Purchasing Services REQUEST FOR SEALED PROPOSALS Firewall... · Purchasing Services REQUEST FOR SEALED PROPOSALS ... Network Firewall Hardware and Services ... SEALED PROPOSAL FOR:

Page 1 of 33 Initial & Return _________

Purchasing Services

REQUEST FOR SEALED PROPOSALS

Sealed proposals addressed to Region 4 Education Service Center (Region 4, the Center) must be received, date and

time stamped by the Business Office at 7145 West Tidwell Road, Houston, Texas 77092 by:

June 4, 2015 @ 2:00 p.m. CST FOR: Network Firewall Hardware and Services

Proposals will be publicly opened immediately following the deadline for receiving the proposals. Any proposal

received later than the specified time, whether delivered in person or mailed, shall be disqualified. Faxed or

electronically submitted proposals cannot be accepted. Region 4 reserves the right to reject any/or all proposals

and to waive any formalities in the proposal process.

Under competitive sealed proposals, changes in the nature of the proposal, and the prices may be negotiated after

proposals are opened to obtain the best advantages. Low bid is not the only determining factor for an award

recommendation. Vendor responses will not be revealed at the public bid opening until a complete analysis is

tabulated to validate the true accuracy of each submittal received and verify any confidential or proprietary

information noted by the business.

Robert Zingelmann, Chief Financial Officer

SEALED PROPOSAL ENVELOPES SHALL BE PLAINLY MARKED WITH THE BELOW

INFORMATION & PROVIDE ORIGINAL AND THREE (3) ADDITIONAL COPIES WITH

RESPONSE

Label for Proposal Envelope – Cut along dotted line and attach on outside of envelope.

SEALED PROPOSAL FOR: Network Firewall Hardware and Services

DO NOT OPEN UNTIL: June 4, 2015

PROPOSAL NUMBER: 01552-15


Table of Contents

Standard Contract Agreement ................................................................................................... 3

Proposal Preparation ................................................................................................................. 4

Statement of Inclusion/Applicability ......................................................................................... 6

General Terms ........................................................................................................................... 6

Contract Time Period ................................................................................................................ 6

Addendums ............................................................................................................................... 6

Specifications ............................................................................................................................ 7

Contractor’s Responsibility ....................................................................................................... 7

Insurance Requirements/Certificate of Insurance ..................................................................... 8

Proposal Evaluations and Awards ............................................................................................. 9

Quantities .................................................................................................................................. 10

Pricing/Escalation/De-Escalation .............................................................................................. 10

Sales Tax ................................................................................................................................... 11

Product Inspection ..................................................................................................................... 11

Warranty Information ................................................................................................................ 11

Withdrawals or Modification of Proposal ................................................................................. 11

Substitutions .............................................................................................................................. 12

Deviations from Specifications or Terms/Conditions ............................................................... 12

Contracts and Purchase Orders .................................................................................................. 12

Non-Performance/Termination of Contract .............................................................................. 13

Force Majeure ........................................................................................................................... 14

Non-Collusion Certification ...................................................................................................... 14

Assignment-Delegation ............................................................................................................. 15

Certifications Regarding Legal and Ethical Matters ................................................................. 15

Equal Employment Opportunity (EEO) Disclosures ................................................................ 16

Ownership of and Rights to Use Copyrighted Materials ........................................................... 17

Venue/Waiver ............................................................................................................................ 17

Interpretation-Parole Evidence .................................................................................................. 17

Right to Assurance .................................................................................................................... 17

Funding Out Clause ................................................................................................................... 17

Relationship ............................................................................................................................... 18

Intellectual Property .................................................................................................................. 18

Right to Audit ............................................................................................................................ 18

Buy American Requirement ...................................................................................................... 18

Proposal Acceptance ................................................................................................................. 18

Payment ..................................................................................................................................... 18

Other .......................................................................................................................................... 19

Questions Regarding Proposal .................................................................................................. 19

State Certification ...................................................................................................................... 20

References . .............................................................................................................................. 21

Felony Conviction Disclosure Statement .................................................................................. 22

Indemnification ......................................................................................................................... 23

Deviation/Compliance/Acknowledgment Form ........................................................................ 25

Historically Underutilized Business (HUB) Certification ......................................................... 26

Conflict of Interest Questionnaire ............................................................................................. 27

Clean Air and Water Act & Debarment Notice......................................................................... 28

Forms & Submittals Checklist .................................................................................................. 29

Notice of Invitation to Propose ................................................................................................. 30

Specifications ............................................................................................................................ 31

Pricing Submittal ....................................................................................................................... 32

No Proposal Notification ........................................................................................................... 33


1. STANDARD CONTRACT AGREEMENT

OWNER: Region 4 Education Service Center herein designated as Region 4.

BUSINESS ENTITY NAME:

The following pages will constitute the contract between the successful business and Region 4. This contract

consists of the General Terms and Conditions set forth in the following pages, including the technical specifications

of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those

contained in any attachment, these provisions shall control. Any alternate contract that your business requires

Region 4 to sign before entering into this agreement is to be provided with proposal. Region 4 will be the sovereign

owner of the terms and conditions that control or direct policy authority of this contract. If alternate contract

deviates from this original RFP provisions the stipulation of said contract will be void.

Signature Form:

The undersigned certifies that he or she is an authorized agent of the organization and has authority to submit the

proposal on behalf of the business and to negotiate and contract for the entity named above. Having carefully

examined the RFP document, the undersigned hereby proposes and agrees to furnish goods and/or services in strict

compliance with the terms, specifications and conditions at the prices quoted unless otherwise noted in writing. The

authorized agent shall initial each page in the lower right corner to make this a valid response.

(Please complete and return all attachments with response)

Address

City/State/Zip

Telephone No.

Fax No.

Web site URL

E-mail address

Sales representative’s name

Position with organization

Print or type name

Authorized signature Initials

FOR REGION 4 USE ONLY! DO NOT WRITE BELOW THIS LINE

_______________________________________

Executed by Region 4 Education Service Center, this day of, ______ 20______

By:

Title: Business Manager, Business Office


GENERAL TERMS AND CONDITIONS

2. PROPOSAL PREPARATION

Request for Proposal (RFP) Preparation Costs

Issuance of this RFP does not commit Region 4 in any way, to pay any costs in the preparation and submission of

the RFP. Nor does the issuance of this RFP obligate Region 4 to award a contract or purchase. Vendor(s) shall be

responsible for all costs related to the preparation and submission of the RFP.

Retention of RFP Documentation

All RFP materials and support documentation submitted in response to this RFP will become the permanent

property of Region 4 and subject to the Texas Open Records Act.

In order for a proposal to be considered, the signed Standard Contract Agreement, State Certification Page,

Reference List, Felony Conviction Statement, Historically Underutilized Business (HUB) Certification, Clean Air

and Water Act & Debarment Notice and Deviation/Compliance/Acknowledgment Form must be completed, signed

and returned.

Sealed proposals will be received until the deadline indicated on page one (1) of this RFP.

Each proposal must be submitted in a SEALED opaque envelope (or other non-transparent package or container).

The outside of the proposal envelope (or other package or container) must bear the following information in clear

and legible form:

a) In the upper left-hand corner print the full name and address of the proposing entity, and the name and

telephone number, including the area code, of the person to contact with questions about the proposal

submission, and

b) In the lower left-hand corner "SEALED PROPOSAL," the proposal name, proposal number, and

submission deadline.

Proposals may be submitted by U. S. Mail, common carrier, or other courier or delivery service, or by hand

delivery. If forwarded by mail or other courier or delivery service, the sealed proposal envelope, identified as

indicated above, should be enclosed in another envelope addressed as specified below. The Region 4 will not be

responsible for proposals or related correspondence that are not sent, delivered correctly or misplaced. The

date/time record of the Region 4 staff will be the official time of receipt. Confidentiality

Trade secrets and confidential information contained in the proposals must be clearly identified as such. If a vendor

believes that a proposal is, or parts of a proposal are confidential, then the business organization must so specify.

The vendor must stamp in bold letters the term “CONFIDENTIAL” on that part of the proposal that the bidder

believes to be confidential. The successful proposal may be considered public information even though parts are

marked confidential. Copyrighted proposals are unacceptable and will be disqualified as unresponsive.

