- Due Text
- Tuesday, August 4, 2026 4:00pm
- Posted At
- Wed, Jul 1, 2026 8:29 AM
- Documents
- Collection_Agency_Service_for_Fire_Rescue.pdf, A - IFB_Y26-170_Scope_of_Work_FINAL (1), B - ATTACHMENT A - ISS - Enterprise Security Standards - External Data Hosting Rev3, C - ATTACHMENT B - ORANGE COUNTY IT STANDARDS, D - ATTACHMENT C - EnterpriseSecurityStandards-InternalApplications, E - ATTACHMENT D- Irrevocable Letter of Credit- ILC
- Numeric Id
- 275596
- Description
- NOTICE IS HEREBY GIVEN that Orange County, Florida, henceforth referred to as the County is accepting sealed offers for Collection Agency Service for Fire Rescue (Y26-1020)
Sealed offers for furnishing the above will be accepted up to 4:00 pm ET on Tuesday, August 4, 2026.
NOTE: Respondents are required to submit responses electronically via the OpenGov e-Procurement Platform. Respondents shall not be permitted to hand-deliver, mail, telephone, fax or email offers.
Responses received after the submission deadline and/or transmitted outside of the designated OpenGov e-Procurement Platform shall be rejected.
Important Instructions for Electronic Submittal
The County is ONLY accepting electronic submissions using the OpenGov e-Procurement Platform. Respondents shall create a FREE account with OpenGov by signing up at https://procurement.opengov.com/login . Once you have completed account registration, browse back to this page, click on "Submit Response", and follow the instructions to submit the electronic offer.
It is the respondent's responsibility to ensure they commence their upload efforts timely to meet the submission deadline. The County shall not be responsible for delays caused by any occurrence, including the respondent's network delays, bandwidth issues, internet outages, or technical difficulties.
OpenGov Technical Support
For Technical Support, respondent's can reach the OpenGov Service Desk:
Chat (preferred): Click the button in the lower right hand corner of the portal
Email: procurement-support@opengov.com
Phone: 1 (650) 336-7167 Hours: Mon-Fri 7am - 10pm ET
Timely Questions Regarding this Solicitation
The question and answer module of OpenGov IS being utilized for this solicitation. Timely questions concerning this solicitation shall be submitted in accordance with the deadline for questions: Thursday, July 9, 2026 at 5:00 pm ET. Respondents are instructed not to contact the initiating division directly.
Consideration for modification or alteration of the documents contained in this solicitation shall be requested during the specified question period, before the applicable deadline. No oral interpretation of the meaning of the plans, specifications, or other Contract documents shall be considered binding. The County shall be bound by information and statements only when such statements are written and executed under the authority of the Manager, Procurement Division.
Answers for timely questions will be addressed in the OpenGov question and answer module or as an addenda to this solicitation depending on volume, participants are encouraged to subscribe as a follower and monitor all notifications. Beyond questions and answers, any and all modifications, clarifications, interpretations and supplemental instructions will be in the form of a written addendum which, if issued, will be available for download. All addenda and questions/answers so issued shall become part of the Contract Documents and receipt shall be acknowledged as specified herein.
This provision exists solely for the convenience and administrative efficiency of Orange County. No respondent or other third party gains any rights by virtue of this provision or the application thereof, nor shall any respondent or third party have any standing to sue or cause of action arising there from.
Untimely questions are unable to be submitted in the question and answer module, thereafter respondents raising critical concerns must email ana.villalona@ocfl.net. Critical clarifications may be made via addenda, however, untimely questions may not be considered.
Background
Orange County exercises the rights and privileges conveyed to it by the State of Florida, and the Orange County Charter. It presently operates with an elected chief executive officer, Orange County Mayor, and six elected district commissioners, who together comprise the Board of County Commissioners.
Procurement is an essential function of the County, affecting all operational departments, ongoing projects and future initiatives. The Procurement Division is divided into three (3) Sections, the “Buying Section”, the “Purchasing Section” and the “Contracts Section”.
The Orange County Procurement Division operates under the leadership of Carrie Mathes, FNIGP, CFCM, NIGP-CPP, CPPO, C.P.M., CPPB, APP as Procurement Division Manager and Chief Procurement Official in accordance with the Orange County Ordinance.
Timeline
Release Project Date:
July 1, 2026
- Contact Email
- ana.villalona@ocfl.net
- Contact Phone
- (650) 336-7167
- Document Text
- Post Information
Posted At:
Wed, Jul 1, 2026 8:29 AM
Sealed Bid Process:
Yes (Bids Sealed / Pricing Sealed)
Private Bid:
No
1. Introduction & Submittal Instructions
1.1. Summary
NOTICE IS HEREBY GIVEN that Orange County, Florida, henceforth referred to as the County is accepting sealed offers for Collection Agency Service for Fire Rescue (Y26-1020)
Sealed offers for furnishing the above will be accepted up to 4:00 pm ET on Tuesday, August 4, 2026.
NOTE: Respondents are required to submit responses electronically via the OpenGov e-Procurement Platform. Respondents shall not be permitted to hand-deliver, mail, telephone, fax or email offers.
Responses received after the submission deadline and/or transmitted outside of the designated OpenGov e-Procurement Platform shall be rejected.
Important Instructions for Electronic Submittal
The County is ONLY accepting electronic submissions using the OpenGov e-Procurement Platform. Respondents shall create a FREE account with OpenGov by signing up at https://procurement.opengov.com/login . Once you have completed account registration, browse back to this page, click on "Submit Response", and follow the instructions to submit the electronic offer.
It is the respondent's responsibility to ensure they commence their upload efforts timely to meet the submission deadline. The County shall not be responsible for delays caused by any occurrence, including the respondent's network delays, bandwidth issues, internet outages, or technical difficulties.
OpenGov Technical Support
For Technical Support, respondent's can reach the OpenGov Service Desk:
Chat (preferred): Click the button in the lower right hand corner of the portal
Email: procurement-support@opengov.com
Phone: 1 (650) 336-7167 Hours: Mon-Fri 7am - 10pm ET
Timely Questions Regarding this Solicitation
The question and answer module of OpenGov IS being utilized for this solicitation. Timely questions concerning this solicitation shall be submitted in accordance with the deadline for questions: Thursday, July 9, 2026 at 5:00 pm ET. Respondents are instructed not to contact the initiating division directly.
Consideration for modification or alteration of the documents contained in this solicitation shall be requested during the specified question period, before the applicable deadline. No oral interpretation of the meaning of the plans, specifications, or other Contract documents shall be considered binding. The County shall be bound by information and statements only when such statements are written and executed under the authority of the Manager, Procurement Division.
Answers for timely questions will be addressed in the OpenGov question and answer module or as an addenda to this solicitation depending on volume, participants are encouraged to subscribe as a follower and monitor all notifications. Beyond questions and answers, any and all modifications, clarifications, interpretations and supplemental instructions will be in the form of a written addendum which, if issued, will be available for download. All addenda and questions/answers so issued shall become part of the Contract Documents and receipt shall be acknowledged as specified herein.
This provision exists solely for the convenience and administrative efficiency of Orange County. No respondent or other third party gains any rights by virtue of this provision or the application thereof, nor shall any respondent or third party have any standing to sue or cause of action arising there from.
Untimely questions are unable to be submitted in the question and answer module, thereafter respondents raising critical concerns must email ana.villalona@ocfl.net. Critical clarifications may be made via addenda, however, untimely questions may not be considered.
1.2. Background
Orange County exercises the rights and privileges conveyed to it by the State of Florida, and the Orange County Charter. It presently operates with an elected chief executive officer, Orange County Mayor, and six elected district commissioners, who together comprise the Board of County Commissioners.
Procurement is an essential function of the County, affecting all operational departments, ongoing projects and future initiatives. The Procurement Division is divided into three (3) Sections, the “Buying Section”, the “Purchasing Section” and the “Contracts Section”.
The Orange County Procurement Division operates under the leadership of Carrie Mathes, FNIGP, CFCM, NIGP-CPP, CPPO, C.P.M., CPPB, APP as Procurement Division Manager and Chief Procurement Official in accordance with the Orange County Ordinance.
1.3. Contact Information
Orange County Procurement Point of Contact
Ana Villalona
Contracting Agent
Email: ana.villalona@ocfl.net
Phone: (407) 836-5640
Department:
Administrative Svcs., Procurement Division
1.4. Timeline
Release Project Date:
July 1, 2026
Question Submission Deadline:
July 9, 2026, 5:00pm
Submission Deadline:
August 4, 2026, 4:00pm
2. Solicitation Terms & Conditions
2.1. Contract Award
Award shall be made on an all-or-none estimated total basis to the lowest responsive and responsible Respondent.
Failure to provide pricing for ALL line items shall render the response non-responsive.
2.2. License, Certification and Authorization
Respondent shall provide copies of all applicable licenses, certifications and authorizations required to lawfully perform the proposed work.
2.3. Contract Term
The Contract resulting from this solicitation shall commence effective upon execution by both parties and shall specify a performance period of five (5) years. For the duration of the contract, any changes in the terms and conditions shall be reduced to writing as an amendment to this contract and such amendment shall be executed by both parties.
2.4. Bid Acceptance Period - One Hundred Twenty (120) days
A bid shall constitute an irrevocable offer for a period of one hundred twenty (120) days from the public opening date or until the date of award. In the event that an award is not made by the County within one hundred twenty (120) days from the public opening date, the respondent may withdraw their offer or provide a written extension without modification.
2.5. Proprietary/Restrictive Specifications
If a prospective respondent considers the specification contained herein to be proprietary or restrictive in nature, thus potentially resulting in reduced competition, they are urged to contact the Procurement Division prior to the question submission deadline. Specifications which are unrelated to performance will be considered for deletion via addendum to this solicitation.
2.6. Development or Assistance with Specifications /Requirements /Statements of Work
Firms or individuals that assisted in the development or drafting of the specifications, requirements, statements of work, or documents contained within this Solicitation are excluded from competing for this Solicitation.
This shall not be applicable to firms or individuals providing responses to a publicly posted Request for Information (RFI) associated with this Solicitation.
2.7. Laws and Regulations
The Respondent's attention is directed to the fact that all applicable Federal and State laws, municipal and county ordinances, and the rules and regulations of all authorities having jurisdiction over any part of the project shall apply to the Contract throughout, and they will be deemed to be included in the Contract the same as though herein written.
Respondents are hereby provided notice of the provisions of Section 287.05701, Florida Statutes
2.8. No Reciprocal Preference
The County's option to award a reciprocal preference, provided in the Orange County Code of Ordinances, Sec. 17-310, Competitive sealed bid process, is waived and shall not be applicable to this solicitation award.
2.9. Price/Delivery
Price(s) offered must be the price(s) for new goods, unless otherwise specified. Any offers containing modifying or “escalator” clauses will not be considered unless specifically requested in the bid specifications.
“Acceptance” as herein used means the acceptance by Orange County after the Manager, Procurement Division or authorized agent has, by inspection or test of such items, determined that they fully comply with specifications.
Deliveries resulting from this offer are to be performed during the normal working hours of the County. Time is of the essence and the Contractor’s delivery date must be specified and adhered to. Should the Contractor, to whom the order or contract is awarded, fail to deliver on or before the stated date, the County reserves the right to CANCEL the order or contract and make the purchase elsewhere, and the Contractor shall be required to compensate the County for the difference in price paid for the alternate goods. The Contractor shall be responsible for making any and all claims against carriers for missing or damage goods. Partial shipments will be acceptable unless otherwise stated.
2.10. Federal and State Tax
The County is exempt from Federal and State Sales and Use Taxes for tangible personal property (Certificate of Registry for tax transactions under Chapter 32, Internal Revenue Code and Florida Sales/Use Tax Exemption Certificate).
Contractors doing business with the County shall not be exempted from paying sales tax to their suppliers for materials to fulfill contractual obligations with the County, nor shall any Contractor be authorized to use the County’s Tax Exemption Number in securing such materials.
2.11. Acceptance/Rejection/Cancellation
The County reserves the right to accept or to reject any or all offers and to make the award to that respondent who, in the opinion of the County, will be in the best interest of and/or the most advantageous to the County. The County also reserves the right to reject the offer of any respondent who has previously failed in the proper performance of an award, to deliver on time contracts of a similar nature, or who, in the County’s opinion, is not in a position to perform properly under this award. The County reserves the right to inspect all facilities of respondents in order to make a determination as to the foregoing. The County reserves the right to waive any irregularities and technicalities and may, at its discretion, request a re-solicitation. Award will be made to the lowest responsive and responsible respondent as determined by the County.
The County reserves the right, and the Manager, Procurement Division has absolute and sole discretion, to cancel a solicitation at any time prior to approval of the award by the Board of County Commissioners when such approval is required. The decision to cancel a solicitation cannot be the basis for a protest pursuant to the Orange County Code.
2.12. Certification of Independent Price Determination
By submission of this offer, the Respondent certifies, and in the case of a joint offer each party thereto certifies as to its own organization, that in connection with this procurement:
A. The prices in this offer have been arrived at independently, without consultation, collusion, communication, or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other respondent or with any competitor.
B. Unless otherwise required by law, the prices which have been offered in this proposal have not been knowingly disclosed by the Respondent and will not knowingly be disclosed by the Respondent prior to opening, directly or indirectly to any other respondent or to any competitor; and,
C. No attempt has been made or shall be made by the Respondent to induce any other person or respondent to submit or not to submit an offer for the purpose of restricting competition.
