HomeMy WebLinkAboutcontract documentsCONTRACT ADMINISTRATOR
FOR ANY QUESTIONS, SUGGESTIONS, OR CONTRACT SUPPLIER PROBLEMS
WHICH MAY ARISE SHALL BE BROUGHT TO THE ATTENTION OF:
STEVE POOLE
PHONE: (850) 488-4945
SUNCOM 278-4945
E-MAIL: paules@dms.state.fl.us
Table of Contents
Section 1- Instructions to Bidders 7
1.01 Purpose. 7
1.02 Eligible Users of Contract. 7
1.03 Scope. 7
1.04 Definitions: 7
1.05 General Instructions: 8
1.06 Terms and Conditions: 9
1.07 Calendar of Events 10
1.08 Pricing Descriptions. 11
1.09 Multi -Year Contract Price Discount: 12
1.10 Price Escalation / De -Escalation:. 13
1.11 Non -Core Items Revised Contract Anniversary Pricing (Non -Core to Core Discount):
15
1.12 Payment Terms: 16
1.13 Execution and Submittal of Bid. 16
1.14 Bid Tabulation: 18
1.15 Basis of Award. 21
1.16 Posting of Award(s): 22
1.17 eAuction Overview: 22
1.18 eAuction Technical Configuration Details: 24
1.19 eAuction Training Session. 27
1.20 Practice eAuction: 27
1.21 Product Manufacturer's Sales Promotions: 27
1.22 Ordering Instructions: 27
1.23 Contract Home Page: 27
1.24 Purchasing Card Program: 28
1.25 Transaction Fee• 28
1.26 Occupational Health and Safety: 28
1.27 Questions and Clarification: 29
1.28 Conflict of interest: 29
1.29 Convicted Vendors: 29
1.30 Discriminatory Vendors. 29
1.31 Bidder's Representation and Authorization. 30
1.32 Performance Qualifications: 31
1.33 Special Accommodation: 32
1.34 Firm Bids: 32
1.35 Clarifications/Revisions. 32
1.36 Contract Formation: 32
1.37 Contract Overlap. 32
1.38 Public Records:... 32
1.39 Protests. 33
1.40 FTE Count by County. 33
4
1.41 Department of Management Services Contact: 33
Section 2 - Office Consumables Specific Service Level Agreements (SLAs) 34
2.01 Delivery Locations. 34
2.02 Delivery Timing: 34
2.03 Emergency Deliveries: 34
2.04 Minimum Delivery Cost - Shipping Charges. 34
2.05 Order Accuracy: 34
2.06 Order Completeness: 35
2.07 Substitutions: 35
2.08 Return Policy: 35
2.09 Restocking Policy: 36
2.10 Customer Support: 36
2.11 State Business Review Meetings: 36
2.12 Reporting: 36
2.13 Continuous Improvement 37
2.14 Liquidated Damages 37
Section 3 - General Conditions 38
3.01 Definitions: 38
3.02 Eligible Customers. 39
3.03 Product Version: 39
3.04 Best Pricing Offer: 39
3.05 Sales Promotions. 40
3.06 Trade -In: 40
3.07 Americans With Disabilities Act: 40
3.08 Purchase Orders: 40
3.09 Packaging. 41
3.10 Manufacturer's Name and Approved Equivalents. 41
3.11 Inspection at Contractor's Site• 41
3.12 Safety Standards: 41
3.13 Literature: 41
3.14 Transportation and Delivery: 42
3.15 Installation: 42
3.16 Inspection and Acceptance: 42
3.17 Transaction Fee. 43
3.18 Invoicing and Payment: 43
3.19 Taxes: 44
3.20 Customer's Default: 44
3.21 Annual Appropriations: 44
3.22 Catalog Data: 45
3.23 Governmental Restrictions: 45
3.24 Compliance with Laws: 46
3.25 Lobbying and Integrity: 46
3.26 Indemnification: 46
3.27 Suspension of Work: 47
3.28 Termination for Convenience: 48
3.29 Termination for Cause: 48
5
3.30 Force Majeure, Notice of Delay, and No Damages for Delay. 48
3.31 Equitable Adjustment: 49
3.32 Scope Changes: 49
3.33 Renewal: 49
3.34 Advertising. 50
3.35 Assignment: 50
3.36 Dispute Resolution. 50
3.37 Employees, Subcontractors, and Agents: 50
3.38 Security and Confidentiality: 51
3.39 Independent Contractor Status of Contractor: 51
3.40 Insurance Requirements. 51
3.41 Service: 52
3.42 Warranty of Authority: 52
3.43 Warranty of Ability to Perform: 52
3.44 Notice: 52
3.45 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE): 52
3.46 Products Available from the Blind or Other Handicapped: 53
3.47 Modification of Terms: 53
3.48 Waiver 53
3.49 Execution in Counterparts: 54
3.50 Severability: 54
Section 4 - eAuction Terms and Conditions 55
6
Section 1- Instructions to Bidders
1.01 Purpose:
The State of Florida, Department of Management Services (Department), invites qualified
bidders from the first phase of the Office Consumables ITB 80-618-001-E to submit bids in
accordance with these solicitation documents. The purpose of this solicitation is to
establish a three-year State Term Contract for the purchase of Office Consumables. The
contract term is anticipated to be October 1, 2003 through September 30, 2006.
1.02 Eligible Users of Contract:
All Florida government entities are considered Eligible Users of the Office Consumables
contract. This includes, but is not limited to, Executive Branch, Legislative Branch, Judicial
Branch, K-12, universities, community colleges, counties, cities, and other entities approved by
Department of Management Services. With the consent of the successful bidder(s), purchases
may be made under the terms and conditions of this Invitation to Bid by governmental entities
located outside the State of Florida. Appropriate governmental entities' purchasing laws, rules
and regulations shall apply to purchases made under this contract. Also, with the consent of the
successful bidder(s), purchases may be made under the terms and conditions of this Invitation to
Bid by vendors providing commodities and contractual services to Eligible Users, under the
condition that office consumables are being used in the delivery of commodities and contractual
services to Eligible Users. This definition of Eligible Users is to be used in conjunction with the
definition defined in the Section 3.02 General Conditions - Eligible Users.
1.03 Scope:
This Invitation to Bid is for Office Consumables, which includes Office Supplies, Toner
Cartridges, Paper, and Non -Printed Envelopes. All products offered under this contract shall be
new, unused and currently available. Remanufactured or refurbished products are not acceptable
unless authorized by the State Customers.
1.04 Definitions:
See the Section 3.01 Definitions for definitions of "bid," "Contract," "Contractor," "Contract
Supervisor," "Customer," "Department," "eAuction," "product," "purchase order," "Purchasing
Analyst," and "State" that are terms material to these instructions.
7
1.05 General Instructions:
The bidder shall read all of the solicitation documents and comply with all specified
requirements. The bidder shall also comply with the following Rules of Engagement and
communication requirements:
Rules of Engagement
Bidders, please note the following conditions:
• Ethics in business must meet the highest industry standards.
• The Department reserves the right to accept or reject any bid in whole or in part, or to
reject all bids in any case, with reason, and if no bid is accepted, to have the
requirement fulfilled in any manner the Department may elect.
• All materials submitted with Bidder's response become the property of the
Department. No reimbursement will be made by the Department for any cost or
expense incurred by a Bidder in responding to this ITB.
• Agreeing to terms and conditions defined in Section 1 — Instructions to Bidders,
Section 2 — Office Consumables Specific Service Level Agreements (SLAs), and
Section 3 — General Conditions.
• Bidder agrees to participate in an eAuction for this ITB. This will require agreeing to
terms and conditions defined in Section 4 — eAuction Terms and Conditions.
• Bidder agrees to self -register for MyFloridaMarketPlace. For more information and
to register please go to https://vendor.myfloridamarketplace.com and navigate to the
Online Vendor Registration section under Vendors.
• The Department reserves the right to modify the Attachment B - Initial -Final Online
Bidder Tool Pricing Matrix before the auction. If the State of Florida changes
requirements of this ITB, the Department shall provide a new version of Attachment
B - Initial -Final Offline Bidder Tool Pricing Matrix to the bidder, which shall become
the tool each bidder may use to calculate their bids in the auction. Examples of
changes, which may occur, include, but are not limited to: removal of items from a
given lot of the ITB, changes in projected demand, or creation/deletion of lots.
• All Non -technical ITB questions must be submitted using the Q&A Board process
defined in Section 1.27 Questions and Clarification. Questions must be asked by the
due date defined in Section 1.07 Calendar of Events.
8
Communication of this ITB
An email will be sent to all qualified bidders with high-level instructions on how to access and
navigate within the web -based MyFloridaMarketPlace Sourcing tool. The ITB and all
Attachments will be loaded into the MyFloridaMarketPlace Sourcing tool and downloadable
for review. Some of these attachments will need to be completed and uploaded back into the
tool. The optional eAuction training sessions will be conducted via conference call and involve
interactive use of the MyFloridaMarketPlace Sourcing tool in a practice eAuction. An optional
practice eAuction will also be offered to all qualified bidders. Please note that the
MyFloridaMarketPlace Sourcing tool will be used to conduct the actual eAuction. Shortly
after the close of the eAuction, bidders will be required to submit the item level pricing details of
their final bid to the Department using a provided format.
1.06 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: Section 2 - Office Consumables
Specific SLAs, Section 1 - Instructions to Bidders, and Section 3 - 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 5 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.