Open Records Policy

Region 4 is a government entity and subject to the Texas Public Information Act. Responses submitted to Region 4

as a result of this solicitation are subject to release as public information after contracts are executed or the

procurement is terminated. If a vendor believes that its response, or parts of its response, may be exempted from

disclosure under Texas law, the vendor must specify page-by-page and line-by-line the parts of the response, which


they believe, are exempt. In addition, the vendor must specify which exception(s) are applicable and provide

detailed reasons to substantiate the exception(s).

The determination of whether information is confidential and not subject to disclosure under the Public Information

Act is the duty of the Office of Attorney General (OAG). Region 4 must provide the OAG sufficient information to

render an opinion and therefore, vague and general claims to confidentiality by the vendor are not

acceptable. Region 4 shall comply with the opinions of the OAG. Region 4 assumes no responsibility for asserting

legal arguments on behalf of any vendor. Vendors are advised to consult with their legal counsel concerning

disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and

other proprietary information.

Proposals must be addressed and delivered to:

Region 4 Education Service Center

7145 West Tidwell Road

Houston, TX 77092

Attn: Business Office

Proposals, which are opened prior to the proposal opening because of failure to adhere to the above addressing and

identification criteria, will not be considered and will not be returned.

Proposals received after the deadline will not be accepted for consideration, and will be returned unopened.

Proposals received in an unsealed condition will not be considered and will not be returned.

Faxed proposals or related communications will not be accepted.

A representative of the proposing entity who is authorized to enter into contracts on behalf of the proposing entity

must manually sign proposals in ink. The person signing the proposal must indicate his/her title along with

signature. Proposals received without proper signature will not be considered. We do not provide editable versions

of bid documents because the contract terms, conditions and specifications could be altered by the vendor or

contents shared for other purposes that were not approved by Region 4.

Vendors must return all original documents in the proposal response, with three (3) copies of the entire

proposal documents being returned. Vendors should retain photocopies for their files. Any change made to any

written response on any of the proposal documents must be made in ink by marking through the original entry and

clearly entering the new information alongside the change. Changes must not be made with correction fluid. All

changes must be "initialed" by the person making the change, and the name of the person who initialed the change

must be noted in a footnote on the same page containing the correction. Failure to return any document or

information requested as part of the proposal response can result in the rejection of the entire proposal.

Vendors or their authorized representatives are expected to fully inform themselves as to the terms, conditions,

requirements and specifications of this proposal invitation before submitting proposals. Failure to do so will be at

the vendor’s own risk. The law makes no allowance for errors of omission or commission on the part of the

proposal companies; furthermore, the vendor cannot secure relief on the plea of error or ignorance concerning any

requirement included in the proposal invitation.

Vendors who do not reply to this particular proposal, but who want to remain on our proposal list for future

opportunities in this category should complete, sign, and submit the form entitled "NO PROPOSAL

NOTIFICATION” with the reason for NO PROPOSAL indicated on the sheet.

Vendors are welcome to attend the proposal opening at the date and time indicated on page one (1) of this RFP;

however, vendor presence is not required, and no weight or other consideration toward any award decision will be

given to any vendors’ attendance or absence at the proposal opening. The form and content of the proposal recaps

will be at the sole discretion of the management and staff of Region 4.


3. STATEMENT OF INCLUSION/APPLICABILITY

These General Terms and Conditions are applicable to all proposal invitations issued by Region 4, and by this

inclusion, they become an integral part of any contract which is awarded, or purchase order which is issued in

association with this proposal invitation.

4. GENERAL TERMS

Throughout this document, the terms “Member," "Participating Member," etc. is used interchangeably to mean "the

collective, cooperative association and the related activities of the management and staff of Region 4 and any one or

all of its participating members and their management and staff."

The section titles contained in this General Terms and Conditions document are for convenience and reference only,

and in no way define, describe, extend, or limit the scope or intent of the provisions of any section of this document.

Unless otherwise stated, any listing of factors or criteria in this document does not constitute an order of preference

or importance.

Proposals shall be submitted only on the forms provided by Region 4. Deviations to the General Conditions

and/or Specifications shall be conspicuously noted in writing by the vendor and shall be included with the proposal.

Vendors are to place their initials at the bottom right hand corner of each page where provided and return the

General Terms and Conditions section with their proposal invitation.

Small and Minority Firms, Women's Business Enterprises and Labor Surplus Area firms are especially invited to

submit proposals.

5. CONTRACT TIME PERIOD

The time period for any contract resulting from any award under this proposal is stated in the Notice of Invitation to

Propose. Unless otherwise indicated in these General Terms and Conditions, all proposal pricing will be firm

through the entire contract period.

The transfer, assignment, or subcontracting of contracts is prohibited, and the vendor agrees not to sell, assign,

transfer, convey, or subcontract any portion of any contract resulting from this proposal invitation without the prior

written consent of Region 4.

6. ADDENDUMS

Region 4 reserves the right to revise and amend the specifications before the date set for the bid opening. It is the

responsibility of each vendor, before submitting their proposal, to contact the Business Office to determine if any

addendums have been issued.

In the event that any changes to this proposal invitation occur subsequent to the mailing or other delivery of the

original proposal invitation, the changes or corrections to this proposal invitation will be made by addendum, and

any updated information contained in any addendum will prevail over the information contained in the original

proposal invitation or any previous addendum.

Each addendum will be sent to all entities that are known to have received a copy of this proposal invitation. Region

4 or their appointed representative is the sole authority for the issuance of any addendum related to this proposal.

Any communications from any person or entity other than Region 4 regarding any matters related to this proposal

are invalid and will have no influence on this proposal invitation.

Each addendum must be acknowledged and signed by the vendor. The addendum acknowledgment form must be

submitted along with the proposal submission before the bid opening date and time indicated on page one (1) of the

RFP.


7. SPECIFICATIONS

a) Specifications have been developed by Region 4 and are intended to give information as to type and kind of

service requested. Catalog numbers, brand names, or manufacturer's product or reference numbers used in

the item specifications are intended to be descriptive, not restrictive. These references, as well as "approved

brands" listed, are intended to identify and indicate the type of product being sought, and establish the level

of quality desired. If any conflict exists in the item specifications between the product descriptions and any

brand names or model or reference numbers used, the product descriptions will override the brand names or

model number references.

b) In most cases, proposals on brands of equivalent nature and quality will be considered, provided they are

regularly produced products from a reputable manufacturer. However, in some cases, Region 4 may find it

advantageous to standardize equipment and/or supplies by manufacturer in order to achieve efficiencies in

procurement, repair, and operation, to match existing stock, or to satisfy other requirements. In these cases,

preference will be given to the specific products identified as "approved brands," especially if all other

evaluation factors are deemed to be equal. For this reason, where specific brands or models are identified, it

is preferable for the vendor to propose on the exact item specified, in addition to an alternate brand or

model where desired.

c) The apparent silence of the specifications as to any detail or the apparent omission from any specification of

a detailed description concerning any point shall be regarded as meaning that only the best commercial

practices shall prevail. All interpretations of the specifications shall be made on the basis of this statement.

d) If any person contemplating submitting a proposal for this contract is in doubt as to the true meaning of the

specifications, or other proposal documents or any part thereof, he/she may submit a written request for

clarification to the Business Manager at least five (5) days prior to the scheduled opening. Any

interpretation of the proposal, if made, will be made only by addendum duly issued and mailed or delivered

to each person receiving an invitation to propose. Region 4 will not be responsible for any other explanation

or interpretation of the proposal made or given prior to the award of the contract. Any objections to the

specifications and requirements as set forth in this proposal must be filed in writing with the Business

Manager.

e) If you discover or suspect an error in the item specifications in this proposal invitation, please note it as part

of your response. We will attempt to correct errors for future proposal invitations.

8. CONTRACTOR’S RESPONSIBILITY

a) Before submitting a proposal, vendors shall carefully examine the specifications and related documents,

visit the site(s) of the work and fully inform themselves as to all existing conditions and limitations, and

shall include in the proposal a sum to cover the cost of all items included in the contract. The vendor, if

awarded the contract, shall be allowed no extra compensation by reason of any matter or thing, which the

vendor might have or should have fully informed himself prior to the deadline. The submission of a bid is

indicative that the contractor has visited the site(s), familiarized their selves with the local conditions under

which the work is to be performed, and correlated his/her observations with the requirements of the contract

documents.

b) Supervise and direct the work and be solely responsible for all methods, techniques, procedures and

coordinating of the work under this contract.

c) Initiate, maintain and supervise safety precautions in connection with the work. The contractor shall obtain

approval from the Facility Director for the location of equipment, supplies and access during the work.

d) Take all precautions necessary for the safety of, and provide protection to prevent damage, injury or loss to:

All employees on the premises and all other persons who may be affected thereby.