2.13. No Bid
Where more than one item is listed, any items not bid upon shall be indicated as “NO BID”.
Respondents are cautioned that indicating "NO BID" on solicitations requiring all-or-none offers may result in the offer being deemed non-responsive.
2.14. Bid Tabulation and Recommended Award
Public Openings are held each Wednesday at 9:30am and Friday at 9:30am. A public opening of responses will be conducted at the next posted Procurement Public Meeting following the submission deadline. In the event of a County Holiday or unforeseen delay, responses shall remain sealed until the next public meeting.
Firms will be able to attend the public opening virtually, see the following instructions:
Visit: https://ocfl.webex.com/ocfl/j.php?MTID=m59bb20319c748f1e60a933cf59c7125b
Meeting number: 286 177 361 Password: Go2Meeting
Join by phone Option 1: 1-408-792-6300 Access code: 286 177 361
Join by phone Option 2: 1-617-315-0740 Access code: 286 177 361
Join by phone Option 3: 1-602-666-0783 Access code: 286 177 361
The physical meeting location is 400 E. South Street, 2nd Floor, Orlando, Florida 32801.
Solicitation files may be examined during normal working hours, thirty (30) days after public opening, or upon recommendation for award, whichever occurs first. Individuals desiring to view these documents are urged to schedule an appointment. For information concerning this solicitation, please contact the Procurement Division at procurement@ocfl.net or by calling (407) 836-5635. Please specify the solicitation number for which you are inquiring. Solicitation public opening results will be available at http://apps.ocfl.net/orangebids/bidresults/results.asp. Unsuccessful Respondents will not be notified, unless a request is submitted in accordance with this paragraph.
2.15. References
Each similar project listed should be listed with complete information as specifically provided on County’s provided reference form. The specific information on references should be provided on the reference form. Do not attach listings of reference information.
All Respondents should submit the requisite number of similar projects. Each such project must be verified by the county in order to be deemed responsible under this “references” section. Failure to provide reference information as requested or failure to conform to the County’s form requirements may result in the rejection of your bid.
RESPONDENTS ARE ADVISED TO CONFIRM THAT:
a. Each reference provided by the Respondent has up to date contact persons and contact information;
b. The contact person provided for each reference is someone who has personal knowledge of the Respondent’s performance during the referenced project; and
c. The contact person for each reference has been contacted by the Respondent regarding this specific bid submittal and such person confirmed their willingness to serve as a reference.
THE COUNTY WILL CONTACT THE REFERENCES PROVIDED AND WILL REJECT ANY AND ALL REFERENCES FOR SIMILAR PROJECTS THAT IT IS UNABLE TO INDEPENDENTLY VERIFY.
2.16. General Clarifications
Notwithstanding anything to the contrary herein, without assuming any obligation to do so, the County reserves the right to seek clarifications by allowing Respondents the opportunity to supplement or correct their submittals as follows. However, except in the case of a sole Respondent, negotiations to the fee proposal or material changes to the offer and its terms will not be permitted.
1. References
Respondents may be permitted to submit additional references or similar project documentation. Outreach shall be conducted with—at minimum—the three (3) lowest Respondents for supplemental submission of references. Any such opportunity to supplement or correct granted to a Respondent by the County shall expire at 11:59 p.m. county local time on the second full county business day following the date the Respondent receives the County’s request for supplementation. No additional time or consideration shall be granted thereafter.
2. Other Documentation
The County reserves the right to allow Respondents to submit omitted or corrected qualification criteria such as resource confirmations, license copies, and compliance forms. Any such opportunity to supplement or correct granted to a Respondent by the County shall expire at 11:59 p.m. county local time on the second full county business day following the date the Respondent receives the County’s request for supplementation. No additional time or consideration shall be granted thereafter.
3. Gross Deficiencies in Submittals
Respondents demonstrating gross negligence in their submittals may receive no additional time or consideration from the County. A Respondent is deemed grossly negligent in their submittal when they fail to submit an irrevocable offer, submit only a bid form (fee) while fully omitting all qualification criteria and compliance forms, or otherwise fail to meet the fundamental requirements of the solicitation.
4. Responsibility Determination
The County’s decision to seek clarification from a Respondent does not guarantee a determination of responsiveness or responsibility. Respondents permitted to clarify, supplement or correct their submittals may still ultimately be deemed non-responsive or non-responsible based on other considerations, including but not limited to the overall content of their submittal and any documented history of negative performance on previous County projects.
2.17. Joint Venture Requirements
Respondents submitting as a Joint Venture shall submit documentation as an attachment to their bid response.
If applicable, failure to timely submit
(1) the required Information for Determining Joint Venture Eligibility Form AND (2) a fully executed copy of your joint venture agreement may result in disqualification.
The Information for Determining Joint Venture Eligibility form can be found at on the County's Forms and Resources website (https://www.ocfl.net/vfr).
2.18. Posting of Recommended Award and Protests
The recommended award will be posted for review by interested parties at the Procurement Division and at:
http://apps.ocfl.net/OrangeBids/AwardsRec/default.asp prior to submission through the appropriate approval process and will remain posted for a period of five (5) full business days.
Orange County Lobbyist Regulations General Information:
http://www.orangecountyfl.net/OpenGovernment/LobbingAtOrangeCounty.aspx
A lobbying blackout period shall commence upon issuance of the solicitation until the Board selects the Contractor. For procurements that do not require Board approval, the blackout period commences upon solicitation issuance and concludes upon contract award.
The County may void any contract where the County Mayor, one or more County Commissioners, or a County staff person has been lobbied in violation of the black-out period restrictions of Ordinance No. 2002-15.
Orange County Protest Procedures:
http://www.orangecountyfl.net/VendorServices/VendorProtestProcedures.aspx
Failure to file a protest with the Manager, Procurement Division by 5:00 PM on the fifth full business day after posting, shall constitute a waiver of bid protest proceedings.
2.19. Offer and Related Costs
By submission of an offer, the Respondent agrees that any and all costs associated with the preparation of the offer will be the sole responsibility of the Respondent. The Respondent also agrees that the County shall bear no responsibility for any costs associated with the preparation of the offer including, but not limited to, any administrative or judicial proceedings resulting from the solicitation process.
2.20. Contractual Agreement
This Invitation for Bids shall be included and incorporated in the final contract or purchase order. The order of contract precedence will be the executed contract (purchase order), permits (if applicable), all solicitation documents (inclusive of addenda), bonds, insurance, and response. Any and all legal actions associated with this Invitation for Bids and/or the resultant contract (purchase order) shall be governed by the laws of the State of Florida. Venue for any litigation involving this contract shall be the Ninth Circuit Court in and for Orange County, Florida.
2.21. Public Entity Crime
Section 287.133(3)(d), Florida Statutes, provides that the Florida Department of Management Services shall maintain a list of the names and addresses of those who have been disqualified from participating in the public contracting process under this section.
http://www.dms.myflorida.com/business_operations/state_purchasing/vendor_information/convicted_suspended_discriminatory_complaints_vendor_lists/convicted_vendor_list
A person or affiliate who has been placed on The Convicted Vendor list following a conviction for a public entity crime shall not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, shall not submit bids on leases of real property to a public entity, shall not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with a public entity, and shall not transact business with any public entity in excess of the threshold amount provided in Florida Statute Section 287.017, for CATEGORY TWO, for a period of thirty-six (36) months from the date of being placed on The Convicted Vendor List.
2.22. Florida Convicted/Suspended/Discriminatory Complaints
By submission of an offer, the Respondent affirms that it is not currently listed in the Florida Department of Management Services Convicted/Suspended/Discriminatory Complaint Vendor List.
2.23. Conflict of Interest
The award is subject to provisions of applicable State Statutes and County Ordinances. All Respondents must disclose with their bid the name of any officer, director, or agent who is also an employee of Orange County. Further, all Respondents must disclose the name of any County employee who owns, directly or indirectly, an interest of ten percent (10%) or more in the Respondent's firm or any of its branches. Should the Respondent permanently or temporarily hire any County employee who is, or has been, directly involved with the Contractor prior to or during performance of the resulting contract, the contract shall be subject to immediate termination by the County.
2.24. Ethics Compliance
The following forms are included in this solicitation within the Contract Compliance Packet and shall be completed and submitted as indicated below:
Relationship Disclosure Form – The purpose of this form is to document any relationships between a Respondents to an Orange County solicitation and the Mayor or any other member of Orange County, Florida. This form shall be completed and submitted with the applicable bid to an Orange County solicitation.
No contract award shall be made unless compliance forms have been completed and submitted. Any questions concerning these forms shall be addressed to the contact identified in this solicitation. Also, a listing of the most frequently asked questions concerning these forms is provided within each form for your information.
2.25. Payment Terms/ Discounts
The County’s payment terms are in accordance with Florida Statute 218, Local Government Prompt Payment Act. Cash discounts for prompt payment shall not be considered in determining the lowest net cost for bid evaluation purposes.
2.26. Clarifications
It is the Respondent's responsibility to become familiar with and fully informed regarding the terms, conditions and specifications of this Invitation for Bids. Lack of understanding and/or misinterpretation of any portions of this Invitation for Bids shall not be cause for withdrawal of your bid after opening or for subsequent protest of award. Respondent's must contact the Procurement Division using the contact information herein prior to the bid question/answer deadline, should clarification be required.
Modification or alteration of the documents contained in the solicitation or contract shall only be valid if mutually agreed to in writing by the Respondent and the County.
2.27. Pricing Errors
If an error is committed in the sub-total extension of an item or the overall total, the unit price as shown in the Respondent's submittal will govern.
Errors between any amount computed erroneously, and the correct amount thereof will be resolved in favor of the correct amount based on the unit price.
Any discrepancy between words and numbers will be resolved in favor of the written words.
2.28. Execution Of Written Contract and Business Associate Agreement
The successful Respondent will be required to sign a written Contract and Business Associate Agreement which has been made a part of this Bid package and identified as the #Required Contract and #Business Associate Agreement. Said written documents will evidence in written form the agreement between the parties pursuant to the award having been theretofore made by the County to this Respondent; said signing to be accomplished within ten (10) days after receipt of Notice of Award.
2.29. Trade Secret Information
Orange County is subject to the State of Florida’s broad public records laws. Therefore, all documents, materials, records, data, or any other information submitted as part of a solicitation response are considered public records governed by the disclosure, exemption, and confidentiality provisions relating to public records in Florida law, including those found in Chapter 119, Florida Statutes.
Section 815.045, Florida Statutes, makes trade secret information, as defined in Section 812.081, Florida Statutes, confidential and exempt from disclosure under Florida public records law. However, please note the following:
A Respondent’s desire for privacy of particular information submitted to the County does not make such information trade secret information. Respondents cannot render public records exempt from disclosure as containing trade secret information merely by designating information it furnishes to the County as confidential. Only information that specifically meets the exemption in Section 815.045, Florida Statutes, should be designated as trade secret information by Respondents.
Any Respondent who fails to designate information contained in its solicitation response as trade secret information at the time of solicitation response submittal has not taken the required measures or made reasonable efforts to maintain such information’s secrecy and has therefore waived any right to assert trade secret protections for such information. The County will therefore not consider any Respondent’s request to designate information in a solicitation response as trade secret information that is made after the time of solicitation submittal.
The County is not soliciting, nor does it desire, the submission of any Respondent’s trade secret information as part of this solicitation response. Notwithstanding the foregoing, to the extent that a Respondent finds it necessary to designate certain information in its solicitation response as being trade secret information, the Respondent shall attach the following items to its solicitation response:
Trade Secret Information Itemization Log. The Respondent shall create and attach to its solicitation response a “Trade Secret Information Itemization Log” that:
Clearly itemizes any and all information that the Respondent designates as confidential trade secret information.
Completes such itemization in the narrowest and least expansive manner (word, line, paragraph, page, etc.) necessary to protect the confidentiality of the Respondent’s trade secret information.
Per item, provides the impacted submittal section/item number, a written explanation that comprehensively supports the Respondent’s classification of such information as trade secret information under state or federal law, and the legal citation under which such information is exempt and confidential from disclosure.
Redacted Impacted Submittals. For each submittal that contains information designated by the Respondent as trade secret information, the Respondent shall attach a redacted copy of such impacted submittal. Such redactions must include notations containing cross-references to the itemized trade secret information as submitted in the Trade Secret Information Itemization Log. Redactions must be made in the narrowest and least expansive manner (word, line, paragraph, page, etc.) necessary to protect the confidentiality of the Respondent’s trade secret information. Each redacted submittal copy must have a cover page and page header that is clearly marked as “REDACTED COPY”.
Respondents are advised that:
They must only redact the specific information that they, using good faith, believe to be confidential and exempt under applicable state or federal law and should not submit documents that have been broadly marked “CONFIDENTIAL”. Exemptions to Florida’s broad public records law are narrowly construed and therefore, the County is unable to accept broad designations of confidentiality or exemption from disclosure. Consequently, any such broad classification of trade secret information made by a Respondent may lead to its solicitation response being deemed non-responsive.
As a responsible steward of taxpayer funding and in the interest of transparency and accountability to the general public, the designation of the following information as trade secret information is not acceptable to the County and will therefore lead to a Respondent’s solicitation response being deemed non-responsive:
Any proposed rates, fees, or prices;
The total bid amount;
The general nature of the services rendered or goods being provided; and
Any information contained in the County’s solicitation documents, including the Respondent’s answers to any of the questions in the bid response form (not including any impacted submittals).