9
1.07 Calendar of Events
Listed below are the key requirements and dates for the State of Florida Phase II — Office
Consumables eAuction ITB process:
Key Step
Date
Form / File Name or Activity
Timing
Issue Vendor Training Guide via email
7/24
Review Vendor Training Guide to understand
how to navigate within MyFloridaMarketPlace
Sourcing tool
MyFloridaMarketPlace Sourcing tool
issues invitation via system generated
email to qualified vendors from Phase 1—
Vendor Pre -Qualification process
7/25
Log -in to URL provided, find appropriate events,
download all attachments, and begin reviewing
documents
Conduct optional Attachment B - Initial-
Final Offline Bidder Tool Pricing
Matrix.xls Training Sessions (Conference
Call)
7/30 —
7/31
Attend one of the scheduled optional training
sessions (logistics will be provided in advance
via email )
Before
Auction
Receive all questions (non -technical) from
bidders by 5:00pm (EST)
8/1
Submit questions via the Q&A Board to the
MyFloridaMarketPlace Sourcing tool
Respond via email as to the willingness to attend
the optional training session
Receive intent to attend optional Bidder
Practice eAuction Training
8/1
Review answers to submitted questions
(non -technical) via attachment to the
MyFloridaMarketPlace Sourcing tool
8/6
Review answers posted within the
MyFloridaMarketPlace Sourcing tool
Submit Non -Core to Core Discount Pricing
Component due by 5:00pm (EST)
8/8
Provide discount input in MyFloridaMarketPlace
Sourcing tool
Submit additional forms from Section 5 by
5:00pm (EST)
8/8
Complete and upload the following forms into
MyFloridaMarketPlace Sourcing tool: Bidder
Acknowledgment Form, Ordering Instructions,
and Drug Free Workplace Certification Form
Submit eAuction Pre -Bid for each eligible
lot due by 5:00pm (EST)
8/8
Enter Pre -Bid value for each qualified lot into
MyFloridaMarketPlace Sourcing tool
Submit eAuction Pre -Bid line item pricing
for each eligible lot in Attachment B -
Initial -Final Offline Bidder Tool Pricing
Matrix due by 5:00pm (EST)
8/8
Upload Attachment B - Initial -Final Offline
Bidder Tool Pricing Matrix.xls into
MyFloridaMarketPlace Sourcing tool
Optional Bidder eAuction Training
Sessions (Conference CaII or On -Site
training)
8/11
Attend the optional training session On -Site in
Tallahassee or via conference call; (logistics will
be provided in advance via email )
Live eAuction event beginning @ 10:00am
(EST) for Lot B — Paper and Non -Printed
Envelopes and 11:00am (EST) for Lot A —
Office Supplies and Toner Cartridges
8/13
Bid for each qualified lot within
MyFloridaMarketPlace Sourcing tool
During
Auction
Migrate to Stage 2 to Submit Final line
item pricing for all lots in Attachment B -
Initial -Final Offline Bidder Tool Pricing
Matrix due by 5:00 pm (EST) August 18.
8/13 -
8/18
Upload Attachment B - Initial -Final Offline
Bidder Tool Pricing Matrix.xls into
MyFloridaMarketPlace Sourcing Tool
After
Auction
Final Bid Tabulation
8/18 —
8/22
Await post-eAuction event analysis and
tabulations
Intent to Award on VBS
8/28
Check VBS system to review ITB results
Award contract for October 1, 2003
through September 30, 2006 period
9/4
Work with Purchasing Analyst to finalize
contract and enable electronic procurement
10
Note: Attachment B - Initial -Final Offline Bidder Tool Pricing Matrix is the same spreadsheet used at two
different times. It is used to provide supporting detail of the Pre -Bid as well as provide supporting detail
for the final bids submitted.
1.08 Pricing Descriptions:
The intent of this Phase II — eAuction ITB process is to obtain pricing for the following:
Definition (for each Lot):
• Core Items:
The Core items are a consolidated list of products that represent approximately 70%
of the State agencies' annual spend on Office Consumables between July 1, 2001
and June 30, 2002. The items are grouped and specifically identified in two Lots:
Lot A — Office Supplies and Toner Cartridges, and Lot B — Paper and Non -Printed
Envelopes within the Attachment B - Initial -Final Offline Bidder Tool Pricing
Matrix. The following information is provided for all items within each lot:
product manufacturer's model number, UPC code (when available), item
description, unit of measure (UOM), unit of measure description, and estimated
annual usage (EAU).
Non -Core Items:
The Non -Core items represent the remaining 30% of Office Consumables purchases
made by State agencies between July 1, 2001 and June 30, 2002. Due to the relative
low volume of these numerous individual products, no item information is provided.
Multi -Year Price Discount:
This discount may be related to expected continuous improvement shared savings
that a bidder expects over the life of the contract.
Pricing Expectation:
1. Core Items Pricing
For the items contained in the Core items list, fixed pricing for the specific Unit of
Measure (UOM) and for the term of 1-year from the award of the contract is
required. Pricing for the Core items will be submitted during the eAuction event.
(Paper products in Lot B — Paper and Non -Printed Envelopes typically are ordered in
quantities of less than 10 cartons.)
2. Non -Core Items Pricing
Bidders must provide a proposed percentage discount from S.P. Richards' retail list
price to be applied to these products to determine the final invoice price when
purchased. The use of S.P. Richards' retail list price as a benchmark does not mean
that a bidder must use S.P. Richards as their vendor. The use of a single wholesaler's
11
list price is for the sole purpose of having a consistent reference point for pricing
analysis and comparison across bidders. Where there is no match for an item, use the
product manufactu.rer's MSRP to apply the discount. If the item is a private label,
then the vendor is considered the product manufacturer and the same discount should
be applied. This discount must be guaranteed for the entire life of the contract
period awarded. This discount must be a positive discount and not a cost -adder to
the State. This discount should be in addition to any other cost reductions associated
with these items. For each bidder's eligible lot, this discount will need to be
identified in the Non -Core Item Discount cells of the Attachment B — Initial -Final
Offline Bidder Tool Pricing Matrix.xls document.
A separate Non -Core Discount will be necessary for each of the following categories
of items:
• Office Supplies Items (items that do not fall into one of the two below
categories)
■ Toner Cartridges
• Paper and Non -Printed Envelope items
Upon the completion of the first year of the contract, the Core and Non -Core pricing
will be subject to the following:
Multi -Year Price Discount as defined in Section 1.09 Multi -Year Contract Price
Discount. For each bidder's eligible lot, this discount will need to be identified in the
Multi -Year Contract Price Discount cell of the Attachment B — Initial -Final Offline
Bidder Tool Pricing Matrix.xls document.
Price escalation/de-escalation as defined in Section 1.10 Price Escalation/De-
escalation
1.09 Multi -Year Contract Price Discount:
A multi -year contract discount, defined below, will be taken into account during bid
tabulation. This discount may be related to expected continuous improvement shared savings
that a bidder expects over the life of the contract. Bidders should identify their multi -year
discount, if any, in the appropriate cell of the Attachment B -- Initial -Final Offline Bidder
Tool Pricing Matrix.xls.
Definition:
Multi -year contract discount is the discount a bidder is willing to offer for a multi -year
contract. After the first year of the contract is completed, the discount offered will be
applied to the Core Items' fixed prices as well as added to the Non -Core Item Discount.
Upon completion of Year 2, the same calculation will be applied to the Core and Non -
Core items for Year 3 prices.
12
Example:
Assumptions
Multi -Year Discount = 2%
Non -Core Item Discount = 20%
Core Item A Computation:
Year 1 Item A unit price = $2.00 (pricing from eAuction)
Year 2 Item A unit price = $2.00 * (1-0.02)
Year 2 Item A unit price = $1.96
Year 2 Item A unit price = $1.96 * (1-0.02)
Year 3 Item A unit price = $1.92
Non -Core Items Computation:
Year 1 Pricing = 20% off S.P. Richard's Retail List Price (pricing from
Attachment B -- Initial -Final Offline Bidder Tool Pricing Matrix.xls)
Year 2 Pricing = (20% + 2%)
Year 2 Pricing = 22% off S.P. Richard's Retail List Price
Year 3 Pricing = (22% + 2%)
Year 3 Pricing = 24% off S.P. Richard's Retail List Price
Please see 1.15 Bid Tabulation and Notice of Intended Award for haw this will be
factored into the bid tabulation.
1.10 Price Escalation / De -Escalation:
For Lot A — Office Supplies and Toner Cartridges, the price escalation / de-escalation
formula will be tied to the change in the Producer Price Index (PPI) for Finished Goods
(less energy and food). The formula is calculated by taking the PPI at the anniversary of the
contract and calculating the annual percent change for that year. This formula applies after
Year 1 of the contract.
For Lot B — Paper and Non -Printed Envelopes, the price escalation / de-escalation formula
will be tied to the change in the Producer Price Index (PPI) for Pulp, Paper, and Allied
products.
Details on how the PPI for each lot has historically performed can be found at the Bureau of
Labor Statistics web site: http://www.bls.aov. Navigate to the "Get Detailed Statistics"
section link. Scroll down to the "Producer Price Index Commodity Data" and select the
"Most Requested Statistics" icon. Checkbox the following PPIs: Finished goods less foods and
energy - WPUSOP3500, and Pulp, paper, and allied products - WPUO9 and click the Retrieve data
button. The following screenshot reflects the output:
13
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P : Prelimina p. All ind.Nes ere subject t6 revision four months after original publication.
low 0110144 ti
The maximum price escalation or de-escalation for either lot will be maintained at 5%
per year. Exceptions can be requested with appropriate manufacturer's or wholesaler's
documentation subject to the Department's full or partial rejection, modification, or
approval.
