Loading...
HomeMy WebLinkAboutR-03-0255J-03-201 03/14/03 RESOLUTION NO. 03 255 A RESOLUTION OF THE MIAMI CITY COMMISSION AUTHORIZING THE PURCHASE OF CELLULAR EQUIPMENT AND SERVICES FROM VARIOUS VENDORS FOR THE DEPARTMENT OF POLICE, ON AN AS -NEEDED BASIS, UNDER EXISTING STATE OF FLORIDA CONTRACT NO. 725-000-03-1, EFFECTIVE UNTIL DECEMBER 19, 2005, SUBJECT TO ANY EXTENSIONS; SUCH EXPENDITURES HAVING BEEN APPROVED BY THE CHIEF OF POLICE AS COMPLYING WITH THE UNITED STATES DEPARTMENT OF THE TREASURY'S "GUIDE TO EQUITABLE SHARING;" ALLOCATING FUNDS, IN AN ANNUAL AMOUNT NOT TO EXCEED $105,000, FROM THE LAW ENFORCEMENT TRUST FUND, PROJECT NO. 690003, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The purchase of cellular equipment and services from various vendors for the Department of Police, on an as -needed basis is authorized, under existing State of Florida Contract No. 725-000-03-1, effective until December 19, 2005, subject to any extensions, such expenditures having been approved by the Chief of Police as complying with the United States Department of the Treasury's "Guide to Equitable Sharing," with I MAR 2 7 M3 Resolution No. 03- 255 0 funds, in an annual amount not to exceed $105,000, allocated from the Law Enforcement Trust Fund, Project No. 690003. Section 2. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.11 PASSED AND ADOPTED this 27th day of March , 2003. MANUEL A. DIAZ, MAYOR In actor_ ice with Miami Code Sec. 2-36, since. Vic, Vay.or d ^i r*gate approval of this let iition by signing in t:7e �, `.;; , � '' �:' iegislation noW becomes effective with the 1-0 e C %'yf ; oai tha date of cc �Imisslon action regarding , -°ne, without the tViaycr c.,er�,� ng :a vote. ATTEST:wz�� � � �— - a L Priscilla A. Thompson, City erk PRISCILLA A. THOMPSON CITY CLERK APPROVED,—T,O FORM D CORRECTNESS:t/ NDRO VILARELLO ATTORNEY W6990:tr:AS:BSS 1� If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. Page 2 of 2 03- 255 TO FROM CITY OF MIAMI, FLORIDA CA=10 INTER -OFFICE MEMORANDUM The Honor ab or and embers NAR 13 200 O e City O ion DATE : FILE SUBJECT: Proposed Resolution o Arriola REFERENCES: Cellular Equipment and of Administrator/City Manager Services — L.E.T.F. Funded ENCLOSURES: RECOMMENDATION It is respectfully recommended that the City Commission adopt the attached Resolution authorizing the purchase of Cellular Equipment and Services, for the Department of Police, on an as -needed basis, from various vendors, under existing State of Florida Contract No. 725-000-03-1, effective until December 19, 2005, subject to further extensions by the State of Florida; in an annual amount not to exceed $105,000. Funding is available from the Law Enforcement Trust Fund, Project Number 690003. BACKGROUND The Miami Police Department utilizes cellular telephone equipment and services as a tool to enhance their efficient use of communications in performing law enforcement functions, and for use by Investigative Units to support their investigative operations. The cellular telephones are also utilized to contact the United States and State Attorney's Offices, other local, state and federal law enforcement agencies, witnesses, as well as, other City of Miami agencies in support of NET Operations, and during the coordination of field investigations. Currently, there are a total of 189 cellular telephones utilized by the Police Department. Ninety- four (94) funded by the Law Enforcement Trust Fund and nine -five (95) funded by the General Fund. This legislation is being prepared for the ninety-four (94) cellular telephones funded by the Law Enforcement Trust Fund. They are utilized primarily for investigative purposes, thus falling within the Law Enforcement Trust Fund guidelines. Authorized personnel using cellular telephone funded by the Law Enforcement Trust Fund include investigators assigned to the Criminal Investigations Section, Special Investigations Section, Internal Affairs, and Crime Suppression Teams. 255 The Honorable Mayor and Members of the City Commission Page 2 Proposed Resolution; Cellular Equipment and Services — L.E.T.F. Funded Cingular and Nextel Communications are the only two (2) vendors under the State of Florida Contract Number 725-000-03-1, offering Cellular Equipment and Services. Both vendors meet the needs of the Police Department, and have been selected to continue to provide cellular equipment and services. The need to utilize both vendors is because Nextel Communications is the only vendor providing cellular equipment and services with the direct connect (two-way radio) feature. This feature is not available with other calling plans and permits free contact with external agencies, such as the Federal Bureau of Investigations (FBI), Alcohol, Tobacco and Firearms (ATF), Drug Enforcement Administration (DEA), Immigration and Naturalization, plus numerous other federal and law enforcement agencies. Other mobile -to -mobile telephone plans do not provide free contact with entities external to the department's plan. FISCAL IMPACT: NONE — LETF FUNDED JAW! 03 - 2Q Budgetary Impact Analysis 1. Department POLICE Division 2. Agenda Item # (if available) 3. Title and brief description of legislation or attach ordinance/resolution: A Resolution authorizing the purchase of cellular equipment and services for the Police Department from various vendors, on an as -needed basis, under existing State of Florida Contract No. 725-000-03-1, effective until December 19, 2005 and any extensions 4. Is this item related to revenue? NO: XXX YES (If yes, skip to item 47.) 5. Are there sufficient funds in Line Item? YES: XXX Index Code Minor Obj. Code Amount $105,000 NO: _ Complete the following questions: OTHER: Law Enforcement Trust Fund, Project No. 690003. 6. Source of funds: 7 Amount budgeted in the Line Item $ Balance in Line Item $ Amount needed in the Line Item $ Sufficient funds will be transferred from the following line items - ACTION ACCOUNT NUMBER ACCOUNT NAME TOTAL Index/Minor Object/Project No. Transfer done by: From $ From $ From $ To $ Any additional comments? 8. Approved by 15eparftTAt Dire /Designee tiZ j/o Date FOR NT OF MANAGEMENT AND BUDGET USE ONLY Verified by: Verified b qs .Q�- G�o� Transfer done by: Department of Management and Budget Budget Analyst Budget Analyst Director/Designee Date Date Date 03- 255 AFFIDAVIT STATE OF FLORIDA: : SS COUNTY OF DADE : Before me this day personally appeared John F. Timoney who being duly sworn, deposes and says that: I, John F. Timoney, Chief of Police, City of Miami, do hereby certify that this request for expenditure from the City of Miami Law Enforcement Trust Fund, for the purchase of Cellular Equipment and Services, from various vendors under State of Florida Contract Number 725-000-03-1, in an annual amount not to exceed $105,000, complies with the guidelines set forth in the U.S. Department of the Treasury, "Guide to Equitable Sharing". Subscribed and sworn to before me this -30 by John F. Timoney, who is personally known to me. l hn F. Timoney Chief of Police City of Miami Police Department day of �� , 2003, S: L %1 n NOTARY PUBLIC STATE OF FLORIDA A;>c�� pow *X 0 *Wcorrmm;ion CCMM +a w••' Expires September 20.2004 6311" 255 725-000-03-1 = Cellular and Paging Equipment and Services Page 1 of 1 Cellular and Figing Equipmen. and Services 725-000-03-1 Effective: 12/20/02 through 12/19/05 Certification Instructions to Bidders Technical Specifications General Conditions Complete Contract Contractors Arch Wireless http:/htiiviv.arch.com Cingular Wireless http:/hvtivw.cingularwireless.com GrayLink Paging http://www.graylink.com/FloridaWebPage/Statepricing.htm Liberty Communications http://www.myfloridapa-" - -om Metro Call Wireless http://www.metrocaHwireless.com Network Services http://-4-%,w.networkservices.net/florida Nextel South Corporation http://www.nextel.com http://fcn.state.fl.us/st—contractsn2500003 1 / 0 3 - 2 5 P/22/2003 FLORIDA DEPARTMENT OF MANAGEMENT SERVICES JEB BUSH Governor CYNTHIA A. HENDERSON Secretary MyFlorida.com rw State Purchasing 4050 Esplanade Way Suite 350 Tallahassee, Florida 32399-0950 Telephone: 850-488-8440 Fax: 850-488-5498 internet: www.MyFlorida.com Suite 315 CERTIFICATION OF CONTRACT TITLE: Cellular and Paging Equipment and Services CONTRACT NO.: 725-000-03-1 ITN NO.: 61-725-000-W EFFECTIVE: See Contract Paragraph 1.03, Term, and 2.36, Effective Date SUPERSEDES: 725-330-98-1 CONTRACTORS: Arch Wireless, (A) Cingular Wireless, (A) Gray FI Holding DBA Graylink, (A) Liberty Communications, (A) Metro Call Wireless, (A) Network Services, (A) Nextel South Corporation, (A) ANY QUESTIONS, SUGGESTIONS, OR CONTRACT SUPPLIER PROBLEMS WHICH MAY ARISE SHALL BE BROUGHT TO THE ATTENTION OF MARVIN WILLIAMS AT (850) 488-8366, SUNCOM 278-8366, E-MAIL: WilliamQdms.state.fl.us A. AUTHORITY - Upon affirmative action taken by the State of Florida Department of Management Services, a contract has been executed between the State of Florida and the designated contractors. B. EFFECT - This contract was entered into to provide economies in the purchase of Cellular and Paging Equipment and Services by all State of Florida agencies and institutions. Therefore, in compliance with Section 287.042, Florida Statutes, all purchases of these commodities shall be made under the terms, prices, and conditions of this contract and with the suppliers specified. C. ORDERING INSTRUCTIONS - All purchase orders shall be issued in accordance with the attached ordering instructions. Purchaser shall order at the prices indicated, exclusive of all Federal, State and local taxes. All contract purchase orders shall show the State 03- 255 Purchasing contract number, product number, quantity, description of item, with unit prices extended and purchase order totaled. (This requirement may be waived when purchase is made by a blanket purchase order.) D. CONTRACTOR PERFORMANCE - Agencies shall report any vendor failure to perform according to the requirements of this contract on Complaint to Vendor, form PUR 7017. Should the vendor fail to correct the problem within a prescribed period of time, then form PUR 7029, Request for Assistance, is to be filed with this office. E. SPECIAL AND GENERAL CONDITIONS - Special and general conditions are enclosed for your information. Any restrictions accepted from the supplier are noted on the ordering instructions. The vendor rates published in the contracts are ceiling rates, and to the extent practicable, agencies should negotiate lower rates depending on the complexity and duration of a proposed project. F. CONTRACT APPRAISAL FORM - State Contract Appraisal, form PUR 7073 should be used to provide your input and recommendations for improvements in the contract to State Purchasing for receipt no later than 90 days prior to the expiration date of this contract. Authorized Signature (date) MW/mlb Attachments 03255 1.0 Instructions to Bidders Contents 1.01 Definitions 1.02 General Instruction 1.03 Terms and Conditions 1.04 Who May Bid 1.05 Ordering Instructions 1.06 Basis for Award 1.07 Questions/Contract Specialist 1.08 Conflict of Interest 1.09 Convicted Vendors 1.10 Discriminatory Vendors 1.11 Bidder's Representation and Authorization 1.12 Performance Qualifications 1.13 Execution of Bid 1.14 Submittal of Bid 1.15 Bid Tabulation 1.16 Special Accommodation 1.17 Firm Bids 1.18 Clarifications/Revisions 1.19 Contract Formation 1.20 Notice of Award 1.21 Contract Overlap 1.22 Purchasing Card Program 1.23 Public Records 1.24 Protests 1.01 Definitions: See the general conditions for definitions of "bid," "Contract," "Contractor," "Customer," "Department," "product," "purchase order," and "State," which terms are material to these instructions. 1.02 General Instruction: The bidder shall read all of the solicitation documents and comply with all specified requirements. 1.03 Terms and Conditions: All bids are subject to the terms of the following sections of these solicitation documents, which, in case of conflict, shall have the order of precedence listed: technical specifications; instructions to bidders; and general conditions. These terms and conditions supersede the "general conditions" contained in the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), which is included in section 4.0 of these solicitation documents. The Department objects to and shall not consider any additional terms or conditions submitted by a bidder, including any appearing in documents attached as part of a bidder's response. In signing and submitting its bid, a bidder agrees that any additional terms or conditions, whether submitted intentionally or inadvertently, shall have no force or effect. Failure to comply with terms and conditions, including those specifying information that must be submitted with a bid, shall be grounds for rejecting a bid. 1.0:4 Who May Bid: Manufacturers and Certified Dealers for specified Cellular and Paging Equipment and Services and pager services are invited to respond to this solicitation. By submitting a bid, each bidder certifies that it satisfies the following criteria, in addition to any other specified in the solicitation documents. Full-service office with business hours of 8:00 A.M. E.S.T. to 5:00 P.M. E.S.T. weekdays (minimum) and with staff capable of handling inquiries and orders on -location during those business hours (including lunch hour). In fi.utherance of the One Florida Initiative, bidders are encouraged to seek the participation of woman- and minority-owned business -enterprises (WMBE). Information on the One Florida Initiative and WMBEs is available from the Office at Supplier Diversity at http://osd.dms.state.fl.us. Please identify each WMBE that will participate in the Contract and the nature of the participation. 1.05 Ordering Instructions: On the Ordering Instructions form included in section 4.0 of these solicitation documents, bidders shall identify those dealers or resellers that"will accept orders and complete deliveries and certify that they are authorized to do so. 1.06 Basis for Award: The Department intends to make awards to one or more of the responsive highest scoring bidders, for Pager Services and Cellular Services. EACH BIDDER SHALL SUBMIT WITH ITS BID BOTH A HARD COPY AND AN ELECTRONIC COPY OF THE LIST THE BIDDER USES AS THE BENCHMARK LIST AGAINST WHICH TO MEAURE OFFERED PRICE SAVINGS. This Benchmark List must be composed of list prices generally available to the citizens of the state of Florida. To be responsive, bidders must offer a minimum twenty-five percent (25%) discount to their published benchmark price list on a statewide basis. Bids will be scored as follows, with price being the controlling criterion. Price will be based upon the lowest total net discounted price for a given category. The lowest bidder will receive the maximum number of points (100), and others will be awarded points according to this formula: (N / X) * C = Z, where N = lowest price bid X = bidder's price C = total number of points (100) Z = points awarded A maximum of ten bonus points will be awarded as follows. A bidder may receive points on more than one basis, but the total shall not exceed ten points. 10 points — Bidder is a Florida -certified WMBE. (submit copy of certification from the Florida Office of Supplier Diversity (httn://osd.dms.state.fl.us/)). 4 03- 25 4 points — Bidder is incorporated in, or has its principal place of business in, Florida (submit proof from the Florida Secretary of State, Division of Corporations, or certification from company officer). 2 points — Bidder is a WMBE certified by another state of the federal government (submit copy of certification from the other state or the federal government). A bidder shall submit with its bid conclusive proof that it qualifies for bonus points. FAILURE TO INCLUDE THIS INFORMATION WITH THE BID SHALL PRECLUDE AN AWARD OF BONUS POINTS. Bidder may bid options and accessories for specified basic units only. The bidder must receive an award for the specified basic unit in order to receive an award for options and accessories. The Department reserves the right to accept or reject any individual item(s) offered as options and accessories. Bidders are solely responsible for submitting the appropriate forms with their bid. To assist bidders, a bid preparation checklist is included in section 4.0 of these solicitation documents. To avoid submitting unnecessary paper, the bidder is not required to submit the Technical Specifications, Section 2.0, with their bid. The Department reserves the right to reject pricing that is greater than pricing offered to other potential Customers (e.g., city, county, university, or federal contracts). The Department reserves the right to accept or reject any and all bids, or separable portions, and to waive any minor irregularity, technicality, or omission if the Department determines that doing so will serve the State's best interest. 