enterprise network deployments using Fabric and Shortest Path Bridging other than those covered in the reference letters submitted. Contractor Certification and Qualifications: At a minimum the vendor must have at least 1 engineer on staff, at time of bid submittal with an ACE Fx or alternative manufacturers equivalent certification level. Proof of certification must be submitted with bid. Provide copies fo the following (valid and current) licenses and/or certifications: Failure to provide this documentation may result in your bid being considered non- reponsive: Duval County Local Business Tax Receipt, (formerly Occupational License) or proof of an active Certificate to Authority issued by the Florida Department of State which authorizes the Bidder to transact business in the State of Florida. This proof my be provided by either submitting a copy of the Letter of Authority issued by the Office of the Secretary of State or by submitting a copy of the Certificate of Status Verification which may be obtained via Sunbiz.org-Department of State. Bidder shall include letters from manufacturers showing that they are an authorized Distributor or retailer of their product, (if not the manufacturer themselves). The bidder(s) must have an adequate organization, facilities, equipment, and personnel to ensure prompt and efficient service. The District reserves the right, before recommending and award, to inspect the facilities to determine ability to perform. The District reserves the right to reject bids where evidence submitted, investigation and/or evaluation, is determined to indicate inability of the bidder to perform. PRICE OF INELIGIBLE PRODUCTS AND SERVICES: (5 Points) The District will consider and rate the explanation and detail of the rates and fees. Page 11 of 26 RFP No. 06-19/LM, Network Electronics VALUE TO THE DISTRICT: (10 Points) Provide a detail narrative which explains the cost if any, to the District to deploy and integrate the proposed network equipment. The time and effort required to seamlessly integrate proposed equipment into the District environment. The cost and amount of time required to train District staff on proposed network equipment. OEO PROPOSED SCHEDULE OF PARTICIPATION (Attachment C): Submit with signatures as specified. This is a required submittal. No points are assigned to this required item. 9.0 PROPOSAL EVALUATION PROCESS: Proposals are received and publicly opened. Only names of Proposers are read at this time. An Evaluation Committee will convene, review and evaluate all proposals submitted based on the factors set forth in the RFP. The Proposers complete response will be reviewed and evaluated by the Evaluation Committee. The Evaluation Committee reserves the right to interview any or all Proposers and to require a formal presentation with the key people who will administer and be assigned to work on the contract before recommendation of award. All proposals will be evaluated in accordance with the evaluation criteria specified in this document. Information derived by investigation and overall due diligence of District staff will be considered. Based on the proposals received, the District may elect to proceed based on any of the following options, but will not necessarily be limited only to these options: (1) Award to the best initial proposal without any further discussion or negotiation; (2) Negotiate with the highest ranked Proposer; or, (3) Allow the top ranked Proposers make oral presentations. Proposers are advised to provide their respective best offer with the initial proposal because the District reserves the right to award a Contract based on initial proposals without further discussion or negotiation. The proposal most advantageous to the District in its sole discretion will be selected. The District reserves the right to negotiate revisions to or removal of unacceptable clauses or restrictions incorporated within an otherwise acceptable proposal. In the event that a mutually acceptable contract between the District and the selected Proposers cannot be successfully negotiated and executed, then the District reserves the right to discontinue negotiations with such Proposers and to negotiate and execute a Contract with the next-ranked Proposers. Note section 4.4 above, where Proposers are requested to submit questions during the addendum process instead of taking exceptions within the proposal to the terms and conditions in this RFP. The District reserves all rights, in its sole discretion, not to issue an award to any Proposers, to cancel this RFP at any time, to reissue this RFP for any reason, or a combination of any or all of the above. The District will not be liable to any Proposer for any costs incurred in connection with this RFP as a result of any of the above stated actions taken by the District. A recommendation agenda item will be submitted to the Superintendent of Schools, Duval County, Florida. The Superintendent will then recommend to the School Board the award or rejection