14
Example:
Assumptions
Year 1 Core Item A Pricing = $2.00
September 2002 is the first year anniversary of the contract
September 2001 PPI for Finished Goods (less energy and food) = 149.9
September 2002 PPI for Finished Goods (less energy and food) = 149.5
Price Escalation / De-escalation Computation:
% Change in PPI for Finished Goods (less energy and food)
= (Sep 2002 PPI — Sep 2001 PPI) / Sep 2001 PPI
= (149.5 — 149.9) / 149.9
= - 0.27% (prices have decreased)
Therefore, the factor to adjust prices for the Core items would be -0.27% for Year 2.
Year 2 Core Item A Pricing = $2.00 * (1 + (-0.0027))
Year 2 Core Item A Pricing = $1.99
Note: For Non -Core Items, the PPI will not be applied on top of the Non -Core discount.
1.11 Non -Core Items Revised Contract Anniversary Pricing (Non -Core to Core
Discount):
Upon each anniversary of the contract signing, those Non -Core items in each lot that have
met a minimum annual spend threshold (specified below) will have their unit price lowered
by a pre -determined Non -Core to Core discount amount. Bidders will need to identify this
discount amount in the Non -Core to Core Discount section of the MyFloridaMarketPlace
Sourcing tool.
The minimum thresholds for each lot are defined as the following:
Lot A — Office Supplies and Toner Cartridges: $555.00 Annually
Lot B — Paper and Non -Printed Envelopes: $250.00 Annually
Example:
The discount will be applied as follows:
Assumptions
Non -Core to Core Item Discount = 5%
Lot A Spend Threshold = $555
Non -Core Item Z Annual Spend = $1,500
Year 1 Non -Core Item Z Unit Price = $2.00
15
NEW NON -CORE ITEM UNIT PRICE Computation:
= (Year 1 Non -Core Item Z Unit Price) * (1 — Non -Core to Core Discount)
= ($2.00) * (1— 0.05)
= $1.90
1.12 Payment Terms:
Payment shall be made in accordance with Section 215.422, Florida Statutes.
(The State of Florida is required to pay all properly completed and correctly addressed
invoices within 40 days of receipt of invoice for goods or services received.) If payment is
not made within 40 days a separate interest penalty set by the State Department Financial
Services pursuant to Section 55.03 F.S. will be due and payable in addition to the original
invoice amount.
1.13 Execution and Submittal of Bid:
The Department's intention is to structure the pricing format in order to facilitate a
straightforward comparison between all bidders. Consequently, the Department requires that
each bidder's quote be in the format outlined below. Additional alternative pricing structures
will not be considered.
Structure
All pricing should include freight, packaging, and warranty.
a. Freight — Prices shall include all charges for packing, handling, freight,
distribution, loading dock delivery and desktop/inside delivery.
b. Item Instructions / Warranty — Items that have additional instruction
information or warranty cards that are not part of the original product
manufacturer's packaging should be included with order.
c. Packaging — Individual items should be in original product
manufacturer's packaging; complete orders should be packaged in non-
returnable cardboard boxes or typical packaging for delivery.
BID Components
The pricing part of the Bid is made up of six (6) components. Each component must be
provided at the time requested. Each component must be filled out electronically and
delivered by the means described for each component. The following are the components
and the format required:
Pricing Component
Description
Process / File Name
Due Date
MyFloridaMarketP
lace Non -Core to
Core Discount
Section
This section within the
MyFloridaMarketPlace Sourcing
tool requires the bidder to provide
input into the tool for this
component.
Prior to the actual live event
(Preview Period), each bidder is
required to submit the Non -Core
to Core discount into its section
of the MyFloridaMarketPlace
Sourcing tool for this event.
The Non -Core to Core
Discount is required by the
date and time indicated in
the timeline Section 1.07
Calendar of Events prior
to the live eAuction Event.
16
MyFloridaMarketP
lace eAuction Pre -
Bid
The eAuction tool will be
structured into specific lots that
bidders will be invited to bid on,
based on eligibility by lot as
determined during Phase I of the
ITB.
Prior to the actual live event
(Preview Period), each bidder is
required to submit a Pre -Bid in
the MyFloridaMarketPlace
Sourcing tool for each lot they
are qualified for.
The Pre -Bid is required by
the date and time indicated
in the timeline Section 1.07
Calendar of Events prior
to the live eAuction Event.
MyFloridaMarketP
lace eAuction Pre -
Bid Detail:
Attachment li -
Initial -Final Offline
Bidder Tool Pricing
Matrix
This attachment of Microsoft
Excel spreadsheets details each
item for each auction lot and
provides a tool for calculating
bids during the auction. It needs
to be submitted prior to the
eAuction event.
This Microsoft Excel document
will also be used to identify the
following:
- Non -Core Item Discount off
S.P. Richards' Retail List
Price (or Product
Manufacturer MSRP)
- Multi -Year Discount beyond
a 1-year contract award
This attachment is downloaded
from the MyFloridaMarketPlace
Sourcing tool.
All quotes shall be presented in
the format outlined in the matrix
found at Attachment B -
Initial -Final Offline Bidder
Tool Pricing Matrix.xls,
This tool must be
completed in Microsoft
Excel and uploaded back
into the eAuction tool by
the date and time indicated
in Section 1.07 Calendar of
Events prior to the
eAuction event.
MyFloridaMarketP
lace Sourcing
eAuction Event
This component is the actual live
interactive auction event. Each
lot is considered an eAuction live
event.
A description and all
requirements, bidding
instructions, rules, and terms and
conditions of the eAuction can
be found in Sections 1,17
eAuction Overview and 1.18
eAuction Technical
Configuration Details.
The live eAuction event
will be conducted on the
date and time indicated in
the timeline Section 1.07
Calendar of Events.
Attachment 13 -
Initial -Final Offline
Bidder Tool Pricing
Matrix
This attachment of Microsoft
Excel spreadsheets details each
item for each auction lot and
provides a tool for calculating
bids during the auction. It needs
to be submitted after the
eAuction event to verify that
correct usage of the spreadsheet
by bidders (e.g., prices submitted
for all items, no items deleted,
etc.).
This Microsoft Excel document
will also be used to identify the
following:
- Non -Core Item Discount off
S.F. Richards' Retail List
Price (or Product
Manufacturer MSRP)
- Multi -Year Discount beyond
a 1-year contract award
This attachment is downloaded
from the MyFloridaMarketPlace
Sourcing tool.
All quotes shall be presented in
the format outlined in the matrix
found at Attachment B -
Initial-F"inal Offline Bidder
Tool Pricing Matrix.xls.
This tool must be
completed in Microsoft
Excel and uploaded into
the MyFloridaMarketPlace
Sourcing tool by the date
and time indicated in
Section 1.07 Calendar of
Events after the eAuction
event. Sum of item prices
in spreadsheet for each lot
must equal total Core Items
Ext Cost Final Bid Price
submitted during eAuction
event in
MyFloridaMarketPlace
Sourcing tool.
17
Additional Forms
The following Microsoft Word
documents are required in
conjunction with the various
Pricing documents and processes
noted above:
These documents are part of the
Section 5 --Additional
Forms.doc. It is downloaded
from the MyFloridaMarketPlace
Sourcing tool.
These documents must be
completed and uploaded to
eAuction tool by the date
and time indicated in the
timeline in Section 1.07
- Bidder Acknowledgment
Calendar of Events. In
Form (PUR 7027)
order to upload the PUR
- Drug Free Workplace
7027 form, the bidder will
Certification Form
need the ability to scan
- Ordering Instructions
paper documents into the
- One Florida Initiative
computer in order to
convert them into
electronic files. This may
be accomplished using a
stand-alone scanner, a
combination printer/fax
machine, or other similar
peripheral. Alternatively,
most retail copy centers
can provide this service for
a nominal fee.
1.14 Bid Tabulation:
For each lot, bids will be evaluated and awarded to the responsive low bidder(s) as
determined by the lowest total cost calculated using the following:
A. Sum of the Extended Cost for each Core item, which is calculated by adding up the
final valid bid price for each Core item multiplied by the estimated annual usage for
each item
B. Value of the percent discount off of S.P. Richard's most current list price applied to the
current list price value of non -core items, estimated as the following for each lot:
Current Non -Core Item List Price Value of Lots:
Lot A — Office Supplies = $4.0 million
Lot A — Toner Cartridges = $1.5 million
Lot B — Paper and Non -Printed Envelopes = $0.5 million
C. Multi -Year Contract Discount taken off combined total of A and B
D. Price EscaIation/De-Escalation for tabulation purposes will be assumed as the
following for each lot:
Lot A — Office Supplies and Toner Cartridges = 0.93%
Lot B — Paper and Non -Printed Envelopes = 2.24%
Note: These price escalation / de-escalation assumptions were taken from the
Bureau of Labor Statistics for each lot 's PPI defined in Section .1. I0 Price
Escalation / De-escalation. The annual percent change in PPI for years 2000,
18
2001, and 2002 were averaged to arrive at the percent for each lot identified
above. These price escalation / de-escalation assumptions are also applied to the
Non -Core Discounts only for the purpose of bid tabulation. In actual contract
management at each anniversary of the contract, the actual PPI percent change is
only applied to adjust Core Item pricing.