Any Respondent that submits a solicitation response that in any manner asserts or suggests that information contained therein is the Respondent’s trade secret information hereby acknowledges and agrees to all of the following:
To the extent the County deems necessary to effectively handle, process, review, evaluate, and maintain the Respondent’s solicitation response, the County and its officials, employees, agents, and representatives are hereby granted full rights to access, view, consider, and discuss any information designated by the Respondent as trade secret information. The County may make copies of, and distribute, the Respondent’s unredacted impacted submittals for the purposes of facilitating evaluation of such response.
For auditing purposes, the County may disclose the Respondent’s unredacted impacted submittals to the Orange County Comptroller’s Office and the County’s internal and external auditors. Additionally, should funding for the award be in any part provided by the State of Florida or the Federal Government, the County may also disclose the Respondent’s unredacted impacted submittals to such entities for auditing purposes.
Trade secret information is not exempt under the broad open meetings provisions of Florida law. Accordingly, any information that the Respondent designates as trade secret information in its solicitation response may be openly discussed at public meetings that comply with Section 286.011, Florida Statutes. The County will, however, exclude or redact any such designated trade secret information from any records that may result from such public meetings.
The Respondent shall be solely responsible for defending the confidentiality of its designated trade secret information at its sole cost, which action shall be taken in a court of competent jurisdiction located in Orange County, Florida, immediately, but no later than ten (10) calendar days from the date the Respondent receives written notification from the County that a request for information designated by the Respondent as trade secret information was made. Failure of the Respondent to timely file an action to defend the confidentiality of its designated trade secret information shall constitute a waiver by the Respondent of any claim that such information is confidential or exempt from disclosure and will result in the County’s release of the requested records.
The Respondent shall hold harmless and indemnify the County, its officials, employees, agents, and representatives from any and all claims, actions, suits, judgments, fines, costs, fees (including attorneys’ fees), or damages arising from or related to any designated trade secret information submitted or otherwise provided to the County by the Respondent, including but not limited to those arising from the County’s non-disclosure of such information in response to a public records request.
The protection afforded by section 815.045, Florida Statutes, to trade secretion information is incomplete, and no right or remedy for damages shall arise from any disclosure of such information by the County.
The confidentiality protections and records exemptions for any information designated by the Respondent in its solicitation response as being trade secret information shall expire five (5) years from the date of the Respondent’s submittal of such response.
Notwithstanding anything to the contrary herein, without assuming any obligation to do so, the County reserves the right to follow up with Respondents to seek clarification and to request additional information regarding any Respondent’s confidential trade secret designations.
The Trade Secret Information Itemization Log can be found at on the County's Forms and Resources website (https://www.ocfl.net/vfr).
2.30. Anti-Human Trafficking
Respondents shall confirm that they do not engage in or permit the use of coercion for labor or services as defined in Section 787.06, Florida Statutes.
Failure to confirm shall deem the offer non-responsive.
In accordance with Section 787.06, Florida Statutes, Contractor shall attest under penalty of perjury, that Contractor does not use coercion for labor or services as those terms are defined in that section. Attestations shall be documented using a Human Trafficking Affidavit as provided by the County. The latest form is accessible on the County's Forms and Resources website (https://www.ocfl.net/vfr) or by emailing procurement@ocfl.net.
A Human Trafficking Affidavit shall be required when (1) executing, (2) renewing, or (3) extending a contract.
3. Scope of Services / Specifications
3.1. Location of Solicitation Documents
Please refer to the section titled #Solicitation Documents to access all necessary technical documentation and attachments related to this solicitation.
4. Solicitation Documents
A - IFB_Y26-170_Scope_of_Work_FINAL (1)
B - ATTACHMENT A - ISS - Enterprise Security Standards - External Data Hosting Rev3
C - ATTACHMENT B - ORANGE COUNTY IT STANDARDS
D - ATTACHMENT C - EnterpriseSecurityStandards-InternalApplications
E - ATTACHMENT D- Irrevocable Letter of Credit- ILC
5. Business Development
Internal Operations Centre II, 2nd Floor | 400 E South Street, Orlando, FL 32801
Phone: (407) 836-7317 | Fax: (407) 836-5477 | BusinessDevelopment@ocfl.net
https://www.orangecountyfl.net/VendorServices/MinorityVendors.aspx
5.1. Bid Preference - Registered Service Disabled Veteran Business Ordinance
In accordance with the Registered Service Disabled Veteran Business Ordinance, award of a contract resulting from this Invitation for Bids may be made to the lowest responsive and responsible registered prime Service Disabled Veteran respondent provided that the bid does not exceed the overall lowest responsive and responsible respondent by the following percentages for the bid amounts listed:
A. 8% - Bids Up To $100,000
B. 7% - Bids Greater Than $100,000 to $500,000
C. 6% - Bids Greater Than $500,000 to $750,000
D. 5% - Bids Greater Than $750,000 to $2,000,000
E. 4% - Bids Greater Than $2,000,000 to $5,000,000
F. 3% - Bids Greater Than $5,000,000
6. Insurance Requirements
6.1. Limits and Forms
The Vendor/Contractor agrees to maintain, on a primary basis and at its sole expense, the following types of insurance coverage with limits and on forms (including endorsements) as described herein at all times throughout the duration of this contract. These requirements, as well as the County’s review or acceptance of insurance maintained by the Vendor/Contractor, is not intended to and shall not in any manner limit or qualify the liabilities assumed by the Vendor/Contractor under this contract. The Vendor/Contractor is required to maintain any coverage required by federal and state workers’ compensation or financial responsibility laws, including but not limited to Chapter 324 and 440, Florida Statutes, as may be amended from time to time.
The Vendor/Contractor shall require and ensure that each of its sub-Vendors/sub-Contractors providing services hereunder (if any) procures and maintains insurance of the types and to the limits specified herein until the completion of their respective services.
Insurance carriers providing coverage required herein must be licensed to conduct business in the State of Florida and must possess a current A.M. Best’s Financial Strength Rating of A- Class VIII or better.
(Note: State licenses can be checked via www.floir.com/companysearch/ and A.M. Best Ratings are available at www.ambest.com)
6.2. Commercial General Liability
The Vendor/Contractor shall maintain coverage issued on the most recent version of the ISO form, as filed for use in Florida or its equivalent, with a limit of liability of not less than $1,000,000 (one million dollars) per occurrence. The Vendor/Contractor further agrees coverage shall not contain any endorsement(s) excluding or limiting Product/Completed Operations, Contractual Liability, or Separation of Insureds. The General Aggregate limit shall either apply separately to this contract or shall be at least twice the required occurrence limit.
Required Endorsements:
Additional Insured- CG 20 26 or CG 20 10/CG 20 37 or their equivalents. Note: CG 20 10 must be accompanied by CG 20 37 to include products/completed operations
Waiver of Transfer of Rights of Recovery- CG 24 04 or its equivalent. Note: If blanket endorsements are being submitted please include the entire endorsement and the applicable policy number.
6.3. Commercial (Business) Automobile Liability
The Vendor/Contractor shall maintain coverage for all owned/non-owned and hired vehicles issued on the most recent version of the ISO form, as filed for use in Florida or its equivalent, with limits of not less than $500,000 (five hundred thousand dollars) per accident. In the event the Vendor/Contractor does not own automobiles, the Vendor/Contractor shall maintain coverage for hired and non-owned auto liability, which may be satisfied by way of endorsement to the Commercial General Liability policy or separate Business Auto Liability policy.
6.4. Workers' Compensation
The Vendor/Contractor shall maintain coverage for its employees with statutory workers' compensation limits and no less than $100,000 (one hundred thousand dollars) each incident of bodily injury or disease for Employers' Liability. Elective exemptions as defined in Florida Statute 440 will be considered on a case-by-case basis. Any Vendor/Contractor using an employee leasing company shall complete the Leased Employee Affidavit.
Required Endorsements:
Waiver of Subrogation- WC 00 03 13 or its equivalent
6.5. Professional (Cyber) Liability
The Vendor/Contractor shall maintain coverage with a limit of not less than $1,000,000 per occurrence/claim.
6.6. Additional Requirements
When a self-insured retention or deductible exceeds $100,000 the County reserves the right to request a copy of the Vendor/Contractor’s most recent annual report or audited financial statement. For policies written on a “Claims-Made” basis, the Vendor/Contractor agrees to maintain a retroactive date prior to or equal to the effective date of this contract. In the event the policy is canceled, non-renewed, switched to occurrence form, or any other event which triggers the right to purchase a Supplemental Extended Reporting Period (SERP) during the life of this contract, the Vendor/Contractor agrees to purchase the SERP with a minimum reporting period of not less than two years. Purchase of the SERP shall not relieve the Vendor/Contractor of the obligation to provide replacement coverage.
By entering into this contract, the Vendor/Contractor agrees to provide a waiver of subrogation or a waiver of transfer of rights of recovery in favor of the County for the workers’ compensation and general liability policies as required herein. When required by the insurer, or should a policy condition not permit the Vendor/Contractor to enter into a pre-loss agreement to waive subrogation without an endorsement, then the Vendor/Contractor agrees to notify the insurer and request the policy be endorsed with a Waiver of Subrogation or a Waiver of Transfer of Rights of Recovery Against Others endorsement.
Prior to execution and commencement of any operations/services provided under this contract, the Vendor/Contractor shall provide the County with current certificates of insurance evidencing all required coverage. In addition to the certificate(s) of insurance the Vendor/Contractor shall also provide endorsements for each policy as specified above. All specific policy endorsements shall be in the name of Orange County, Florida.
For continuing service contracts, renewal certificates shall be submitted immediately upon request by either the County or the County’s contracted certificate compliance management firm. The certificates shall clearly indicate that the Vendor/Contractor has obtained insurance of the type, amount, and classification as required for strict compliance with this insurance section. The Vendor/Contractor shall notify the County not less than thirty (30) business days (ten business days for non-payment of premium) of any material change in or cancellation/non-renewal of insurance coverage. The Vendor/Contractor shall provide evidence of replacement coverage to maintain compliance with the aforementioned insurance requirements to the County or its certificate management representative five (5) business days prior to the effective date of the replacement policy(ies).
The certificate holder shall read:
Orange County, FL
C/O Risk Management Division
109 E. Church Street, Suite 200
Orlando, Florida 32801
Additional insurance guidelines and sample certificates can be found on the County’s Vendor Services website: http://www.orangecountyfl.net/Portals/0/Library/vendor%20services/docs/InsuranceRequirementsFAQ.pdf
7. Contract Terms and Conditions
7.1. Delivery/ Performance and Force Majeure
Delivery/Performance
Time is of the essence in the award of this Invitation for Bids. Delivery/Performance shall be no later than two (2) calendar days from receipt of the County’s Delivery or Purchase Order.
It is hereby understood and mutually agreed to by and between parties hereto that the time is an essential condition of this contract. Should the Contractor neglect, fail or refuse to furnish and deliver the goods or provide services within the time herein specified, Contractor does hereby agree, as part of consideration for the award of this contract to reimburse the County any sums expended to contract for rental goods, or any excess sums expended between the contracted rate and off-contract purchase for any equipment or services approved by the Procurement Division for the period from the required scheduled commencement date until services are provided or delivery is made in accordance with the contract.
The Contractor shall, immediately upon discovery of a delay, notify the Manager, Procurement Division in writing of the cause(s) of the delay.
Force Majeure
Should the Contractor be delayed in performance or the delivery of the goods or equipment by reason of unforeseeable causes beyond its control and without fault or negligence, including, but not restricted to, acts of God or neglect of any other Contractor, the period herein above specified for the completion of delivery shall be extended by such time as shall be approved by the Manager, Procurement Division.
1. The Contractor shall not be held responsible for any delay and/or failure in performance of any part of this contract to the extent such delay or failure is caused by explosion, war, embargo, government requirement, civil or military authority, act of God, or other similar causes beyond the Contractor’s control so long as the Contractor’s delay is not caused by the Contractor’s own fault or negligence. That notwithstanding, the Contractor shall notify the County in writing within twenty-four (24) hours after the beginning of any such cause that would affect its performance hereunder and the County reserves the right the request additional information that supports the validity of the Contractor’s Force Majeure claim. Failure to notify the County in a timely manner of any claim of Force Majeure made pursuant to this section is cause for termination of this contract.
2. If the Contractor’s performance is delayed pursuant to this section for a period exceeding one (1) calendar day from the date the County receives the required Force Majeure notice, the County shall have the right to terminate this contract thereafter and shall only be liable to the Contractor for any work performed and validated (if required for payment hereunder) prior to the date of the County’s contract termination.
3. If the Contractor’s performance is delayed pursuant to this section, the County may, upon written request of the Contractor, agree to equitably adjust the provisions of this contract, including price, performance, and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit the County’s right to terminate for convenience.
7.2. Consideration: Requirements
REQUIREMENTS CONTRACT
This is a Requirements Contract and the County’s intent is to order from the Contractor all of the goods or services specified in the contract’s price schedule that are required to be purchased by the County. If the County urgently requires delivery of goods or services before the earliest date that delivery may be required under this contract, and if the Contractor will not accept an order providing for accelerated delivery, the County may acquire the goods or services from another source.
The County’s requirements in this contract are estimated and there is no commitment by the County to order any specified amount. If the estimated quantities are not achieved, this shall not be the basis for an equitable adjustment.