All the work and all materials to be incorporated therein, whether in storage on or off the site.

All property at and adjacent to the sites including trees, shrubs, lawns, walks, pavements, roadways,

structures and utilities. All property damaged due to operations of the work shall be restored by the

contractor to its original condition at no charge.

Comply with all applicable laws, ordinances, rules, regulations and orders of all public authorities

having jurisdiction for the safety of persons and/or property to protect them from damage, injury

and/or loss.

Secure all necessary licenses and/or permits required to perform the work.

All work shall take place in accordance with the contract documents, complete in all parts and in

accordance with approved practices and customs.

9. INSURANCE REQUIREMENTS

The successful contractor shall provide the following insurance verification when requested and prior to the delivery

of any services...

General

a) The insurance shall contain a provision that at least sixty (60) days prior to written notice shall be given to

the owner in the event of cancellation, material change or non-renewal.

b) The contractor shall not commence any portion of the work under this contract until all the insurance

required herein and certificates of such insurance have been filed and approved by the owner.

c) There shall be a hold harmless agreement in which the contractor assumes liability on the contract and holds

the owner harmless.

d) The contractor shall purchase and maintain in force the following kinds of insurance on page ten (10) for

operations under this contract and provide the owner with a certificate of insurance as evidence. Copies of

such insurance documents shall be part of the contract agreement and the contractor shall maintain such

coverages throughout the term.

10. CERTIFICATE OF INSURANCE

A Certificate of Insurance reflecting the following coverages shall be provided when required in the invitation to

propose. The Insurance Company (ies) shall be licensed in the State of Texas and maintain an AM BEST rating of

“A-VIII” or better. Region 4 shall be given a minimum of sixty (60) days notice by the “Contractor” of any

modifications to or cancellation of the insurance policies upon award of contract.

Workers Compensation & Employer’s Liability Insurance

Workers Compensation: Statutory Coverage

Employers Liability:

Bodily Injury by Accident each Occurrence: $1,000,000

Bodily Injury by Disease - each Employee: $1,000,000

Bodily Injury by Disease – Policy Limit: $1,000,000

Commercial General Liability (CGL)

Region 4 shall be named “Additional Insured” on the Contractor’s CGL policy. The CGL carrier shall also agree to

waive its right of subrogation against the Region 4 and provide primary and non-contributory wording in favor of

Region 4. Coverage shall include Fire Damage Legal Liability; Independent Supplier’s Liability; Contingent

Liability; Contractual Liability; Completed Operations & Products Liability; and Personal Injury Liability. The


CGL form used shall be written on an “Occurrence” basis. The Contractor must maintain Operations Liability

coverage for at least two years after the date of final completion. Limits as follows:

Combined Limits of Bodily, Personal Injury & Property Damage: $1,000,000

Unimpaired/Center-Specific Aggregate Limit: $1,000,000

Comprehensive Automobile Liability

Coverage shall include owned, non-owned, and hired vehicles. Limits as follows:

Bodily Injury & Property Damage Combined Single Limit: $1,000,000

Optional Coverage to be included with pricing

Umbrella Liability (Excess of EL/AL/GL): $1,000,000

Builders Risk Coverage (if Construction is included in Scope of Service): A Limit equal to Contract

Amount

11. PROPOSAL EVALUATIONS AND AWARDS

All proposals received in response to this proposal invitation which are submitted in accordance with the

instructions and restrictions contained in section #2 of this General Terms and Conditions document entitled

"Proposal Preparation" will initially be considered for award; however, initial consideration of any proposal will not

constitute an assessment of its meeting the necessary qualifications, and any proposal may be disqualified at any

time during the process of evaluating proposals for failure to meet any other terms or conditions contained

anywhere else in the proposal invitation.

Region 4 reserves the right to waive any or all proposing irregularities, formalities, or other technicalities, to be the

sole and independent judge of quality and suitability of any products offered, and may accept or reject any proposal

in its entirety, or may reject any part of any proposal without affecting the remainder of that proposal, and may

award the individual items on this proposal in any combination or in any way to best serve the interests of its

members as it perceives those interests to be in its sole discretion.

Region 4 reserves the right to award contracts to multiple vendors. The fact that Region 4 may make multiple

awards should be taken into consideration when responding to this proposal. This is a non-exclusive contract;

Region 4 reserves the right to obtain like goods and services from another source when necessary.

It is not the policy of Region 4 to purchase on the basis of low proposal price alone. All proposal items are subject

to evaluation and approval by a committee composed of members of Region 4. In evaluating the proposals received

and determining to which vendor(s) (if any) to award a contract, Region 4 may consider any combination of the

following criteria:

Purchase price;

The reputation of the vendor and the vendor’s goods or services;

The quality of the vendor’s good or services;

The extent to which the goods or services meet the Center’s needs;

The vendor’s past relationship with the Center;

The impact or the ability of the Center to comply with laws and rules relating to historically underutilized

businesses;

The total long term cost to the Center to acquire the vendor’s goods or services; and

Any other relevant factor specifically listed in the requested for proposals.

It is understood that Region 4, through its management and/or its members, may use all means at their collective

disposal to evaluate the proposals received on these criteria, and the final decision as to the best overall offer, both


as to price and to suitability of the products and/or services offered to fit the needs of the members of Region 4, will

rest solely with the Board of Directors of Region 4.

The successful vendor(s) will be notified by "Notice(s) of Award" issued by the management of Region 4.

12. QUANTITIES

Quantities reflected in this proposal invitation are estimates based upon the projected needs for Region 4 during the

contract period. Quantities are the best estimate of anticipated needs available at the time of publication of this

proposal invitation, but the accuracy of these estimated quantities may be affected by numerous factors including,

but not limited to, budgetary adjustments, changing market forces, unintentional errors or omissions, and new

construction. Actual needs may be greater or less than the estimated quantities provided.

Region 4 reserves the right to increase the order at the same unit price or decrease quantities as funding and needs

vary through out the contract term. Vendors at the close of the contract period agree not to hold Region 4 liable for

any inaccuracies in estimated quantities.

13. PRICING/ESCALATION/DE-ESCALATION

The competitive sealed proposal process provides for full competition among proposals, and allows for negotiation

with the supplier(s) to obtain the best product and service at the best price. Under competitive sealed proposals,

changes in the nature of a proposal, and in prices, may be negotiated after proposals are opened. Region 4

will evaluate proposals, and select the vendor offering the most advantages. Since proposal pricing can be

negotiated and is subject to change, no pricing information will be revealed at the public opening. All participating

suppliers will be given the same opportunity if negotiations are started. The Region 4 evaluation committee will be

the only deciding body in making the decision to negotiate or not to negotiate.

No escalation of cost changes in contracted prices, or increased rates will be added during the contract period.

Exceptions will be considered if there are state mandated increases that will affect all applicable vendors

equally. Awarded vendor agrees not to sell the same product or service at a lower cost to another customer without

offering the same pricing discount to Region 4. In the event that a lower price is provided through any other RFP in

the state, Region 4 will receive that lower price as well.

Proposal prices must be firm for acceptance for at least sixty (60) days from proposal opening date, unless otherwise

specified in this proposal invitation or in the vendor’s response.

New technology and products that meet the scope of work may be added to the existing contract. Pricing shall be

equivalent to the percentage discount of other products offered. Vendor may replace or add product lines to an

existing contract if the line is replacing or supplementing products on contract, is superior to the original products

offered, is discounted in a similar or to a greater degree and/or if the products meet the requirements of the original

solicitation. No products may be added to avoid competitive procurement procedures. Region 4 may reject any

additions without cause.

Delivery Cost

Deliveries required in this proposal would be freight prepaid; free on board (F.O.B.) destination and proposal prices

shall include all freight and delivery charges. All deliveries will be made between the hours of 7:00 a.m. to 4:30

p.m. Monday thru Thursday and 8:00 a.m. to 3:00 p.m. on Fridays. No deliveries will be accepted on Saturday,

Sunday or holidays. A list of holidays will be furnished at vendor's request.

Discrepancies in Cost

If there is a discrepancy between the unit cost and the total price, the unit cost will stand as the proposal price. The

unit cost will be considered the price by weight or the cost whichever is applicable. The unit cost will not be the

case price unless the package quantity throughout the industry is standardized.