The Attachment B — Initial -Final Offline Bidder Tool Pricing Matrix.xls will need to be
used for the Pre -Bid and throughout the live eAuction event. A vendor's bid from each
eligible lot of the eAuction will be tabulated in this spreadsheet tool using the above
components to arrive at a 3-Year Contract Value. (See Figure A below)
The Office Consumables business will be awarded based on the total
3-year State Term Contract value quoted in the offline bidder tool
spreadsheet during the live eAuction event.
A
B
C
D
Year 1
70'Yocare
items
Total Vuoted
In Auctlon
x
O% Multi Year
Year` Dis o tit" .
x
0°tO Escalation t
1�l scalatian
Year 2
70I Core Items
MOO Quoted
In Aualtn
x
x% Multi -Year
Year, 2 Discount
scalation t .
scalation
Total Value Year 2
of Contract
Year 3
70"l Cott Items
Tot it Quoted
In A,tlon
+
x
x% Multi -Year
Year 3-Discount
Contract Value
Total
Value
3-Vear__'
Contract'.
Assumptions:
• 70% of items are Care and 30% of Items are'Non-Core' In Year 1
Year 2 and Year 3 Core and Non -Core mix are assumed to be the same as Year 1 at time of Contract Award Valuation, Actual distribution may vary In
Year 2 and Year 3.
Figure A - 3-Year Bid Calculation Process
19
Bid Tabulation Example:
eAuction Price Components (based on final valid unit prices and other price components
submitted by bidder during eAuction event)
A. Lot A - Core Items Ext Cost
Final Bid Price: $8,000,000
B. Lot A - Office Supplies
Non -Core Discount Off S.P. Richards Retail List Price: 20%
Lot A - Toner Cartridges
Non -Core Discount Off S.P. Richards Retail List Price: 30%
C. Multi -Year Discount: 5%
Pre -Determined Price Escalation / De -Escalation Assumption
D. Price Escalation / De -Escalation (PPI): 0.93 %
Post -Auction Calculation:
Assumption
Lot A -- Office Supplies Non -Core List Value = $3,000,000
Lot A — Toner Cartridges Non -Core List Value = $1,500,000
Lot A Non -Core Item Value = Value of Lot A Office Supplies Item + Value of Lot A
Toner Cartridges Item Value
Non -Core Item Value = (Non -Core List Value) * (1 — (B))
Lot A -- Office Supplies Non -Core Item Value = ($3,00,000) * (1-0.20)
= $2,400,000
Lot A -- Toner Cartridges Non -Core Item Value = ($1,500,000) * (1-0.30)
= $1,050,000
Lot A Non -Core Item Value = $2,400,000 + $1,050,000
= $3,450,000
E. Year 1 Lot Cost = Value of Non -Core Items + Value of eAuction Final Bid
_ $3,450,000 + $8,000,000
= $11,450,000
20
F. Year 2 Lot Cost = Year 1 Lot Cost * Multi -year Discount * PPI % Assumption
= (E) * (1- (C)) * (1 + (D))
(S11,450,000) * (1 - 0.05) * (1+ 0.0093)
= $10,978,661
G. Year 3 Lot Cost = (F) * (1- (C)) * (1 + (D))
= ($10,978,661) * (1 - 0.05) * (1+ 0.0093)
_ $.10,526,724
3-Year
Contract Total
= (E) + (F) + (G)
= $11,450,000 + $10,978,661 + $10,526,724
= $32,955,385
Detailed instructions on how to use the Attachment B — Initial -Final Offline Bidder
Tool Pricing Matrix.xls will be clearly defined in the workbook itself. Please review
those instructions in conjunction with this section.
Note: The pre -auction price component, Non -Core to Core Discount, will not be used in the
Bid Tabulation since the items that will meet the threshold in subsequent years is not
currently known. However, this will be part of the contract.
For each lot during the live eAuction event, a bidder's 3-Year Contract Total bid tabulation
will then be compared to the other bidders' 3-Year Contract Total bid tabulations. The
following award language will then determine which Vendor(s) are awarded the lot.
1.15 Basis of Award:
Award Language:
The Department will award by lot. A maximum of two vendors will be awarded per lot.
The Department has classified Vendors as either Large or Small based on definition
from the Small Business Administration Office of Advocacy (see below for details). The
vendor with the lowest 3-Year Contract Total for a given lot will receive an award,
assuming they meet the bid requirements. The next lowest priced vendor of the
opposite class shall also receive an award, if that vendor's 3-Year Contract Total is
within 5% of the lowest vendor's. The same first place vendor may be awarded both
lots, assuming they meet the bid requirements. The second place vendor may also be
awarded both lots, assuming they meet the bid requirements. If there are no vendors of
the opposite class of the lowest vendor who come within 5% of that lowest vendor's 3-
Year Contract Total, the Department shall only award to the lowest vendor.
The U.S. Small Business Administration Office of Advocacy defines a small business as an
independent business having fewer than 500 employees. The Department defines this as a
Small business. The Department will define all other businesses (equal to or greater than 500
employees) as Large. The following document supports this definition:
http://www,sba.gov/advo/stats/sbfaq.pdf
21
The number of employees provided in the Phase I — Vendor Pre -Qualification responses will
be used to categorize each Vendor.
The Department also intends to award for the entire State of Florida and not by region.
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.
1.16 Posting of Award(s):
VBS Posting of Award(s):
Prices will not be read, pursuant to section 119.07(3)(m) of the Florida Statutes. Based on
the bid tabulation process described in this sub -section, on the date specified in Section 1.07
Calendar of Events, the Department shall electronically post a notice of intended award,
accessible through the following process: from the State Purchasing web site at
httpa/www.myflorida.com (drill -down as follows: Business & Industry; State Purchasing;
Everything for Vendors and Customers; Vendor Bid Systems; Search Advertisements; under
Agency select the Department of Management Services; initiate search). If the notice of
award is delayed, in lieu of posting the notice, the Department shall post a notice of the delay
(via the VBS system and email to appropriate vendor contact) and a revised date for posting
the notice of intended award.
Any person who is adversely affected by the decision shall file with the State a notice of
protest within 72 hours after the posting of the notice of intended award (see Section 1.39
Protests for more information on protests). The State shall not provide bid tabulations by
telephone.
1.17 eAuction Overview:
The final award decision for this Phase II - ITB will be supported by the results of the
MyFloridaMarketPlace Sourcing tool eAuction. A Vendor participating in an eAuction will
bid with other Vendors during a specified time frame and state the price at which it offers to
sell certain goods or services to the State of Florida. The Department reserves the right to
accept the offer of any Vendor, or reject all offers.
All invited Vendors participating in the eAuction will access a secure system via the Internet
from a location of their choosing (off State property). The eAuction event will be conducted
utilizing the MyFloridaMarketPlace Sourcing tool. A computer with a web browser and
Internet access will be required to access and use this system.
22
The following minimal technical requirements will be necessary to participate in the
eAuction:
• Internet connection - Modem, ISDN, DSL, Ti. The connection speed determines
Bidder's access speed
• Web browser - Microsoft Internet Explorer versions 6.x, or Netscape Navigator
versions 6.x. Also, JavaScript must be enabled:
— In Netscape, choose Edit > Preferences, select Advanced, and make sure
`Enable JavaScript for Navigator' is checked.
- In Internet Explorer, choose Tools > Internet Options, the Advanced tab,
and under the heading Java, make sure Use Java is checked.
- Check that screen size is set to 1024 by 768 pixels - to do this go to
START, SETTINGS, CONTROL PANEL then DISPLAY. Click on the
Settings tab and reset the pixels.
The contact for technical support of the MyFloridaMarketPlace Sourcing tool will be
communicated prior to the optional training sessions defined below. All other issues related to
the office consumables specifications, ITB, or contract terms should utilize the Q&A Board
described below in Section 1.18 eAuction Technical Configuration Details and in Section 1.27
Questions and Clarification.
The format of the eAuction will be sealed bid format, no pricing information will he
displayed during the event for any lot. The bidder will receive their rank bid relative to the
best bid during the event. The bidder will have visibility into the "rank" of their bid only,
bidders will not be able to see the value or rank of any other vendor's bid. All
participating bidders will remain anonymous through use of this online auction. The online
auction tool uses the latest web -based security technology, including masking bidder identities
from other bidders throughout the entire auction process, and 128-bit SSL encryption.
The site will be hosted by the neutral, third -party MyFloridaMarketPlace Service Provider
("Service Provider"). This Service Provider will maintain all procedures associated with training
bidders, technical support, and real-time support during the event. The MyFloridaMarketPlace
Sourcing Tool will also keep all pricing and vendor identity information confidential.
Throughout the auction process, bidders will have access to phone support to answer all
technical questions related to the online bidding system. During the Preview Period of the event,
technical questions will be answered within 24 hours. During the live eAuction event, real-time
support will be available throughout the entire event. However, it is the bidders' responsibility
to participate and ask questions — the State has no accountability to ensure Bidder's participation.
For non -technical questions around the ITB, please use the specified format described in Section
1.27 Questions and Clarification.
23
1.18 eAuction Technical Configuration Details:
Bidder's Response to the State of Florida
A vendor's bid will consist of the six components identified in Section 1.13 Execution and
Submittal of Bid. The MyFloridaMarketPlace Sourcing tool will facilitate
obtaining/downloading documents, uploading documents, and submitting bids.