If the Manager, Procurement Division determines that the Contractor’s performance is less than satisfactory, the County may order the goods or services from other sources until the deficient performance has been cured or the contract terminated.
7.3. Post Award Meeting Requirement
Within ten (10) business days after receipt of notification of award of bid, Contractor shall meet with the County’s representative(s) to discuss job procedures and scheduling.
7.4. Payment
Partial payments for the value of services rendered may be requested by the submission of a properly executed invoice. Payment shall be made in accordance with Florida Statute 218, Local Government Prompt Payment Act. Payment for accepted equipment/goods/services shall be accomplished by submission of an invoice, in duplicate, to:
Orange County Fire Rescue Department
Attn: Fire Rescue Fiscal
P.O. Box 5879
Winter Park, Florida 32793-5879
Email: FireRescueFiscal@ocfl.net
A valid invoice shall include the following:
Reference to the Delivery Order Number
Service Dates
Itemization of Services Rendered
Unit Prices in accordance with the Bid Response Form
In the event additional County Departments or other public entities utilize this contract, invoices are to be sent directly to the Department or entity placing the order. Take note of the billing address specified in the County's Delivery/Purchase Order.
7.5. IRREVOCABLE LETTER OF CREDIT (ILC)
Prior to the County’s execution of the Contract and within ten (10) business days of the award, the Contractor shall furnish to the County an irrevocable letter of credit (ILC) in the amount of Twenty Thousand Dollars ($20,000). The irrevocable letter of credit shall be in the form of a written commitment from a federally insured institution located in the State of Florida, with a rating of AAA or higher by Barnes Financial Reports, to pay the entire amount of the ILC until the expiration of the letter or upon presentation by the County (the beneficiary) of a written demand thereof. Neither the financial institution nor the Contractor can revoke or condition the letter of credit. The Contractor shall provide the County a credit rating that indicates the financial institution has the required rating as of the date of the issuance of the ILC. The ILC shall cover the entire period of the contract, including any extensions thereto.
7.6. Ordering
The initiating County department(s) shall issue delivery/purchase orders against the term contract on an “as needed” basis.
If the quantity of a unit priced item in this contract is an estimated quantity and the actual quantities ordered are more than 50% above the estimated quantity, the County shall enter into negotiations with the Contractor for a lower unit price which shall be incorporated into the contract. Failure of the Contractor to agree to a reduced unit price may result in the termination of the contract and re-solicitation of the requirement.
Any order issued during the effective period of this contract, but not completed within that period, shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and the County’s rights and obligations with respect to that order to the extent as if the order were completed during the contract performance period.
7.7. Consumers Price Index (CPI-U) Escalation / De-escalation
The County may allow a price escalation provision within this award. The original contract prices shall be firm for an initial one (1) year period. A price escalation/de-escalation will be considered at one (1) year intervals thereafter, provided the Contractor notifies the County, in writing, of the pending price escalation/de-escalation a minimum of sixty (60) days prior to the anniversary date of the contract. Price adjustments shall be based on the latest version of the Consumers Price Index (CPI-U) for All Urban Consumers, All Items, U.S. City Average, non-seasonal, as published by the U.S. Department of Labor, Bureau of Labor Statistics. This information is available at www.bls.gov.
Price adjustment shall be calculated by applying the simple percentage model to the CPI data. This method is defined as subtracting the base period index value (at the time of initial award) from the index value at time of calculation (latest version of the CPI published as of the date of request for price adjustment), divided by the base period index value to identify percentage of change, then multiplying the percentage of change by 100 to identify the percentage change. Formula is as follows:
Current Index – Base Index / Base Index = % of Change
% of Change x 100 = Percentage Change
CPI-U Calculation Example:
CPI for current period 232.945
Less CPI for base period 229.815
Equals index point change 3.130
Divided by base period CPI 229.815
Equals 0.0136
Result multiplied by 100 0.0136 x 100
Equals percent change 1.4%
A price increase may be requested only at each time interval specified above, using the methodology outlined in this section. To request a price increase, Contractor shall submit a letter stating the percentage amount of the requested increase and adjusted price to the Orange County Procurement Division. The letter shall include the complete calculation utilizing the formula above, and a copy of the CPI-U index table used in the calculation. The maximum allowable increase shall not exceed 4%, unless authorized by the Manager, Procurement Division. All price adjustments must be accepted by the Manager, Procurement Division and shall be memorialized by written amendment to this contract. No retroactive contract price adjustments will be allowed.
Should the CPI-U for All Urban Consumers, All Items, U.S City Average, as published by the U.S. Department of Labor, Bureau of Labor Statistics decrease during the term of the contract, or any renewals, the Contractor shall notify the Orange County Procurement Division of price decreases in the method outlined above. If approved, the price adjustment shall become effective on the contract renewal date. If the Contractor fails to pass the decrease on to the County, the County reserves the right to place the Contractor in default, cancel the award, and remove the Contractor from the County Vendor List for a period of time deemed suitable by the County. In the event of this occurrence, the County further reserves the right to utilize any options as stated herein.
7.8. Personnel
The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the COUNTY.
All of the services required hereafter shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services.
By execution of this contract, the Contractor hereby certifies that key personnel assigned to provide the required services have not been, and shall not be, changed or altered without prior written approval by the County. The County shall have seventy two (72) hours to review any request made by the Contractor for any change, alteration, or substitution of staff. The Contractor shall ensure that such substituted staff members are of substantially the same qualifications as those approved by the County at the time of contract award and create no conflicts of interest between the Contractor and the County.
The CONTRACTOR warrants that all services shall be performed by skilled and competent personnel to the highest professional standards in the field. The COUNTY may require, in writing, that the CONTRACTOR remove from this contract any employee the COUNTY deems incompetent, careless, or otherwise objectionable.
7.9. Non-Discrimination
Pursuant to Section 17-288, Orange County Code, the County will not extend public funds or resources in a manner that would encourage, perpetuate, or foster discrimination. As such, any and all person(s) doing business with the County shall recognize and comply with the County’s “Equal Opportunity and Nondiscrimination Policy,” which is intended to assure equal opportunities to every person in securing or holding employment in a field of work or labor for which that person is qualified, regardless of race, religion, sex, color, age, disability or national origin. This policy is enforced by Section 17-314, Orange County Code, and the County’s relevant Administrative Regulations. Section 17-290, Orange County Code, memorializes the County’s commitment to its Equal Opportunity and Nondiscrimination Policy by requiring the following provisions in all County contracts:
The Contractor represents that the Contractor has adopted and shall maintain a policy of nondiscrimination as defined by applicable County ordinance through the term of this Contract.
The Contractor agrees that, on written request, the Contractor shall permit reasonable access to all business records or employment, employment advertisement, application forms, and other pertinent data and records, by the County, for the purpose of investigating to ascertain compliance with the nondiscrimination provisions of this Contract; provided, that the Contractor shall not be required to produce for inspection records covering periods of time more than one year prior to the date of this Contract.
The Contractor agrees that, if any of the obligations of this Contract are to be performed by subcontractor(s), the provisions of subsections A. and B. of this section shall be incorporated into and become a part of the subcontract.
7.10. Termination
Termination for Default:
The County may, by written notice to the Contractor terminate this contract for default in whole or in part (delivery orders, if applicable) if the Contractor fails to:
Provide goods or services that comply with the specifications herein or fails to meet the County’s performance standards
Deliver the goods or to perform the services within the time specified in this contract or any extension.
Make progress so as to endanger performance of this contract
Perform any of the other provisions of this contract.
Prior to termination for default, the County shall provide adequate written notice to the Contractor through the Manager, Procurement Division, affording the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) calendar days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the Contractor in accordance with the County’s Procurement Ordinance. The Contractor and its sureties (if any) shall be liable for any damage to the County resulting from the Contractor’s default of the contract. This liability includes any increased costs incurred by the County in completing contract performance.
In the event of termination by the County for any cause, the Contractor shall have, in no event, any claim against the County for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the County the Contractor shall:
Stop work on the date and to the extent specified.
Terminate and settle all orders and subcontracts relating to the performance of the terminated work
Transfer all work in process, completed work, and other materials related to the terminated work as directed by the County.
Continue and complete all parts of that work that have not been terminated.
Termination for Convenience:
The County, by written notice, may terminate this contract, in whole or in part, when it is in the County’s interest. If this contract is terminated, the County shall be liable only for goods or services delivered and accepted. The County Notice of Termination shall provide the Contractor thirty (30) calendar days prior notice before it becomes effective. A termination for convenience may apply to individual delivery orders, purchase orders, or to the contract in its entirety.
7.11. Regulatory Authority
In the event that the County exercises its regulatory authority as a governmental body, the exercise of such regulatory authority and the enforcement of any rules, regulations, laws, and ordinances shall be deemed to have occurred pursuant to the County’s authority as a governmental body and shall not be attributable in any manner to the County as a party to this Contract.
7.12. Assignments and Successors
The parties deem the services to be rendered pursuant to this Contract to be personal in nature. Each party binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators, and assigns of such other party, in respect to all covenants of this Contract.
Neither party shall assign, sublet, convey, or transfer its interest in this Contract without the written consent of the other, which consent shall be in the sole determination of the party with the right to consent.
7.13. Attorney Fees and Costs
Unless otherwise expressly stated in this Contract, the parties shall each bear their own costs, expert fees, attorneys’ fees, and other fees incurred in connection with this Contract and any action or proceeding arising out of or relating to this Contract (an “Action”).
7.14. Construction and Representations
Each party acknowledges that it has had the opportunity to be represented by counsel of such party’s choice with respect to this Contract. In view of the foregoing, and notwithstanding any otherwise applicable principles of construction or interpretation, this Contract shall be deemed to have been drafted jointly by the parties and in the event of any ambiguity, shall not be construed or interpreted against the drafting party. Neither party has relied upon any representations or statements made by the other party to this Contract which are not specifically set forth in this Contract.
7.15. Governing Law
This Contract shall be considered as having been entered into in the State of Florida, United States of America, and shall be construed and interpreted in accordance with the laws of that state.
7.16. Headings
The headings or captions of articles, sections, or subsections used in any of the Contract Documents are for convenience of reference only and are not intended to define or limit their contents, nor are they to affect the construction of or to be taken into consideration in interpreting this Contract.
7.17. Jury Waiver
Each party hereby irrevocably waives, to the fullest extent permitted by applicable law, any right that party does or might have to a trial by jury related to any Action.
7.18. Remedies
No remedy conferred upon any party in this Contract is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any rights, power, or remedy hereunder shall preclude any other or further exercise thereof.
7.19. Severability
The provisions of this Contract are declared by the parties to be severable. However, the material provisions of this Contract are dependent upon one another, and such interdependence is a material inducement for the parties to enter into this Contract. Therefore, should any material term, provision, covenant, or condition of this Contract be held invalid or unenforceable by a court of competent jurisdiction, the party protected or benefited by such term, provision, covenant, or condition may demand that the parties negotiate such reasonable alternate contract language or provisions as may be necessary either to restore the protected or benefited party to its previous position or otherwise mitigate the loss of protection or benefit resulting from holding.
7.20. Survivorship
Those provisions which by their nature are intended to survive the expiration, cancellation, or termination of this Contract, including, by way of example only, the indemnification and public records provisions, shall survive the expiration, cancellation, or termination of this Contract.
7.21. Use of County and Contractor Logos
Both parties are prohibited from use of any and all of the other party’s emblems, logos, or identifiers without written permission from that party.
7.22. Venue
Each of the parties hereby irrevocably submits to the jurisdiction of any federal or state court of competent jurisdiction sitting in Orange County, Florida, regarding any Action, and further agrees that any such Action shall be heard and determined in such Florida federal or state court. Each party hereby irrevocably waives, to the fullest extent it may effectively do so, the defense of an inconvenient forum to the maintenance of any Action in Orange County, Florida.
7.23. Waiver
No delay or failure on the part of any party to this Contract to exercise any right or remedy accruing to such party upon the occurrence of an event of violation shall affect any such right or remedy, be held to be an abandonment thereof, or preclude such party from the exercise thereof at any time during the continuance of any event of violation. No waiver of a single event of violation shall be deemed to be a waiver of any subsequent event of violation.
7.24. Tobacco Free Campus
All Orange County operations under the Board of County Commissioners shall be tobacco free. This policy shall apply to parking lots, parks, break areas, and worksites. It is also applicable to the Contractor and their personnel during contract performance on county-owned property. Tobacco is defined as tobacco products including, but not limited to, cigars, cigarettes, e-cigarettes, pipes, chewing tobacco, and snuff. Failure to abide by this policy may result in civil penalties levied under Chapter 386, Florida Statutes, for the violating individual, contract enforcement remedies against the Contractor, or both.
7.25. Single Use Products
The Board of County Commissioners has established a single-use products and plastic bags policy intended to reduce the use of products which have become globally recognized as having lasting negative impacts on the environment.
Neither single-use products nor plastic bags may be sold or disbursed on County property by staff or contracted vendors, except as set forth in Orange County Administrative Regulation 9.01.03. Failure to comply with the Regulation may result in termination of the Contract or other contractual remedies, and may affect future contracting with the County. The use of reusable, recyclable, biodegradable, or compostable materials is encouraged.
