Custodial Services Management

SECOND AMENDMENT FOR THE AGREEMENT FOR CUSTODIAL SERVICES MANAGEMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA, AND HES, FACILITIES, LLC. This Amendment for the Agreement for Custodial Services Management ("this Amendment") is made effective May 2, 2023, by and between the School Board of Duval County, Florida, a school system in the State of Florida (the "DISTRICr), and HES Facilities, LLC, a Delaware limited liability company authorized to transact business In Florida (the "CONTRACTOR"). Collectively, the individual entities herein may be referenced as the "Parties•. 1. Background. This Amendment pertains to the Agreement between the Parties dated April 8, 2021, the RFP No. 13-21nw "Custodial Services Management" dated December 17, 2020 (the RFP), together with Addendum No. 3 dated January 25, 2021, Addendum No. 4 dated February 5, 2021, and Addendum No. 5 dated February 8, 2021 (collectively, the "RFP"), a copy of which RFP is incorporated herein by this reference as

Exhibit Schools.\n\nTerrence Wright, Director\nDCPS Purchasing Services\n\n" "AGREEMENT FOR CUSTODIAL SERVICES MANAGEMENT\n\nThis Agreement for Custodial Services Management (the \u201cContract\u201d), is dated April 8,\n2021, for a term commencing July 1, 2021, and is by and between the School Board of Duval\nCounty, Florida, a district school system in the State of Florida (the \"District\"), and HES Facilities,\nLLC, a Delaware limited liability company authorized to transact business in Florida (the\n\"Contractor\").\n\nWITNESSETH:\n\nWhereas, the District issued RFP 13-21/TW \"Custodial Services Management\u201d dated\nDecember 17, 2020, together witn Addendum No. 1 dated January 5, 2021, Addendum No. 2 dated\nJanuary 12, 2021, Addendum No. 3 dated January 25, 2021, Addendum No. 4 dated February 5,\n2021, and Addendum No. 5 dated February 8, 2021 (collectively, the \"RFP\"), acopy of which RFP\nis attached hereto and incorporated herein by this reference as Exhibit A;\n\nWhereas, after free and open competition, Contractor submitted a proposal (attached\nhereto and incorporated herein by this reference as Exhibit B), and was selected as the best\nresponsive and responsible Contractor by the District (the \u201cProposal\u201d);\n\nWhereas, the Contractor is interested in and capable of performing the custodial services\nmanagement services for the District and the District desires to have the Contractor perform the\nServices; and\n\nNow, therefore, in consideration of the mutual covenants and conditions contained herein,\nthe parties agree as follows:\n\nARTICLE I\nSCOPE OF SERVICES\n\n1.1 The recitals set forth above are true and correct and are incorporated into this Agreement\nby this reference. Unless otherwise assigned a different meaning in this Agreement, defined terms\nin this Agreement shall have the same meaning as the defined terms in the RFP.\n\n1.2 The Contractor shall perform all services, jobs, duties, and functions described in the RFP\nat the District schools and ancillary facilities described in the RFP, and in accordance with the\nContractor's minimum staffing plan in the Proposal (collectively defined herein as the \"Services\u201d).\n\n1.3 The contract documents consist ofthis Agreement, the RFP, and the Proposal. In the event\nof any conflict or ambiguity among these documents, the priority set forth in Section 15.7.16 ofthe\nRFP is assigned. All of Contractor's exceptions to the RFP set forth in its Proposal, if any, are\nstricken in their entirety and void except as may be specifically addressed in this Agreement.\n\nARTICLE II\nCOMMENCEMENT AND RENEWAL\n\n2.4 See Section 1.8 ofthe RFP, which provides that the initial term commences July 1, 2021\nand ends June 30, 2023, with four (4) potential annual renewals and four (4) potential incentive\nrenewals. The Services shall commence according to the schedule set forth in the RFP.\n\nARTICLE Ill\nCOMPENSATION\n\n3.1 The compensation payable to the Contractor is set forth in the Contractor's completed\nAttachment C \u201cCost Proposal Form\u201d of the RFP (as accepted by the District), a copy of which is\nattached hereto as Exhibit C, and the amount set forth therein shall be the District's maximum financial\n" "liability to the Contractor. The District representative and the Contractor representative shall\nestablish the format of invoices to the District pursuant to the requirements ofthe RFP.\n\n3.2 The Contractor executed and delivered the federal forms set forth in Exhibit 2 of the RFP\nconcurrent with Contractor\u2019s submission of its Proposal. The Contractor agrees to re-execute and\ndeliver the federal forms concurrent with any amendment or renewal of this Agreement.\n\nARTICLE IV\nTERMINATION\n\n4.1 This Agreement may be terminated as set forth in the RFP.\n\nARTICLE V\nMEETINGS; REPORTS; NOTICES\n\n5.1 The parties agree that all communications relating to the day-to-day activities shall be\nexchanged between the respective representatives of the District and the Contractor, which\nrepresentatives shall be designated by the parties, in writing, promptiy upon commencement of the\nServices as set forth in section 15.7.14 ofthe RFP.\n\n5.2 The Contractor shall provide records and information and fully cooperate (notwithstanding\nany Contractor claims of trade secrets, proprietary or confidential information) with the District as\nto all matters pertaining to any and all legal, audit, administration, and compliance requirements\nrelating to the Services and the contract documents.\n\n5.3 All formal notices and communications required or permitted by this Agreement will be\ndelivered pursuant to the methods and to the representatives of the District as set forth in Section\n15.7.14 ofthe RFP, and to the Contractor as set forth below. Until changed by notice in writing, all\nsuch notices and communications shall be addressed as follows:\n\nIfto the Contractor:\n\nHES Facilities, LLC\n\nAttn: Member\n\n9202 S. Northshore Drive, Suite 202\nKnoxville, TN 37922\n\nARTICLE VI\nMISCELLANEOUS\n\n6.1 The Article and Section headings are for reference and convenience only and shall not\nenter into the interpretation hereof.\n\n6.2 This Agreement may be executed via facsimile and in one or more counterparts, each of\nwhich will be deemed an original, but all such facsimiles and counterparts will together constitute\nbut one and the same instrument. Each person signing below is authorized to sign on behalf of\nsuch party.\n\n[Signatures on next page]\n" "[Signature Page to Agreement between\nThe School Board of Duval County, Florida, and\nHES Facilities, LLC\nFor RFP 13-21/TW Custodial Services Management]\n\nIN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first above\nwritten.\n\nHES FACILITIES, LLC\n\nBy:\n\nName: a\u00e4rl\u2019e PESSeT\nTitle: Member\n\nTHE SCHOOL BOARD OF DUVAL COUNTY,\nFLORIDA\n\nBy:\n\nehe, Superintendent th Andersen, Chairman\nof Schools and Ex-Officio Secretary\n\nto the Board\n\nForm Approved: Approved by Board on April 6, 2021\n\nBy:\nOffice of General Counsel\n\n" "EXHIBIT A\nRFP\n"