14. SALES TAX

The members of Region 4 are public jurisdictions that are exempt from sales, excise, and use taxes. Region 4 upon

individual requests will provide tax exemption certificates for the vendor. Unless otherwise specified in this

proposal invitation, sales tax will not be included in any proposal response or invoice submitted by any vendor

unless the vendor has requested a tax exemption certificate from the Center in writing and failed to receive the same

within a reasonable period of time. The limited sales, excise, and use tax laws recognize the inclusion of tax

exemption information as part of a purchase order document to be as binding as if it had been submitted separately,

and by responding to this proposal invitation, the vendor agrees to accept tax exemption information in such form.

15. PRODUCT INSPECTION

All products supplied under this contract must arrive in the best possible condition and will be subject to inspection,

testing, and approval by Region 4 and/or its members.

16. WARRANTY INFORMATION

By submission of a proposal, the vendor warrants that the vendor is an authorized dealer, distributor, or

manufacturer for the product(s) being offered, that all items being proposed conform to the specifications for which

the items are being offered, and that all items provided under any contract related to this proposal invitation will be

free from all defects in material, workmanship, and title.

A minimum of ninety (90) days product guarantee or the manufacturer's standard commercial warranty, whichever

is greater, shall apply to all products purchased under this proposal invitation. This warranty shall provide for

replacement of defective merchandise, parts, and labor, and shall include pick-up of the defective merchandise from

the specified Region 4 location and delivery of the replacement(s) to the same location. The warranty shall be

effective from the date of acceptance of the merchandise.

17. WITHDRAWALS OR MODIFICATION OF PROPOSAL

a) Subject to the restrictions discussed below, Region 4 will consider a written request from any vendor that

the vendor be allowed to withdraw any proposal submitted, but only in its entirety, and only until the due

date and time for proposal submission as stated in the request for proposal included with this proposal

invitation. A representative of the proposing entity who is authorized to enter into contracts on behalf of the

proposing entity must manually sign any request for the withdrawal of any proposal in ink, and the person

signing the request must indicate his/her title along with his/her signature. No proposal may be withdrawn

after the date and time that proposals are due as specified in the RFP. Only proposals that have been

submitted consistent with the instructions relating to packaging and labeling of the proposal will be

considered for withdrawal.

b) If there is any question in the mind of the management or staff of Region 4 regarding the identity of the

proposal or the identity of the vendor relating to any request for the withdrawal of any proposal, Region 4 will refuse to allow the withdrawal of the proposal. Withdrawal of any proposal allowed by Region 4 will

require the completion and signature of a written receipt by the vendor’s representative satisfactory to the

management or staff of Region 4 before the proposal will be released. The decision of the management or

staff of Region 4 relating to any matters concerning proposal withdrawal will be final.

c) If a vendor requests to withdraw a proposal and Region 4 allows the withdrawal of the proposal, the vendor

may resubmit the proposal, or submit a new proposal, up until the due date and time for proposal

submission as stated in the RFP included with this proposal invitation, provided any new submission meets

all the qualifications of proposal submission included in these General Terms and Conditions.

d) If a vendor resubmits a proposal that was withdrawn and makes changes to any document in the proposal

package, an authorized agent of the proposing entity must initial all alterations made to any proposal

document.


e) All proposals in the possession of Region 4 at the time proposals are due shall be deemed final, conclusive,

and irrevocable, and no proposal shall be subject to withdrawal, amendment, or correction after the due date

and time for proposal submission as stated in the RFP included with this proposal invitation.

18. SUBSTITUTIONS

Region 4 will not accept any substitutes after item(s) have been awarded as specified, unless such substitutions are

deemed to be in the best interest of the members of Region 4, and unless prior agreements have been reached and

approved in writing regarding such substitutions. Substituting without the prior approval of a Region 4 member

placing the order will constitute a breach of contract by the vendor, which may result in the initiation of actions

covered in section #18 of this General Terms and Conditions document entitled "Non-Performance/Termination of

Contract" and the associated financial impacts attached thereto, and may jeopardize any future business from the

Center.

19. DEVIATIONS FROM SPECIFICATIONS OR TERMS/CONDITIONS

a) Any and all limitations, exceptions, qualifications, special conditions, or deviations from these General

Terms and Conditions or any of the item specifications, including the offering of any alternate to the

"approved brand and/or model" (where identified) must be clearly noted in detail by the vendor at the time

of submission of the proposal. The absence of such limitations, exceptions, qualifications, special

conditions, or deviations being submitted in writing with the vendors response will hold the vendor

accountable to Region 4 and its members to perform in strict accordance with all these General Terms and

Conditions and all the item specifications as written, including any "approved brands and/or models"

identified. The vendor should be aware that the submission of any such limitations, exceptions,

qualifications, special conditions, or deviations with the proposal response may place the vendor at a

competitive disadvantage or otherwise prevent Region 4 from considering the proposal on the affected

item(s).

b) Any deviation from any of the item specifications, including the delivery of any product other than the

specific brand and model of the product awarded, will be grounds for rejection of the product(s) when

delivered, and will expose the vendor to the remedies identified in section #18 of this General Terms and

Conditions document entitled "Non-Performance/Termination of Contract" and may jeopardize future

business from the Center.

20. CONTRACTS AND PURCHASE ORDERS

a) A response to this proposal invitation is an offer to contract with Region 4 and its members based upon the

item specifications and the General Terms and Conditions contained in the proposal invitation. Proposals do

not become contracts until they are accepted by Region 4 through an award notice to the vendor, and put

into effect by the issuance of a purchase order(s) signed by an authorized representative of Region 4.

Purchase orders will be delivered by facsimile, emailed or mailed to the vendor. All deliveries and financial

transactions will occur directly between the vendor and Region 4.

b) This contract shall collectively include (1) the General Terms and Conditions and the item specifications

included in the proposal invitation and any subsequent addenda thereto, (2) the vendors signed contract

agreement, State Certification Page, Reference List, Felony Conviction Disclosure Statement,

Deviation/Compliance/Acknowledgment Form and any other data collection sheets included with the

proposal invitation, (3) the vendors entire response to the proposal invitation, (4) the Vendors Notice of

Award document, and (5) any additional terms, conditions, or instructions contained in each individual

purchase order. The contract shall be interpreted by and governed under the laws of the State of Texas.

c) All contracts and agreements between vendors and Region 4 shall strictly adhere to the statutes as set forth

in the Uniform Commercial Code as last amended.


21. NON-PERFORMANCE/TERMINATION OF CONTRACT

a) If the vendor cannot comply with the terms and conditions in fulfilling its contract as anticipated, the

vendor must supply the same products or services contracted from other sources at the contract price. The

vendor's delay in the above will constitute the vendor's material breach of contract, whereupon Region 4

may terminate the vendor's contract for cause as provided by the remainder of this section.

b) This contract shall terminate upon the expiration of the contract term as stated in the RFP.

c) If any delay or failure of performance is caused by a Force Majeure event as described in section #19 of this

General Terms and Conditions document entitled "Force Majeure," Region 4 may, in its sole discretion,

terminate this contract in whole or part, provided such termination follows the remaining requirements of

this section.

d) Except as otherwise provided for within the General Terms and Conditions of this document, this contract

may be terminated in whole or in part by either party in the event of substantial failure by the other party to

fulfill its obligations under this contract through no fault of the terminating party; provided that no such

termination may be implemented unless and until the other party is given (1) at least ten (10) days written

notice (delivered by certified mail, return receipt requested) of intent to terminate, and (2) an opportunity

for consultation with the terminating party, followed by a reasonable opportunity, of not more than ten (10)

working days, to rectify the defects in products or performance, prior to termination.

e) If the Respondent fails to provide the goods or services contracted for according to the provisions of the

Contract, or fails to comply with any terms or conditions of the Contract, Region 4 may, upon written notice

of default to the Respondent, immediately terminate all or any part of the Contract.