Preview Period and Pre -Bids
The Preview Period is the length of time that bidders will need to review the ITB documents,
ask questions, digest answers, and prepare for the eAuction event. This length of time is
defined in Section 1.07 Calendar of Events and is identified in the upper -right corner of the
screen when logged on to the MyFloridaMarketPlace Sourcing Tool. All vendors are
required to submit a Pre -Bid. A Pre -Bid submitted during the Preview Period must reflect
the same bid parameters (quantity, price, lot value) as the live event. The Pre -Bid is binding
and cannot be raised. Bidders may revise a pre -bid until the deadline specified in Section
1.07 Calendar of Events and the MyFloridaMarketPlace Sourcing Tool; the last pre -bid
submitted will be utilized. No rank will be assigned to any bid until pre -bidding expires and
the live eAuction event starts.
Live eAuction Event Process Overview
During the eAuction, a bidder will enter bids, for each eligible lot, into the
MyFloridaMarketPlace Sourcing tool. Each bid, for each lot, will be for the total purchase
price (in U.S. Dollars) of all items. The Attachment B - Initial -Final Offline Bidder Tool
Pricing Matrix.xls may be used to help calculate this bid. The MyFloridaMarketPlace
Sourcing tool will then compare the bid to all other vendors' bids for that specific lot and
calculate a rank order for each vendor's bid. This will happen dynamically in real-time. A
bidder will not be able to view anonymous bids from other vendors in the Sourcing tool. A
bidder will only see the "Rank" of their bid for each eligible lot. The bidder will be able to
continue to enter revised bids into the system throughout the duration of the auction. The
Attachment B — Initial -Final Offline Bidder Tool Pricing Matrix.xls will be provided as
an attachment on the MyFloridaMarketPlace Sourcing tool and will include detailed
instructions specific to the eAuction event.
• The Department maintains the right to restrict a Bidder's access to the system and
their ability to bid for failing to comply with Section 4 eAuction Terms and
Conditions.
• For the bid for a lot to be complete, the bidder must input the Non -Core to Core
Discount into the MyFloridaMarketPlace Sourcing tool by the time specified in
Section 1.07 Calendar of Events.
• The bidder must comply with the pre -bidding rules, submit a Pre -bid to the
eAuction tool during the Preview Period, and complete ALL fields and upload the
Attachment B - Initial -Final Offline Bidder Tool Pricing Matrix.xls workbook to
the MyFloridaMarketPlace Sourcing tool by the time specified in Section 1.07
Calendar of Events.
24
• During the live eAuction event, a bidder may submit a bid as many times as the
bidder desires, within the time limit provided. However, only the last bid will be
accepted.
• The final line item pricing in the Attachment B - Initial -Final Offline Bidder Tool
Pricing Matrix.xls workbook submitted to the Department must be consistent with
Bidder's final bid submitted during the live eAuction. This final document must
be uploaded back into the MyFloridaMarketPlace Sourcing tool by the time
specified in Section 1.07 Calendar of Events.
If these components are not satisfied, the Department may, in its sole discretion, consider a
Bidder's bid null and void.
Bidding Rides
Bidders will only be able to view lots that they have been qualified for based on Phase I.
Invitation to bid on each specific lot will be printed within the Attachment B - Initial -Final
Offline Bidder Tool Pricing Matrix.xls that will be downloadable during the Preview Period
of the eAuction event.
• Please reference Section 1.07 Calendar of Events for the date of the auction.
• The Lot B - Paper and Non -Printed Envelopes will begin first.
Office Consumables Live eAuction Event Rules
The following rules will apply to both lots of this eAuction:
Bid Decrement Rule
Each bidder's pre -Auction submission (Pre -Bid) will be your Initial / Starting price for
the actual live eAuction event. Every subsequent bid made will be governed by a
minimum bid decrement. In order for a bid to be accepted by the online tool, it must be
less than the previous bid submitted by at least the pre -defined decrement amount. The
online tool will reject any bids placed that do not decrease by at least this decrement. Bid
decrements submitted may also be greater than the required minimum amount.
The minimum bid decrement for each lot is as follows:
Lot A — Office Supplies and Toner Cartridges = $ 100,000
Lot B — Paper and Non -printed Envelopes = $ 50,000
Bid Improvement Rule
When submitting bids, it is not required that a bid be lower than the overall best bid to be
accepted. It is required that each bid submitted improve upon the previous bid by that
bidder (by the minimum bid decrement or greater).
25
For example, if the best overall bid for a lot is $500,000, and the last bid a bidder placed
was $600,000, given a minimum bid decrement of $20,000, the next bid for that bidder
would need to be $580,000 or lower. This rule is designed to allow a bidder to submit
their best pricing to the Department. A bidder can reduce their bid by more than the
minimum bid decrement.
Timing Rule
Lot A - Office Supplies and Toner Cartridges is scheduled to last 45 minutes and
will start per Section 1.07 Calendar of Events. This auction will start even if Lot B
has not yet ended.
Lot B - Paper and Non -Printed Envelopes is scheduled to last 45 minutes and will
start per Section 1.07 Calendar of Events. This auction may extend past the Lot A
start time.
Extension Rule
If a bid is entered into the system within five minutes of the scheduled auction close time
of a lot, the scheduled close time will be reset to five minutes. The close time will be
reset to five minutes with each bid placed. It is not required that a bid must be the best
overall bid to extend a lot, any bid placed will trigger an extension.
There will be an unlimited number of extensions; the close time will continue to extend
as long as bidding activity occurs during the extension periods. Time will be tracked on
the upper -right corner of the main section within the MyFloridaMarketPlace Sourcing
tool.
The Department reserves the right to extend a Lot at its discretion (e.g., due to technical
difficulties, etc.).
Q&A Board
During the Preview Period and by the time specified in Section 1.07 Calendar of Events,
bidders can submit questions. The Q&A Board is the method for bidders to submit their
questions on the ITB. If an inappropriate question is asked, the Department Purchasing
Analyst has the option to delete the question without responding. This will prevent other
bidders from seeing the inappropriate question, because question and answer become
visible to other bidders only after they have been answered by the Department. The
question may be re -written to remove any inappropriate language (prior to posting the
answer) that could potentially bias the event.
The Department reserves the right to consolidate questions and post Q&A as a document
bidders can download from MyFloridaMarketPlace tool versus answer questions one at a
time.
26
1.19 eAuction Training Session:
An optional eAuction training session will be held for all qualified bidders during the
week(s) identified in Section 1,.07 Calendar of Events. To help understand how to navigate
in the MyFloridaMarketPlace Sourcing Tool, a vendor training document was sent via email
prior to the MyFloridaMarketPlace system generated invitation to the eAuction event. This
attachment is also downloadable from the eAuction tool and is named: Vendor Training
Guide.doc.
It is required that vendors respond with their intention to participate in this optional
eAuction training session via email by the date identified in Section 1.07 Calendar of
Events to the Purchasing Analyst identified in Section 1.41 Department of Management
Services Contact.
1.20 Practice eAuction:
The optional eAuction training session above will involve a practice or "Mock" eAuction
that will simulate the actual event. It will be conducted to help qualified bidders understand
and get visibility to what will be expected in the actual eAuction event. During this time, any
additional technical questions on the eAuction tool will be addressed. Details about this
practice event will be sent to all qualified bidders by email.
1.21 Product Manufacturer's Sales Promotions:
An original product manufacturer may conduct sales promotions involving price reductions
for a specified period. A Contractor shall submit to the Department Purchasing Analyst
documentation identifying the proposed: (1) starting and ending dates of the promotion, (2)
products involved, and (3) promotional prices compared to then -authorized prices.
Promotional prices shall be available to all Customers. Upon approval, the Contractor shall
provide conspicuous notice of the promotion.
This section shall be used in conjunction with Section 3.05 Sales Promotions.
1.22 Ordering Instructions:
On the Ordering Instructions form included in Section 5 Additional Forms, bidders shall
identify persons responsible for answering questions and administering the Contract and shall
provide information necessary for placing orders under the Contract.
1.23 Contract Home Page:
Each Contractor shall develop and maintain a State Term Contract Web Page on the Internet
to enable access to and ordering from Contractor's catalog for all eligible users that are
outside of MyFloridaMarketPlace.
State Contract Web Site must have the following requirements:
> State -specific current contract pricing
27
➢ Detailed item descriptions; pictures when possible
➢ Indicators of recycled product and minority manufactured product, when possible
➢ Robust search engine capabilities
➢ Additional links or information may be placed on the screen to access additional
product literature, the vendor's home page, the history of the company, etc.
➢ "Shopping -cart" ordering capability
➢ Universal Resource Locator (URL) for the Internet Page must be supplied to the
Department prior to the implementation of the contract
Failure to follow the above specifications as required in this section will be grounds for the
link being broken from the State Contract and may be grounds for removal from the contract.
1.24 Purchasing Card Program:
The State has implemented a Purchasing Card program through Bank of America, using the
Visa network. Contractors may receive payment from the Purchasing Card in the same
manner as other Visa purchases. Accordingly, bidders must currently 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 its
ongoing implementation of MyFloridaMarketPlace, the State's online procurement
system.
1.25 Transaction Fee:
MyFloridaMarketPlace wilt create an online, statewide marketplace for government buyers
and vendors to conduct business, which will result in increased opportunities and operational
efficiencies for both. To fund the development, implementation and operation of
MyFloridaMarketPlace, a 1% Transaction Fee will be due on all purchases made under the
new Office Consumables State Term Contract, including purchases paid by Purchasing Card.
This 1% Transaction Fee replaces the 1% Usage Fee on the current Office Products and
Desktop Consumables State Term Contract. Please refer to Section 3.17 Transaction Fee of
the General Conditions for additional specific terms and conditions related to this fee.