1.07 Questions/Contract Specialist: Bidders shall address any question regarding this solicitation to the person who is identified on the cover sheet of this solicitation package. Do not contact Customers directly. Questions shall be in writing, shall reference the ITB number and the bid opening date, and shall be RECEIVED NO LATER THAN October 30, 2002, and shall be answered in writing on or before November 5, 2002. The Department shall post amendments to the solicitation documents on the Florida Vendor Bid System at www.myflorida.com under the posted solicitation number (click on Business and then Doing Business with the State; under Everything for Vendors and Customers, click Vendor Bid System (VBS) and then Search Advertisements. In the Agency drop-down menu, select Department of Management Services, then click Initiate Search). Each bidder is responsible for monitoring this site for new or changing information. The Department shall not be bound by any verbal information or by any written information that is not either contained within the solicitation documents or formally noticed and issued by the Department. 1.08 Conflict of Interest: This solicitation is subject to chapter 112 of the Florida Statutes. Bidders shall disclose with their bid the name of any officer, director, employee or other agent who is also an employee of the State. Bidders shall also disclose the name of any State 03-. 255 employee who owns, directly or indirectly, an interest of five percent (5%) or more in the bidder or its affiliates. 1.09 Convicted Vendors: A person or affiliate placed on the convicted vendor list following a conviction for a public entity crime is prohibited from doing any of the following for a period of 36 months from the date of being placed on the convicted vendor list: submitting a bid on a contract to provide any goods or services to a public entity; submitting a bid on a contract with a public entity for the construction or repair of a public building or public work; submitting bids on leases of real property to a public entity; being awarded or performing work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and transacting business with any public entity in excess of the Category Two threshold amount ($25,000) provided in section 287.017 of the Florida Statutes. 1.10 Discriminatory Vendors: An entity or affiliate placed on the discriminatory vendor list pursuant to section 287.134 of the Florida Statutes may not submit a bid on a contract to provide any goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub -contractor, or consultant under a contract with any public entity; and may not transact business with any public entity. 1.11 Bidder's Rearesentation and Authorization: In submitting a bid, each bidder understands, represents, and acknowledges the following (if the bidder cannot so certify to any of following, the bidder shall submit with its bid a written explanation of why it cannot do so). • The bidder is not currently under suspension or debarment by the State or any other governmental authority. • To the best of the knowledge of the person signing the bid, the bidder, its affiliates, subsidiaries, directors, officers, and employee are not currently under investigation by any governmental authority and have not in the last ten (10) years been convicted or found liable for any act prohibited by law in any jurisdiction, involving conspiracy or collusion with respect to bidding on any public contract. • To the best of the knowledge of the person signing the bid, the bidder has no delinquent obligations to the State, including a claim by the State for liquidated damages under any other contract. • The bid is made in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive bid. • The bid prices and amounts have been arrived at independently and without consultation, communication, or agreement with any other bidder or potential bidder; neither the prices nor amounts, actual or approximate, have been disclosed to any bidder or potential bidder, and they will not be disclosed before bid opening. 3 03- 255 • The bidder has fully informed the Department in writing of all convictions of the firm, its affiliates (as defined in section 287.133(1)(a) of the Florida Statutes), and all directors, officers, and employees of the firm and its affiliates for violation of state or federal antitrust laws with respect to a public contract for violation of any state or federal law involving fraud, bribery, collusion, conspiracy or material misrepresentation with respect to a public contract. This includes disclosure of the names of current employees who were convicted of contract crimes while in the employ of another company. • Neither the bidder nor any person associated with it in the capacity of owner, partner, director, officer, principal, investigator, project director, manager, auditor, or position involving the administration of federal funds: o Has within the preceding three years been convicted of or had a civil judgment rendered against them or is presently indicted for or otherwise criminally or civilly charged for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a federal, state, or local government transaction or public contract; 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; or o Has within a three-year period preceding this certification had one or more federal, state, or local government contracts terminated for cause or default. • The product offered by the bidder will conform to the specifications without exception. • The bidder has read and understands the Contract terms and conditions, and the bid is made in conformance with those terms and conditions. • If an award is made to the bidder, the bidder agrees that it intends to be legally bound to the Contract that is formed with the State. • The bidder has made a diligent inquiry of its employees and agents responsible for preparing, approving, or submitting the bid, and has been advised by each of them that he or she has not participated in any communication, consultation, discussion, agreement, collusion, act or other conduct inconsistent with any of the statements and representations made in the bid. • The bidder shall indemnify, defend, and hold harmless the Department and its employees against any cost, damage, or expense that may be incurred or be caused by any error in the bidder's preparation of its bid. • All information provided by, and representations made by, the bidder are material and important and will be relied upon by the State in awarding the Contract. Any misstatement shall be treated as fraudulent concealment from the State of the true facts relating to submission of the bid. A misrepresentation shall be punishable under law, including, but not limited to, Chapter 817 of the Florida Statutes. 7 03= 255 1.12 Performance Qualifications: The Department reserves the right to investigate or inspect at any time whether the product, qualifications, or facilities offered by bidder meet the Contract requirements. Bidder shall at all times during the Contract term remain responsive and responsible. Bidder must be prepared, if requested by the Department, to present evidence of experience, ability, and financial standing, as well as a statement as to plant, machinery, and capacity of the bidder for the production, distribution, and servicing of the product bid. If the Department determines that the conditions of the solicitation documents are not complied with, or that the product proposed to be furnished does not meet the specified requirements, or that the qualifications, financial standing, or facilities are not satisfactory, or that performance is untimely, the Department may reject the bid or terminate the Contract. Bidder may be disqualified from receiving awards if bidder, or anyone in bidder's employment, has previously failed to perform satisfactorily in connection with public bidding or contracts. This paragraph shall not mean or imply that it is obligatory upon the Department to make an investigation either before or after award of the Contract, but should the Department elect to do so, bidder is not relieved from fulfilling all Contract requirements. 1.13 Execution of Bid: Each bid shall be in the form included with these solicitation documents and manually signed by an authorized representative of the bidder. Bids shall be typed or printed in permanent ink. Any correction or alteration shall be in ink and initialed. The bidder's name shall appear on each page of the bid in the space noted. Each bid shall include the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), but the "General Conditions" of that form are superseded by the terms of and conditions of these solicitation documents. Each bid shall include a copy of the Contract form, signed by a person authorized to bind the Company. Bidders may bid fewer than all of the product categories and sub -categories outlined in the Technical Specifications and noted on the bid tables included in section 4.0 of these solicitation documents. A bidder may return only those bid tables containing categories it is bidding, but shall identify in a cover letter exactly which pages it is submitting. Bidders are solely responsible for submitting the appropriate forms with their bid. 1.14 Submittal of Bid: Submit the original bid and one copy in a sealed envelope. DO NOT INCLUDE MORE THAN ONE BID PER ENVELOPE. EACH BIDDER SHALL SUBMIT BOTH A HARD COPY AND AN ELECTRONIC COPY OF THE BID WITH ITS RESPONSE. The face of the envelope shall indicate State Purchasing's address, the bid number, and date and time of the bid opening. Bids not submitted on the forms included with these solicitation documents shall be rejected. Each bidder is responsible for ensuring that its bid is delivered at the proper time and to the proper place. The Department shall not consider late bids. BIDS MUST BE RECEIVED AT STATE PURCHASING, 4050 ESPLANADE WAY, ROOM 380G, TALLAHASSEE, FLORIDA, AT OR BEFORE 2:00 P.M. ON November 13, 2002. 1.15 Bid Tabulation: Bid Tabulation and Notice of Intended Award: Bids shall be opened on the date specified on the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), or as amended, and thereafter tabulated. Prices will not be read, pursuant to section 119.07(m) of the Florida Statutes. Based on the bid tabulation, on the date specified on the Bidder K 03.. 255 Acknowledgement form, the Department shall electronically post a notice of intended award at hqp:Hfcn.state.f1.us/owa vbs/owa/vbs www.main menu. If the notice of award is delayed, in lieu of posting the notice the Department shall post a notice of the delay and a revised date for posting the notice of intended award. Any person who is adversely affected by the decision shall file with the Department a notice of protest within 72 hours after the posting of the notice of intended award (see Instructions in Paragraph 1.24 for more information on protests). The Department shall not provide bid tabulations by telephone. 1.16 Special Accommodation: Any person requiring a special accommodation at State Purchasing because of a disability should call State Purchasing at (850) 488-8440 at least five (5) workdays prior to the bid opening. If you are hearing or speech impaired, please contact State Purchasing by using the Florida Relay Service at (800) 955-8771 (TDD). 1.17 Firm Bids: The Department may make award within sixty (60) days after the date of bid opening, during which period bids shall remain firm and shall not be withdrawn. If award is not made within sixty (60) days, a bid shall remain firm until either the Department awards the Contract or the Department receives from the bidder written notice that the bid is withdrawn. Any bid that expresses a shorter duration may, in the Department's sole discretion, be accepted or rejected. 1.18 Clarifications/Revisions: Before award, the Department reserves the right to seek clarifications, to request bid revisions, and to request any information deemed necessary for proper evaluation of bids from all bidders deemed eligible for Contract award: Failure to provide requested information may result in rejection of the bid. 1.19 Contract Formation: No contract shall be formed between bidder and the Department until the Department signs the Contract. The Department shall not be liable for any costs incurred by a bidder in preparing or producing its bid or for any work performed before the Contract is effective. 1.20 Notice of Award: The Department shall issue a notice of award, if any, to successful bidders, who shall be responsible for reproducing and distributing copies of the notice and Contract documents to all of the dealers or resellers identified in the bid as authorized to accept purchase orders and complete deliveries and to all authorized service centers. 1.21 Contract Overlap: Bidders shall identify any products covered by this solicitation that they are currently authorized to furnish under any other contract with the Department. By entering into the Contract, a Contractor authorizes the State to eliminate duplication between agreements in the manner the State deems to be in its best interest. 1.22 Purchasing Card Program: The State has implemented a purchasing card program through Bank of America, using the Visa network. Contractors will receive payment from the purchasing card in the same manner as other Visa purchases. Accordingly, bidders must presently have the ability to accept Visa or take whatever steps necessary to implement the ability before the start of the Contract term. The State reserves the right to revise this program in conjunction with implementation of an on-line procurement system. 0 03- 255 1.23 Public Records: Florida law generously defines what constitutes a public record; see, for example, section 119.07 of the Florida Statutes. If a bidder believes that its bid contains information that should not be a public record, the bidder shall clearly segregate and mark that information (for example, stamp each page "Confidential" and place it in an envelope marked "Confidential") and briefly describe in writing the grounds for claiming exemption from the public records law. The Department will not independently evaluate the bidder's claim of exemption. If the Department receives a public records request related to the bid, the Department shall notify the bidder in writing at least seven days before making the information available for review by the requester. The bidder shall be solely responsible for taking whatever action it deems appropriate to legally protect its claim of exemption from the public records law. If the bidder fails to do so, the Department shalt make the information available for review. In no event shall the Department or any of its employees or agents be liable for disclosing, or otherwise failing to protect the confidentiality of, information submitted in response to this solicitation. 1.24 Protests: Any protest concerning this solicitation shall be made in accordance with sections 120.57(3) and 287.042(2) of the Florida Statutes and chapter 28-110 of the Florida Administrative Code. It is the Department's intent to ensure that specifications are written to obtain the best value for the State and that specifications are written to ensure competitiveness, fairness, necessity and reasonableness in the solicitation process. Notice of protest of the solicitation documents shall be made within seventy-two hours after receipt of notice of the solicitation. Questions to the Contract Supervisor shall not constitute formal notice. Failure to file a protest within the time prescribed in section 120.57(3), Florida Statutes, or failure to file a bond or other security within the time allowed for filing a bond shall constitute a waiver of proceedings under Chapter 120, Florida Statutes. 10 0� 255 2.0 Technical Specifications Contents 2.01 Notes 2.02 Technical Documentation 2.03 Wireless Fraud 2.04 Accessories and Services 2.05 Testing and Evaluation 2.06 Sampling and Inspection 2.07 Preparation for Delivery 2.08 Billing 2.09 Cellular Telephone Equipment and Service 2.10 Digital Cellular Telephone Service 2.11 Standards 2.12 Technical Documentation, Cellular 2.13 General, Cellular 2.14 Portables (Basic Radio Package) for Cellular 2.15 Approved Equipment, Cellular 2.16 Custom Calling Features 2.17 Cellular Pricing 2.18 Pagers - Equipment and Service 2.19 Applicable Publications and Standards for Pagers 2.20 Pager Hardware 2.21 Approved Equipment, Pagers 2.22 Configuration, Pagers 2.23 Functional Requirements, Pagers 2.24 Paging Service 2.25 Access Method, Pagers 2.26 Number of Pages 2.27 Options and Accessories, Pagers 2.28 Required Service Areas, Pagers 2.29 Pager Pricing 2.01 Notes: Commodities procured under these specifications shall not deviate from those originally contracted for, without approval from the State Purchasing. The State of Florida desires to take advantage of the changes occurring in the ever -evolving cellular industry. Therefore Regulatory and Industry Updates which have occurred subsequent to the first posting of specification 725-330 on 3-67-97, are hereby incorporated. This applies to frequency ranges, number of channels, technical performance and number of features. These specifications shall, until revised or rescinded by the State Purchasing, apply to each future purchase and contract for the commodities described herein. 