Valid causes for termination of this contract will include, but are not limited to:

a) The vendor's failure to adhere to any of the provisions of the General Terms and Conditions of this proposal

invitation.

b) The vendor delivering any product(s) that fails to meet the item specifications included in this proposal

invitation relating to the awarded products and services.

c) The vendor delivering any substitutions of products or services different than those originally proposed and

awarded without the prior written approval of the member of Region 4 placing the order.

d) The vendor's failure to meet the required delivery schedules as identified in the contract documents.

e) The vendor's violation of any other provision contained within these General Terms and Conditions or any

attachment thereto which provides for contract termination as a remedy.

f) Notwithstanding anything contained in this section, in the event of the vendor's breach of any provision in

this contract, Region 4 reserves the right to enforce the performance of this contract in any manner

prescribed by law or deemed to be in the best interest of its members, including, but not limited to, the

purchase of other products of like type and quality from other sources in the open market.

g) Region 4 can terminate the contract early if better pricing can be obtained from another provider. Vendor

will be given the opportunity to lower their cost to align with the difference in cost before ending the

contract.

h) Any alternative contract that your firm requires Region 4 to sign before entering into this agreement is to be

provided with proposal. Region 4 will be the sovereign owner of the terms and conditions that control or

direct policy authority of this contract. If alternative contract deviates from this original RFP provisions the

stipulation of said contract will be void.


i) In the event the Center elects to purchase other products from other sources, Region 4 will invoice the

vendor for any increased costs to Region 4, and the vendor agrees, by submission of a proposal response, to

promptly pay any such charges invoiced. In the event Region 4 terminates this contract, in whole or in part,

for any reason provided for within the contract, Region 4 reserves the right to award the canceled contract,

or any portion thereof, to the next lowest or best vendor as it deems such award to be in the best interest of

its members.

j) Any contract termination resulting from any cause other than a Force Majeure event will be deemed a valid

reason for not considering any future proposals from the defaulting vendor. In the performance of this

contract these General Terms and Conditions will control.

22. FORCE MAJEURE

a) The term Force Majeure shall include, but is not limited to, governmental restraints or decrees, provided

they affect all companies in the vendor's industry equally and are not actions taken solely against the

vendor; acts of God (except natural phenomena, such as rain, wind or flood, which are normally expected in

the locale in which performance is to take place); work stoppages due to labor disputes or strikes; fires;

explosions; epidemics; riots; war; rebellion; or sabotage.

b) The parties to this contract will be required to use due caution and preventive measures to protect against

the effects of Force Majeure, and the burden of proving that Force Majeure has occurred shall rest on the

party seeking relief under this section. The party seeking relief due to Force Majeure will be required to

promptly notify the other party in writing, citing the details of the Force Majeure event, and will be required

to use due diligence to overcome obstacles to performance created by the Force Majeure event, and shall

resume performance immediately after the obstacles have been removed, provided the contract has not been

terminated in the interim.

c) Delay or failure of performance, by either party to this contract, caused solely by a Force Majeure event

shall be excused for the period of delay caused solely by the Force Majeure event, provided the affected

party has promptly notified the other party in writing. Neither party shall have any claim for damages

against the other resulting from delays caused solely by Force Majeure.

d) Neither the Center nor its members will be responsible for any costs incurred by the vendor because of the

Force Majeure event unless the Center or its member has requested, in writing, that the vendor incur such

costs in connection with any delay or work stoppage caused by the Force Majeure event, and Region 4 has

agreed in such writing to incur such additional costs.

e) Notwithstanding any other provision of this section, in the event the vendor's performance of its obligations

under this contract is delayed or stopped by a Force Majeure event, Region 4 shall have the option to

terminate this contract in accordance with section #18 of this General Terms and Conditions document

entitled "Non Performance/Termination of Contract." Furthermore, this section shall not be interpreted as to

limit or otherwise modify any of Region 4’s rights as provided elsewhere in this contract.

23. NON-COLLUSION CERTIFICATION

By signing this proposal, the vendor certifies that, to the best of his/her knowledge:

a) Neither the vendor nor any business entity represented by the vendor has received compensation for

participation in the preparation of the item specifications or the General Terms and Conditions related to

this proposal invitation.

b) This proposal has been arrived at independently and is submitted without collusion with any other vendor,

with any competitor or potential competitor, or with any other person or entity to obtain any information or


gain any special treatment or favoritism that would in any way limit competition or give any vendor an

unfair advantage over any other vendor with respect to this proposal.

c) The vendor has not accepted, offered, conferred, or agreed to confer, and will not in the future accept, offer,

confer, or agree to confer, any benefit or anything of value to any person or entity related to Region 4 or any

of its members in connection with any information or submission related to this proposal, any

recommendation, decision, vote, or award related to this proposal, or the exercise of any influence or

discretion concerning the sale, delivery, or performance of any product of service related to this proposal.

d) Neither the vendor, nor any business entity represented by the vendor, nor anyone acting for such business

entity, has violated the Federal Antitrust Laws or the antitrust laws of this State with regard to this proposal,

and this proposal has not been knowingly disclosed, and will not be knowingly disclosed to any other

vendor, competitor, or potential competitor prior to the opening of proposals or proposals for this project.

e) No attempt has been or will be made to influence any other person or entity to submit or to not submit a bid

or proposal response.

f) The person signing this bid proposal agrees to the accuracy regarding the statements contained in this

document.

24. ASSIGNMENT-DELEGATION

No responsibility or obligation created by this contract shall be assigned or delegated by the vendor without

written permission from Region 4. Any attempted assignment or delegation by the vendor shall be wholly

void and totally ineffective for all purposes unless made in conformity with this paragraph.

25. CERTIFICATIONS REGARDING LEGAL AND ETHICAL MATTERS

By signing this proposal, the vendor certifies that:

a) He/she has read and understands all the General Terms and Conditions in this document, and agrees to be

bound by them, and is authorized to submit proposals on behalf of the his/her entity.

b) The vendor has noted any and all relationships that might be conflicts of interest and included such

information with his/her proposal response.

c) The proposal submitted conforms to all item specifications, these General Terms and Conditions, and any

other instructions, requirements, or schedules outlined or included in this proposal invitation.

d) If this proposal is accepted, in whole or in part, the proposing entity will furnish any item(s) awarded to

them under this proposal invitation to Region 4 at the price proposal, and in accordance with the item

specifications and the terms and conditions contained in this proposal invitation.

e) The proposing entity has, or has the ability to obtain, such financial and other resources, including

inventories, as may be required to fulfill all the responsibilities associated with this proposal.

f) The proposing entity has a high degree of integrity and business ethics, and a satisfactory record of

performances, and has not been notified by any local, state, or federal agency with competent jurisdiction

that its standing in any matters whatsoever would preclude it from participating in this proposal, it would in

no other way whatsoever be disqualified to proposal or receive any award or contract related to this

proposal, and the vendor will comply with any reasonable request from Region 4 to supply any information

sufficient to substantiate the proposing entity's ability to meet these minimum standards.


g) The vendor has not given, offered to give, nor intends to give at anytime hereafter any economic

opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public

servant in connection with the submitted bid.

h) The vendor is not currently delinquent in the payment of any franchise tax owed to the State of Texas.

i) Concerning paragraph ("f") above, the proposing entity has identified and disclosed in this written proposal

response any and all known or suspected matters that would disqualify it from participating in this proposal

or receiving any award or contract related to this proposal, recognizing that the vendors failure to identify

and disclose in this proposal response any such matters which do exist is a material breach of contract

which will void the submitted proposal or any resulting contracts, and subject the proposing entity to be

removed from all proposal lists, and possible criminal prosecution.

j) The proposing entity has obtained, and will continue to maintain during the entire term of this contract, all

permits, approvals, or licenses, necessary for lawful performance of its obligations under this contract.

k) The prices, prompt payment discount terms, delivery terms, distribution allowances, and the quality and/or

performance of the products and services offered in the proposal response are and will remain the same or

better than those offered to the vendor's most favored customer under equivalent circumstances.

l) The proposing entity will comply with all laws relating to intellectual property, will not infringe on any

third party's intellectual property rights, and will indemnify, defend, and hold Region 4 and its members

harmless against any claims for infringement of any copyrights, patents, or other infringements related to its

activities under this contract.

m) The proposal submitted complies with all federal, state, and local laws concerning these types of products

or services, and the proposing entity will continue to comply with any applicable federal, state, and local

laws related to the proposing entity's activities in connection with this contract.

n) The proposing entity will maintain, at the proposing entity's expense, any insurance necessary to protect

Region 4 and its members from all claims for bodily injury, death, or property damage that might arise from

the performance by the proposing entity or the proposing entity's employees or its agents of any service

required of the proposing entity under this contract; however, the existence of such insurance will not

relieve the proposing entity of full responsibility and liability damages, injury, death, or loss as described or

as otherwise provided for by law.

o) Neither Region 4 nor any of its members shall be liable to the vendor for any damages (including, but not

limited to, loss of profits or loss of business, or any special, consequential, exemplary, or incidental

damages) in the event that Region 4 declares the vendor in default.

p) He/she understands that signing the proposal with any false statement is a material breach of contract which

will void the submitted proposal or any resulting contracts, and subject the vendor to removal from all

proposal lists, and possible criminal prosecution.

q) Unless otherwise provided for in this proposal invitation, any written notice or other communication

required by this proposal or by law will be conclusively deemed to have been given and received on the

second business day after such written notice has been deposited in the U.S. Mail, properly addressed, and

with sufficient postage affixed thereto, provided such notice shall not prevent the giving of actual notice in

any other manner.