7.26. Public Records Compliance
By executing this Contract, the Contractor hereby certifies that it understands and agrees that all books, records, and accounts related to the performance of this Contract shall be subject to the applicable public records provisions of Chapter 119, Florida Statutes. As such, all books, records, and accounts created by the Contractor, or provided to the Contractor pursuant to this Contract, are public records and the Contractor agrees to assist the County in compliance with any request for such public records made in accordance with Chapter 119, Florida Statutes.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:
400 E. South Street, 2nd Floor
Orlando, FL 32801
(407) 836-5897
publicrecordrequest@ocfl.net
7.27. Availability of Funds
The obligations of the County under this award are subject to the availability of funds lawfully appropriated for its purpose by the State of Florida and Orange County, Florida, or other specified funding source for this procurement.
7.28. Indemnification
To the fullest extent permitted by law, the Contractor shall defend, indemnify, and hold harmless the County, its officials, agents, and employees from and against any and all claims, suits, judgments, demands, liabilities, damages, cost and expenses including attorney's fees of any kind or nature whatsoever arising directly or indirectly out of or caused in whole or in part by any act or omission of the Contractor or its subcontractors, anyone directly or indirectly employed by them, or anyone for whose acts any of them may be liable, excepting those acts or omissions arising out of the sole negligence of the County.
7.29. Pricing Audit
The Contractor shall establish and maintain a reasonable accounting system, which enables ready identification of Contractor’s cost of goods and use of funds.
Such accounting system shall also include adequate records and documents to justify all prices for all items invoiced as well as all charges, expenses and costs incurred in providing the goods for at least five (5) years after completion of this contract. The County or its designee shall have access to such books, records, subcontract(s), financial operations, and documents of the Contractor or its subcontractors, as required to comply with this section for the purpose of inspection or audit anytime during normal business hours at the Contractor's place of business. This right to audit shall include the Contractor’s subcontractors used to procure goods under the contract with the County. Contractor shall ensure the County has these same rights with subcontractors and suppliers.
7.30. Employees of the Contractor
All work under this contract shall be performed in a professional and skillful manner. The County may require, in writing, that the Contractor, remove from this contract any employee the County deems incompetent, careless, or otherwise objectionable.
7.31. Contract Claims
“Claim” as used in this provision means a written demand or written assertion by one of the contracting parties seeking as a matter of right, the payment of a certain sum of money, the adjustment or interpretation of contract terms, or other relief arising under or relating to this contract.
Claims made by a Contractor against the County, relating to a particular contract shall be submitted to the Manager, Procurement Division in writing clearly labeled “Contract Claim” requesting a final decision. The Contractor also shall provide with the claim a certification as follows: “I certify that the claim is made in good faith; that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested accurately reflects the contract adjustment for which the Contractor believes the County is liable; and that I am duly authorized to certify the claim on behalf of the Contractor.”
Failure to document a claim in this manner shall render the claim null and void. No claim shall be accepted after final payment of the contract.
The decision of the Manager, Procurement Division shall be issued in writing and furnished to the Contractor. The decision shall state the reasons for the decision reached. The Manager, Procurement Division shall render the final decision within sixty (60) days after receipt of Contractor’s written request for a final decision. The Manager, Procurement Division decision shall be final and conclusive.
The Contractor shall proceed diligently with performance of this contract pending final resolution of any request for relief, claim, appeal or action arising under the contract and shall comply with any final decision rendered by the Manager, Procurement Division.
7.32. Patents and Royalties
Unless otherwise provided, the Contractor shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of the contract resulting from this Invitation for Bids.
The Contractor, without exception, shall indemnify and save harmless the County and its employees from liability of any nature or kind, including cost and expenses for or on account of any copyrighted, patented or unpatented invention, process, or article manufactured or supplied by the Contractor. In the event of any claim against the County of copyright or patent infringement, the County shall promptly provide written notification to the Contractor. If such a claim is made, the Contractor shall use its best efforts to promptly purchase for the County any infringing products or services or procure a license, at no cost to the County, which will allow continued use of the service or product.
If none of the alternatives are reasonably available, the County agrees to return the article on request to the Contractor and receive reimbursement, if any, as may be determined by a court of competent jurisdiction.
7.33. Copies of Documents
Copies of documents, records, materials, and/or reproductions requests will be charged in accordance with Orange County’s fee schedule. Copyrighted materials may be inspected, but cannot be copied or reproduced per Federal law.
7.34. Scrutinized Companies
By executing this Agreement, the Contractor/Sub-Recipient certifies that it is eligible to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statutes.
Specifically, by executing this Agreement, the Contractor/Sub-Recipient certifies that it is not on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a boycott of Israel.
Additionally, if this Agreement is for an amount of one million dollars ($1,000,000) or more, by executing this Agreement, the Contractor/Sub-Recipient certifies that it is not:
On the “Scrutinized Companies with Activities in Sudan List” or the “Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,” created pursuant to Section 215.473, Florida Statutes; and/or
Engaged in business operations in Cuba or Syria.
The County reserves the right to terminate this Agreement immediately should the Contractor be found to:
Have falsified its certification of eligibility to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statutes; and/or
Have become ineligible to bid on, submit a proposal for, or enter into or renew a contract with the County for goods or services pursuant to Section 287.135, Florida Statute subsequent to entering into this Agreement with the County.
If this Agreement is terminated by the County as provided in subparagraph 4(a) above, the County reserves the right to pursue any and all available legal remedies against the Contractor, including but not limited to the remedies as described in Section 287.135, Florida Statutes.
If this Agreement is terminated by the County as provided in subparagraph 4(b) above, the Contractor shall be paid only for the funding-applicable work completed as of the date of the County’s termination.
Unless explicitly stated in this Section, no other damages, fees, and/or costs may be assessed against the County for its termination of the Agreement pursuant to this Section.
7.35. Verification of Employment Status
The Contractor is required to be registered with the U.S. Department of Homeland Security’s E-Verify system prior to entering into a contract with Orange County. The Contractor shall use the E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the contract term. The Contractor shall include an express provision in all of its subcontracts requiring subcontractors, who perform work or provide services pursuant to the contract, to use the E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. For more information on this process, please refer to United States Citizenship and Immigration Service site at:
http://www.uscis.gov/portal/site/uscis
Only those employees determined eligible to work within the United States shall be employed under this contract.
By submission of a bid in response to this solicitation, the Contractor affirms that all employees in the above categories shall undergo e-verification before placement on this contract. The Contractor shall commit to comply with this requirement by completing the E-Verification certification, attached to this solicitation.
A public employer, contractor, or subcontractor who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Florida Statutes is obligated to terminate the contract with the person or entity pursuant to Section 448.095(2)(c)1, Florida Statutes. If Orange County terminates the contract for the foregoing reason, the contractor may not be awarded a public contract for at least one (1) year after the date on which the contract was terminated, and the contractor will be liable for any additional costs incurred by Orange County as a result of the termination of the contract.
7.36. Business Associate Agreement
The Business Associate Agreement shall be exhibited in the contract and shall govern all matters necessary to enforce the provisions of the HIPAA Privacy and Security Rules 45 CFR Parts 160, 162, and 164 as applicable to this contract.
7.37. Professional Licenses
It shall be the responsibility of the Contractor to maintain, at no additional cost to Orange County, any and all professional licenses required to complete all contractual requirements.
7.38. Anti-Human Trafficking
By submitting an offer in response to this solicitation, the Respondent acknowledges that, if recommended for award, the timely execution of a Human Trafficking Affidavit is a condition of the contract.
Execution of any contract resulting from the award of this solicitation shall require Respondents to attest, under penalty of perjury, that Contractor does not use coercion for labor or services as defined in Section 787.06, Florida Statutes. Respondents are cautioned to review this form in detail as it is a firm requirement of the Contract.
The Human Trafficking Affidavit can be found on the County's Forms and Resources website (https://www.ocfl.net/vfr).
8. Special Terms and Conditions
8.1. Use of Contracts by Other Government Agencies
At the option of the Contractor, the use of the contract resulting from this solicitation may be extended to other governmental agencies, including the State of Florida, its agencies, political subdivisions, counties, and cities.
Each governmental agency allowed by the Contractor to use this contract shall do so independent of any other governmental entity. Each agency shall be responsible for its own purchases and shall be liable only for goods or services ordered, received and accepted. No agency receives any liability by virtue of this bid and subsequent contract award.
9. Bid Response Form (Submittal)
All offers shall be submitted on the County’s standard response forms as specified below. Modification of the forms herein or submission on the respondent's quotation forms shall not be accepted and shall be deemed non-responsive.
For upload items, electronic files must be in a common format accessible by software programs the County uses. Those common formats are generally described as Microsoft Word (.doc or .docx), Microsoft Excel (.xls or .xlsx), Microsoft Power Point (.ppt or pptx), or Adobe Portable Document Format (.pdf.). Respondents will not secure, password protect or lock uploaded files; the County must be able to open and view the contents of the file. Respondents will not disable or restrict the ability of the County to print the contents of an uploaded file. Scanned documents or images must be of sufficient quality, no less than 300 dpi, to allow for reading or interpreting the words, drawings, images or sketches.
1. QUALIFICATION
1.1. Reference Requirements*
Please download the below documents, complete, and upload.
Respondents are instructed to supply a list of at least three (3) client references for work satisfactorily performed and/or delivered by the Respondent within the last ten (10) years, immediately preceding the due date of bids for this Invitation for Bids. Failure to provide this information may be cause for rejection of the response.
References should be for work similar in scope and/or specifications and should collectively validate the following capabilities and experience:
Demonstrating experience with collection of governmental or utility delinquent debt.
Demonstrating a minimum of five (5) years' experience performing collections.
Negative feedback from references may result in the offer being deemed non-responsible.
Respondents are encouraged to provide additional references beyond the minimum requested references in support of demonstrating qualification.
See Solicitation Terms & Conditions for additional guidance concerning reference requirements.
Reference_Form.xlsx
*Response required
1.2. Fee Schedule Supplement Y26-1020-AV*
Please download the below documents, complete, and upload.
Supplemental_Excel_Sheet_for_Y26-1020-AV.xlsx
*Response required
1.3. Certifications*
In accordance with #Solicitation Terms and Conditions, Respondents are instructed to upload copies of all applicable certifications required to lawfully perform the proposed work. Certifications shall be submitted in the name of the Respondent or Respondent's employee.
***NOTE: Subcontractor certifications shall not be used to satisfy this requirement.
If an individual employee of the Company (Respondent) holds this certification, then proof of the employee's employment must be uploaded.
The Contractor should provide evidence of membership or affiliation with applicable collection industry organizations, including but not limited to the American Collectors Association, or shall otherwise disclose any national, regional, or state collection associations or organizations with which the Contractor is affiliated. Documentation supporting such membership or affiliation shall be uploaded with the response.
*Response required
1.4. Statement of Qualification and Compliance*
By submission of this offer the Respondent confirms adequate experience, staff, resources, facilities and equipment, required to successfully perform the work in full accordance and compliance with the Scope of Services / Specifications herein.
Please confirm
*Response required
2. CONTRACT COMPLIANCE
2.1. Contract Compliance Packet*
Respondents are instructed to download the below documents, complete and have notarized. An online notarization option will be provided for you when responding. Failure to provide complete contract compliance documentation may result in disqualification.
Contract_Compliance_Packet_Revised.pdf
*Response required
2.2. Current W-9*
Respondents are instructed to download the below documents, complete, and upload.
W-9_Form.pdf
*Response required
2.3. Non-Collusion Certification*
The respondent nor any other person, firm or corporation nor anyone else to the knowledge of the undersigned, have themselves solicited or employed anyone else to solicit favorable action for this solicitation by the County, also that no head of any department or employee therein, or any officer of Orange County, Florida is directly interested therein.
This offer is genuine and not collusive or a sham; the respondent has not colluded, conspired, connived or agreed directly or indirectly with any other respondent, person, firm or corporation, to put in a sham offer, or compel such other person, firm or corporation, to refrain from making an offer.
The Respondent has not in any manner, directly or indirectly, sought by agreement or collusion, or communication or conference with any person, firm or corporation, to fix the prices of this offer or the offer of any other respondent.
Please confirm
*Response required
2.4. Drug Free Workplace Certification*
Respondent certifies the firm has implemented a drug free workplace program which complies with Florida Statute 287.087and the Orange County Ordinance Sec. 17-310. Failure to confirm shall deem this offer non-responsive.
Please confirm
*Response required
2.5. E-Verify Certification*
The Respondent acknowledges the use of the E-Verify system for newly hired employees is an ongoing obligation for so long as the contractor provides labor under the contract and that the workforce eligibility of all newly hired employees will be properly verified using the E-Verify system.
In accordance with Section 837.06, Florida Statutes, Contractor acknowledges that whoever knowingly makes a false statement in writing with the intent to mislead a public servant in the performance of his or her official duties shall be guilty of a misdemeanor in the second degree, punishable as provided in Section 775.082 or Section 775.083, Florida Statutes.
In addition, the respondent certifies the contractor:
(SELECT ONE)
Is, or will be, registered with and using the E-Verify system prior to execution of the contract with Orange County.
Is, or will be, registered with the E-Verify system prior to execution of the contract with Orange County, but does not have any employees and does not intend to hire any new employees during the period of time that the contractor will be providing services under the contract.
Is, or will be, registered with the E-Verify system prior to execution of the contract with Orange County, but employs individuals who were hired prior to the commencement of providing labor on the contract and does not intend to hire any new employees during the period of time that the contractor will be providing labor under the contract.