11 03- 255 Commodity procurement under these specifications shall not deviate from the same internal configuration for multiple units ordered on a single purchase order. In addition, the vendor shall inform the purchaser (with a copy of such notice to the State Purchasing) of any major functional changes. Contractors will consult with the Department concerning questions of eligibility for use of a state contract. 2.02 Technical Documentation: All products bid must meet or exceed all conditions and specifications of the Invitation to Bid (ITB). When technical documentation is required by this ITB, its purpose is to demonstrate compliance of the product and services proposed with applicable technical requirements of the ITB and to allow a technical evaluation of the product. Failure to provide the required technical documentation with the bid submittal shall make the bidder non-responsive, unless State Purchasing, in its sole discretion and in the best interest of the State, determines the acceptability of the product(s) offered through technical documentation available within State Purchasing as of the date and time of bid opening. Such authority of State Purchasing shall in no way relieve the bidder from the ultimate responsibility to submit the required technical documentation, nor shall any bidder assume that such documentation is otherwise available to State Purchasing. The State shall not be responsible for the accuracy of the technical documentation in its possession. 2.03 Wireless Fraud: The State will not be liable for any wireless fraud. Bidders must provide a detailed plan on how they plan to deal with the fraudulent use of wireless technology, including "cloning." 2.04 Accessories and Services: Accessories and Services offerings will apply only to Contractors winning an award in one or more areas. The Department reserves the right to accept or reject any individual item(s) or all items offered as an Accessory or Service. Bidders are requested to offer a fixed discount on all Accessories and Services. These fixed discounts shall reflect a minimum savings of twenty-five percent (25%) or greater from the Contractor's standard pricing. It is the intent of this contract that by greatly expanding Accessories and Services, all eligible contract users will have a much greater variety of equipment and services from which to choose. Further, Contractors may update their accessories and services offerings as new equipment and/or services become available for which the state discount will apply. The prices and/or discounts bid shall include the monthly cost for the hardware or device, delivery, programming, and setup in the system, service, and repairs and maintenance. 2.05 Testing and Evaluation: Eligible Users, prior to sign-up, shall have the option, at no cost, to obtain at least one set of each type of cellular equipment on a loan basis for the purpose of evaluating cellular services and system coverage for a period of at least sixty (60) working days. 12 03 255 2.06 Sampling and Inspection: Upon request, the Contractor shall provide to the State Technology Office a sample, free of all charges, of each contract equipment item (with service) for nondestructive testing during the term of the contract. These samples will be checked for contract compliance and may be kept up to sixty (60) days after receipt and thereafter returned at contractor's expense. Upon completion of the contract compliance check, the State shall notify the Contractor, in writing, of any noted deficiencies. This notification will state what will be required of the Contractor and/or what action will be taken by the State of Florida. Additionally, each awarded vendor must work with the State of Florida Emergency Operations Center, Emergency Support Function Staff (ESF) number 2 communications to provide cell phones and service in response to disasters. Currently, a single vendor provides over 800 phones for such service at no charge to the state. An effort is currently under way to determine how current cell phones and industry infrastructure will allow priority service to emergency responders. All bidders awarded as a result of this process must agree to work toward this goal in conformance to Federal, State and local laws and regulations. 2.07 Preparation for Delivery: Packing: Items shall be packed in containers to insure safe delivery to the destination. Marking: All containers delivered to the purchaser shall bear markings and/or a packing slip on the outside of the container showing: A. Contractor's Name B. Purchase Order Number 2.08 Billing: The Contractor will directly bill Eligible Users for all services. Detailed usage billing is a requirement of this bid. Detailed billing, as a minimum, must include: o number being billed o date o time o number called (outgoing) o call duration The detailed billing must be provided in printed and electronic format, on a monthly basis. In addition to the above, detailed monthly billing must include model numbers, serial or service order numbers, equipment charges, account number, bill number and/or invoice number, bill date, due date, bill remittance address and a summary record. The summary record will include payments applied since the previous bill, adjustments, sub -total of current charges and net amount due. The electronic file must have search feature capabilities and the file should have print capabilities. A copy of the proposed billing format which complies with the requirements of these Technical Specifications must be submitted as part of the bid package. 13 03-_* 255 2.09 Cellular Telephone Equipment and Service: Sections 2.09 through 2.17 of this specification cover Portable cellular radios (cell phones), options, accessories, and service. Cellular Radios covered by this specification are classified as shown below: Commodity Number Description 725-330-650-0100 Portable cellular phones 2.10 Digital Cellular Telephone Service: Digital cellular service must be offered in the bid as a basic service. Dual mode phones (analog and digital) must be also offered either as the basic radio, or under accessories and services, for digital subscribers. In addition, each bidder offering digital service in their bid shall also provide as part of the bid: • a current, published coverage map to indicate the counties, or portions thereof, where they have digital cellular systems operating and providing at least 90% reliability; • the digital protocol being used (e.g. TDMA, CDMA, GSM) and the designation of all applicable TIA/EIA standard(s); and • a listing of which equipment and/or services included in its bid are available with digital cellular service (e.g. text messaging, intemet access, paging). Further, any state agency or other eligible user of an awarded cellular contract who has purchased digital equipment and/or service and determines that such equipment and/or service is not satisfactory shall have the option to convert to dual mode or analog equipment and service. In the case of eligible users with existing cellular equipment, subscriptions for cellular service only shall be accepted by the Contractor at the published contract rates. The grade of cellular telephone service provided to contract users with respect to circuit quality, reliability, call completion, and time of access shall be equal to that provided to other commercial subscribers within the cellular system's published service area. Contractors must provide statewide roaming at no cost. The Contractor shall allow antennas and other accessories to be purchased at the contract price at any time, in any quantity, without purchasing cell phones. 2.11 Standards: Bidders will agree to meet or exceed all applicable industry standards as defined by the following standards bodies: American National Standards Institute - ANSI, (http://www.ansi.org/), the International Telecommunications Union - Telecommunications Committee or ITU -T (http://www.itu.int/ITU-T/), the Electronic Industry Alliance —EIA (http://www.eia.orgZ) or the Telecommunications Industry Association -TIA (http://www.tiaonline.orgJstandards/). 2.12 Technical Documentation, Cellular: When bidding alternate equipment or equipment from manufacturers not listed in section 2.15, Approved Equipment, Technical Documentation is required. Such literature shall document that standards and requirements for 14 03- 255 features (Sections 2.11 through 2.16) have been met or exceeded as applicable. This applies only to the cellular phones and does not apply to antennas, spare batteries, or accessories and services. The specification in section 2.13 establishes the acceptable values. All bidders must be prepared to submit a duplicate set of the technical documentation after posting of the contract awards. The technical documentation shall be in the form of bidder's or manufacturer's printed product literature, engineering drawings, instruction or maintenance manuals, or other published literature. In the event the information requested per the specification is not available as printed or published literature, then the bidder shall furnish a clarification letter with the bid, on the manufacturer's or bidder's letterhead, that supplies the information required to determine specification compliance. Individual specifications and requirements must be addressed; a general statement such as "complies with all requirements" is not acceptable. The clarification letter shall be signed by an engineering manager or an individual with an equivalent title (not sales or marketing). Every specification and requirement of Sections 2.09 through 2.17 must be verifiable from the technical documentation provided with the bid to enable the State to determine the compliance of product proposed with the specifications. 2.13 General, Cellular: All radios proposed shall meet or exceed all conditions and specifications below. The following minimum requirements apply to all cellular phones: A. Frequency Range: Transmit: Receive: B. Number of Channels: (transmit/receive pairs) 824.040-848.970 MHz 869.040-893.970 MHz 832, per FCC Rules; 416 in group A; 416 in group B C. Technical Performance: Per FCC rules and EIA IS -19-B D. Features (minimum): 1. 12 -button keypad (0-9, *, #) in handset. 2. 25 number memory, 16 digits (minimum) per number stored. 3. Controls and indicators as required to originate and receive calls and control main battery power on; Call in Progress (In Use), No Service, and roaming -digital service or analog only service. 4. 7 character display with memory recall of all stored digits. Display shall be LED, Fluorescent, or backlit LCD. 5. Call log listing missed calls, dialed calls, and received calls. 6. Auto redial 15 03-- 255 7. Ring silence settings for meetings 8. Volume control 9. An on/off switch 2.14 Portables (Basic Radio Package) for Cellular: A. Configuration: The portable cellular phone shall be a single hand-held unit consisting of a handset/keypad with built-in transceiver, battery, and an antenna. The portable shall be supplied with an AC battery charger and an in vehicle (cigarette lighter) battery charger. B. Battery status or level indicator shall be included in the radio. C. Battery Type: Rechargeable, Ni -Cad, NiMH, or sealed lead -acid. D. Battery Capacity: Per Section 2.04 above. E. Accessory (must be included in equipment listed on website): Spare battery with features specified in Section 3.43 and 3.4.C, hands free microphone/ear plug and other equipment as available. 2.15 Approved Equipment, Cellular: The following equipment or manufacturers are approved, including private -labeled versions of the same or similar series. Portables / Cell Phones Contractors may offer equipment from these and other manufacturers who comply with the appropriate industry (TIA) standards. • Audiovox • Ericsson • Mitsubishi • Motorola • NEC • Nokia • Oki • Sony • Samsung • Panasonic 2.16 Custom Calline Features: The contractor shall include the following custom calling features in the basic cellular phone service at no additional cost to the purchaser: • Call Forwarding • Call Waiting • Busy/No answer transfer • Three-way calling • Voice Mail w/ pager notification 16 03- 255 • automatic roaming • Caller ID (in digital service areas) • State-wide roaming Call forwarding must include the capability for the cellular phone user to forward unanswered phone calls to a phone number of the user's choice. Call waiting must notify the cellular phone user of an incoming phone call while engaged in a phone conversation, and allow the user the ability to answer the call. Voice mail must allow the cellular phone user the capability of having phone calls answered and messages recorded via. an electronic answering device. The contractor shall provide the user the ability to replay recorded messages via the user's cellular phone and landline phone. The voice mail system must have the capability of storing ten (10) messages at any one time. The use of these features shall be at the option of the purchaser. 2.17 Cellular Pricing: Each bidder will complete the Cellular Services, Pricing Worksheet (Worksheet 1). This sheet has four sections as follows: Monthly Service, Usage, Discount, and Cellular Service required features. In the first section, bidders are to record a monthly recurring charge for a single cellular number. In the second section one figure is required for a cost per minute for airtime. This figure is for statewide airtime. In the third section each bidder is to provide a percent discount applied to current and future marketed package rate plans. The final section lists cellular required features, which each bidder must indicate as available statewide. 2.18 Pagers — Equipment and Service: Technical Specifications Sections 2.19 through 2.29 apply exclusively to pager requirements. Paging services may be provided in the following ways: independent high speed one way numeric, one way alpha and numeric, alpha numeric with preset responses referred to as 1.5 way and two way short text messaging. When combined with Cellular phone service paging may be provided as data protocol and advanced voice messaging protocol. Paging Services when combined with cellular service will meet all of the standards and specifications of the cellular services cited in lieu of pager standards. Just as cellular phone service providers may offer paging service, paging providers may offer voice messaging and data streaming services such as Internet access. The bidder will detail on Worksheet 2 B how each service will be provided. Bidders are to provide a detailed explanation as to how their offerings will meet or exceed some or all of the standards listed along with offered equipment and costs. 2.19 Applicable Publications and Standards for Pagers: The following publications and standards shall be a part of this specification. In the event of inconsistencies between this specification and published standards, the requirements of this specification shall take precedence. • Electronic Industries Association Standards 17 03-- 255 o TIA/EIA-603 Land Mobile FM or PM Communications Equipment Measurement and Performance Standards o Application for copies should be addressed to: EIA Engineering Publications Office 2001 Pennsylvania Ave., NW. Washington, D.C. 20006 • Federal Communications Commission Rules and Regulations At the time of this writing, the State is aware of one standards body for commercially offered pager messaging systems. That is the Personal Communications Industry Association (PCIA) at www.pcia.com. There also exists a specification, known as the Mobitex Interface Specification or MIS, which is available from any operator of a public Mobitex network or from Ericsson directly. Mobitex is an open, non-proprietary system but the specification is copyrighted and is made available under a royalty -free license. Mobitex is described as a single integrated two-way data network with cellular design. The MIS is not in the public domain. PCIA has created the following standards; • Telocator Alphanumeric Protocol (TAP) • Telocator Network Paging Protocol (TNPP) • Telocator Data Protocol (TDP) • Wireless Communications Transfer Protocol (WCTP) • Additionally, Motorola has produced the following set of protocol standards for their messaging systems product group; o FLEX is High-speed, one-way worldwide de facto standard, numeric and alpha (4/7 bit binary, symbolic character, 25 kHz out bound channel at 6250 bps). o REFLEX (TM 25kHz) is two-way messaging and data protocol (can put 50 channels in 50 kHz), two-way short messages (4/7 bit, binary) at operating frequency: out 929-932, 940-941 MHz, In: 896-902 MHz, supports roaming capability, Outbound channel at 25 to 50 kHz, Outbound signaling speed is 1.6, 3.2, or 6 kbps, Inbound channel at 12.5 kHz in 896- 902 MHz. Inbound channel signaling speed 800, 1600, 6400 or 9600 bps. o ReFLEX (TM 50kHz) is two-way messaging and data protocol, two-way short messages (4/7 bit, binary) at operating frequency: out 930-931 MHz, In: 901-902 MHz, supports roaming capability, Outbound channel at 25 to 50 kHz, Outbound signaling speed is up to 25.6 kbps, Inbound channel at 12.5 kHz in 901-902 MHz band. Inbound channel signaling speed 9600 bps, o InFLEXion is advanced voice messaging protocol (supports 7 sub channels with 3 carrier channels), voice paging (with ack-back), operating frequency is 930-931, 940-941 MHz OUT and 896-902 MHz in., supports 18 03- 255 roaming capability, Outbound channel at 50 kHz, Outbound signaling uses digitally processed compression, Inbound channel at 12.5 kHz in 896-902 MHz band. Inbound channel signaling speed 800, 1600, 6400 or 9600 bps, o The Mobitex specification is described as; Network Architecture — Unicast, Frequencies; Up -Link = 896-902 MHZ, Downlink 935-941 MHZ, Channel Bandwidth; UP/DOWN = 12.5 kHZ, Data Rate up/Down = 8 KBPS, Middleware Providers; Mobix, Nettech, RIM, and Cingular Interactive; Modems manufactured by, Ericsson, CNI, Research in Motion, and Maxon. 