of any and/or all proposal(s). The School Board will then award or reject any or all proposal(s). Page 12 of 26 RFP No. 06-19/LM, Network Electronics 10.0 OFFICE OF ECONOMIC OPPORTUNITY (OEO) ENCOURAGEMENT: The District encourages a maximum participation of SBEs and M/WBEs in its contract awards, based upon availability. The District ensures that private companies doing business with the District are not discriminated against in the award of contracts for construction projects, procurement of goods and services, and professional services on the basis of race, color, sex or national origin. The awarded Contractor shall submit to the Office of Economic Opportunity a Quarterly OEO Utilization Report stating the quarterly activity with certified SBEs and MBEs. The report shall include the name of the company(s), the product(s) or service(s) purchased and the amount. If there is no activity to report for the quarter, the Company shall submit a Good Faith Efforts Statement. 11.0 CANCELLATION OF AWARD/TERMINATION: 11.1 Cause: In the event the Contractor, either willfully or unintentionally violates any of the provisions of the Contract, the Superintendent or designee shall give written notice stating the deficiencies. The Contractor shall provide to the District its action plan within two (2) business days after the Districts notification, and the Contractor shall have ten (10) business days after the Districts initial notice to complete the cure set forth in its action plan. 11.2 Convenience: The District, reserves the right to terminate any contract resulting from this RFP, at any time and for any reason, upon giving no less than sixty (60) calendar days prior written notice. If said Contract should be terminated for convenience as provided herein, the District shall be relieved of all obligations under said Contract. Access to any and all work papers will be provided to the District after the termination of the Contract. The parties understand and agree that the Contractor shall in no event have the reciprocal right to terminate the Contract; it being understood that the Districts payments to the Contractor forms the consideration for the Districts termination for convenience not being available to Contractor. In the event of the Districts termination of the Contract, the District (in its sole election) may also require the Contractor to provide the transition assistance as set forth in Section 11.6 of this RFP. 11.3 Breach of contract resulting in termination of the Contractor for cause may result in the Contractor being debarred from future solicitations pursuant to School Board Policy 7.70. 11.4 FORCE MAJEURE: Whenever the Contractors place of business, mode of delivery or source of supply has been disrupted by acts of government, God, civic commotion, or war, it shall be the responsibility of the Contractor to promptly send written notice to the Districts Director of Purchasing Services, as to the extent of this disruption and its probable effect upon this Contract. If, in the opinion of the District, the disruption presented is commensurate with the conditions established herein, the District may elect to modify delivery/service timelines, renegotiate the Contract in whole or in part, or cancel all or any portion of the Contract. The Contractor will be given written notification of all decisions made. The decision of the District shall be final, and the Districts objective will be a solution that is mutually beneficial. Page 13 of 26 RFP No. 06-19/LM, Network Electronics 11.5 Notwithstanding anything to the contrary herein, each payment obligation of the District created by the Contract is conditioned upon the availability of funds that are appropriated or allocated for the payment of services. If such funds are not allocated and available, the Contract may be terminated by the District at the end of the period for which funds are available. The District shall notify the Contractor at the earliest possible time before such termination. No penalty shall accrue to the District in the event this provision is exercised, and the District shall not be obligated or liable for any future payments due or for any damages as a result of termination under this section. 11.6 In order to provide transition assistance to the District in the event that the Contract is terminated or expires, the Contractor agrees that the District may provide written notice to the Contractor retaining the Contractor for a mutually agreed upon period of time (at a minimum of one calendar month, plus five (5) additional calendar months on a month-by-month basis at the Districts sole and unilateral election) on the same terms and conditions set forth in the Contract (the Transition Assistance). The provisions of this section will not apply if the Contract is terminated by the Contractor based on an uncured event of default by the District. 12.0 DEFAULT: In the event that the Contractor breaches the Contract, the District reserves the right to seek any and all remedies in law and/or in equity. 