*Response required
2.6. Conflict of Interest Statement*
Respondents are instructed to disclose all material facts pertaining to potential conflicts of interest due to any other clients, contracts, or property interest for this project.
Select "No" for no conflicts of interest
Select "Yes" to disclose potential conflicts of interest
Note: Respondents indicating "Yes" are instructed to submit additional documentation as part of this response. Failure to provide documentation of a possible conflict of interest may result in disqualification.
Yes
No
*Response required
When equals "Yes"
2.6.1. Conflict of Interest Statement (Attachment)*
The respondent, by attachment to this response, submits all information which may be a potential conflict of interest due to other clients, contracts, or property interest for this project.
The statement may be in the form of a memo, table or narrative format in Portable Document Format (pdf).
*Response required
2.7. Statement of Felony Convictions and/or Charges*
Respondents are instructed to disclose all material facts pertaining to any felony indictments or convictions in the last ten (10) years, or any pending felony charges, anywhere in the United States, against: 1) Respondent, 2) any business entity related to or affiliated with Respondent, or 3) any present or former executive employee, senior management, key employee, officer, director, stockholder, partner or owner of Respondent or of any such related or affiliated entity. This Disclosure shall not apply to any person or entity who is, or was, solely a stockholder, owning less than 5% of the outstanding shares of a Respondent whose stock is publicly owned and traded.
Select "No" to indicate no felony convictions and/or charges during the time period specified above.
Select "Yes" to disclose felony convictions and/or charges
Note: Respondents indicating "Yes" are instructed to submit additional documentation as part of this response. Failure to provide documentation of felony convictions and/or charges may result in disqualification.
Yes
No
*Response required
When equals "Yes"
2.7.1. Statement of Felony Convictions and/or Charges (Attachment)*
The respondent, by attachment to this response, submits a summary of all material facts pertaining to any felony indictments or convictions or any pending felony charges, anywhere in the United States during the last ten (10) years.
The statement may be in the form of a memo, table or narrative format in Portable Document Format (pdf).
*Response required
2.8. Statement of Local, State or Federal Entity Litigation*
Respondents are instructed to disclose a summary of past litigation and/or judgments entered against it by any local, state or federal entities for the past ten (10) years. Additionally, the Respondent shall disclose any litigation and/or judgments entered against such entities for the same time period.
Select "No" to indicate no Local, State or Federal entity litigation during the time period specified above.
Select "Yes" to disclose Local, State or Federal Entity Litigation
Note: Respondents indicating "Yes" are instructed to submit additional documentation as part of this response. Failure to provide documentation of Local, State or Federal entity litigation may result in disqualification.
Yes
No
*Response required
When equals "Yes"
2.8.1. Statement of Local, State or Federal Entity Litigation (Attachment)*
The respondent, by attachment to this response, submits a summary and disposition of individual cases of litigation and/or judgments entered by or against any local, state or federal entity, by any state or federal court, during the last ten (10) years.
The statement may be in the form of a memo, table or narrative format in Portable Document Format (pdf).
*Response required
2.9. Statement of Civil Conviction and/or Civil Litigation *
Respondents are instructed to disclose all material facts pertaining to any civil citations, infractions, or convictions for any reason, or any civil litigation, administrative proceeding, or notice of default during the last ten (10) years, anywhere in the United States, in which Respondent or any business controlled by or affiliated with Respondent is, or was, a party.
Select "No" to indicate no civil convictions or civil litigation during the time period specified above.
Select "Yes" to disclose civil convictions or civil litigation.
Note: Respondents indicating "Yes" are instructed to submit additional documentation as part of this response. Failure to provide documentation of civil convictions or civil litigation may result in disqualification.
Yes
No
*Response required
When equals "Yes"
2.9.1. Statement of Civil Conviction and/or Civil Litigation (Attachment)*
The respondent, by attachment to this response, submits a summary and disposition of civil convictions and/or civil litigation during the last ten (10) years.
The statement may be in the form of a memo, table or narrative format in Portable Document Format (pdf).
*Response required
2.10. Anti-Human Trafficking*
Respondent shall confirm they do not engage in or permit the use of coercion for labor or services as defined in Section 787.06, Florida Statutes.
By submitting an offer in response to this solicitation, the Respondent acknowledges that, if recommended for award, the timely execution of a Human Trafficking Affidavit is a condition of the contract.
Failure to confirm shall deem the offer non-responsive.
Please confirm
*Response required
2.11. Other Forms (if applicable)
If none of the below are applicable you may leave this area blank
Upload the following forms only if applicable:
Information for Determining Joint Venture Eligibility Form
In addition to the form, attach the associated, fully executed, Joint Venture Agreements
Refer to#Solicitation Terms and Conditions, Joint Venture Requirements
Trade Secret Information Log
In addition to the form, attach the associated redacted copies of all impacted submittals
Refer to#Solicitation Terms and Conditions, Trade Secret Information
3. SUB-CONTRACTING AND BUSINESS DEVELOPMENT
3.1. Schedule of Sub-Contracting
If no subcontractors are applicable you may leave this area blank
Provide a schedule of all subcontractors anticipated to be engaged in this procurement.
Complete and upload the following (if applicable):
Schedule of Sub-Contracting and Location
The Schedule of Sub-Contracting and Location can be found at on the County's Forms and Resources website (https://www.ocfl.net/vfr).
4. SOLICITATION CHECKLIST
4.1. Acknowledgment of Addenda and Q&A*
Respondent acknowledges that they are solely responsible for reviewing the latest questions and answer, notices and addenda associated with this procurement process. Failure to consider key information and changes within your submission may result in your offer being deemed non-responsive if key data or forms are omitted.
Please confirm
*Response required
4.2. Irrevocable Offer*
The Respondent acknowledges that submission of a response serves as the Respondent’s formal offer and acceptance of all terms, conditions, specifications, and requirements contained in this solicitation. The Respondent further affirms that its offer shall remain irrevocable and valid for the total period identified in the formal solicitation. Once submitted, the Respondent understands that it cannot withdraw, modify, or cancel its offer without the prior written consent of the County. Submission of a response constitutes the Respondent’s certification that it has read, understands, and agrees to be bound by the terms and conditions of this solicitation and that the person submitting the response is authorized to bind the Respondent.
Please confirm
*Response required
4.3. Quality Assurance for File Uploads*
Respondent acknowledges that they are solely responsible for reviewing their submission to ensure all files and attached documents uploaded are uncorrupted. Failure to perform quality assurance on your submission may result in your offer being deemed non-responsive if key data is omitted or inaccessible.
Please confirm
*Response required
10. Fee Schedule
Respondent shall provide unit prices for all line items, inclusive of overhead, profit, and any other costs necessary to provide the goods/services defined in the Scope of Services/Specifications. Estimated quantities reflected in this fee schedule are provided for evaluation purposes and represent anticipated services for the Five (5) year contract term.
In the event of any addition, extension, or calculation error(s), the unit price shall prevail and the Respondent's total offer shall be corrected accordingly. Respondents are responsible for reviewing and verifying all pricing submitted. Failure to do so shall be at the Respondent's sole risk.
IFB Y26-1020-AV FEE SCHEDULE
Export This Table
PLEASE NOTE: This line is for reporting purposes only and does not constitute as a submission of a Respondent's offer. Failure to complete and submit the Excel file for Y26-1020-AV Fee Schedule as instructed in the Bid Response Form (Submittal) (1.2), Fee Schedule Supplement, will result in the offer being deemed non-responsive. Unit pricing in (Excel) shall prevail.
Line Item
Description
Quantity
Unit of Measure
Estimated Annual Total
5-Year Estimated Total Revenue
REVENUE KEPT BY A CONTRACTOR AS IT RELATES TO AN ESTIMATED 5-YEAR BUDGET/SPEND
1
Revenue to Contractor (resulting from percent of gross collection captured on Y26-1020-AV Fee Schedule Supplement (Excel)).
Please enter the estimated ANNUAL bid total from the Excel in the space provided.
Unit pricing as reported in Bid Response Form (submittal) Item 1.2 Fee Schedule Supplement, shall prevail.
5
Years
Total
$0.00
Columns
11. Required Contract
PROCUREMENT DIVISION
400 E. SOUTH STREET | 2ND FLOOR | ORLANDO, FLORIDA 32801
______________________________________________________________________
Contract No.Y26-1020
Collection Agency Service for Fire Rescue
______________________________________________________________________
11.1. TERM CONTRACT
Made between Orange County, Florida (hereinafter called COUNTY), represented by the Manager of the Procurement Division, or their authorized delegate, executing this Contract, and ________________________ (Name of Contractor), ___________(Federal Identification Number).
This Contract is effective ____________________________________________________ (date) and;
shall remain effective through ____________________________________________________ (date).
This Contract may be renewed (if applicable), cancelled or terminated as provided in the Contract Documents. Any amendments to this Contract must be in writing.
11.2. AMOUNT OF TERM CONTRACT
The estimated contract award for the initial term of the contract is
___________________________________________________________
(Dollar Amount in Numbers) (Dollar Amount in Words)
This is a term contract for the time period specified in the referenced solicitation, for the products/services covered by this contract. The County is not obligated to purchase any minimum amount of products or services, unless otherwise stipulated in the solicitation. The Respondent is granted authorization to proceed to perform services upon receipt of a duly executed Delivery Order or Purchase Order.
11.3. CONTRACT DOCUMENTS
The following documents are hereby incorporated into this contract.
The order of precedence of items and documents is as follows:
Contract
Permits (if applicable)
Solicitation addenda and written question/answers issued
Federal Terms and Conditions (if applicable)
Special Terms and Conditions (including supplemental terms and conditions, if applicable)
Contract Terms and Conditions
Bond Requirements (if applicable)
Letter of Credit Requirements (if applicable)
Insurance Requirements
Business Development Requirements (if applicable)
Specifications/Scope of Services
Solicitation Attachments
Solicitation Terms & Conditions
Submittal Instructions
Contractor’s Bid Proposal
Any inconsistency in this solicitation or contract shall be resolved by giving precedence in the above order.
11.4. INVOICING
Invoices against this Contract are authorized only at the prices stated in your bid response, unless otherwise provided in the Invitation for Bid.
Invoices must be submitted, in duplicate, referencing this Contract number and the applicable Delivery Order / Purchase Order number to:
_______________________
_______________________
________________________
11.5. Anti-Human Trafficking
In accordance with Section 787.06, Florida Statutes, Contractor shall attest under penalty of perjury, that Contractor does not use coercion for labor or services as those terms are defined in that section. Attestations shall be documented using a Human Trafficking Affidavit as provided by the County. The latest form is accessible on the County's Forms and Resources website (https://www.ocfl.net/vfr) or by emailing procurement@ocfl.net.
A Human Trafficking Affidavit shall be required when (1) executing, (2) renewing, or (3) extending a contract.
11.6. CONTRACT EXECUTION
County and Contractor each binds themselves, their partners, successors, assigns and legal representatives to the other party hereto, their partners, successors, assigns, and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract Documents.
Counterparts. This Agreement may be executed in two identical counterparts, all of which shall be considered one and the same agreement and shall become effective when both counterparts have been signed by each party and delivered to the other party.
11.7. COUNTERPART (1)
_____________________________________________
(Name of Contractor)
BY: _______________________(Authorized Signatory)
___________________________(Name)
___________________________(Title)
DATE: _____________________
NOTICES:
__________________________________(Contact)
__________________________________(Address)
__________________________________(City, State Zip)
__________________________________(Phone)
__________________________________(Email)
11.8. COUNTERPART (2)
Orange County’s Acceptance of Respondent’s Offer and Contract Award
ORANGE COUNTY, FLORIDA
BY: _______________________(Authorized Signatory)
___________________________(Name)
___________________________(Title)
DATE: _____________________
NOTICES:
PROCUREMENT DIVISION
INTERNAL OPERATIONS CENTRE II
400 EAST SOUTH STREET, 2ND FLOOR
ORLANDO, FLORIDA 32801
(407) 836- 5635
EMAIL:PROCUREMENT@OCFL.NET
12. Business Associate Agreement
ORANGE COUNTY, FLORIDA
and
_________________________________________
(BUSINESS ASSOCIATE)
ADDENDUM TO CONTRACT NO.Y26-1020
related to
BUSINESS ASSOCIATE ASSURANCE OF COMPLIANCE WITH THE
HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPAA) PRIVACY, BREACH AND SECURITY RULES AND THE
FLORIDA INFORMATION PROTECTION ACT (FIPA)
THIS ADDENDUM is by and between, ORANGE COUNTY, FLORIDA (the “County”), a charter county and political subdivision of the State of Florida, located at 201 South Rosalind Avenue, Orlando, Florida 32801, on behalf of itsAdministrative Svcs., Procurement Division (the “Covered Healthcare Component”), and ____________________________(“Business Associate”), located at ____________________________________ (Business Associate Address). The County and Business Associate may be referred to herein individually as “Party” or collectively as “Parties”.