2.20 Pager Hardware: Bidders are required to provide a paper copy of all versions of each device with pricing (as Worksheet 2 C) currently offered on their web site to include numeric, alpha -numeric, text messaging, 1.5 way and two way paging. As new products and services are introduced and listed on the bidder web site each will be considered as "Balance -of -line". Products and services must comply with standards noted in the section above. 2.21 Approved Equipment, Pagers: The following equipment is approved including private - labeled versions of the same series. If proposing Approved Equipment, Technical Documentation is not required. Bidders proposing alternate equipment must include Technical Documentation per section. All Motorola numeric, Alpha Numeric, 1.5 way and 2 way pagers that meet the minimum standards above. Batteries - A new battery shall be included with the initial issue of a vendor - supplied pager. Replacement of batteries will be the responsibility of the user, except that batteries required for testing, programming, and repair work shall be provided by the vendor and included with the required unit when returned to the user. 2.22 Configuration, Pagers: Numeric and Alphanumeric (text messaging) paging receivers shall operate in the 150-932 MHz frequency range and shall have the following features: • Impact and weather resistant housing. • Internal Antenna. • Both tone producing and vibrating alert devices. • Internal removable battery. • Integral liquid crystal display (LCD) Device. • Belt Clip or Belt Clip Case. 2.23 Functional Requirements, Pagers (minimums): Numeric and Alphanumeric • Reset: A manual or automatic reset control shall be provided to enable reset following reception of display message. 19 03- .255 • Liquid Crystal Display: The pager shall have a liquid crystal display providing a minimum of two lines of text with at least 20 characters per line. The display must contain a light source to illuminate the display automatically or manually. • Message Length: 20 characters (120 for Alphanumeric) minimum. • Message Format: Numerals 0 to 9 (plus all of the 26 letters of the English alphabet for Alphanumeric). • Memory: 160 characters (600 for Alphanumeric) minimum. • Stored Message Indicator:The paging receiver shall indicate a message is stored in its memory to the user by a visual means. • Low Voltage Indicator: The paging receiver shall warn (audio or visually) the user when its battery voltage falls below minimum operating level. • Type of Call: Individual and Group Call. • Clock: The pager shall contain a 24-hour time clock, which can display the time automatically or manually. • Message Time Stamp: The pager shall time stamp each message. The time stamp will indicate the time a message was received. 1.5 and 2 Way Pagers: Bidders will provide detail to describe all features and functions of this service and of these devices to include transmit, receipt and response times. • Performance Issues: Bidders are cautioned that the failure to transmit a message in a timely fashion (such as within 1-5 minutes) or the loss of a message will constitute a problem. Such problems must be resolved within reasonable time period. 2.24 Paging Service : Pager Messaging Bidders are asked to offer products and services which will deliver the following types of messaging: • Numeric: Callers shall originate the message by calling a local telephone number (or optional toll-free number) and entering a callback number, which is received and stored in the pager for later recall by the user. • Alphanumeric: Messages are originated as above, except that the contents contain both numbers and text, and are entered into the system through a computer terminal or Alphanumeric Entry Device (AED). • 1.5 Way pagers shall receive alphanumeric messages and have the ability to transmit preset responses as a reply. • 2 way messaging or interactive messaging: The ability to receive and reply to messages and emails. • Internet website access: The ability to access internet websites and read information provided. 2.25 Access Method, Pagers: Both local and Nationwide access shall be through a toll-free number. Alphanumeric access shall also be provided through a vendor's web page on the Internet, vendor supplied AED, or vendor -supplied software for users' modem -equipped 20 03�- 255 computers/servers. The purchase of such software shall be available for a one-time fee and listed as part of Worksheet 2 C. 2.26 Number of Pages: The paging services offered for the basic one-way numeric and alphanumeric messaging, under any contract resulting from this bid, shall include an unlimited number of pages/month at the bid price. 2.27 Options and Accessories, Pagers: Mandatory Options. The following options must be offered by the bidders in order to be eligible for an award. Purchase is at the customer's option. Group call feature for one-way pagers with access through: o A local number o A toll-free number o Toll-free number access feature for individual pagers (not group): o Individual toll-free number o Toll-free number plus a Personal Identification Number (PIN) o Additional Options - Bidders are requested to provide pricing on the following paging service options and accessories. o Alphanumeric Entry Device for use with alphanumeric pagers at the premises purchased or leased at the user's premises. o Voice Mailbox o Alphanumeric paging operator services o Paging software for customer owned computers or LANs such as MyMail Wireless e-mail software. o PC connectivity and desktop synchronization for two-way pagers. o Equipment accessories (lances/chains, pager cases, etc.) o Broadcast Alert Messaging (Weather and News Information) o Info on demand such as Internet based news and more 2.28 Required Service Areas, Pagers: Paging services (numeric and alphanumeric) shall be offered on three (3) levels: Nationwide, statewide and local. Bidders will indicate which areas they will provide services in by providing basic pricing in the blocks provided on Worksheet 2 A, page 2. Statewide service shall include, as a minimum, all of the cities listed below: ■ Miami/Ft. Lauderdale/Hollywood (group) ■ Tampa/St. Petersburg (group) ■ Jacksonville ■ Orlando ■ West Palm Beach ■ Lakeland/Winter Haven (group) ■ Pensacola ■ Melbourne/Titusville/Palm Bay (group) • Daytona Beach ■ Ft. Myers 21 W- 255 • Sarasota ■ Tallahassee ■ Gainesville ■ Ft. Pierce ■ Bradenton ■ Ocala ■ Ft. Walton Beach ■ Panama City ■ Key West/Marathon (group) 2.29 Pager Pricing: The prices and/or discounts bid shall include the monthly cost for the hardware or device, delivery, programming, setup in the system, service, or repairs and maintenance. Lost and/or replacement numeric and alpha numeric pagers will be provided at no cost to the user. PAN 03-' 255 3.0 General Conditions Contents 3.01 Definitions 3.02 Eligible Customers 3.03 Requests for Quotes 3.04 Posting and Revision of Authorized Product and Price List 3.05 Product Version 3.06 Quantity Discounts 3.07 Best Pricing Offer 3.08 Sales Promotions 3.09 Trade -In 3.10 Americans With Disabilities Act 3.11 Energy Star Compliant 3.12 Reserved 3.13 Purchase Orders 3.14 Packaging 3.15 Manufacturer's Name and Approved Equivalents 3.16 Inspection at Contractor's Site 3.17 Safety Standards 3.18 Literature 3.19 Transportation and Delivery 3.20 Installation 3.21 Inspection and Acceptance 3.22 Title to Deliverables 3.23 Software License Grant 3.24 Invoicing and Payment 3.25 Taxes 3.26 Customer's Default 3.27 Annual Appropriations 3.28 Surcharge Fee and Summary of Total Sales 3.29 Governmental Restrictions 3.30 Compliance with Laws 3.31 Lobbying and Integrity 3.32 Indemnification 3.33 Performance Bond 3.34 Suspension of Work 3.35 Termination for Convenience 3.36 Termination for Cause 3.37 Force Majeure, Notice of Delay, and No Damages for Delay 3.38 Equitable Adjustment 3.39 Scope Changes 3.40 Renewal 23 03- 255 3.41 Advertising 3.42 Assignment 3.43 Dispute Resolution 3.44 Employees, Subcontractors, and Agents 3.45 Security and Confidentiality 3.46 Independent Contractor Status of Contractor 3.47 Insurance Requirements 3.48 Service 3.49 Warranty 3.50 Warranty of Authority 3.51 Warranty of Ability to Perform 3.52 Year 2000 Compliance Warranty 3.53 Warranty of No Hardstop/Passive License Monitoring 3.54 Notice 3.55 Leases and Installment Purchases 3.56 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE) 3.57 Products Available from the Blind or Other Handicapped 3.58 Modification of Terms 3.59 Waiver 3.60 Execution in Counterparts 3.61 Severability 3.01 Definitions: The term "bid" means the offer extended to the Department in response to this solicitation. The forms to accompany the bid are included in section 4.0 of these solicitation documents. "Contract" means the legally enforceable agreement, if any, which results from this solicitation. The parties to the Contract will be the Department and Contractors. The Contract shall be reduced to writing substantially in the form included in section 4.0 of these solicitation documents. "Contract Specialist" means the State Purchasing employee who is primarily responsible for administration of the Contract. The Contract Specialist is identified in the Instructions to Bidders, and the Department shall conspicuously post contact information on its Internet web page associated with the Contract. The Department may appoint a different Contract Specialist, which shall not constitute an amendment to the Contract, by updating the posted contact information and sending notice to Contractor. Any communication to the Department by Contractors, by State Customer contract managers or contract administrators, or by other Customer purchasing officials, shall be addressed to the Contract Specialist. "Contractor" means a successful bidder, which, along with the Department, will enter into the Contract. The Department anticipates making a multiple award, but for sake of convenience the solicitation documents use the singular form of this term. If a Contractor is a manufacturer, its certified dealers and resellers may also furnish products under the Contract; in choosing to do so, 24 03- 255 the dealers and resellers agree to honor the Contract and the term "Contractor" shall be deemed to refer to them. Unless awarded the Contract as a direct bidder, however, dealers and resellers are not parties to the Contract, and the Contractor that certifies them shall be responsible for their actions and omissions. "Customer" means the State agencies and other eligible users that will order products directly from the Contractor under the Contract. By ordering products under the Contract, the Customer agrees to its terms. Customers are not, however, parties to the Contract. "Department" means the Florida Department of Management Services. The Department will be a party to the Contract. "State Purchasing," a division within the Department's Support Program, is responsible for administration of this solicitation and will be responsible for day-to- day administration of the Contract. State Purchasing may be reached at 4050 Esplanade Way, Suite 360, Tallahassee, FL 32399-0950, (850) 487-4634, or via links posted at htt]2://www.myflorida.com/mvflorida/business/index.html. The Department reserves the right to contract with a third -party service provider to assume responsibility for administration of the Contract. "Product" means any deliverable under the Contract, which may include commodities, services, technology or software. "Purchase order," means the form or format a Customer uses to make a purchase under the Contract (e.g., a formal written purchase order, electronic purchase order, procurement card, or other authorized means). "State" means the State of Florida and its agencies. 3.02 Eligible Customers: Section 287.056 of the Florida Statutes governs agencies' use of the Contract. Customers participating in the Contract do so according to the following terms: (1) non -State Customers assume and bear complete responsibility with regard to performance of any contractual obligation or term; (2) breach of a Contract term by any particular Customer shall not be deemed a breach of the Contract as a whole, which shall remain in full force and effect, and shall not affect the validity of the Contract nor the Contractor's obligations to non -breaching Customers or the Department; (3) the State shall not be liable for any breach by a non -State Customer; (4) each non -State Customer and the Contractor guarantee to save the State and its officers, agents, and employees harmless from liability that may be or is imposed by their failure to perform in accordance with their obligations under the Contract. 3.03 Requests for Quotes: Unlike most products, technology products historically decrease in price over time. Therefore, it is in the Customer's best interest not to set the price for any particular technology product until the date the product is purchased. For all purchases of $2,500 or greater, CUSTOMERS ARE RESPONSIBLE FOR COMPETITIVELY SETTING THE PRICE FOR EACH PARTICULAR ORDER, AND THEY SHALL DO SO BY INITIATING A REQUEST FOR QUOTES ("RFQ" ), which is an oral or written request for written pricing or service information from a Contractor for products available under the Contract from that Contractor. Customers shall create and maintain written records of oral and 25 03-� 255 written requests, as well as records of quotes received. Quotes shall be in writing but otherwise informal, and need not be received or posted publicly or at a particular time or place. A Customer shall initiate a sufficient number of requests to obtain a minimum of three quotes, should look for a Contractor willing to beat its own (or a competitor's) currently authorized Contract price, and shall place its purchase order with the Contractor quoting the lowest price, unless the Customer documents in writing that the lowest price quote would not result in best value (for example, lowest price is for refurbished or remanufactured product). 3.04 Postine and Revision of Authorized Product and Price List: Every Contractor shall maintain on the Internet a list of the products it is authorized to sell under the Contract. The list shall clearly indicate the ceiling price for each product, expressed either as a single price or as a percentage savings off the "benchmark" price. On the Ordering Instructions form submitted with the bid, bidders shall note the proposed Universal Resource Locator (URL) for this list. Posting of the list in a form easily accessible to the Department and Customers shall be a condition precedent to Contractor's right to payment under the Contract. The Department, in its sole discretion, may maintain Contractor's authorized list or provide electronic links to it. Regardless of the number of links to the list, Contractor shall ensure that Customers are able to access one, and only one, version of the authorized list. The authorized list shall include, either directly or via electronic link, the following: Contract number; contact person; part or product numbers and descriptions; ordering information; and pricing information. Contractor's initial authorized list shall be substantially identical to the "benchmark" list submitted with the bid and used in making the award, or that portion of it bid by Contractor. Contractor shall not make the list generally available or accept any orders off of it until the Department approves the list. Contractor may thereafter amend the list to reflect product line and price changes, subject to the following restrictions. • For price changes, a Contractor shall only decrease, and shall never increase, the prices offered initially (stated differently, a Contractor may increase, but never decrease, its percentage discount). Posted price reductions shall take effect immediately and be applied to unshipped and subsequent orders. CONTRACTORS ARE FREE TO OFFER GREATER DISCOUNTS FOR INDIVIDUAL TRANSACTIONS, AND CUSTOMERS ARE REQUIRED TO SEEK THEM AND TO EXPLORE WHETHER OTHER CONTRACTORS AUTHORIZED FOR THE PRODUCT CATEGORY OFFER BETTER DISCOUNTS THROUGH THE RFQ PROCESS. At least two business days before making any changes to the posted authorized list — whether to products, to prices, or otherwise — a Contractor shall notify the Contract Specialist by e-mail of its intent to make a change and describe the proposed change. The Department may, in its sole discretion, prohibit any requested change or direct a Contractor to undo any change already made. In addition, the Department may direct rescission of any purchase order entered into on the basis of an unauthorized product and price list. • Changes to the authorized list or to related information (for example, ordering information) shall not be deemed Contract amendments. 