1.26 Occupational Health and Safety:
In compliance with Chapter 442, Florida Statutes, certain items delivered from a contract
resulting from this bid must be accompanied by a Material Safety Data Sheet (MSDS). The
MSDS must be maintained by the Customer and must include the following information:
a) The chemical name and the common name of the toxic substance.
b) The hazards or other risks in the use of the toxic substance, including:
1) The potential for fire, explosion, corrosivity, and reactivity;
2) The known acute and chronic health effects of risks from exposure,
including the medical conditions which are generally recognized as
being aggravated by exposure to the toxic substance; and
3) The primary routes of entry and symptoms of overexposure.
c) The proper precautions, handling practices, necessary personal protective equipment,
and other safety precautions in the use of or exposure to the toxic substances,
including appropriate emergency treatment in case of overexposure.
28
d) The emergency procedure for spills, fire, disposal, and first aid.
e) A description in lay terms of the known specific potential health risks posed by the
toxic substance intended to alert any person reading this information.
f) The year and month, if available, that the information was compiled and the name,
address, and emergency telephone number of the manufacturer responsible for
preparing the information.
Information regarding these requirements should be directed to: www.osha.gov.
Note: Items that require these notifications may be part of the Product Manufacturer's
original packaging material. These warning notifications would satisfy this requirement.
1.27 Questions and Clarification:
Bidders shall submit questions regarding this solicitation by utilizing the Q&A Board
functionality in the MyFloridaMarketPlace Sourcing tool. Do not contact the Purchasing
Analyst or Customers directly. Questions shall be submitted via the Q&A Board within the
MyFloridaMarketPlace Sourcing tool and must be RECEIVED NO LATER THAN the
date within Section 1.07 Calendar ofEvents. Please note that questions will NOT be
answered via telephone or fax. The Department shall post the answers to the questions via
the MyFloridaMarketPlace Sourcing tool by the date stated within the Section 1.07
Calendar of Events. Each bidder is responsible for monitoring the MyFloridaMarketPlace
Sourcing tool 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 Purchasing Analyst.
Questions shall not constitute formal protest of the specifications or of the solicitation.
1.28 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 employee who owns, directly
or indirectly, an interest of five percent (5%) or more in the bidder or its affiliates.
1.29 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, vendor,
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.
1.30 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
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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, vendor, sub -contractor, or
consultant under a contract with any public entity; and may not transact business with any
public entity.
1.31 Bidder's Representation 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).
1. The bidder is not currently under suspension or debarment by the State or any other
governmental authority.
2. 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.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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:
a) Has within the preceding three (3) years been convicted of or had a civil judgment
rendered against them or is presently indicted for or otherwise criminally or civilly
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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
b) Has within a three (3)-year period preceding this certification had one or more
federal, state, or local government contracts terminated for cause or default.
8. The product offered by the bidder will conform to the specifications without exception.
9. The bidder has read and understands the Contract terms and conditions, and the bid is
made in conformance with those terms and conditions.
10. 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.
11. 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.
12. 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 is 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.
1.32 Performance Qualifications:
The State 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 State 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
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not mean or imply that it is obligatory upon the State to make an investigation either before
or after award of the Contract, but should the State elect to do so, bidder is not relieved from
fulfilling all Contract requirements.
1.33 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 Bidder is hearing or speech impaired, please contact State Purchasing by using
the Florida Relay Service at (800) 955-8771 (TDD).
1.34 Firm Bids:
The State may make award within sixty (60) days after the expiration of the eAuction event
and migration to the "Pending Selection" stage, 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 State awards the Contract or the State receives from the bidder written
notice that the bid is withdrawn. Any bid that expresses a shorter duration may, in the State's
sole discretion, be accepted or rejected.
1.35 Clarifications/Revisions:
Before award, the State 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.
1.36 Contract Formation:
No contract shall be formed between bidder and the State until the State signs the Contract.
The State 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.
1.37 Contract Overlap:
Bidders shall identify any products covered by this solicitation that they are currently
authorized to furnish under any other contract with the State. 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.
1.38 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, segregate the material into a separate electronic file with the term
"Confidential" in the file name, and electronically mark each page as "Confidential") and
briefly describe in writing the grounds for claiming exemption from the public records law.
The State will not independently evaluate the bidder's claim of exemption. If the State
receives a public records request related to the bid, the State will notify the bidder in writing
at least seven (7) days before making the information available for review by the requester.
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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 State shall make the information available for review. In no event shall the State 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.
1.39 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 POSTING 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.
1.40 FTE Count by County:
To help bidders understand potential office consumables demand patterns, the estimated
geographical distribution of government full-time employees (FTEs) is provided in the
Microsoft Excel file FTEs by Agency & County.xls. This file will be downloadable from
the MyFloridaMarketPlace Sourcing Tool during the Preview Period.
1.41 Department of Management Services Contact:
The Purchasing Analyst for this solicitation is listed below:
Tom Butler — Department of Management Services Purchasing Analyst
Fax: (850) 488-5498
Email: butlert(u)dms.state.fl.us
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Section 2 - Office Consumables Specific Service Level Agreements
(SLAs)
The Contractor shall meet the following service level expectations:
2.01 Delivery Locations:
A. The Contractor will provide statewide delivery coverage.
B. Delivery should be free (FOB Destination) to any location in the State of
Florida. If special delivery or handling charges are applicable they should be
pre -approved and explicitly reported.
C. 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
2.02 Delivery Timing:
The Contractor will provide delivery within two (2) business days from time of
order at no extra charge. On -time delivery will be maintained at 95% or
greater. On -time delivery will be defined as delivery of order within two (2)
business days of placement of order. Later orders are anything greater than
two (2) business days, unless with approved notification.
This SLA supersedes Section 3.14 Transportation and Delivery of the General
Conditions.
2.03 Emergency Deliveries:
Emergency deliveries will be made within 24 hours after notice has been
given. If emergency delivery is required, the ordering location will pay for the
extra cost for this service. In some cases, next day delivery will be the normal
delivery time; therefore, no extra charge will be accessed.
2.04 Minimum Delivery Cost — Shipping Charges:
There shall be no shipping or delivery charges as long as the minimum order is
$25.00.
2.05 Order Accuracy:
A. Order Accuracy rate will be maintained at 98% or greater. Order Accuracy
rate is defined as "the number of items delivered as ordered divided by the
total number of items ordered."
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B. A report of Order Accuracy rate will be provided by the Contractor at each
Business Review (see below) or when requested by the Department.
2.06 Order Completeness:
A. Order Fill rate will be maintained at 95% or greater. Order Fill rate is defined
as "the number of items on an order filled completely as ordered divided by to
the total number of lines on an order."
B. A report of Order Fill rate will be provided at each Business Review (see
below) or when requested by the Department.
C. Known backorders by the Contractor will be provided within five (5) days of
original order, unless special circumstances apply. The information will be
provided to the customer. The following information about the backorder(s)
may be requested by the Customer or the Department: item name and product
ID, reason for shortage, and plan of action (when delivery may be expected or
suggested replacement).
D. Shipment shortages or over -shipments found by a Customer should be
reported to Contractor's customer service immediately upon recognition.
E. Over -shipments should not to be accepted by Customers.
2.07 Substitutions:
A. Substitutions of any kind will be used only in the event of an item not being
available, or in order to save the Customer money.
B. Substitutions cannot occur without first notifying and requesting permission
of the Customer.
C. If a higher priced item is used to fill the order, the Customer will be billed at
the lower price of the item that was out of stock, not the higher priced item.
This SLA supersedes Section 3.10 Manufacturer's Name and Approved
Equivalents of the General. Conditions.
2.08 Return Policy:
Contractor will provide full credit to customer on all returns that meet the following
conditions:
A. All merchandise is in original packaging and in re -sellable conditions.
Original packaging may not have Customer's writing on them.
B. Merchandise is returned within 30 days of delivery.
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This SLA supersedes Section 3,16 Inspection and Acceptance of the General
Conditions.
2.09 Restocking Policy:
A. Contractor will not impose a restocking fee on Customer if an item is returned
due to damage, incorrect product shipped, or Contractor customer service
order entry error.
B. Contractor will not impose a restocking fee on Customer for inventory that is
returned within 24 hours of delivery.
C. Contractor will not impose a restocking fee on Customer for inventory that is
returned, but exchanged for other inventory.
D. Re -stocking fees for all other reasons can be no greater than 10% of the value
of the items needing re -stocking.
This SLA supersedes Section 3.16 Inspection and Acceptance of the General
Conditions.
2.10 Customer Support:
A. Each Contractor will have a single point of contact for any customer support.
This individual may support multiple Customers.
B. Customers will have access to their corresponding customer service
representative during normal business hours of every business day (8am
(EST) to 5pm (EST)).
2.11 State Business Review Meetings:
In order to maintain the partnership between the Department and the Contractor, from
time -to -time the Department may request a Business Review meeting. The business
review meeting may involve, but not be limited to, the following:
Review of Contractor performance as determined by Service Level
Agreement metrics
• Review of minimum required reports (see Section 2.12 Reporting)
• Review of continuous improvement plans to consolidate number of Core
items
2.12 Reporting:
Minimum required reports, in electronic format, are the following:
Fiscal Quarterly Reports
• Total dollar value of purchases and total number of orders
• Total value of purchases and total number of orders by Customer
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• Total purchases by item
Total value of purchases of Core Items divided by total value of all
purchases
• Total purchases paid by check vs. purchasing card
• # Orders made within the 2 business day requirement divided by total number
of orders
• # orders with order accuracy rate of more than 98% divided by total number
of orders
• # orders with order fill rate of more than 95% divided by total number of
orders
• # Orders returned due to Customer error
• Total re -stocking charges ($) applied
• # Orders returned due to Contractor error
Annual Reports
• Total purchases / total orders by Customer
• Total purchases by item
• % Core and non -core item spend
• Total purchases paid by MyFloridaMarketPlace vs. purchasing card
• # Orders made within the 2 business day requirement vs. # Orders not made
within 2 business day requirement
• Order Accuracy Rate; # orders with order accuracy rate of less than 98% vs. #
orders with order accuracy rate of more than 98%
• Order Fill Rate; # orders with order fill rate of less than 95%
• # Orders returned due to Customer error
• Total re -stocking charges ($) applied
# Orders returned due to Contractor error
2.13 Continuous Improvement
The Department encourages Contractors to identify opportunities to generate lower costs.