RECITALS
WHEREAS, the County has been designated as a “Hybrid Entity” under the HIPAA Privacy and Security Rules, 45 CFR §164.105; and
WHEREAS, pursuant to 45 CFR §164.105(a)(2)(iii)(D), the County, as a Hybrid Entity, has documented that itsAdministrative Svcs., Procurement Division is a “Covered Healthcare Component” of the County and, as such, when the County is acting through itsAdministrative Svcs., Procurement Division, it must be treated as a “Covered Entity”; and
WHEREAS, in connection with the provision of services to the County (collectively referenced to as “Services”) by the Business Associate, the County, through its Covered Healthcare Component, may disclose to the Business Associate certain Protected Health Information (“PHI”) that is subject to protection under the HIPAA Privacy and Security Rules, 45 CFR Parts 160, 162, and 164; and
WHEREAS, the HIPAA Privacy and Security Rules require that a Covered Entity, as well as a Hybrid Covered Entity when it is acting through one of its Covered Healthcare Components, receives adequate assurances that the Business Associate will comply with certain obligations with respect to the PHI received in the course of providing Services to, or on behalf of, the Covered Entity or Hybrid Covered Entity; and
WHEREAS, the purpose of this Addendum is to comply with the requirements of the HIPAA Privacy and Security Rules, 45 CFR Parts 160, 162, and 164, and the Florida Information Protection Act, §501.171, Florida Statutes, and 42 CFR Part 2, where applicable, and as amended; and
WHEREAS, the County and Business Associate have entered, or will be entering into, a contract for services known as Contract No.Y26-1020 (the “Agreement”) and the Parties wish to adopt this Addendum to the Agreement in order to ensure that the Services provided by the Business Associate pursuant to the Agreement are provided in compliance with the requirements of the HIPAA Privacy and Security Rules, 45 CFR Parts 160, 162, and 164, and the Florida Information Protection Act, §501.171, Florida Statutes, and 42 CFR Part 2, where applicable, and as amended.
NOW, THEREFORE, in consideration of the terms, conditions, covenants, agreements and obligations herein stated, the Parties agree as follows:
12.1. INCORPORATION (Section 1)
A. Recitals Incorporated. The above recitals are true and correct and are hereby incorporated as a material part of this Addendum.
B. HIPAA Privacy and Security Rules 45 CFR Parts 160, 162, and 164, and the Florida Information Protection Act, §501.171, Florida Statutes, and 42 CFR Part 2, where applicable and as amended, are hereby incorporated into this Addendum.
C. To the extent that this Addendum, or the Agreement, imposes more stringent requirements than those contained in HIPAA Privacy and Security Rules 45 CFR Parts 160, 162, and 164, the Florida Information Protection Act, §501.171, Florida Statutes, and 42 CFR Part 2, where applicable and as amended, those more stringent requirements of this Addendum, or the Agreement, will control.
12.2. DEFINITIONS (Section 2)
Terms used, but not otherwise defined, in this Addendum shall have the same meaning as those terms in 45 CFR §§160.103, 162.103, 164.103, 164.402, and 164.501, and §501.171, Florida Statutes.
Breach shall have the meaning given to such term as found in 45 CFR §164.402, and the Florida Information Protection Act, §501.171, Florida Statutes.
Designated Record Setshall mean a group of records maintained by or for a covered entity that is: (a) the medical records and billing records about individuals maintained by or for a covered health care provider; (b) the enrollment, payment, claims adjudication, and case or medical management record systems maintained by or for a health plan; or (c) used, in whole or in part, by or for the covered entity to make decisions about individuals. For purposes of this paragraph, the term record means any item, collection, or grouping of information that includes PHI and is maintained, collected, used, or disseminated by or for a covered entity.
Disclosureshall mean the release, transfer, provision of access to, or divulging in any manner of information outside the entity holding the information.
Florida Information Protection Actshall mean the Florida Information Protection Act (“FIPA”) codified at §501.171, Florida Statutes.
HIPAA Privacy and Security Rulesshall mean the Standards for Privacy, Security, Breach, Notification, and Enforcement at 45 CFR Parts 160, 162 and 164.
Individualshall mean the person who is the subject of PHI, and shall include a person who qualifies as a personal representative, in accordance with 45 CFR §164.502(g).
Individually Identifiable Health Informationshall mean information that is a subset of health information, including demographic information collected from an individual, and: (a) is created or received by a health care provider, health plan, employer, or health care clearinghouse; (b) relates to the past, present, or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present, or future payment for the provision of health care to an individual; and (c) that identifies the individual or with respect to which there is a reasonable basis to believe the information can be used to identify the individual.
Privacy Officershall mean the individual designated by the County pursuant to 45 CFR §164.530, who is responsible for the development and implementation of the County’s policies and procedures as they relate to its, and its Covered Healthcare Component’s, compliance with HIPAA Privacy and Security Rules.
Personally Identifiable Information (“PII”) shall mean either of the following:
An individual’s initials, first name, or first initial and last name in combination with any one or more of the following data elements for that individual:
A social security number;
A driver’s license or identification card number, passport number, military identification number, or other similar number issued on a government document used to verify identity;
A financial account number or credit or debit card number in combination with any required security code, access code, or password that is necessary to permit access to an individual’s financial account;
Any information regarding an individual’s medical history, mental or physical condition, or medical treatment or diagnosis by a health care professional; or
An individual’s health insurance policy number or subscriber identification number and any unique identifier used by a health insurer to identify the individual
Any other identifier, as referenced in the Department of Health & Human Services “Safe Harbor Standards.
The term “Personally Identifiable Information” does not include information about an individual that has been made publicly available by a federal, state, or local governmental entity. The term also does not include information that is encrypted, secured, or modified by any other method or technology that removes elements that personally identify an individual or that otherwise renders the information unusable.
A user name or e-mail address, in combination with a password or security question and answer that would permit access to an online account.
The PII provided pursuant to the Agreement shall be limited to what is necessary for the Business Associate to meet its obligations thereunder.
Protected Health Information (“PHI”) shall mean an individual’s identifiable health information that is – or has been – created, received, transmitted, or maintained in any form or medium, on or behalf of the County, with the exception of education records covered by the Family Educational Rights and Privacy Act, 20 U.S.C. 1232g, as amended, and the health care records of students at post-secondary educational institutions or of students eighteen (18) years of age or older, used exclusively for their health care treatment which have not been disclosed to anyone other than a health care provider at the student’s request. The PHI provided pursuant to the Agreement shall limited to what is necessary for the Business Associate to meet its obligations thereunder.
Required by Lawshall have the same meaning as the term “required by law” in 45 CFR §164.103.
Secretary of Health and Human Servicesshall mean the Secretary of the Health and Human Services (“HHS”) or any other officer or employee of HHS to whom the authority involved has been delegated.
Security Incident or Incidentshall mean the attempted or successful unauthorized access, use, disclosure, modification, or destruction of PHI or PII contained in any form or interference with system operations in an information system that contains PHI or PII.
Useshall mean the sharing, employment, application, utilization, examination, or analysis of PII or PHI within an entity that maintains such information.
12.3. SCOPE OF AGREEMENT (Section 3)
Independent Status of Parties. The Parties agree that they are, and shall be, independently responsible for complying, and shall independently comply, with the HIPAA Privacy and Security Rules and FIPA, as it may be amended from time to time. The Parties further agree that they are, and shall be, responsible for their own actions and conduct and shall not assume responsibility for the actions and conduct of one another. Additionally, the Parties agree that they shall maintain all corporate formalities establishing separate and individual control by each organization's board of directors, as applicable.
The Business Associate acknowledges that the confidentiality requirements set forth herein shall apply to all of its employees, agents, and representatives. The Business Associate assumes responsibility and liability for any damages or claims, including state and federal administrative proceedings and sanctions brought against the County, including costs and attorneys' fees, resulting from the breach by the Business Associate of the confidentiality requirements of this Addendum.
12.4. PRIVACY OF PROTECTED HEALTH INFORMATON AND CONFIDENTIALITY OF PERSONAL INFORMATION (Section 4)
Permitted Uses and Disclosures of PHI and PII by Business Associate. The Business Associate may use, or disclose, PHI and PII received from the County to its officers and employees. The Business Associate may disclose PHI and PII to a business associate that is a subcontractor and may allow the subcontractor to create, receive, maintain, or transmit PHI and PII on its behalf if the Business Associate obtains satisfactory assurances, in accordance with 45 CFR §164.504(e)(1)(i) and §501.171(2), that the subcontractor will appropriately safeguard the information. All other uses or disclosures, not otherwise authorized by this Addendum or otherwise governed by law, are prohibited.
Responsibilities of the Business Associate. Regarding the use or disclosure of PHI and PII, the Business Associate agrees to:
Only use or disclose the PHI and PII as allowed under this Addendum or otherwise by applicable law.
Only use or disclosure PHI and PII in a manner that would not violate the HIPAA Privacy and Security Rules, or FIPA, if done so by a Covered Entity.
Establish and implement appropriate procedures, physical, and technical safeguards to prevent improper access, uses, transmissions, or disclosures of PHI and PII for mitigating, to the greatest extents possible under the circumstances, any deleterious effects from any improper access, use, or disclosure of PHI and PII that the Business Associate reports to the County. Safeguards shall include, but are not limited to: (a) the implementation and use of electronic security measures to safeguard electronic data; (b) requiring employees to agree to access, use, or disclose PHI and PII only as permitted or required by this Addendum; and (c) taking related disciplinary action for inappropriate access, use or disclosure as necessary.
Ensure that the Business Associate’s subcontractors or agents to whom the Business Associate provides PHI or PII, created received, maintained, or transmitted on behalf County agree to the same restrictions and conditions that apply to the Business Associate with respect to PHI and PII, and ensure that its subcontractors or agents agree to establish and implement reasonable and appropriate safeguards to protect the confidentiality, integrity, and availability of all PHI and PII that it creates receives, maintains, or transmits on behalf of the County.
Make the Business Associate’s records, books, accounts, agreements, policies, and procedures available to the Secretary of HHS for determining the County’s compliance with the HIPAA Privacy and Security Rules, and also, with the State of Florida’s Department of Legal Affairs to determine the County’s compliance with FIPA.
Limit use by, or disclosure to, its subcontractors, agents, and other third parties, to the minimum PHI and PII necessary to perform or fulfill a specific function required or permitted hereunder.
Provide information to the County to permit the County to respond to a request by an individual for an accounting of disclosures within five (5) days of receiving a written request from the County, if the Business Associate maintains a Designated Records Set on behalf of the County.
At the request of, and in the time and manner designated by, the County, provide access to the PHI and PII maintained by the Business Associate to the County or individual, if the Business Associate maintains a Designated Records Set on behalf of the County.
At the request of, and in the time and manner designated by, the County, make any amendment(s) to the PHI and PII when directed by the County, if the Business Associate maintains a Designated Record Set on behalf of the County.
Establish and implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of any PHI and PII the Business Associate creates, receives, maintains, or transmits on behalf of the County.
Report to the County any Security Incident involving PHI and PII that the Business Associate discovers in the manner detailed in Section 7 below.
Compliance with the County’s Policies.The Business Associate hereby agrees to abide by the County’s policies and practices for its Covered Healthcare Component that relate to the confidentiality, privacy, and security of PHI and PII.
Use of PHI and PII for Management and Administration or Legal Responsibilities of the Business Associate.The Business Associate may use PHI and PII received by the County pursuant to the Agreement for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate. However, the Business Associate will only be allowed to use PHI and PII for the aforementioned uses if:
the disclosure is required by law; or
the Business Associate obtains reasonable assurances from the person to whom the PHI and PII is disclosed that it will be held confidentially and used or further disclosed only as required by law or for the purposes for which it was disclosed to the person, and the person notified the Business Associate of any instances in which the person is aware of a confidentiality breach of PHI or PII.
Data Aggregation Services.With respect to PHI and PII created or received by the Business Associate in its capacity as the Business Associate of the County, the Business Associate may combine such PHI and PII it has received from the County with the PHI and PII received by the Business Associate in its capacity as a Business Associate of another Covered Entity, or Hybrid Covered Entity, to permit data analysis that relates to the health care operation of the respective Covered Entity, or Hybrid Covered Entity, if data analyses is part of the Services that Business Associate is to provide to the County pursuant to the Agreement.
Compliance.The Business Associate agrees to keep all PHI and PII confidential and secure in compliance with the provisions of this Addendum and according to current state and federal laws.
12.5. CONFIDENTIALITY (Section 5)
In the course of performing under this Addendum, each Party may receive, be exposed to, or acquire the confidential information including, but not limited to, all information, data, reports, records, summaries, tables, and studies, whether written or oral, fixed in hard copy or contained in any computer database or computer readable form, as well as any information identifiable as confidential (“Confidential Information”) of the other Party.
For purposes of this Addendum, Confidential Information shall not include PHI, the security and privacy of which is the subject of this Addendum. The Parties, including their employees, agents, or representatives shall:
not disclose to any third party the Confidential Information of the other Party except as otherwise permitted by this Addendum, or as mandated by the State of Florida’s Public Records Laws;
only permit use of such Confidential Information by employees, agents, and representatives having a need to know in connection with performance under the Agreement; and
advise each of their employees, agents, and representatives of their obligations to keep such Confidential Information confidential.
his provision shall not apply to Confidential Information:
after it becomes publicly available through no faultof either Party;
which is later publicly released by either Party in writing;
which is lawfully obtained from third parties without restrictions; or
which can be shown to be previously known or developed by either Party independently of the other Party.
12.6. SECURITY (Section 6)
Security of Electronic Protected Health Information and Personal Information.The Business Associate will develop, implement, maintain, and use administrative, technical, and physical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of electronic PHI (as defined in 45 C.F.R. §160.103) and PII (as defined by §501.171, Florida Statutes) that the Business Associate creates, receives, maintains, or transmits on behalf of the County consistent with the HIPAA Privacy and Security Rules and FIPA.