26 03- -255 • On a quarterly basis, or more frequently if directed in writing by the Contract Specialist, Contractor shall submit written certification of changes made to its authorized list. The certification shall be substantially in the form included in Section 4 of the solicitation documents, "Certification of Changes to Authorized Product and Price List." Failure to submit the form in a timely manner shall constitute grounds for terminating the Contract. Falsification of any information on the form shall subject Contractor to civil liability and criminal prosecution. • The Department reserves the right to revise these restrictions in conjunction with implementation of an on-line procurement system. 3.05 Product Version: Purchase orders shall be deemed to reference a manufacturer's most recently released model or version of the product at the time of the order, unless the Customer specifically requests in writing an earlier model or version and the Contractor is willing to provide such model or version. 3.06 Ouantity Discounts: Contractors are urged to offer additional discounts for one time delivery of large single orders of any assortment of items. Customers should seek to negotiate additional price concessions on quantity purchases of any products offered under the Contract. State Customers shall document their files accordingly. 3.07 Best Pricing Offer: During the Contract term, if the Contractor sells substantially the same or a smaller quantity of a product outside the Contract, but upon the same or similar terms of the Contract, at a lower price, then at the discretion of the Department the price under the Contract shall be immediately reduced to the lower price. 3.08 Sales Promotions: In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, a Contractor may conduct sales promotions involving price reductions for a specified lesser period or for a specific Customer group (e.g., K-12, Higher Education, State Customers, etc.). A Contractor shall submit to the Contract Specialist documentation identifying the proposed (1) starting and ending dates of the promotion or (2) specific Customers to which the promotion is addressed and (3) products involved and (4) promotional prices compared to then -authorized prices. Promotional prices shall be available to all Customers. Upon approval, the Contractor shall conspicuously post notice of the promotion with its authorized product list. 3.09 Trade -In: Customers may trade-in equipment when making purchases from the Contract. A trade-in shall be negotiated between the Customer and the Contractor. Customers are obligated to actively seek current fair market value when trading equipment, and to keep accurate records of the process. For State agencies, it may be necessary to provide documentation to the Office of the State Comptroller and to the agency property custodian. 3.10 Americans With Disabilities Act: Contractors should identify any products that may be used or adapted for use by visually, hearing, or other physically impaired individuals. 27 03- 255 3.11 Energy Star Compliant: The Federal Environmental Protection Agency encourages the manufacture of energy efficient computer hardware, and the State supports this initiative. The Department prefers that all products offered under the Contract be Energy Star compliant and bear the EPA Energy Star Logo. Customers should seek to reduce the total cost of equipment ownership and operation, and they should consider the purchase of Energy Star compliant equipment if it meets their performance needs. 3.12 Reserved 3.13 Purchase Orders:. A Contractor shall not deliver or furnish products until a Customer transmits a purchase order. All purchase orders shall bear the Contract number, shall be placed by the Customer directly with the Contractor, and shall be deemed to incorporate by reference the Contract terms and conditions. Any discrepancy between the Contract terms and the terms stated on the Contractor's order form, confirmation, or acknowledgement shall be resolved in favor of terms most favorable to the Customer. A purchase order for services within the ambit of section 287.058(1) of the Florida Statutes shall be deemed to incorporate by reference the requirements of subparagraphs (a) through (f) thereof. Even where not otherwise required, CUSTOMERS ARE ENCOURAGED TO INCLUDE PROVISIONS -THAT PROMOTE GOOD CONTRACT MANAGEMENT PRACTICES AND ENABLE THE CUSTOMER AND CONTRACTOR TO MONITOR AND ADJUST PERFORMANCE, for example, provisions clearly defining the scope of the work, provisions dividing the order into objectively measured deliverables, provisions setting forth schedules for completion and (where appropriate) liquidated damages for untimely completion, etc. State Customers shall designate a contract manager and a contract administrator as required by subsections 287.057(14) and (15) of the Florida Statutes. The Department reserves the right to revise this section in conjunction with implementation of an on-line procurement system. 3.14 Packaging: Tangible product shall be securely and properly packed for shipment, storage, and stocking in appropriate, clearly labeled, shipping containers and according to accepted commercial practice, without extra charge for packing materials, cases, or other types of containers. All containers and packaging shall become and remain Customer's property. 3.15 Manufacturer's Name and Approved Equivalents: Unless otherwise specified, any manufacturers.' names, trade names, brand names, information and/or catalog numbers listed in a specification are descriptive, not restrictive. With the Department's prior approval, the Contractor may offer any product that meets or exceeds the applicable specifications. The Contractor shall demonstrate comparability, including appropriate catalog materials, literature, specifications, test data, etc. The Department shall determine in its sole discretion whether a product is acceptable as an equivalent. 3.16 Inspection at Contractor's Site: The State reserves the right to inspect, at any reasonable time with prior notice, the equipment or product or plant or other facilities of a Contractor or prospective Contractor (bidder) to assess conformity with Contract requirements and to determine whether they are adequate and suitable for proper and effective Contract performance. 28 03- 255 3.17 Safety Standards: All manufactured items and fabricated assemblies subject to operation under pressure, operation by connection to an electric source, or operation involving connection to a manufactured, natural, or LP gas source shall be constructed and approved in a manner acceptable to the appropriate State inspector. Acceptability customarily requires, at a minimum, identification marking of the appropriate safety standard organization, where such approvals of listings have been established for the type of device offered and furnished, for example: the American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories and/or National Electrical Manufacturers' Association for electrically operated assemblies; and the American Gas Association for gas -operated assemblies. In addition, all items furnished shall meet all applicable requirements of the Occupational Safety and Health Act and state and federal requirements relating to clean air and water pollution. 3.18 Literature: Upon request, the Contractor shall furnish Customers literature reasonably related to the product offered, for example, user manuals, price schedules, catalogs, descriptive brochures, etc. 3.19 Transportation and Delivery: Prices shall include all charges for packing, handling, freight, distribution, and inside delivery. Transportation of goods shall be FOB Destination to any point within thirty (30) days after the Customer places an Order. A Contractor, within five (5) days after receiving a purchase order, shall notify the Customer of any potential delivery delays. Evidence of inability to deliver or intentional delays shall be cause for Contract cancellation and Contractor suspension. 3.20 Installation: Where installation is required, Contractor shall be responsible for placing and installing the product in the required locations at no additional charge, unless otherwise designated on the purchase order. Contractor's authorized product and price list shall clearly and separately identify any additional installation charges. All materials used in the installation shall be of good quality and shall be free of defects that would diminish the appearance of the product or render it structurally or operationally unsound. Installation includes the furnishing of any equipment, rigging, and materials required to install or replace the product in the proper location. Contractor shall protect the site from damage and shall repair damages or injury caused during installation by Contractor or its employees or agents. If any alteration, dismantling, excavation, etc., is required to achieve installation, the Contractor shall promptly restore the structure or site to its original condition. Contractor shall perform installation work so as to cause the least inconvenience and interference with Customers and with proper consideration of others on site. Upon completion of the installation, the location and surrounding area of work shall be left clean and in a neat and unobstructed condition, with everything in satisfactory repair and order. 3.21 Inspection and Acceptance: Inspection and acceptance shall be at destination unless otherwise provided. For Contractor -installed products, the date of acceptance is the date the Customer accepts the product as installed and in good working order, as determined by any appropriate acceptance testing, and the Customer shall certify in writing to the Contractor when the product is accepted (if training or other post -installation services are included in the purchase order, the acceptance shall be conditional). For Customer -installed products, the date of acceptance shall be the delivery date. Until acceptance, risk of loss or damage shall remain with the Contractor. The Contractor shall be responsible for filing, processing, and collecting all 29 03- 255 damage claims. To assist the Contractor with damage claims, the Customer shall: record any evidence of visible damage on all copies of the delivering carrier's Bill of Lading; report damage to the carrier and the Contractor; and provide the Contractor with a copy of the carrier's Bill of Lading and damage inspection report. When a Customer rejects a product, Contractor shall remove it from the premises within ten days after notification of rejection. Upon rejection notification, the risk of loss of rejected or non -conforming product shall remain with the Contractor. Rejected product not removed by the Contractor within ten days shall be deemed abandoned by the Contractor, and the Customer shall have the right to dispose of it as its own property. Contractor shall reimburse the Customer for costs and expenses incurred in storing or effecting removal or disposition of rejected product. 3.22 Title to Deliverables: For purposes of this section, a "product" is any deliverable furnished under the Contract, including but not limited to (1) components of the hardware environment, (2) printed materials, .(3) third -party software, (4) programs and programming modifications, customizations, tools, data, modules, and components, and (5) any tangible or intangible properties embedded therein. A product is "existing" if it is a tangible or intangible licensed product that exists before Contract work begins (the Contractor shall bear the burden of proving that a product existed before work began). A product is "custom" if it is any product, preliminary or final, that is created under the Contract for the Customer by the Contractor or its employees, subcontractors, or agents. For existing hardware products, title to a hardware product shall pass to Customer upon written acceptance. For existing software products, that are normally commercially distributed on a license basis by the Contractor or other independent software proprietary owner (ISPO), whether or not embedded in, delivered, or operating in conjunction with hardware or a custom product, title shall remain with the Contractor or ISPO. Effective upon acceptance, such product shall be licensed to the Customer in accordance with the Contractor or ISPO's standard licensed agreement, provided, however, that the license agreement shall, at a minimum, (1) grant the Customer a non-exclusive license to use, execute, reproduce, display, perform, adapt (unless the Contractor demonstrates to the Customer before execution of a purchase order that adaptation will violate existing agreements or law) and distribute the product to authorized users up to the license capacity identified in the purchase order with all license rights necessary to effect the Customer's stated purpose, and (2) recognize the State as the licensee, where the Customer is part of the State. Where these rights are not otherwise covered by the ISPO's standard license agreement, the Contractor shall obtain these rights at its sole expense. The Customer shall reproduce all copyright notices and any other legend of ownership on any copies authorized under this paragraph. For custom products, effective upon creation the Contractor hereby conveys to the Customer the sole and exclusive rights, title and interest in the product, including all trademark and copyrights, and the Contractor shall take all necessary and appropriate steps to ensure that the products are protected against unauthorized copying, reproduction, or marketing through the Contractor or its employees, subcontractors, or agents; provided, that the Contractor may otherwise use any related or underlying general knowledge, skills, ideas, concepts, techniques and experience developed under the Contract. In the alternative to taking exclusive ownership and title to such products, the Customer may elect, by providing written notice to the Contractor, M to take a non-exclusive license to use, execute, reproduce, display, perform, and distribute the product as described in the preceding paragraph. 