26. EQUAL EMPLOYMENT OPPORTUNITY (EEO) DISCLOSURES

a) By submission of a proposal, the vendor agrees that in the performance of any contract resulting from any

award under this proposal, the proposing entity will comply with all applicable equal employment

opportunity laws and regulations, including, but not limited to an agreement not to deny any benefit to,


exclude from any opportunity, or discriminate in any way against, any applicant, employee, or any other

person because of age, color, creed, gender, handicapping condition, marital status, national origin, political

affiliation or belief, race, religion, or veteran status.

b) The proposing entity agrees that during the period of any contract resulting from any award under this

proposal invitation will remain, in compliance with Executive Order 11246, entitled "Equal Employment

Opportunity" as amended by Executive Order 11375, and as supplemented in Department of Labor

Regulations (41CFR Part 60).

c) The occurrence of any prohibited discrimination will constitute vendor's breach of contract due to a

substantial failure by the vendor to fulfill its obligations, whereupon Region 4 may terminate the vendor's

contract for cause as provided by section #18 of this General Terms and Conditions document entitled

"Non-Performance/Termination of Contract."

27. OWNERSHIP OF AND RIGHTS TO USE COPYRIGHTED MATERIALS

The vendor hereby covenants and warrants that the vendor is the owner of and/or has full right and authority to use

all of the copyrights incorporated in the scope of the work. The vendor agrees that the vendor will not contest

Region 4’s right to use any copyrighted material within the scope of work and that the vendor will not contest the

validity of any copyright arising out of the scope of work performed in accordance with this agreement.

28. VENUE

This agreement will be construed and governed according to the laws of the State of Texas. Both parties agree that

venue for any litigation arising from this contract shall lie in Houston, Harris County, Texas.

29. WAIVER

No claims or rights arising out of a breach of this contract can be discharged in whole or part by a waiver or

renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing

signed by the aggrieved party.

30. INTERPRETATION – PAROLE EVIDENCE

The parties intend this writing as a final expression of their agreement and a complete and exclusive statement of

the terms of their agreement. No course of prior dealing between the parties and no usage of the trade shall be

relevant to supplement or explain any terms used in this agreement. Acceptance of acquiescence in a course of

performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even

though the accepting or acquiescing party has knowledge of the performance and opportunity for objection.

Whenever a term defined by the Texas Business & Commerce Code is used in this agreement, the definition

contained in the Code shall be controlling.

31. RIGHT TO ASSURANCE

Whenever one party to the contract in good faith has reason to question the other party's intent to perform he may

demand that the other party give written assurance of his intent to perform. In the event that a demand is made and

no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation

of the contract.

32. FUNDING OUT CLAUSE

Non-appropriations for renewal of contract will also be in accordance with the Local Government Code 217.005 (b)

concerning non-appropriation clauses for multi-year contracts. Any/all contracts exceeding one (1) year shall

include a standard “funding out” clause. A contract for the acquisition, including lease, of real or personal property


is a commitment of the entity’s current revenue only, provided the contract contains either or both of the following

provisions:

Retains to the entity the continuing right to terminate the contract at the expiration of each budget

period during the term of the contract and is conditioned on a best efforts attempt by the entity to

obtain appropriate funds for payment of the contract.

33. RELATIONSHIP

The relationship between the Parties is that of Independent Contractors; neither Party has the authority to bind the

other in any manner. Nothing in this Agreement shall be interpreted or construed as creating or establishing the

relationship of employer and employee between a vendor and Region 4, or any employee or agent of Region4. This

Agreement shall not be interpreted or constructed as creating or establishing the relationship of employer and

employee between Region 4 and any employee or agent of Vendor. This Agreement does not create a joint venture,

business partnership or agency between of Parties.

34. INTELLECTUAL PROPERTY

This Agreement shall not be constructed to convey any rights of ownership or any other license, right, title or

interest in the other Party’s trademarks, copyrights, video programs, curriculum, documents, patents or any other

intellectual property.

35. RIGHT TO AUDIT

Region 4 ESC reserves the right to audit the accounting for a period of three (3) years from the time such purchases

are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective

date of termination. Region 4 ESC shall have the authority to conduct random audits of Vendor’s pricing that is

offered at Region 4 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that Region 4 ESC is

made aware of any pricing being offered that is materially inconsistent with the pricing under this agreement;

Region 4 ESC shall have the ability to conduct an extensive audit of Vendor’s pricing at Vendor’s sole cost and

expense. Region 4 ESC may conduct the audit internally or may engage a third-party auditing firm. In the event of

an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC.

36. BUY AMERICAN REQUIREMENT

Vendors may only use unmanufactured construction material mined or produced in the United States, as required by

the Buy American Act. Where trade agreements apply, to the extent permitted by applicable law, then

unmanufactured construction material mined or produced in a designated country may also be used. Vendors are

required to check state specific requirements to ensure compliance with this requirement.

37. PROPOSAL ACCEPTANCE

The period for acceptance of this proposal will be sixty (60) calendar days unless the vendor indicates a different

period.

38. PAYMENT

Prior to authorizing payment to Contractor, Region 4 shall evaluate Contractor’s performance using the

performance standards set forth in all documents constituting this Contract. Contractor shall provide invoices to

Region 4 for Commodities/Services provided/performed. Invoices must be submitted not later than the 15th day of

the month after the Services are completed. No payment whatsoever shall be made under this contract without the

prior submission of detailed, correct invoices. Subject to the foregoing, Region 4 must make all payments in

accordance with the Texas Prompt Payment Act, Texas Government Code, Chapter 2251. Payments under this

Contract may be subject to the availability of appropriated funds. Contractor acknowledges and agrees that


payments for services provided under this Contract may be contingent upon Region 4’s receipt of funds

appropriated by the Texas Legislature.

39. OTHER

Laws and Regulations

Attention is directed to the fact that all applicable state laws, municipal ordinances, and the rules and regulations of

all authorities having jurisdiction over this proposal will apply to this contract and shall be deemed to be included in

the contract.

Law and Wage Rates

In the execution of this contract, the vendor shall comply with all applicable local, state and federal laws.

Damages

The successful vendor will be held responsible for and required to make good, at his own expense, all damages to

persons and property caused by carelessness or neglect on the part of his/her employees.

Vendor Assurance

The vendor must supply assurance which warrants that the prompt payment discount terms, delivery terms,

distribution allowance, quality and performance of product/services, prices and other conditions/provisions offered

in this proposal are the same or better than those offered by the proposing entities most favored customer.

Vendor Experience

The vendor must be fully prepared with necessary personnel, materials, machinery and equipment to begin the work

promptly and to conduct the work as required in the terms, conditions and specifications of this proposal.

Region 4 may make investigations as deemed necessary to determine the ability of the vendor to perform the work,

and the vendor shall furnish to the Center all information and data as requested. Region 4 reserves the right to reject

any proposal if the evidence submitted by, or investigation of, a vendor fails to satisfy Region 4 that the vendor is

properly qualified to carry out the obligations of the contract and to complete the work contemplated therein.

Proprietary Information or Trade Secrets

If any of the information requested is considered to be proprietary or a trade secret belonging to the vendor, that

information should be filed with the proposal in a separate envelope appropriately designated.

40. QUESTIONS REGARDING PROPOSAL

Questions or requests for additional information concerning this proposal or the specifications should be addressed

to:

Region 4 Education Service Center Phone Number (713) 744-6835

7145 West Tidwell Road Fax Number (713) 744-2777

Houston, TX 77092

Attn: Business Office


STATE CERTIFICATION

As defined by Texas House Bill 602, a “nonresident vendor” means a bidder whose principal place of business is

not in Texas, but excludes a contractor whose ultimate parent company or majority owner has its principal place of

business in Texas.