13.0 LEGAL REQUIREMENTS: 13.1 It shall be the responsibility of the Contractor to be knowledgeable of and adhere to the requirements of any Federal, State, County and local laws and ordinances, rules and regulations that in any manner affect the items covered herein which may apply. Lack of knowledge by the Contractor shall in no way be a cause for relief from responsibility. Upon award, Contractor shall execute and deliver to the District, concurrent with its signature of the Agreement, the following, all of which shall be incorporated into the Agreement by this reference, and which are attached as composite Exhibit 2: (a) Federal Regulatory Compliance Statement; (b) Certification Regarding Drug-Free Workplace Requirements; (c) Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion; and (d) Non-Collusion Affidavit. 13.2 The District is committed to a policy of providing equal job opportunities on public contracts and prohibiting discrimination against any employee, applicant or Subcontractor. Accordingly, Contractor represents and warrants to the District that Contractor does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Contractors performance under the Contract on account of a persons actual or perceived identity with regard to race, color, religion, gender or gender identity, age, marital status, disability, sexual orientation, political or religious beliefs, national or ethnic origin, veteran status, any other protected status under applicable law, or any other distinguishing physical or personality characteristics. Contractor further covenants that no otherwise qualified individual shall, solely by reason of his/her actual or perceived identity with regard to race, color, religion, gender or gender identity, age, marital status, disability, sexual orientation, political or religious beliefs, national or ethnic origin, veteran status, any other protected status under applicable law, or any other distinguishing physical or personality characteristics, be denied the benefits of, or be subjected to discrimination, or be denied access and services, under any provision of the Contract. 13.3 Respondents affirm by submitting their proposals that they are equal opportunity and affirmative action employers and shall comply with all applicable federal, state and local laws and regulations including, but not limited to: Executive Order 11246 as amended by 11375 and 12086; 12138; 11625; 11758; Page 14 of 26 RFP No. 06-19/LM, Network Electronics 12073; the Rehabilitation Act of 1973, as amended; the Vietnam Era Veterans Readjustment Assistance Act of 1975; Civil Rights Act of 1964; Equal Pay Act of 1963; Age Discrimination Act of 1967; Immigration Reform and Control Act of 1986; Public Law 95-507; the Americans with Disabilities Act; 41 CFR Part 60 and any additions or amendments thereto. 13.4 JESSICA LUNSFORD ACT: The Contractor shall comply with and be responsible for all costs associated with the Jessica Lunsford Act, which became effective on September 1, 2005 (if applicable). The Act states that contractual personnel who are permitted access to school grounds when students are present or who have direct contact with students must meet Level 2 requirements as described in Sections 1012.32, 1012.465 and 1012.467 Florida Statutes and any other applicable Section(s). In 2013, the Florida Legislature amended Section 1012.467 F.S. to create a requirement for a uniform, statewide identification badge to be worn at all times by non-instructional Contractors when on school grounds. The cost of the badge may not exceed ten dollars ($10.00) per badge, per employee. After the implementation of the initial badge, Contractors shall replace the badges concurrently with the re-fingerprinting of employees. The associated cost of the uniform, statewide badge shall be the responsibility of the Contractor. The Contractor shall report any arrest for a disqualifying offense within forty-eight (48) hours of the arrest. Failure of the Contractor / Contractors employee to report an arrest for any disqualifying offense within 48 hours is a felony of the third degree punishable as provided in Section 775.082 or Section 775.083 F.S 13.5 Other Legal Requirements. All the personnel assigned by the Contractor and any subcontractor shall be authorized under state and local laws to perform such Services, whether by appropriate license, registration, certification or other authorization. 13.6 Representations and Warranties. 13.6.1 The Contractor warrants that it is a duly formed business entity duly organized and existing in good standing under the laws of the State of its formation and is entitled and shall remain licensed to carry on its business as required for its performance pursuant to the Contract in the State of Florida. The Contractor agrees that it will comply with all rules and regulations of governmental bodies governing its performance under this RFP and the resulting Contract whether or not such specified in the Contract and Exhibits. The Contractor further warrants that the execution and delivery of the Contract and the terms and conditions herein have been duly authorized by proper corporate and/or partnership action (as the case may be). 