3.23 Software License Grant: Where product is acquired on a licensed basis, the following terms shall constitute the license grant. Scope: Licensee is granted a non-exclusive license to use, execute, reproduce, display, perform, or merge the product within its business enterprise in the United States up to the maximum licensed capacity identified on the purchase order. The product may be accessed, used, executed, reproduced, displayed, or performed up to the capacity measured by the applicable licensing unit identified on the purchase order (i.e., payroll size, number of employees, CPU, MIPS, MSU, concurrent user, workstation, etc.). Licensee shall have the right to use and distribute modifications and customizations of the product to and for use by any Customers otherwise licensed to use* the product, provided that any modifications, however extensive, shall not diminish licensor's proprietary title or interest. This paragraph grants no license, right, or interest in any trademark, trade name, or service mark. Term: The license term shall begin the date the product is accepted. Where a license involves licensee's right to copy a previously licensed and accepted master copy, the term shall begin the date the purchase order is executed. Documentation: Upon request, the Contractor shall deliver to the licensee at the Contractor's expense (1) one master electronic copy and one hard' copy of product documentation or (2) one master electronic copy and hard copies of the product documentation by type of license in the following amounts, unless otherwise agreed: for individual/named user, one copy per licensee; for concurrent users, ten copies per site; for processing capacity, ten copies per site. The master electronic copy shall be in either CD-ROM or diskette format and usable without conversion (for example, if a unit has only a 3'/z" disk drive, software shall be provided on 3'/z" diskettes). The Contractor hereby grants the Customer a perpetual license right to make, reproduce (including downloading electronic copies), and distribute, either electronically or otherwise, copies of product documentation as necessary to enjoy full use of the product in accordance with the terms of the license. Technical Support and Maintenance: Licensee may elect the technical support and maintenance ("maintenance") set forth in the Contract by giving written notice to the Contractor any time during the Contract term. Maintenance shall include, at a minimum, (1) providing error corrections, patches, updates, revisions, fixes, upgrades, and new releases to licensee, and (2) Help Desk assistance accessible via toll-free or local telephone call or on-line. The Contractor shall maintain the products so as to provide licensee with the ability to use the products in accordance with the product documentation, without significant functional downtime to ongoing operations during the maintenance term. The Customer shall not be required to purchase maintenance for use of the product, and the Customer's license shall not be invalidated for refusal to purchase maintenance. The maintenance term(s) and any renewals are independent of the Contract term. The Customer may discontinue maintenance at the end of any current maintenance term upon notice to the Contractor; provided, the term shall not automatically renew. If the Customer does not initially acquire, or discontinues, maintenance, the Customer 31 03- 255 may at any later time reinstate maintenance without any penalties or other charges, by paying the Contractor the amount, if any, that would have been due under the Contract for the period that maintenance had lapsed, or for twelve months, whichever is less. Transfers: Licensee's operations may be altered, expanded, or diminished. Licenses may be transferred or combined for use at an alternative or consolidated site not originally specified in the license, including transfers between agencies. Contractor approval is not required for such transfers, but licensee shall give prior written notice to the Contractor. There shall be no additional license or other transfer fees due, provided that (1) the maximum capacity of the consolidated machine is equal to the combined individual license capacity of all licenses running at the consolidated or transferred site (e.g., named users, seats, or MIPS) or (2) if the maximum capacity of the consolidated machine is greater than the individual license capacity being transferred, a logical or physical partition or other means of restricting access will be maintained within the computer system to restrict use and access to the product to that unit of licensed capacity solely dedicated to beneficial use for licensee. If the maximum capacity of the consolidated machine is greater than the combined individual license capacity of all licenses running at the consolidated or transferred site, and a logical or physical partition or other means of restricting use is not available, the fees due the Contractor shall not exceed the fees otherwise payable for a single license for the upgrade capacity. Restricted Use by Third Parties: Outsourcers, facilities management, service bureaus, or other services retained by licensee shall have the right to use the product to maintain licensee's operations, including data processing, provided that (1) licensee gives notice to the Contractor of such third party, site of intended use of the product, and means of access, (2) the third party has executed, or agrees to execute, the product manufacturer's standard nondisclosure or restricted use agreement, which agreement shall be accepted by the Contractor, and (3) the third party shall maintain a logical or physical partition within its computer system to restrict access to the program to that portion solely dedicated to beneficial use for licensee. Licensee shall not be liable for any third party's compliance or noncompliance with the terms of the nondisclosure agreement, nor shall the nondisclosure agreement create or impose any liabilities on the State or the licensee. Any third party with whom a licensee has a relationship for a State function or business activity shall have the temporary right to use product (e.g., Java applets), provided that such use shall be limited to the period during which the third party is using the product for the function or activity. Archival Backup: Licensee may use and copy the product and related documentation in connection with reproducing a reasonable number of copies for archival backup and disaster recovery procedures. Source Code Escrow: If either the product manufacturer/developer or the Contractor offers source code or source code escrow to any other commercial customer, or if either entity seeks bankruptcy protection, then the Contractor shall either (1) provide licensee with source code for the product, (2) place the source code in a third -party escrow arrangement with a designated escrow agent, which shall be identified to the Department, and which shall be directed to release the deposited source code in accordance with a standard escrow agreement acceptable to the Department, or (3) certify to the Department that the product 32 manufacturer/developer has named the State, acting by and through the Department, and the licensee, as named beneficiaries of an established escrow arrangement with its designated escrow agent, which shall be identified to the Department and licensee, and which shall be directed to release the deposited source code in accordance with the terms of escrow. Source code, as well as any corrections or enhancements, shall be updated for each new release of the product in the same manner as provided above and such updated shall be certified in writing to the Department. The Contractor shall identify the escrow agent upon commencement of the Contract term and shall certify annually that the escrow remains in effect in compliance with the terms of this paragraph. The State may release the source code to licensees under the Contract which have licensed product or obtained services, and which may use the copy of the source code to maintain the product. Confidentiality: The product is a trade secret, copyrighted and propriety product. Licensee and its employees shall not disclose or otherwise distribute or reproduce any product to anyone other than as authorized under the Contract. Licensee shall not remove or destroy any of the Contractor's proprietary markings. Restricted Use: Except as expressly authorized by the terms of license, licensee shall not: copy the product; cause or permit reverse compilation or reverse assembly of the product or any portion; or export the product in violation of any U.S. Department of Commerce export administration regulations. Proof of License: The Contractor shall provide to each licensee that places a purchase order either (1) the product developer's certified license confirmation certificates in the name of the licensee or (2) a written confirmation from the proprietary owner accepting the product invoice as a proof of license. The Contractor shall submit a sample certificate, or alternative confirmation, which shall be in a form acceptable to the licensee. Audit of Licensed Usage: The Contractor may periodically audit, no more than annually and at its expense, use of licensed product at any site where a copy resides provided that (1) the Contractor gives licensee at least thirty days written advance notice, (2) the audit is conducted during the licensee's normal business hours, (3) the audit is conducted by a State Inspector General's office or, for non -State licensees, by an independent auditor chosen by mutual agreement of the licensee and Contractor as follows: the Contractor shall recommend a minimum of three auditinglaccounting firms, from which the licensee shall select one; in no case shall the Business Software Alliance, Software Publishers Association, or Federation Against Software Theft be recommended by the Contractor or used, directly or indirectly, to conduct audits, (4) the Contractor and licensee shall designate a representative who shall be entitled to participate, who shall mutually agree on audit format, and who shall be entitled to copies of all reports, data, or information obtained from the audit, and (5) if the audit shows that the licensee was not in compliance, the. licensee shall purchase additional licenses or capacities necessary to bring it into compliance and shall pay for the unlicensed capacity at the Contract price then in effect or, if none, then at the Contractor's U.S. commercial list price. Once such additional licenses and capacities are purchased, licensee shall be deemed to have been in compliance retroactively, and licensee shall have no further liability of any kind for the unauthorized use of the product. 33 03 255 Bankruptcy: The Contract is subject to the terms of section 365(n) of the United States Bankruptcy Code ("Code") if the licensor files a bankruptcy petition. Licensor's failure to perform its continuing obligations shall constitute a material breach of the Contract excusing performance by the licensee. Royalty payments for use of intellectual property shall be separate from and independent of payments for performance of all other obligations under the Contract (e.g., continuing development obligations, maintenance and support obligations, obligations to provide updates, indemnity obligations, etc.). Upon request, the licensor shall furnish licensee any intellectual property, as defined in the Code, and any embodiment of that intellectual property held by the licensor. If licensee must hire third parties to perform support, maintenance, or development tasks previously performed by licensor, the licensee may provide intellectual property to such third parties without violating non -disclosure or exclusivity provisions. 3.24 Invoicing and Payment: Invoices shall contain the Contract number, purchase order number, and the Contractor's SPURS vendor number. The State may require any other information from the Contractor that the State deems necessary to verify any purchase order placed under the Contract. At the Department's option, Contractors may be required to invoice electronically pursuant to Department guidelines. Payment shall be made in accordance with sections 215.422 and 287.0585 of the Florida Statutes, which govern time limits for payment of invoices. Time limits do not begin until the Contractor submits a properly completed invoice. Invoices that must be returned to a Contractor due to preparation errors will result in a delay in payment. Contractors may call (850) 413-7269 Monday through Friday to inquire about the status of payments by State agencies. The Customer is responsible for all payments under the Contract. A Customer's failure to pay, or delay in payment, shall not constitute a breach of the Contract and shall not relieve the Contractor of its obligations to the Department or to other Customers. 3.25 Taxes: The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees' wages. Purchases by non -State Customers may be subject to taxes, which shall be computed based on the purchase price and added to the invoice submitted to such entity for payment. 3.26 Customer's Default: A Customer's breach of the terms of a particular order shall not be deemed a breach of the Contract. If a Customer fails to make a payment to the Contractor for products delivered or provided, accepted, and properly invoiced, within sixty days after approval for payment, then the Contractor may, upon ten days advance written notice to both the Department and Customer's purchasing official, suspend additional shipments of product or provision of services to that specific Customer until such time as reasonable arrangements have been made and assurances given by the Customer for current and future Contract payments. Notwithstanding the foregoing, the Contractor shall, in writing and at least ten days before declaring a Customer in breach of the terms of a particular order, notify both the Department and Customer's purchasing official of the specific facts, circumstances and grounds upon which the Contractor intends to declare a breach. If the Contractor's basis for declaring a breach is determined, then or later, to be insufficient, then the Contractor's declaration of breach and failure to service the Customer shall constitute a breach of the Contract by the Contractor and the Department or Customer may thereafter seek any remedy available at law or equity. 34 03 25 3.27 Annual Appropriations: The State's performance and obligation to pay under the Contract are contingent upon an annual appropriation by the Legislature. 3.28 Surcharize Fee and Summary of Total Sales: Pursuant to section 287.1345 of the Florida Statutes, a surcharge fee of one percent (1.0%) is imposed on Contractor's sales under the Contract. The fee shall be paid by the Contractor and must be included in prices bid and cannot be added as a separate item. After receipt of payment from the Contract purchases, all Contractor surcharge fees shall be payable to the Department no later than 15 days after the end of each quarter. The Contractor shall note "surcharge fee" and the contract number on a check and remit it to: Florida Department of Management Services P.O. Box 5.438 Tallahassee, FL 32314-5438 At the end of each calendar quarter, the Contractor shall complete and submit to State Purchasing the Vendor User Fee Report form (PUR 7073C) included in section 4.0 of these solicitation documents. By submission of these reports and corresponding Contractor surcharge deposits, Contractor is certifying their correctness. All such reports and fee deposits shall be subject to audit by the State. Contractors shall be responsible for reporting sales and paying user fees resulting from sales made by authorized resellers. The Department reserves the right to revise collection and reporting requirements in conjunction with implementation of an on-line procurement system. Failure to comply with these requirements shall constitute grounds for declaring the Contractor in default and recovering reprocurement costs from the Contractor in addition to all outstanding surcharge fees. CONTRACTORS DELINQUENT IN PAYING USER FEES MAY BE EXCLUDED FROM BIDDING ON DEPARTMENT CONTRACTS. 3.29 Governmental Restrictions: If the Contractor believes that any governmental restrictions have been imposed that require alteration of the material, quality, workmanship or performance of the products offered under the Contract, the Contractor shall immediately notify the Department in writing, indicating the specific restriction. The Department reserves the right and the complete discretion to accept any such alteration or to cancel the Contract at no further expense to the Department. - 3.30 Compliance with Laws: The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, State, and local agencies having jurisdiction and authority. By way of non -exhaustive example, Chapter 287 of the Florida Statutes and Chapter 60A-1 of the Florida Administrative Code govern the Contract. By way of further non -exhaustive example, the Contractor shall comply with section 247A(e) of the Immigration and Nationalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Violation of such laws shall be grounds for Contract termination. 35 03- 255 3.31 Lobbying and Integrity: Pursuant to section 216.347 of the Florida Statutes, the Contractor may not expend any State funds for the purpose of lobbying the Legislature, the judicial branch, or a state agency. In addition, the Contractor shall not, in connection with this or any other agreement with the State, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give to anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee. For purposes of clause (2), "gratuity" means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. Upon request of the Department's Inspector General, or other authorized State official, the Contractor shall provide any type of information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but shall not be limited to, the Contractor's business or Financiai records, documents, or files of any type or form that refer to or relate to the Contract. The Contractor shall retain such records for the longer of (1) three years after the expiration of the Contract or (2) the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://diis.dos.state.fl.us/bamVgenschedules/jzensched.htm). The Contractor agrees to reimburse the State for the reasonable costs of investigation incurred by the Inspector General or other authorized State official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State which results in the suspension or debarment of the Contractor. Such costs shall include, but shall not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for any costs of investigations that do not result in the Contractor's suspension or debarment. 