A continuous improvement effort, consisting of various ideas to enhance business
efficiencies, may be discussed at the Business Review meetings or as identified. All
savings may then be split between the State and the Contractor, contingent upon review
of the validity of the savings.
2.14 Liquidated Damages
Liquidated damages of $250.00 per day per incident shall be imposed for failure to
comply with the Service Level Agreements described above.
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Section 3 - General Conditions
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 5.0 of these solicitation documents.
"Contract" means the legally enforceable agreement, if any, that 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 5.0 of these solicitation
documents.
"Contract Supervisor" means the State Purchasing employee to whom bidders shall address any
questions regarding the solicitation or award process. The Contract Supervisor shall be the
arbitrator of any dispute concerning performance of the Contract as specified in section 3.36 of
the General Conditions.
"Contractor" means a successful bidder, which, along with the Department, will enter into the
Contract. The Department may make 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,
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
http://www.myflorida.com/myflorida/business/index.html. The Department reserves the right to
contract with a third -party Service Provider to assume responsibility for administration of the
Contract.
"eAuction" is defined as competitive bid event, via the Internet, wherein qualified participants
anonymously bid against each other until time expires. The MyFloridaMarketPlace Sourcing
application software will be utilized to facilitate an "eAuction."
38
"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).
"Purchasing Analyst" means the State Purchasing employee who is primarily responsible for
administration of the Contract. The Department shall conspicuously post contact information on
its Internet web page associated with the Contract. The Department may appoint a different
Purchasing Analyst, 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 Purchasing Analyst.
"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 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.
3.04 Best Pricing Offer:
During the Contract term, if the State becomes aware of better pricing offered by the Contractor
for substantially the same or a smaller quantity of a product outside the Contract, but upon the
same or similar terms of the Contract, then at the discretion of the Department the price under the
Contract shall be immediately reduced to the lower price.
39
3.05 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. A Contractor shall submit to the Purchasing Analyst documentation identifying the
proposed (1) starting and ending dates of the promotion, (2) products involved, and (3)
promotional prices compared to then -authorized prices. Promotional prices shall be available to
all Customers. Upon approval, the Contractor shall provide conspicuous notice of the
promotion.
3.06 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.
3.07 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.
3.08 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 the
ongoing implementation of its online procurement system, MyFloridaMarketPlace.
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3.09 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.
3.10 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.
3.11 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.
3.12 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.
3.13 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.
41
3.14 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.
3.15 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.
3.16 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 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.
42
3.17 Transaction Fee:
The Department has instituted MyFloridaMarketPIace, a statewide eProcurement System
("System"). Pursuant to section 287.057(23), Florida Statutes (2002), all payments shall be
assessed a Transaction Fee of one percent (1.0%), which the Contractor shall pay to the State.
For payments within the State accounting system (FLAIR or its successor), the Transaction Fee
shall, when possible, be automatically deducted from payments to the Contractor. If automatic
deduction is not possible, the Contractor shall pay the Transaction Fee pursuant to Rule 60A-
1.031(2), F.A.C. By submission of these reports and corresponding payments, Contractor
certifies their correctness. All such reports and payments shall be subject to audit by the State or
its designee.
Contractor shall receive a credit for any Transaction Fee paid by the Contractor for the purchase
of any item(s) if such item(s) are returned to the Contractor through no fault, act, or omission of
the Contractor. Notwithstanding the foregoing, a Transaction Fee is non-refundable when an
item is rejected or returned, or declined, due to the Contractor's failure to perform or comply
with specifications or requirements of the agreement.
Failure to comply with these requirements shall constitute grounds for declaring the Contractor
in default and recovering re -procurement costs from the Contractor in addition to all outstanding
fees. CONTRACTORS DELINQUENT IN PAYING TRANSACTION FEES MAY BE
EXCLUDED FROM CONDUCTING FUTURE BUSINESS WITH THE STATE.
Contractors may view Rules 60A-1.030, 60A-1.031 and 60A01.032 by navigating to
www.MyFlorida.com, and clicking on the `MyFloridaMarketPlacele-Pro' link under 'Hot
Topics.' Once on this page, navigate to the `Related Rule' link under the `Related Topics'
category).
Detailed Instructions on how to report sales and submit Transaction Fees to the State and a copy
of the reporting form (Form PUR 3776) are available by navigating to www.MyFlorida.com, and
clicking on the `MyFloridaMarketPlacele-Pro' link under 'Hot Topics.' Once on this page,
navigate to the `Transaction Fee Reporting' link under the `Vendor' category.
For more information concerning the use of Form PUR 3776 and/or Transaction Fees, please
contact MyFloridaMarketPlace Customer Service at (866) FLA-EPRO (866-352-3776), or via
email at vendorhejp a,myflorida.com.
3.18 Invoicing and Payment:
Invoices shall contain the Contract number, purchase order number, and the Contractor's FEIN
(Federal Employee Identification Number) 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. Current guidelines require that Contractor supply electronic invoices in
lieu of paper -based invoices for those transactions processed through the system. Electronic
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invoices shall be submitted to the Customer through the Ariba Supplier Network (ASN) in one of
the following mechanisms — PDI 810, cXML, or web -based invoice entry within the ASN.
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.
3.19 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.
3.20 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.
3.21 Annual Appropriations:
The State's performance and obligation to pay under the Contract are contingent upon an annual
appropriation by the Legislature.
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3.22 Catalog Data:
The MyFloridaMarketPlace third -party service provider (Service Provider) is responsible for
converting Contract catalog information into a format supported by the System. To accomplish
this conversion, the Contractor shall provide certain information in electronic format directly to
Service Provider (This format is generally Microsoft Excel).
Within ten (10) days of written notice from Service Provider, Contractor shall provide all
information necessary to facilitate electronic purchases from this contract. Such information
may include, but is not limited to, Contractor name, SKU, brand/manufacturer, product name and
brief description, unit of measure, and price. Contractor shall provide this information in the
format required by Service Provider. No costs or expenses associated with providing this
information shall be charged to the Department, Customers, or Service Provider. With
Contractor's timely assistance, Service Provider shall create and maintain web -based placement
of the requested contract information.
Warranty
For the purposes of this section, the Contractor warrants and represents that it is authorized and
empowered to and hereby grants the Department and Service Provider the right and license to
use, reproduce, transmit, distribute and publicly display within the System the information
outlined above. In addition, the Contractor warrants and represents that it is authorized and
empowered to and hereby grants the Department and Service Provider the right and license to
reproduce and display within the System the Contractor's trademarks, system marks, logos, trade
dress or other branding designation that identifies the products made available by the Contractor
under the Contract.
If the Contractor is not the manufacturer, it shall be the Contractor's responsibility to obtain
authorization from the manufacturer to comply with the provisions of this section, including
securing any intellectual property licensing from the manufacturer. If the Contractor is the
manufacturer, it shall only authorize dealers, outlets, distributors, value-added resellers, etc.
within their network that can comply with the provisions of the Contract.
3.23 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.
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3.24 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.
3.25 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 financial
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://dlis.dos.state.11.us/barm/genschedules/gensched.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.
3.26 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
46
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, however, that the foregoing obligation shall not
apply to a Customer's misuse or modification of Contractor's products or a Customer's operation
or use of Contractor's products in a manner not contemplated by the Contract or the purchase
order. 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 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.
The Contractor's obligations under the preceding two paragraphs with respect to any legal action are
contingent upon the State or Customer giving 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 any legal action
without the Contractor's prior written consent, which shall not be unreasonably withheld.
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 limited to 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,
punitive, 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.
3.27 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
47
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.
3.28 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 furnish 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.
3.29 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 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.
3.30 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
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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
(I) 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.
3.31 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 extreme and unforeseen volatility
in the marketplace, that is, by circumstances that satisfy all the following criteria: (I) 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.
3.32 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.
3.33 Renewal:
Subject to Section 287.058 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.
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3.34 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 representatives.
3.35 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.
3.36 Dispute Resolution:
Any dispute concerning performance of the Contract shall be decided by the Contract
Supervisor, who shall reduce the decision to writing and serve a copy on the Contractor and, if
appropriate, the Customer. The decision of the Contract Supervisor 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.
3.37 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.
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3.38 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.
3.39 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.
3.40 Insurance Requirements:
During the Contract term, the Contractor at its sole expense shall provide commercial insurance of
such a type and with such terms 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, 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.
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3.41 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.
3.42 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.
3.43 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 (http://ccfcorp.dos.state.fl.us/), 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.
3.44 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 Purchasing Analyst identified in the Instructions to Bidders, with a copy
of the Office of General Counsel, 4050 Esplanade Way, Suite 260, Tallahassee, FL 32399-0450.
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.
3.45 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE):
To the extent that a product is certified by the Department, Agency, or Eligible User, is available
as sourceable 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
52
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 http://www.pridefl.com.