13.6.2 The Contractor shall comply with all applicable federal, State and local laws, ordinances, rules, and regulations pertaining to the performance of the Services and all matters pertaining to the Contract, as the same exist and as they may be amended from time to time. 13.6.3 Each Party agrees to continue performing its obligations under the Contract while any dispute is being resolved (except to the extent the issue in dispute precludes performance); provided, however, that any dispute over payment shall not be deemed to preclude performance 13.6.4 Each Party agrees that, in its respective dealings with the other Party under or in connection with the Contract, it shall act in good faith. Page 15 of 26 RFP No. 06-19/LM, Network Electronics 13.6.5 Neither Party shall use the name or marks of the other without its express written permission, which may be withdrawn at any time. 13.7 Miscellaneous. The Contract to be awarded pursuant to this RFP shall be further governed by the following: 13.7.1 This RFP and any Contract resulting therefrom shall be interpreted and enforced in accordance with the laws of Florida and it shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. Venue for any action arising out of the Contract shall lie exclusively in the jurisdictional courts in and for Duval County, Florida. 13.7.2 The Contract shall not be construed more strongly against any party regardless of who was more responsible for its preparation. 13.7.3 Except for the provisions requiring Contractor to pay the Districts reasonable attorneys fees and costs for any matter arising under Section 17 of the RFP (which shall control), in the event of any other conflict arising from the Contract, each party shall pay its own attorneys fees and costs. 13.7.4 In the event any provision specified herein is held or determined by a court of competent jurisdiction to be illegal, void or in contravention of any applicable law, the remainder of the Contract shall remain in full force and effect. 13.7.5 Nothing herein shall be deemed that the District alters, limits, waives, or expands the provisions and limitations of section 768.28, Florida Statutes. Except as otherwise provided by Florida Law, neither the execution of the Contract by the District nor any other conduct, action or inaction of any District representative relating to the Contract is a waiver of sovereign immunity by the District. 13.7.6 The Contract may not be amended or supplemented in any way except in writing, dated and signed by authorized representatives of both parties. 13.7.7 The Article and Section headings and the table of contents used herein are for reference and convenience only and shall not enter into the interpretation hereof. 13.7.8 The Contractor is, and shall at all times be, an independent contractor under the Contract and not an agent of the District. Nothing in the Contract nor any actions taken by or arrangements entered into between the Parties in accordance with the provisions of the Contract shall be construed as or deemed to create as to the Parties any partnership or joint venture. Neither Party shall have any authority to bind or commit the other Party contractually or otherwise to any obligations whatsoever to third parties. 13.7.9 The Contract is entered into solely between, and may be enforced only by, the District and the Contractor, and the Contract shall not be deemed to create any rights in third parties, including suppliers and customers of a Party, or employees of either Party, or to create any obligations of a Party to any such third parties. 13.7.10 Except where expressly provided as being in the discretion of a Party, where agreement, approval, acceptance, consent, or similar action by either Party is required under the Contract, such action shall not be unreasonably delayed or withheld. An approval or consent given by a Party under the Contract shall not relieve the other Party from responsibility for complying with the requirements of the Contract, nor shall it be construed as a waiver of any rights under the Contract, except as and to the extent otherwise expressly provided in such approval or consent. Page 16 of 26 RFP No. 06-19/LM, Network Electronics 13.7.11 The provisions in this RFP and all contract documents, which by their nature are intended to survive the expiration, cancellation or termination of the Contract, including, by way of example only, the Indemnification, Insurance, and Confidentiality provisions, shall survive the expiration, cancellation or termination of the Contract. 13.7.12 All media releases, public announcements, and public disclosures by either Party relating to the Contract or the subject matter of the Contract, including promotional or marketing material, shall be coordinated with and approved by the other Party prior to release. Contractor shall not host or stage events at District locations without receiving prior approval by the District contract administrator. 