3.32 Indemnification: The Contractor shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless the State and Customers, and their officers, agents, and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Contractor, its agents, employees, partners, or subcontractors; provided, however, that the Contractor shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of the State or a Customer. Further, the Contractor shall fully indemnify, defend, and hold harmless the State and Customers from any suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret or intellectual property right, provided that the State or Customer shall give the Contractor (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. The Contractor shall not be liable for any cost, expense, or compromise incurred or made by the State or Customer in an infringement action without the Contractor's prior written consent, which shall not be unreasonably withheld. If any product is the subject of an infringement suit, or in the Contractor's opinion is likely to become the subject of such a suit, the Contractor may at its sole expense procure for the Customer the right to continue using the 36 03- 255 product or to modify it to become non -infringing. If the Contractor is not reasonably able to modify or otherwise secure the Customer the right to continue using the product, the Contractor shall remove the product and refund the Customer the amounts paid in excess of a reasonable rental for past use. The Customer shall not be liable for any royalties. Except as specified in the foregoing portions of this section, for all other claims against the Contractor under any individual purchase order, and regardless of the basis on which the claim is made, the Contractor's liability under a purchase order for direct damages shall be the greater of $100,000, the dollar amount of the purchase order, or two times the charges rendered by the Contractor under the purchase order. Unless otherwise specifically enumerated in the Contract or in the purchase order, no party shall be liable to another for special, indirect, or consequential damages, including lost data or records (unless the purchase order requires the Contractor to back-up data or records), even if the party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. The State and Customer may, in addition to other remedies available to them at law or equity and upon notice to the Contractor, retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against them. The State may set off any liability or other obligation of the Contractor or its affiliates to the State against any payments due the Contractor under any contract with the State. 3.33 Performance Bond: Customers may require the Contractor to furnish without additional cost a performance bond or negotiable irrevocable letter of credit or other form of security for the faithful performance of work under the Contract. Such requirement shall be set forth in the purchase order. 3.34 Suspension of Work: The Department may in its sole discretion suspend any or all activities under the Contract, at any time, when in the best interests of the State to do so. The Department shall provide the Contractor written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, the Contractor shall comply with the notice and shall not accept any purchase orders. Within ninety days, or any longer period agreed to by the Contractor, the Department shall either (1) issue a notice authorizing resumption of work, at which time activity shall resume, or (2) terminate the Contract. Suspension of work shall not entitle the Contractor to any additional compensation. 3.35 Termination for Convenience: The Department, by written notice to the Contractor, may terminate the Contract in whole or in part when the Department determines in its sole discretion that it is in the State's interest to do so. The Contractor shall not fumish any goods or perform any services after it receives the notice of termination, except as necessary to complete the continued portion of the Contract, if any. The Contractor shall not be entitled to recover any cancellation charges or lost profits. 3.36 Termination for Cause: The Department may terminate the Contract if the Contractor fails to (1) deliver the supplies or perform the services within the time specified in the Contract or any extension, (2) maintain adequate progress, thus endangering performance of the Contract, (3) honor any term of the Contract, or (4) abide by any statutory, regulatory, or licensing requirement. Rule 60A-1.006(3), Florida Administrative Code, governs the procedure and 37 03-- 255 consequences of default. The Contractor shall continue work on any work not terminated. Except for defaults of subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from events completely beyond the control, and without the fault or negligence, of the Contractor. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both the Contractor and the subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to perform, unless the subcontracted services or supplies were obtainable from other sources in sufficient time for the Contractor to meet the required delivery schedule. If, after termination, it is determined that the Contractor was not in default, or that the default was excusable, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Department. The rights and remedies of the Department in this clause are in addition to any other rights and remedies provided by law or under the Contract. 3.37 Force Majeure, Notice of Delay, and No Damages for Delay: The Contractor shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Contractor's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay the Contractor believes is excusable, the Contractor shall notify the Customer in writing of the delay or potential delay and describe the cause of the delay either (1) within ten (10) days after the cause that creates or will create the delay first arose, if the Contractor could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five (5) days after the date the Contractor first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE CONTRACTOR'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against the Customer or the Department. The Contractor shall not be entitled to an increase in the Contract price or payment of any kind from the Customer or Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall perform at no increased cost, unless the Department determines, in its sole discretion, that the delay will significantly impair the value of the Contract to the State or to Customers, in which case the Department may (1) accept allocated performance or deliveries from the Contractor, provided that the Contractor grants preferential treatment to Customers with respect to products subjected to allocation, and/or (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the products that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract in whole or in part. 3.38 Equitable Adjustment: The Department may, in its sole discretion, make an equitable adjustment in the Contract terms and/or pricing if pricing or availability of supply is affected by 38 03— extreme and unforeseen volatility in the marketplace, that is, by circumstances that satisfy all the following criteria: (1) the volatility is due to causes wholly beyond the Contractor's control, (2) the volatility affects the marketplace or industry, not just the particular Contract source of supply, (3) the effect on pricing or availability of supply is substantial, and (4) the volatility so affects the Contractor that continued performance of the Contract would result in a substantial loss. 3.39 Scope Changes: The Department may unilaterally require, by written order, changes altering, adding to, or deducting from the Contract specifications, provided that such changes are within the general scope of the Contract. The Department may make an equitable adjustment in the Contract price or delivery date if the change affects the cost or time of performance. Such equitable adjustments require the written consent of the Contractor, which shall not be unreasonably withheld. If unusual quantity requirements arise, the Department may solicit separate bids to satisfy them. 3.40 Renewal: Subject to Chapter 287 of the Florida Statutes, and upon mutual agreement, the Department and the Contractor may renew the Contract, in whole or in part. Any renewal shall be in writing and signed by both parties. 3.41 Advertising: The Contractor shall not publicly disseminate any information concerning the Contract without prior written approval from the Department, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the Department or the State as a reference, or otherwise linking the Contractor's name and either a description of the Contract or the name of the State, the Department, or any Customer in any material published, either in print or electronically, to any entity that is not a party to Contract, except potential or actual authorized distributors, dealers, resellers, or service representative. 3.42 Assignment: The Contractor shall not sell, assign or transfer any of its rights, duties or obligations under the Contract, or under any purchase order issued pursuant to the Contract, without the prior written consent of the Department; provided, the Contractor assigns to the State any and all claims it has with respect to the Contract under the antitrust laws of the United States and the State. The Department may assign the Contract with prior written notice to Contractor of its intent to do so. 3.43 Dispute Resolution: Any dispute concerning performance of the Contract shall be decided by the Contract Specialist, who shall reduce the decision to writing and serve a copy on the Contractor and, if appropriate, the Customer. The decision of Contract Specialist shall be final and conclusive unless within ten (10) days from the date of receipt, the Contractor files with the Department a petition for administrative hearing. The Department's decision on the petition shall be final, subject to the Contractor's right to review pursuant to Chapter 120 of the Florida Statutes. Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply, the Contractor waives any right to jury trial that it may have, and the prevailing party shall be awarded reasonable costs incurred, including attorneys' fees and costs on appeal. 39 p3-;- 255 3.44 Employees. Subcontractors. and Agents: All Contractor employees, subcontractors, or agents performing work under the Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Contractor shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under the Contract must comply with all security and administrative requirements of the Customer. The State may conduct, and the Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with a Customer's security or other requirements. Such approval shall not relieve the Contractor of its obligation to perform all work in compliance with the Contract. The State may reject and bar from any facility for cause any of the Contractor's employees, subcontractors, or agents. 3.45 Security and Confidentiality: The Contractor shall comply fully with all security procedures of the State and Customer in performance of the Contract. The Contractor shall not divulge to third parties any confidential information obtained by the Contractor or its agents, distributors, resellers, subcontractors, officers or employees in the course of performing Contract work, including, but not limited to, security procedures, business operations information, or commercial proprietary information in the possession of the State or Customer. The Contractor shall not be required to keep confidential information or material that is publicly available through no fault of the Contractor, material that the Contractor developed independently without relying on the State's or Customer's confidential information, or material . that is otherwise obtainable under State law as a public record. To insure confidentiality, the Contractor shall take appropriate steps as to its personnel, agents, and subcontractors. The warranties of this paragraph shall survive the Contract. 3.46 Independent Contractor Status of Contractor: The Contractor, together with its agents, distributors, resellers, subcontractors, officers and employees, shall have and always retain under the Contract the legal status of an independent contractor, and in no manner shall they be deemed employees of the State or Customer or deemed to be entitled to any benefits associated with such employment. During the term of the Contract, Contractor shall maintain at its sole expense those benefits to which its employees would otherwise be entitled to by law, including health benefits, and all necessary insurance for its employees, including workers' compensation, disability, and unemployment insurance, and provide Customers with certification of such insurance upon request. The Contractor remains responsible for all applicable federal, state, and local taxes, and all FICA contributions. 3.47 Insurance Requirements: During the Contract term, the Contractor at its sole expense shall provide commercial insurance of such a type and with such terns and limits as may be reasonably associated with the Contract, which, as a minimum, shall be: workers' compensation and employer's liability insurance per Florida statutory limits (currently $100,000 per accident, $100,000 per person, and $500,000 policy aggregate) covering all employees engaged in any Contract work; commercial general liability coverage on an occurrence basis in the minimum amount of $500,000 (defense cost shall be in excess of the limit of liability), naming the State as an additional insured; and automobile liability insurance covering all vehicles, owned or otherwise, 40 used in the Contract work, with minimum combined limits of $500,000, including hired and non - owned liability, and $5,000 medical payment. Providing and maintaining adequate insurance coverage is a material obligation of the Contractor and is of the essence of the Contract. Upon request, the Contractor shall provide certificate of insurance. The Contract shall not limit the types of insurance Contractor may desire to obtain or be required to obtain by law. The limits of coverage under each policy maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract. All insurance policies shall be through insurers authorized to write policies in Florida. 3.48 Service: If a Customer is unable to obtain service/warranty within the time specified, or if difficulties are encountered in obtaining service from the Contractor's designated service location, the Customer shall notify the individual designated on the Contractor's ordering instruction sheet, who shall then arrange and coordinate service by an alternate service dealer at no additional cost to the Customer. 3.49 Warranty: Contractor warrants that all product furnished under the Contract shall be free of defective material and workmanship, and shall otherwise perform in accordance with required performance criteria, for a period of not less than one (1) year from date of acceptance. Warranty repairs shall be completed within the time specified in any support level requirements. If it is likely that the time for repairs will exceed the specified time, the Contractor shall provide equivalent loaner equipment upon request by the Customer. Loaner equipment shall be provided at no cost, including shipment to the Customer's location and return of loaner equipment to the Contractor. 3.50 Warranty of Authority: Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective party to the Contract. 3.51 Warranty of Ability to Perform: The Contractor shall provide the Department, no later than the time the Contractor returns a signed copy of the Contract, with proof of a Certificate of Status from the Secretary of State, Division of Corporations, demonstrating that the Contractor is in good standing and legally authorized to transact business in Florida. Failure to submit this documentation shall be sufficient grounds for withholding payment under the Contract and cause for termination. The Contractor warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes, or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify the Department in writing if its ability to perform is compromised in any manner during the term of the Contract. 3.52 Year 2000 Compliance Warranty: All products furnished under the Contract shall be Year 2000 compliant, that is, able to accurately process date data from, into, and between the twentieth and twenty-first centuries, including leap year calculations. Resellers may provide a "pass through warranty" from the manufacturer/software developer, which meets all the warranty 41 03 25 requirements specified by the State, and which shall include all other warranties provided by the manufacturer or software developer. Reseller shall be responsible for warranty assurance, assistance, enforcement and any other actions or remediation, required to satisfy warranty requirements. 