3.46 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 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(1) 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
http://www.respectofflorida.org.
3.47 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. 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.
3.48 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.
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3.49 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.
3.50 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.
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Section 4 - eAuction Terms and Conditions
By participating in this Phase 1I — eAuction ITB, the bidder is agreeing to the terms for an
online auction event for Office Consumables: Lot A. Office Supplies and Toner Cartridges
and Lot B. Paper and Non -Printed Envelopes. Bidders must read these terms carefully and
be sure to understand them.
The Bidder is agreeing that they are personally authorized to bind on behalf of their
organization and that their organization shall be bound by any bid that it or its representative
submits. The Bidder has the option of declining these terms, in which case the Bidder will
not be permitted to participate in the auction.
This Agreement may not be modified. This Agreement is taken into effect by participation in
any bidding activity with the MyFloridaMarketPlace Sourcing tool application software.
This Agreement is "in addition to" and not a "substitute for" any other agreements that the
bidder has entered into with State of Florida including, without limitation, Section 1
Instructions to Bidders, Section 2 Office Consumables Specific Service Level Agreements
(SLAs), and Section 3 General Conditions. Delivery, warranty and other terms not addressed
herein shall be governed by the Section 2 Office Consumables Specific Service Level
Agreements (SLAs) and Section 3 General Conditions. In the event that there is any conflict
between this Agreement and the Section 1 Instructions to Bidders, Section 2 Office
Consumables Specific Service Level Agreements (SLAs), and Section 3 General Conditions
that the Bidder has entered into with State of Florida, the Section 3 General Conditions shall
govern.
PLEASE NOTE THAT BIDS ARE IRREVOCABLE AND LEGALLY BINDING
ONCE THEY HAVE BEEN ENTERED INTO THE SYSTEM. BIDDERS SHOULD
EXERCISE CAUTION AND BE SURE OF ACCURACY OF BID AMOUNT
ENTERED. All bids entered into the system shall be considered offers by the Bidder,
which State of Florida may, in its sole discretion, accept or decline.
The State of Florida uses this online process as one part of its competitive solicitation
process. The State of Florida is not acting as an auctioneer.
The Department reserves the right to revise the closing date or to reject any or all bids. Bid
information submitted to the auction site and submitted through the Attachment B - Initial -
Final Offline Bidder Tool Pricing Matrix.xls offline MS Excel workbook is valid for 60 days
from the close of the auction. If the Bidder is selected as the winner of a lot, the State of
Florida will contact the Bidder as defined in Section 1.15 Basis of Award. If selected as a
winner, the Bidder agrees that the price contained in the final bid will be valid for the
duration of contract.
Without limiting any other remedies, the State of Florida may suspend or terminate a
Bidder's access to this site if they are suspected (by conviction, settlement, insurance or
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escrow investigation, or otherwise) to have engaged in fraudulent activity in connection with
our site.
THIS WEB SITE AND THIS BIDDING SERVICE ARE PROVIDED "AS IS" AND
WITHOUT ANY WARRANTY, EXPRESS, IMPLIED OR STATUTORY, INCLUDING,
BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON -INFRINGEMENT.
THE STATE OF FLORIDA AND ITS CONTRACTORS MAKE NO WARRANTY THAT
THE INFORMATION ON THE AUCTION SITE IS ACCURATE, THAT THE AUCTION
SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO
WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED
FROM THE AUCTION SITE NOR THAT DEFECTS, IF ANY, IN THE SOFTWARE
WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY
BIDDERS FROM STATE OF FLORIDA, ITS CONTRACTORS, OR THROUGH THE
AUCTION SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED
HEREIN.
IN NO EVENT SHALL THE STATE OF FLORIDA BE LIABLE FOR LOST PROFITS
OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT
OF OR IN CONNECTION WITH THIS SITE (INCLUDING SUSPENSION OR
INTERRUPTION OF SERVICE), OUR SERVICES OR THIS AGREEMENT
(HOWEVER ARISING, INCLUDING NEGLIGENCE).
Bidders agree to indemnify and hold State of Florida and its subsidiaries, affiliates, officers,
directors, agents, and employees, harmless from any loss, liability and damages, including
reasonable attorneys' fees, arising out of any claim relating to the bidder's breach of this
Agreement or the documents it incorporates by reference, Bidders use of this site or Bidders
violation of any law or the rights of a third party.
Bidders shall comply with all applicable laws, statutes, ordinances and regulations regarding
their listing of offers and sale of items.
Bidders and the State of Florida are independent contractors, and no agency, partnership,
joint venture, employee -employer or franchiser -franchisee relationship is intended or created
by this Agreement.
Except as explicitly stated otherwise, any notices shall be given by email to the qualified
vendors from Phase I. Email notices shall be considered by the State of Florida to have been
received 24 hours after email is sent, unless the sending party is notified that the email
address is invalid.
This Agreement shall be governed in all respects by the laws of the State of Florida (as if
made and entered into by Florida residents and fully executed in Florida) without regard to
conflict of laws provisions. If any provision of this Agreement is held to be invalid or
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unenforceable, the parties nevertheless agree that the court should endeavor to give effect to
the parties' intentions as reflected in the provision, and the other provisions of this
Agreement shall remain in full force and effect. A party's failure to act with respect to a
breach by the other party does not waive such parry's right to act with respect to subsequent
or similar breaches. This Agreement and the documents referred to herein set forth the entire
understanding and agreement between the State of Florida and Bidder with respect to the
subject matter hereof.
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ONE FLORIDA COMMITMENT
It is the policy of the State of Florida that Minority and Woman -owned Business
Enterprises (MWBE), as outlined in One Florida, Equity in Contracting, have the maximum
practicable opportunity to participate in performing contracts let by any State agency. The
Contractor agrees to carry out this policy in the awarding of subcontracts and other business
opportunities to the fullest extent consistent with efficient Contract performance. In particular,
the Contractor commits to the following:
> Contractor shall purchase sufficient product from Florida certified MWBEs and make
such products available for re -sale to users of the Contract to a degree that these products,
if purchased by the users, will equal or exceed the previous year's spend with certified
MWBEs under the Contract. Such products will be available for purchase by users no
later than January 1, 2004.
> Contractor shall partner with Florida certified MWBEs for other services, including but
not limited to delivery services. Such services shall be purchased and utilized no later
than January 1, 2004.
> Contractor shall provide the Department with monthly reports by agency of its payments
to MWBEs for goods and services provided in servicing users of the Contract.
Contractor's commitment is intended to have a positive economic impact for the community, the
Department, and the participating MWBEs.
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CONTRACT
This Contract, effective the last date signed below, is by and between the State of Florida,
Department of Management Services ("Department"), an agency of the State of Florida with
offices at 4050 Esplanade Way, Tallahassee, Florida 32399-0950, and Office Depot, Inc., a
Florida corporation with offices at 2200 Old Germantown Road, Delray Beach, FL 33445
("Contractor").
The Contractor responded to the Department's Invitation for Bid No. 80-618-001-E,
Office Consumables. The Department has determined to accept the Contractor's bid and to enter
into this Contract in accordance with the terms and conditions of the solicitation. The specific
products awarded to Contractor, and the unit prices and discounts the Contractor may charge
Customers, are identified in Attachment A - Initial/Final Offline Bidder Tool Pricing Matrix.xls
and in Attachment B - Pre -Auction Pricing Components.doc.
Accordingly, and in consideration of the mutual promises contained in the Contract
documents, the Department and the Contractor do hereby enter into this Contract, which is a
State Term Contract authorized by section 287.042(2)(a) of the Florida Statutes (2001). The
term of the Contract begins on the Effective Date and expires December 30, 2006. The Contract
consists of the following documents, which, in case of conflict, shall have priority in the order
listed, and which are hereby incorporated as if fully set forth:
• Any written amendments to the Contract
• This document, including Attachments
• Office Consumables Specific Service Level Agreements (SLAs) (Attachment C)
• One Florida Commitment (Attachment D)
• Instructions to Bidders
• General Conditions
• Any purchase order under the Contract
• Contractor's bid
STATE OF FLORIDA,
DEPARTMENT OF MANAGEMENT SERVICES
By: William S. Simon Date
Its: Secretary
OFFICE DEPOT, INC.
By: Cindy Campbell Date
Its: Executive Vice President
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ORDERING INSTRUCTIONS
BIDDER: Office DepoL(A)
BIDDER FEIN: F592663954
Bid/Contract Administration
Please identify the person who will be responsible for administering the Contract on your behalf
if award is made, and include an emergency contact phone number:
Name: Morrie Norwood
Title: Senior Account Manager
Street Address: 3146 Corrib Drive / Tallahassee FL 32309
E-mail Address: rnnorwoodAofficedepot,com
Phone Number(s): 850-894-9039
Fax Number: 850-894-9037
If the person responsible for answering questions about the bid is different from the person
identified above, please provide the same information for that person.
Name:
Title:
Street Address:
E-mail Address:
Phone Number(s):
Fax Number:
Direct Orders
Please provide the following information about where Customers should direct orders. You must
provide a regular mailing address. If equipped to receive purchase orders electronically, you
may also provide an Internet address.
Street Address or P.O. Box: 1707 Orlando Central Parkway
City, State, Zip: Orlando FL 32809
Phone Number: 1-800-386-0226
Toll Free Number: 1-800-386-0226
Ordering Fax Number: 1-800-816-3139
Internet Address: http://bsdnet,officedepot.com
Vendor FEIN: F592663954
Remit Address: P.O. Box 633211
City, State, Zip: Cincinnati OH 45263-3211
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