13.7.13 Time shall be of the essence as to all provisions of the Contract. If any date of significance hereunder falls upon a Saturday, Sunday, or legal holiday, such date shall be deemed moved forward to the next day which is not a Saturday, Sunday or legal holiday. Saturdays, Sundays and legal holidays shall not be considered business or working days. 13.7.14 Every notice, approval, consent or other communication authorized or required by the Contract awarded pursuant to this RFP shall not be effective unless same shall be in writing and sent via hand delivery or overnight delivery (with a receipt), directed to the other party at its address provided below, or directed to the Contractor as established promptly after the award of the Contract pursuant to this RFP. Either party may change the address by written notice to the other party from time to time in accordance herewith If to District: With copy to: School Board of Duval County, Florida Office of Legal Services 1701 Prudential Drive Attn: Chief Jacksonville, Florida 32207 1701 Prudential Drive, Room 653 Phone: (904) 390-2115 Jacksonville, FL 32207 Attn: Superintendent Phone: (904) 390-2111 Notwithstanding the foregoing, the parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District and the Contractor. Once so designated, each partys representative shall coordinate communications and processes as needed for the purposes of conducting the services set forth in the Contract, as well as the process for routine or administrative communications. The parties shall also reasonably cooperate as to the development (including content and format) of the invoicing and any reports to be provided by Contractor as part of the services. 13.7.15 Gratuities and Kickbacks. Any employee or any official of the District, elective or appointive, who shall take, receive, or offer to take or receive, either directly or indirectly, any rebate, percentage of contract, money or other things of value, as an inducement or intended inducement, in the procurement of business, or the giving of business, for, or to, or from, any person, partnership, firm or corporation, offering, proposing for, or in the open market seeking to make sales to the District, shall be deemed guilty of a felony and upon conviction such persons shall be punished to the full extent of the law. Every person, firm, or corporation offering to make, or pay, or give, any rebate, percentage of contract, money, or other things of value, as an inducement or intended inducement, in the procurement of business, or the giving of business, to any employee or official of the District, elective or appointive, in his efforts to proposal for, offer for sale, or to seek in the open market to make sales to the District, shall be deemed guilty of a felony and upon conviction such persons shall be punished to the full extent of the law. Page 17 of 26 RFP No. 06-19/LM, Network Electronics It is the policy of the District to not accept gifts, gratuities, or favors of any kind or of any value whatsoever from vendors, members of the staff, or families. Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Contractor, to solicit or secure the Contract, and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of the Contract. Contractor further warrants that it, nor any of its directors, employees, officers or agents, nor any of Contractors respective subsidiaries or affiliates, has taken, is currently taking or will take any action in furtherance of an offer, payment, promise, gifts or anything else of value, directly or indirectly, to anyone to improperly influence or otherwise secure any improper advantage in procuring business in relation to the Contract. For the breach or violation of these provisions, the District shall have the right to terminate the Contract without liability and/or, at its discretion, to deduct from the price, or otherwise recover, the full amount of such fee, commission, percentage, gift or consideration. 13.7.16 In the event of any conflict among the documents, the order of priority of the contract documents shall be as follows: First, to any executed Contract resulting from the award of this RFP; Second, Addenda (if any) released for this RFP, with the latest Addendum taking precedence; Third, the RFP, and Last, the awardees Proposal. 