3.53 Warranty of No Hardstop/Passive License Monitoring: Unless a Customer is specifically and conspicuously advised to the contrary in writing at the time of order and before product acceptance, the Contractor hereby warrants and represents that the product and upgrades do not and will not contain any computer code that would disable the product or upgrades or impair in any way operation based on the elapsing of time, exceeding an authorized number of copies, advancement to a particular date or other numeral, or other similar self-destruct mechanisms (sometimes called "time bombs," "time locks," or "drop dead" devices) or that would permit the Contractor to access the product to cause such disablement or impairment (sometimes called a "trap door" device). The Contractor agrees that upon an alleged breach of this provision, the Customer shall not have an adequate remedy at law, including monetary damages, and that the Customer shall be entitled to seek a temporary restraining order, injunction, or other form of equitable relief against the continuance of such breach, in addition to any other remedies to which the Customer shall be entitled. 3.54 Notice: All notices required under the Contract shall be delivered by certified mail, return receipt requested, by reputable air courier service, or by personal delivery. Notices to the Department shall be delivered to the Contract Specialist identified in the Instructions to Bidders. Notices to the Contractor shall be delivered to the person who signs the Contract. Either designated recipient may notify the other, in writing, if someone else is designated to receive notice. 3.55 Leases and Installment Purchases: The State Comptroller's prior approval is required for State agencies to enter into or to extend any lease or installment -purchase agreement in excess of the Category Two amount established by section 287.017 of the Florida Statutes. 3.56 Prison Rehabilitative Industries and Diversified Enterprises. Inc. (PRIDE): To the extent that a product is certified by or is available from PRIDE, and has been approved in accordance with section 946.515(2) of the Florida Statutes, it is expressly understood and agreed that any articles which are the subject of, or required to carry out, the Contract shall be purchased from the corporation identified under Chapter 946 of the Florida Statutes (PRIDE) in the same manner and under the same procedures set forth in section 946.515(2) and (4) of the Florida Statutes; and for purposes of the Contract the person, firm, or other business entity carrying out the provisions of the Contract shall be deemed to be substituted for the agency insofar as dealings with such corporation are concerned. This provision is required by section 946.515(6) of the Florida Statutes; additional information about PRIDE and the products it offers is available at hU://www.pridefl.com. 3.57 Products Available from the Blind or Other Handicapped: To the extent that a product is included on the procurement list created and distributed pursuant to section 413.035(2), Florida Statutes, it is expressly understood and agreed that any articles that are the subject of, or required to carry out, this contract shall be purchased from a nonprofit agency for the Blind or 42 t �.; 03- 255 for the Severely Handicapped that is qualified pursuant to Chapter 413, Florida Statutes, in the same manner and under the same procedures set forth in section 413.036(l) and (2), Florida Statutes; and for purposes of this contract the person, firm, or other business entity carrying out the provisions of this contract shall be deemed to be substituted for the State agency insofar as dealings with such qualified nonprofit agency are concerned. This provision is required by section 413.036(3) of the Florida Statutes; additional information about the designated nonprofit agency and the products it offers is available at httR://www.resl2ectofflorida.org. 3.58 Modification of Terms: The Contract contains all the terms and conditions agreed upon by the parties, which terms and conditions shall govern all transactions by Customer under the Contract. The Contract may only be modified or amended upon mutual written agreement of the Department and the Contractor. No oral agreements or representations shall be valid or binding upon the Department, a Customer, or the Contractor. For individual purchase orders, however, the Contractor may offer the Customer more advantageous pricing, payment, or other terns and conditions than those set forth in the Contract. In such event, upon request the Contractor shall furnish to the Department a copy of the better offer. The Department shall determine, in its sole discretion, whether the offer, on the whole, is in fact more advantageous. Any offer that is not more advantageous, even if this determination is not made until after acceptance, shall be voidable at the Customer's option, in which case the Contract terms and conditions shall govern. Other than where terms are more advantageous for the Customer than those set forth in the Contract, no alteration or modification of the Contract terms, including substitution of product, shall be valid or binding against the Customer unless authorized by the Department or specified in the notice of award. The Contractor may not unilaterally modify the terms of the Contract by affixing additional terms to product upon delivery (e.g., attachment or inclusion of standard preprinted forms, product literature, "shrink wrap" terms accompanying or affixed to a product, whether written or electronic) or by incorporating such terms onto the Contractor's order or fiscal forms or other documents forwarded by the Contractor for payment. A Customer's acceptance of product or processing of documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the proposed modification to terms and conditions. 3.59 Waiver: The delay or failure by the Department to exercise or enforce any of its rights under this Contract shall not constitute or be deemed a waiver of the Department's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 3.60 Execution in Counterparts: The Contract may be executed in counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 3.61 Severability: If a court deems any provision of the Contract void or unenforceable, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable, and all other provisions shall remain in full force and effect. 43 03- 255 Cellular and Paging Equipment and Services 725-000-03-1 Vendor Information Arch Wireless http://www.arch.com Cingular Wireless http://www.cineularwireless.com GrayLink Paging htt-p://www.graylink.com/FloridaWebPoize/StatepricinL-.htm Liberty Communications htty://www.myfloridapa2ing.com Metro Call Wireless http://i"vw.metrocallwireless.com Network Services http://www.networkservices.net/tlorida Nextel South Corporation http://www.nextel.com 44 03- 255 Welcome to Arch Wireless - Anytime, Anywnere Wireless Access wireless Proaucts & services Keeping you informed... Whether you're an enterprise or an individual looking for a wireless data solution to fit your needs, Arch Wireless keeps you in touch and informed from just about anywhere life may take you. Pagel of 2 Site Map ( contact Us About Arch Products & Services Customer Service Online Store Send A Page welcome to Arch wireiess Products & services Arch Webster 200 1 Arch Webster 100 1 Interactive Messaging I Coverage Maps PRODUCTS & SERVICES - Advancing how people access and THE EASIEST WAY TO share ideas and information. MANAGE YOUR ACCOUNT Arch's Business Solutions Group Arch's Business Solutions Group understands the pressures of trying topm account keep pace in today's ultra -competitive and increasingly mobile saying a word. Whether you need to send and receive e-mails, manage marketplace. The more nimble and flexible your entire workforce is, the your personal information, access the Web for on -the -spot directions more productive your business as a whole can be. Our enterprise Activate Your Device solutions are all designed to enhance productivity while maintaining total are your reliable connection—whenever, virtually wherever. And with security and control over your vital assets and data. With our capability Sign In i Register to develop, deliver and integrate innovative solutions today, Arch can to be tied to the desktop or cavy a laptop to stay connected. have you up and running fast, giving you the added power to not just but it. for information ` ` hln keep up with the competition, outpace more on Web content, start with Arch WebsterTM 100. For added features, such how Arch Wireless can help your business, please send an email to as personal information management and more advanced wireless Web business_solutions@arch.com. Products & Sendces available on our Web site for Arch Webster 100 Arch Webster 200 Arch Wireless Enterprise Solution (AWES) ►+Click Here Anytime, Anywhere Access to information on the desktop, corporate 3 networks and beyond. AWES gives today's on -the -go workforce the ability to conned to mission critical information anytime, anyplace, from LEADING THE WAY IN ANY wireless device. WIRELESS COMMUNICATIONS AWES enables your mobile professionals to respond faster and make Additional Messaging Services real time decisions with: Information Services • Wireless E-mail, Attachments & Files Receive stock quotes, headline news, weather updates, sports • Wireless Sales Force Automation scores and other information • Wireless Field Service Applications right to your hand. N Click here for more Information about AWES Web Site Messaging Word Messaging: 9 g: Imagine getting an entire message without having to make a phone call! Anyone can send you a Arch Webster Wireless Interactive Messaging: message directly to your Sometimes talking on your cell phone is not an option due to your handheld device from the Send location or your surroundings. Arch Wireless' interactive text messaging A Page section on our Web site. lets you get the information you demand and keep in touch without Arch Message Center (AMC) saying a word. Whether you need to send and receive e-mails, manage Arch Voice Mail for Pagers your personal information, access the Web for on -the -spot directions Tum your pager into a portable and weather, or chat without saying a word, our Arch Webster services answering machine that are your reliable connection—whenever, virtually wherever. And with instantly notifies you when you Arch Websters user-friendly pocket -sized devices, you no longer need have a voice message in your to be tied to the desktop or cavy a laptop to stay connected. Arch Voice Mailbox. If you're looking for wireless e-mail, two-way instant chat, and access to Guides Online Web content, start with Arch WebsterTM 100. For added features, such Detailed user guides on our as personal information management and more advanced wireless Web most popular products are access, check out Arch WebsterTM 200. available on our Web site for Arch Webster 100 Arch Webster 200 quick reference. http://content.arch.com/tp.roducWO 3 255 1 /13/2003 Forward Email to your Word Messaging: 9 g: Imagine getting an entire message without having to make a phone call! Wireless Messaging Device Keep track of incoming e-mail, Word messaging makes this possible. After you receive an audible or even while out of the office. vibrating alert, the word message will appear on the pager screen. With a word messaging pager from Arch, you can also receive e-mail notification. Business associates, family, and friends can even send Arch Message Center (AMC) word messages directly to your pager from the Send A Page section of the Arch web site or from their own e-mail program. ► Get your e-mail in one place ►Send e-mail from anywhere ►Synchronize Address Books For information on specific word messaging pager models, click on ►Synchronize Calendars one of the links below: ► Begin storing files now ► Filter and Forward your e-mail Motorola Advisor Elite Motorola Advisor Gold Motorola Wordline http://content.arch.com/tp.roducWO 3 255 1 /13/2003 Numeriic Messaging: With eric Messaging service, you will never be out of t . Your Arch, ,ar will display the telephone number or numeric m, age of a caller on your pager screen. Callers can send numeric messages up to 20 characters long, such as a telephone number or special numeric code. You will receive an audible beep (or vibration) to alert you that a message has been received on your pager. For information on specific numeric messaging pager models, click on one of the links below: Motorola Motorola Motorola Motorola Motorola LS350 LS550 LS750 Bravo LXIFLX Pronto SPOTLIGHT ON: AWES Powering Wireless Mobility The Arch Wireless Enterprise Solution (AWES): The Arch Wireless Enterprise Solution is the complete, easy-to-use solution for enabling.wireless access to enterprise networks. It meets the needs of mobile workers today, and is adaptable to changing technologies and end-user requirements for tomorrow. • Extends enterprise applications to any wireless device • Provides "always on" access to mission critical information. • Leverages existing technology and increases productivity. N More Info About Arch I Products & Services I Customer Service I Online Store I My Account Login I Site Map I News I Privacy Policy I Send a Page O 2003 Arch Wireless Operating Company, Inc. http://content.arc'h.com/producis/ 1/13/2003 03- 255 iNetworx services - rionua Page 1 of 1 E- �CWO R K S E RV I C ES t State of Florida Paging Equipment and Services Contract Website Contract No. 61-725-93-1 Contract Period: December 12, 2002 - December 21, 2005 Florida Pagers Pricing On-line Account Management Network Monitoring Contact Us Network Services paging network is the former American Gold network The most comprehensive paging coverage in the State of Florida. Statewide coverage with local pricing (Click the map for more detail) W http://www.networkservices.net/florida/ 3 2 5 1/13/2003 ONLpf STORE , SEND A MESS,4GE, :A T,METRQGAIt` 'CUSTOMER CARE �BE�SSSOELiilE7t!1� � /- heat PCS Offers, Choose From •` $' �� AT&T or NEXTEL Calling Pians '0004!>0� - �. � -.,�' •„ide selection of phones from to,: \ r.a_,r._ifacturers •� .- • j('G[it , �.ic5 1711 selectc,0 j • 4t c able rate plans •n!au ,n ice. cadu; „Tans r.Yq aUy NOV., r= — - T&T i NEXTEL StartThe New Year On" '_ . Out Right! $99.95 with a . T900 Two-way Motorola Timeport P935 DirectView Messaging Wireless Email & More from Metrocall j http://www.metro.call-.com/mclU d 255 1/13/2003 !V VALVI a WITH N EXTE C YO U CAN GET MORE. A LOT MORE. 0 Direct Connect" service p No roaming charges 0 Free long distance 13 One -second rounding p Two numbers, one phone U Nextel Direct Connect�y 0 Phones 13 Coverage I] Rate Plans 13 Enterprise/Gov't/Education 13 Promotions 13 About Nextel 13 Accessories 13 Nears I] Store Locator Nextel Direct Connect© ` Now, you can take Nexte! Direct Connect, � service on I U the road --and soon, a,� nationwide. Free Shipping from nextel.com Save a bundle v:hen you purchase online. Phones & Rate Plans I Services Customer Support MyNextel About Nextel I Sitemap I Home rage I or I Home I View Cart I Contact Us Compact phone. Perfect price. 400"', ::;io, s e.-Ja! savings on, the i60c By accessing this site, you accept the terms of our Visitor Agreement and Privlic_yc Policy. @, 1995-2002 Nextel Communications. All rights reserve,!. Copyright and Disclaimer Notice http://www.nextel.com/ NEXTEL NATIONAL .. BREAK:1 1THROUGH 101000 PLAN Log in to MyNextel Member Name Password r ► Register with Nextel ► Forgot your password? Send a Message Enter 10 -digit Number Go Quick Links I want to... Go A Reminder from NE]iTEL l ` SMART DRIVERS TALK SAFELY,x; 3' 013— 2,55 1/13/2003 100 Bonus Cellular Minutes 7Y_ Ava:labie '.:iti' !Vextei Online Fuu S ai.e i�r F•icssaging ca kagcs. By accessing this site, you accept the terms of our Visitor Agreement and Privlic_yc Policy. @, 1995-2002 Nextel Communications. All rights reserve,!. Copyright and Disclaimer Notice http://www.nextel.com/ NEXTEL NATIONAL .. BREAK:1 1THROUGH 101000 PLAN Log in to MyNextel Member Name Password r ► Register with Nextel ► Forgot your password? Send a Message Enter 10 -digit Number Go Quick Links I want to... Go A Reminder from NE]iTEL l ` SMART DRIVERS TALK SAFELY,x; 3' 013— 2,55 1/13/2003 ..WARD TINDER STATE OF FLORIL-, CONTRACT NO. 725-000-03-1 ITEM: Cellular Telephone Equipment & Service DEPARTMENT: Police TYPE OF PURCHASE: Term REASON: The Department of Police has a need to secure a contract for the acquisition of cellular telephones, accessories, and services. RECOMMENDATION: It is recommended that award be made to Various Vendors for the acquisition of cellular telephone equipment and service, on an as needed contract basis, utilizing existing State of Florida Contract No. 725-000-03-1, effective through December 19, 2005, subject to any extensions thereto by the State of Florida, for the Police Department, in an annual amount not to exceed $105,000; allocating funds therefor from the Law Enforcement Trust Fund, Project Number 690003. Acting Director of Purchasing Z24p3 ate AwardStateContram 03- 255