I certify that my business is a “Resident Bidder”

I certify that my business qualifies as a “Nonresident Bidder”

(NOTE: You must furnish the following information):

Indicate the following information for your “Resident State”: (The state your principal place of business is located

in).

City State Zip Code

A. Does your “resident state” require bidders whose principal place of business is in Texas to underbid bidders

whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable

contract? (“Resident State” means the State in which the principal place of business is located.)

Yes No

B. What is the prescribed amount or percentage? $ or % _________

Certification: I certify that the information provided above is correct by signing my initials below.


REFERENCES

Proposal response must include three (3) references that your business has provided similar products or services

within the last three (3) years.

Reference #1

Business Name:

Complete Address:

City: State: Zip:

Phone #: Fax #:

Contact Person: Title:

Email Address: Web Site URL:

Reference #2

Business Name:

Complete Address:

City: State: Zip:

Phone #: Fax #:



Reference #3

Business Name:

Complete Address:

City: State: Zip:

Phone #: Fax #:




FELONY CONVICTION DISCLOSURE STATEMENT

State of Texas Legislative Senate Bill No. 1, Section 44.034, Notification of Criminal History, Subsection (a),

states, “a person or business entity that enters into a contract with a school district must give advance notice to

the district if the person or an owner or operator has been convicted of a felony. A notice must include a general

description of the conduct resulting in the conviction of a felony”.

Subsection (b) states “a school district may terminate a contract with a person or business entity if the district

determines that the person or business entity failed to give notice as required by Subsection (a) or

misrepresented the conduct resulting in the conviction. The district must compensate the person or business

entity for services performed before the termination of the contract”. I, the undersigned agent for the firm named

below, certify that the information concerning notification of felony conviction has been reviewed by me and

the following information furnished is true to the best of my knowledge.

My business is a publicly held corporation; therefore, this reporting requirement is not applicable

My business is not owned or operated by anyone who has been convicted of a felony

My business is owned or operated by the following individual(s) who has/have been convicted of a felony:



INDEMNIFICATION

ACTS OR OMISSIONS

Vendor shall indemnify and hold harmless Region 4, AND/OR THEIR OFFICERS, AGENTS,

EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM

ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED

COSTS, ATTORNEY FEES, AND EXPENSES arising out of, or resulting from any acts or omissions of

the Vendor or its agents, employees, subcontractors, Order Fulfillers, or suppliers of subcontractors in

the execution or performance of the Contract and any Purchase Orders issued under the Contract.

Infringements

a) Vendor shall indemnify and hold harmless Region 4 and Customers, AND/OR THEIR EMPLOYEES,

AGENTS, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES from any

and all third party claims involving infringement of United States patents, copyrights, trade and service

marks, and any other intellectual or intangible property rights in connection with the PERFORMANCES

OR ACTIONS OF VENDOR PURSUANT TO THIS CONTRACT. VENDOR AND THE CUSTOMER

AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS’

FEES.

b) Vendor shall have no liability under this section if the alleged infringement is caused in whole or in

part by: (i) use of the product or service for a purpose or in a manner for which the product or service

was not designed, (ii) any modification made to the product without Vendor’s written approval, (iii) any

modifications made to the product by the Vendor pursuant to Customer’s specific instructions, (iv) any

intellectual property right owned by or licensed to Customer, or (v) any use of the product or service by

Customer that is not in conformity with the terms of any applicable license agreement.

c) If Vendor becomes aware of an actual or potential claim, or Customer provides Vendor with notice of

an actual or potential claim, Vendor may (or in the case of an injunction against Customer, shall), at

Vendor’s sole option and expense; (i) procure for the Customer the right to continue to use the affected

portion of the product or service, or (ii) modify or replace the affected portion of the product or service

with functionally equivalent or superior product or service so that Customer’s use is non-infringing.

Taxes/Workers’ Compensation/Unemployment Insurance – Including Indemnity

1) VENDOR AGREES AND ACKNOWLEDGES THAT DURING THE EXISTENCE OF THIS

CONTRACT, VENDOR SHALL BE ENTIRELY RESPONSIBLE FOR THE LIABILITY AND

PAYMENT OF VENDOR’S AND VENDOR’S EMPLOYEES’ TAXES OF WHATEVER KIND,

ARISING OUT OF THE PERFORMANCES IN THIS CONTRACT. VENDOR AGREES TO COMPLY

WITH ALL STATE AND FEDERAL LAWS APPLICABLE TO ANY SUCH PERSONS, INCLUDING

LAWS REGARDING WAGES, TAXES, INSURANCE, AND WORKERS’ COMPENSATION. THE

CUSTOMER AND/OR REGION 4 SHALL NOT BE LIABLE TO THE VENDOR, ITS EMPLOYEES,

AGENTS, OR OTHERS FOR THE PAYMENT OF TAXES OR THE PROVISION OF

UNEMPLOYMENT INSURANCE AND/OR WORKERS’ COMPENSATION OR ANY BENEFIT

AVAILABLE TO A STATE EMPLOYEE OR EMPLOYEE OF ANOTHER GOVERNMENTAL

ENTITY CUSTOMER.

2) VENDOR AGREES TO INDEMNIFY AND HOLD HARMLESS CUSTOMERS, REGION 4

AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS, AND/OR

ASSIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND


ALL RELATED COSTS, ATTORNEYS’ FEES, AND EXPENSES, RELATING TO TAX LIABILITY,

UNEMPLOYMENT INSURANCE AND/OR WORKERS’ COMPENSATION IN ITS PERFORMANCE

UNDER THIS CONTRACT, VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE

INCLUDING ATTORNEYS’ FEES.


DEVIATION/COMPLIANCE/ACKNOWLEDGMENT FORM

If the undersigned bidder intends to deviate from the General Terms and Conditions or Specifications listed in

this proposal invitation, all such deviations must be listed on this page, with complete and detailed conditions

and information included or attached. Region 4 will consider any deviations in its proposal award decisions, and

Region 4 reserves the right to accept or reject any proposal based upon any deviations indicated below or in any

attachments or inclusions.

In the absence of any deviation entry on this form, the bidder assures Region 4 of their compliance with the

General Terms and Conditions, Specifications, and all other information contained in this Proposal Invitation.

No Deviations Yes Deviations

List any deviations your business is submitting below, provide attachments if necessary:

Having carefully examined the Terms and Conditions and Specifications, the undersigned agent hereby proposes

and agrees to furnish the proposed product(s)/service(s) in strict compliance with the specifications as quoted.

The agent affirms that, to the best of his/her knowledge, the proposal has been arrived at independently and is

submitted without collusion with anyone to obtain information or gain any favoritism that would in any way

limit competition or give them an unfair advantage over others in the award of this proposal.

I have read and understand the terms and conditions herein and will abide by them.



HISTORICALLY UNDERUTILIZED BUSINESS

(HUB) CERTIFICATION

Businesses that have been certified by the Texas Building and Procurement Commission (TBPC) or other

qualified agency as Historically Underutilized Business (HUB) entities are encouraged to indicate their HUB

status when responding to this proposal invitation. The electronic catalogs will indicate HUB certifications for

vendors that properly indicate and document their HUB certification on this form.

I certify that my business has been certified as a Historically Underutilized Business (HUB), and I have

attached a copy of our HUB Certification to this form. (Required documentation for recognition as a

HUB must be sent with response)

My business has NOT been certified as HUB.



FORM CIQ

CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other person doing business with local governmental entity

This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session.

This questionnaire is being filed in accordance with Chapter 176, Local Government Code by a

person who has a business relationship as defined by Section 176.001 (1-a) with a local

governmental entity and the person meets requirements under Section 176.006 (a).

By law this questionnaire must be filed with the records administrator of the local

governmental entity not later than the 7th business day after the date the person becomes aware

of facts that require the statement to be filed. See Section 176.006, Local Government Code.

A person commits an offense if the person knowingly violates Section 176.006, Local

Government Code. An offense under this section is a Class C misdemeanor.

OFFICE USE ONLY

Date Received

1 Name of person who has a business relationship with local governmental entity.

2

Check this box if you are filing an update to a previously filed questionnaire.

(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than

the 7th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.)

3

Name of local government officer with whom filer has employment or business relationship.

___________________________________________

Name of Officer

This section (item 3 including subparts A,B,C & D) must be completed for each officer with whom the filer has an

employment or other business relationship as defined by Section 176.001 (1-a), Local Government Code. Attach

additional pages to this Form CIQ as necessary.