13.7.17 The District shall issue payment in accordance with Sections 218.70. et sq. Florida Statutes, Local Government Prompt Payment Act, after receipt of an acceptable invoice, inspection and acceptance of goods and/or services provided in accordance with the terms and conditions of the agreement. Any Penalty for delay in payment shall be in accordance with applicable law. No payment shall be made for travel. Each payment obligation of the District created by the agreement is conditioned upon the availability of funds that are appropriated or allocated for the payment of services or products. If such funds are not allocated and available, the agreement may be terminated by the District at the end of the period for which funds are available. The District shall notify the Contractor at the earliest possible time before such termination. No penalty shall accrue to the District in the event this provision is exercised, and the District shall not be obligated or liable for any future payments due or for any damages as a result of termination under this section. 14.0 FEDERAL AND STATE TAX: Employment taxes: The Contractor shall comply with all matters relating to the timely payment of all taxes (Federal, State and local) and payroll taxes, unemployment taxes or contributions or other Federal or State employment taxes. The Contractor shall indemnify, defend, and hold District harmless from any liability for any required tax responsibilities. Tangible taxes: The District is exempt from Federal and State taxes for tangible personal property. The Contractors doing business with the District shall not exempt Contractor from paying sales tax to its suppliers for materials to fulfill contractual obligations with the District, nor shall Contractor be authorized to use the District's Tax Exemption Number in securing such materials. 15.0 CONFLICT OF INTEREST: Page 18 of 26 RFP No. 06-19/LM, Network Electronics 15.1 Pursuant to the Districts Policy, all proposers and Contractors are required to disclose the names of any of their officers, directors, agents, or employees who serve as agents or principals for the proposer or contractor in any capacity related to procurement of services under this RFP, and who within the last two (2) years, have been or are employees of the District. And all proposers and contractors are required to disclose the name of any District employee who owns, directly or indirectly, any interest in the Contractors business. Such disclosures will be in accordance with current District policies, but will include, at a minimum, the name of the former Districts employee, a list of the positions the employee held in the last two (2) years of his or her employment with the District, and the dates they held those positions. By its signature of the Agreement, the Contractor shall certify to the District that there are no names to disclose to the District pursuant to this section, unless Contractor provided the names when Contractor Submitted its response to the RFP. 15.2 Non-Collusion Statement / Public Domain I, the Proposer, attests that I have not divulged, discussed, or compared this proposal with any other Proposers and have not colluded with any other Proposers in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. All information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, Florida Statutes. 16.0 INSURANCE REQUIREMENTS: A. Without limiting any of the other obligations or liabilities of the vendor/contractor, the vendor/contractor shall, at its sole expense, procure, maintain and keep in force the amounts and types of insurance conforming to the minimum requirements set forth herein. Except as may be otherwise expressly specified in this Exhibit, the insurance shall commence at or prior to the execution of this Agreement by the District and shall be maintained in force throughout the term of this Agreement. 1. Workers Compensation/Employers Liability: The Workers Compensation and Employers Liability insurance provided by the vendor/contractor shall conform to the requirements set forth herein. a. The vendor/contractor insurance, or self-insurance, shall cover the vendor/contractor (and to the extent its Subcontractors and Sub- subcontractors are not otherwise insured, its Subcontractors and Sub- subcontractors) for those sources of liability which would be covered by the latest edition of the standard Workers Compensation policy, as filed for use in the State of Florida by the National Council on Compensation Insurance (NCCI), without any restrictive endorsements other than the Florida Employers Liability Coverage Endorsement (NCCI Form WC 09 03), those which are required by the State of Florida, or any restrictive NCCI endorsements which, under an NCCI filing, must be attached to the policy (i.e., mandatory endorsements). In addition to coverage for the Florida Workers Compensation Act, where appropriate, coverage shall be included for the Federal Employers Liability Act and any other applicable federal or state law. b. The policy must be endorsed to waive, or for self-insurance the Contractor hereby agrees to waive, the insurers right to subrogate against the District, Page 19 of 26 RFP No. 06-19/LM, Network Electronics and its members, officials, officers and employees in the manner which would result from the attachment of the NCCI Waiver of Our Right to Recover from Others Endorsement (Advisory Form WC 00 03 13) with the District, and its members, officials, officers and employees scheduled thereon. c. Subject to the restrictions of...