Reporting Security Incidents.The Business Associate will report to the County any Incident of which the Business Associate becomes aware that is:
a successful unauthorized access, use or disclosure of Electronic PHI or PII;
a modification or destruction of electronic PHI or PII; or
interference with system operations in an information system containing electronic PHI or PII.
12.7. REPORTING REQUIREMENTS (Section 7)
Reporting.The Business Associate shall make a good faith effort to identify any use or disclosure of protected information not provided for in this Addendum.
Reporting to the County.
The Business Associate will report to the County within:
two (2) days of any suspected – or confirmed – access, use, or disclosure of PHI or PII, regardless of form, not permitted or required by this Addendum of which the Business Associate becomes aware; and
twenty-four (24) hours of discovery, any Security Incident of which the Business Associate is aware.
Such report shall include the identification of each individual whose unsecured PHI and PII has been, or is reasonably believed by the Business Associate to have been, accessed, acquired, or disclosed during such breach.
Reports of Security Incidents shall include a detailed description of each Incident, at a minimum, to include: (a) the date of the Incident; (b) the nature of the Incident; (c) the information involved, whether the information was accessed, disclosed, used, modified, destroyed, etc.; (d) the identities of the individual(s) and their relationship to the Business Associate; (e) a description of the Business Associate’s response to each Incident; (f) and the name and title of the individual the County should contact for additional information.
The Business Associate will conduct such further investigation as is reasonably required by the County and promptly advise the County of additional information pertinent to the Incident.
The Business Associate will cooperate with the County in conducting any required risk analysis related to such Security Incident(s).
The Business Associate will cooperate with the County in complying with any applicable notification requirements pursuant to the Breach Notification Rule and/or pursuant to Florida law (including but not limited to, §§501.171 and 817.5681, Florida Statutes), and in taking steps determined by the County to be necessary to mitigate any potential harm caused by a Security Incident. The Business Associate will pay and/or reimburse the County for any reasonable expenses the County incurs in notifying individuals of, and /or mitigating potential harm caused by, a Security Incident caused by the Business Associate and/or its subcontractors or agents.
Reporting to Individuals.In the case of a breach of PHI or PII discovered by the Business Associate, the Business Associate shall first notify the County of the pertinent details of the breach and, upon prior approval of the County’s Privacy Officer, shall notify each individual whose unsecured PHI or PII has been, or is reasonably believed by the Business Associate to have been, accessed, acquired or disclosed as a result of such breach. Such notification shall be in writing by first-class mail to the individual (or the next of kin if the individual is deceased) at the last known address of the individual or next of kin, respectively, or, if specified as a preference by the individual, by electronic mail. Where there is insufficient or out-of-date contact information (including a phone number, email address, or any other form of appropriate communication) that precludes written (or, if specifically requested, electronic) notification to the individual, a substitute form of notice shall be provided, including, in the case that there are ten (10) or more individuals for which there is insufficient or out-of-date contact information, a conspicuous posting on the web site of the Business Associate involved or notice in major print of broadcast media, including major media in the geographic areas where the individuals affected by the breach are likely to reside. In any case deemed by the Business Associate to require urgency because of possible imminent misuse of unsecured PHI or PII, the Business Associate may also provide information to individuals by telephone or other means, as appropriate.
Reporting to Media.In the case of a breach of PHI discovered by the Business Associate where the unsecured PHI of more than five hundred (500) persons or unsecured PII of more than five hundred (500) persons is reasonably believed to have been, accessed, acquired, or disclosed, after prior approval by the County, the Business Associate shall provide notice to prominent media outlets serving the state or relevant portion of the state involved.
Reporting to HHS and the State of Florida Department of Legal Affairs.The Business Associate shall cooperate with the County to provide notice to the Secretary of HHS of unsecured PHI and to the State of Florida, Department of Legal Affairs, of unsecured PII that has been acquired or disclosed in a breach. If the breach was with respect to five hundred (500) or more individuals, such notice must be provided immediately. If the breach was with respect to less than five hundred (500) individuals, the Business Associate may maintain a log of such breach occurring and annually submit such log to the County so that it may satisfy its obligation to notify the Secretary of HHS documenting such breaches occurring in the year involved.
Content of Notices.All notices and reports required under this Addendum shall include the content set forth 45 C.F.R § 164.404 and FIPA. Notification to individuals, except that references therein to a "Covered Entity," shall be read as references to the Business Associate.
Regardless of the method by which notice is provided to individuals under this section, notice of a breach shall include, to the extent possible, the following: (a) a brief description of what happened, including the date of the breach and the date of the discovery of the breach, if known; (b) a description of the types of unsecured PHI and PII that were involved in the breach (such as full name, social security number, date of birth, home address, account number, or disability code); (c) the steps individuals should take to protect themselves from potential harm resulting from the breach; (d) a brief description of what the covered entity involved is doing to investigate the breach, to mitigate losses, and to protect against any further breaches; and (e) contact procedures for individuals to ask questions or learn additional information, which shall include a toll free telephone number, an e-mail address, web site, or postal address.
Notice to Credit Reporting Agencies. In the case of a breach of PII discovered by the Business Associate where the unsecured PII of more than one thousand (1000) individuals has reasonably believed to have been, accessed, acquired, or disclosed, after prior approval by the County, the Business Associate shall notify all consumer reporting agencies nationwide, that complete and maintain files in accordance with the provisions of §501.171(5), Florida Statutes.
Financial Responsibility. The Business Associate shall be responsible for all costs related to the notice required by this Section.
Mitigation.The Business Associate shall mitigate, to the extent practicable, any harmful effects that are known to the Business Associate of use or disclosure of PHI or PII in violation of this Addendum, the HIPAA Privacy and Security Rules, HITECH Act, and FIPA.
A violation of this Section shall be a material violation of this Addendum.
12.8. TERMINATION (Section 8)
Automatic Termination.The County is authorized to automatically terminate the Agreement, if it determines that the Business Associate has violated a material term of this Addendum.
Opportunity to Cure or Terminate.At the County’s sole discretion, the County may either: (1) provide notice of breach and an opportunity for the Business Associate to reasonably and promptly cure the breach or end the violation and terminate the Agreement if the Business Associate does not cure the breach, or end the violation within the reasonable time specified by the County; or (2) immediately terminate the Agreement if the Business Associate has breached a material term of this Addendum and cure is not possible.
Effects of Termination.Termination of the Agreement shall not affect any claim or rights that may arise based on the acts or omissions of the Parties prior to the effective date of termination.
Duties of Business Associate Upon Termination of the Agreement.
When the Agreement is terminated, the PHI and PII that the Business Associate received from, created, or received on behalf of the County must be destroyed or returned to the County, at the Business Associate's expense, including all PHI and PII in the possession of the Business Associate's subcontractors or agents. However, if the Business Associate determines that returning or destroying PHI and PII is not feasible, the Business Associate must maintain the privacy protections under this Addendum, and according to applicable law, for as long as the Business Associate retains the PHI and PII, and the Business Associate may only use or disclose the PHI and PII for specific uses or disclosures that make it necessary for the Business Associate to retain the PHI and PII.
If the Business Associate determines that it is not feasible for the Business Associate to return PHI or PII in the subcontractor's or agent's possession, the Business Associate must provide a written explanation to the County of such reasons and require the subcontractors and agents to agree to extend any and all protections, limitations, and restrictions contained in this Addendum to the subcontractor's or agent's use or disclosure of any PHI and PII retained after the termination of the Agreement, and to limit any further uses or disclosures for the purposes that make the return or destruction of the PHI or PII not feasible.
12.9. MISCELLANEOUS (Section 9)
Agreement Subject to All Applicable Laws.The Parties recognize and agree that the Agreement, and any and all activities performed thereunder, is governed by federal, state, and local laws, including the regulations, rules, and policies of the U.S. Department of Health and Human Services including, but not limited to, HIPAA Privacy and Security Rules, FIPA, and their accompanying regulations. The Parties further recognize and agree that the Agreement is subject to new legislation as well as amendments to government regulations, rules, and police, and agree to amend this Addendum accordingly.
No Third Party Beneficiaries.Nothing expressed or implied in this Addendum is intended to confer, nor shall anything herein confer, upon any person other than the Parties and the respective successors or assigns of the Parties any rights, remedies, obligations, or liabilities whatsoever.
Survival.The rights and obligations of the Parties in Sections 4, 5, 6, 7 in their entirety, as well as subsections 8D., 9E., 9G., and 9H., shall survive termination of the Agreement indefinitely.
Amendment.This Addendum may only be revoked, amended, changed, or modified by a written amendment that is executed by both Parties.
Enforcement Costs and Attorneys Fees.If any legal action or other proceedings, including arbitration, is brought for the enforcement of this Addendum, or because of an alleged dispute, breach, default, or misrepresentation in connection with any provision of this Addendum, each Party will hereby be responsible for its own costs and attorneys’ fees.
Interpretation.Any ambiguity in this Agreement shall be resolved in favor of a meaning that permits the County to comply with the Privacy and Security Rules.
Indemnification.To the fullest extent permitted by law, the Business Associate shall defend, indemnify, and hold harmless the County, its officials, agents, and employees from and against any and all claims, suits, judgments, demands, liabilities, damages, costs, and expenses (including attorney’s fees) of any kind or nature whatsoever arising directly or indirectly out of or caused in whole or part by any act or omission of the Business Associate, anyone directly or indirectly employed by them, or anyone for whose acts any of them may be liable; excepting those acts or omissions arising out of the sole negligence of the County. In the event the Business Associate is a state department or division, or a political subdivision of the State of Florida, indemnification shall follow the provisions of §768.28, Florida Statutes.
Signatory Authority.Each signatory to this Addendum represents and warrants that he or she possesses all necessary capacity and authority to act for, sign, and bind the respective entity or person on whose behalf he or she is signing.
Governing Law.This Addendum shall be governed by and construed in accordance with the laws of the State of Florida to the extent not preempted by the HIPPA Privacy Rules or other applicable federal law.
Notice.All notices and other communications under this Addendum shall be in writing and shall be deemed received when delivered personally or when deposited in the U.S. mail, postage prepaid, sent registered, or certified mail, return receipt requested, or sent via nationally recognized and receipted overnight courier service, to the Parties at their respective principal office or record as set forth below or as designed in writing from time-to-time. No notice of a change of address shall be effective until received by the other Party(ies).
To the County:
Orange County HIPAA Privacy Officer
2002-A East Michigan Street
Orlando, FL 32806
AND
Orange County Administrator
Administration Building, 5th Floor
201 S Rosalind Avenue
Orlando, FL 32801
To the Business Associate:
_____________________________________
_____________________________________
_____________________________________
_____________________________________
K. Severability.If any provision of this Addendum, or the application thereof to any person or circumstance, shall to any extent be invalid or unenforceable, the remainder of this Addendum, or the application of such affected provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby, and each provision of this Addendum shall be valid and shall be enforced to the fullest extent permitted by law. It is further the intention of the Parties that if any provision of this Addendum were capable of two constructions, one that rendered the provision void and one that renders the provision valid, then the provision shall have the meaning that renders it valid.
L. Successors and Assigns. The Business Associate shall not assign either its obligations or benefits under this Addendum without the expressed written consent of the County, which shall be at the sole discretion of the County. Given the nature of this Agreement, neither subcontracting nor assignment by the Business Associate is anticipated and the use of those terms herein does not indicate that permission to assign or subcontract has been granted.
M. Venue and Waiver of Jury Trial. Any action or proceeding seeking to enforce any provision, or based on any right arising out of this Addendum shall be brought in the federal or state courts located in Orange County, Florida, and each of the Parties consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to venue therein. Any and all rights to a trial by jury are hereby waived.
N. Waiver and Breach. No failure by a Party to insist upon the strict performance of any covenant, agreement, term, or condition of this Addendum shall constitute a waiver of any such breach or such covenant, agreement, term, or condition. Any Party may waive compliance by the other Party with any of the provisions of this Addendum if done so in writing. No waiver of any provision shall be construed as a waiver of any other provision or any subsequent waiver of the same provision.
O. Entire Agreement. The Agreement, this Addendum and/or any additional addenda or amendments to the Agreement, any documents incorporated herein by reference, and/or attachments hereto, shall construe the entire understanding between the Parties as to the rights, obligations, duties, and services to be performed hereunder.
12.10. SIGNATORIES
IN WITNESS HEREOF, the parties have executed this Addendum as of the date first above written.
ORANGE COUNTY, FLORIDA
By: Orange County Board of County Commissioners
By: _________________________________________________
Date: _________________________________________________
_____________________________________ (The Business Associate)
Business Associate: _______________________________________
By: _______________________________________
Printed Name: ________________________________________
Official Title: ________________________________________
Date: ________________________________________
12.11. Notarization (Required by Business Associate)
STATE OF ____________________)
COUNTY OF __________________)
The foregoing instrument was acknowledged before me by means of [___] physical presence or [___] online notarization this ______ day of _______________, 20____, by ____________________________(name of person) as ___________________________________(type of authority, e.g. officer, trustee, attorney in fact) for ________________________(name of party on behalf of whom instrument was executed), as business associate
__________________________________________
(Signature of Notary Public-State of Florida)
(NOTARY SEAL)
__________________________________________
(Name of Notary Typed, Printed, or Stamped)
Personally Known _______ OR Produced Identification _______
Type of Identification Produced _________________________________________________