A. Is the local government officer named in this section receiving or likely to receive taxable income, other than

investment income, from the filer of the questionnaire?

Yes No

B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from

or at the direction of the local government officer named in this section AND the taxable income is not received

from the local governmental entity?

Yes No

C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the

local government officer serves as an officer or director, or holds an ownership of 10 percent or more?

Yes No

D. Describe each employment or business relationship with the local government officer named in this section.

4

___________________________________________________ __________________________

Signature of person doing business with the governmental entity Date

Adopted 06/29/2007


CLEAN AIR AND WATER ACT & DEBARMENT NOTICE

I, the Vendor, am in compliance with all applicable standards, orders or regulations issued pursuant to the Clean

Air Act of 1970, as Amended (42 U.S.C. 1857 (h)), Section 508 of the Clean Water Act, as amended (33 U.S.C.

1368), Executive Order 117389 and Environmental Protection Agency Regulation, 40 CFR Part 15 as required

under OMB Circular A-102, Attachment O, Paragraph 14 (1) regarding reporting violations to the grantor

agency and to the United States Environmental Protection Agency Assistant Administrator for the Enforcement.

I hereby further certify that my company has not been debarred, suspended or otherwise ineligible for

participation in Federal Assistance programs under Executive Order 12549, “Debarment and Suspension”, as

described in the Federal Register and Rules and Regulations.

Potential Vendor: _______________________________________________________________________

Title of Authorized Representative: _________________________________________________________

Mailing Address: _________________________________________________________________

Signature: _______________________________________________________________________


FORMS & SUBMITTALS CHECKLIST

Completed – Standard Contract Agreement – page 3 *

Completed – State Certification – page 20 *

Completed – Reference List – page 21 *

Completed – Felony Convictions Disclosure Statement – page 22 *

Completed – Deviation/Compliance/Acknowledgment Form – page 25 *

Completed – Historically Underutilized Business (HUB) Certification – page 26 **

Completed – Conflict of Interest Questionnaire (CIQ) – page 27 *

Completed – Clean Air and Water Act & Debarment Notice – page 28 *

Completed – Notice of Invitation to Propose Questions and Submittals – page 30 *

Completed – No Proposal Notification – page 33**

Completed – Initial bottom right hand corner of each page where requested – all pages *

Completed – Provide original and three (3) additional copies with response *

Signed and return any addendum revisions to contact – page 6 *

*Mandatory must be completed and returned with proposal.

**Complete and return only if applicable to your company.

Any alternative contract that your business requires Region 4 to sign before entering into this agreement is to be

provided with proposal. Region 4 will be the sovereign owner of the terms and conditions that control or direct

policy authority of this contract.


NOTICE OF INVITATION TO PROPOSE

Background

The largest Texas educational service center, Region 4 provides services to 50 school districts and 45 state-

approved charter schools representing over 1,100,000 students and more than 88,000 professional educators.

Region 4 provides nationally recognized professional development, technical assistance services, and quality,

economical products to districts and businesses.

Region 4 is governed by an eight member Board of Directors, seven of whom are elected by school districts’

Boards of Trustees. A non-voting member representing charter schools is appointed by the Texas Commissioner

of Education. Elected directors serve three-year terms on a staggered basis. The Board sets policies and goals for

the Center and the Executive Director and her staff is responsible for ensuring those policies and goals are met.

www.theansweris4.net

Fluctuating Market Pricing

Consideration for price changes will need to be submitted in writing by the vendor to Region 4 for acceptance.

Price change request will include a detailed explanation in writing on why the increase is necessary.

Manufacturer’s notice for rate increase on labor and supplies is a reasonable request for consideration.

Region 4 will solicit similar quotes from other interested vendors to verify competitiveness and to negotiate any

cost increase. A formal letter of agreement approved and signed by both parties, will serve as confirmation to all

cost adjustments. Region 4 reserves the right to re-bid the contract if price increase is found not to be in the best

interest of the Region 4.

Quantities

Supplier agrees to furnish additional quantity levels throughout the contract term as Region 4 requirements

increase.

Bidder Responsibility

The Vendor assumes sole responsibility for the complete effort required in the RFP. No special consideration

shall be given after proposals are opened because of a Vendor’s failure to be knowledgeable of all the

requirements of this RFP. By submitting a proposal in response to this RFP, the Vendor represents that it has

satisfied itself, from its own investigation, of all the requirements of this RFP.

http://www.theansweris4.net/


SPECIFICATIONS

SHIPPING ADDRESS:

EDUCATION SERVICE CENTER REGION 4

7145 W TIDWELL RD

HOUSTON, TX 77092-2096

FREIGHT:

FOB REGION 4

TERMS:

NET 30 DAYS-GOVT/ED

CISCO FIRESIGHT MANAGEMENT CENTER VIRTUAL APPLIANCE - LICENSE QTY 1

MFG. PART#: FS-VMW-2-SW-K9

CISCO SOFTWARE APPLICATION SUPPORT PLUS UPGRADES (SASU) TECHNICAL SUPPORT - QTY 1

MFG. PART#: CON-SAU-VMWSW2

CISCO ADVANCED SERVICES FIXED PRICE: SECURITY DEPLOYMENT SERVICES FOR IPS/F QTY 1

MFG. PART#: ASF-CORE-FW-DEP

CISCO ASA 5585-X - SECURITY APPLIANCE - WITH SECURITY SERVICES PROCESSOR-20 QTY 1

MFG. PART#: ASA5585-S20F20-K9

CISCO SMARTNET EXTENDED SERVICE AGREEMENT QTY 1

MFG. PART#: CON-SNT-A85S2F20

CISCO - SFP+ TRANSCEIVER MODULE - 10 GBPS QTY 4

MFG. PART#: SFP-10G-SR

CISCO ASA 5585-X SECURITY PLUS - LICENSE QTY 1

MFG. PART#: ASA5585-SEC-PL

CISCO ASA 5585-X - SECURITY APPLIANCE - WITH SECURITY SERVICES PROCESSOR-20 QTY 1

MFG. PART#: ASA5585-S20F20-K9

CISCO SMARTNET EXTENDED SERVICE AGREEMENT QTY 1

MFG. PART#: CON-SNT-A85S2F20

CISCO - SFP+ TRANSCEIVER MODULE - 10 GBPS QTY 4

MFG. PART#: SFP-10G-SR

CISCO ASA 5585-X SECURITY PLUS - LICENSE QTY 1

MFG. PART#: ASA5585-SEC-PL

CISCO ASA WITH FIREPOWER SERVICES IPS AND ADVANCED MALWARE PROTECTION - SUB QTY 1

MFG. PART#: L-ASA5585-20-TAM1Y

CISCO ASA WITH FIREPOWER SERVICES IPS AND ADVANCED MALWARE PROTECTION - SUB QTY 1

MFG. PART#: L-ASA5585-20-TAM1Y

CISCO TRN-CLC-004 DIRECT QTY 60

MFG. PART#: TRN-CLC-004

CONSULTING SERVICES INSTALLATION/MIGRATION QTY 200 HRS


PRICING SUBMITTAL

Provide a sequence of pricing illustrations and discount schedules. This is intended to allow us to appraise and

understand the competitive makeup of your products and services. This will also allow Region 4 ESC to obtain a

benchmark for your pricing which will be utilized should your business be awarded this contract. What is your

pricing structure tier, discount on quantities, etc.?


NO PROPOSAL NOTIFICATION

Region 4 is interested in receiving competitive pricing on all items it proposes. We place significant value on

quality vendors and we also desire to keep your firm as a supplier of materials, equipment and/or services.

Therefore, it is important for us to determine why you are not bidding on this contract item. We will analyze

your response and attempt to determine if future changes are necessary in our specification development and

procedures.

I/WE DID NOT SUBMIT A PROPOSAL FOR THE FOLLOWING REASONS:

(Please place an “X” by one or more of the reasons listed)

Do not supply the requested product/service.

Quantities offered or scope of job is TOO SMALL to be supplied by my business.

Quantities offered or scope of job is TOO LARGE to be supplied by my business.

Specifications are “TOO TIGHT” or appear to be written around a proprietary product.

Cannot bid against MANUFACTURER on this item.

Cannot bid against JOBBER on this item.

Time frame for bidding was too short.

(Please elaborate on your primary reason for this judgment.)

Other:

If you wish to remain on the Region 4 proposal list for this item, please indicate:

I do wish to remain on the proposal list.

I do not wish to remain on the proposal list.

Documents

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