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HomeMy WebLinkAboutContract 61223CSC No. 61223 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and Flymotion, LLC ("Vendor") and the City of Fort Worth ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: OFFICIAL RECORD CITY SECRETARY 1. This Cooperative Purchase Agreement; FT. WORTH, Tx 2. Exhibit A — Price List; 3. Exhibit B — Cooperative Agency Contract Sourcewell 011223-FLM; and 4. Exhibit C — Conflict of Interest Questionnaire Exhibits A, B, and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. If any provisions of the attached Exhibits conflict with the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the terms in this Cooperative Purchase Agreement shall control. City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall not exceed one hundred thousand dollars ($100,000.00). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement is effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and expires on March 24, 2025, with three (3) one-year renewal options. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 1 of 73 To CITY: City of Fort Worth Attn: Assistant City Manager 200 Texas Street Fort Worth, TX 76102-6314 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address "nofV/ULIR16IN FLYMOTION, LLC 4416 Eagle Falls Place Tampa, Florida, 33619-9611 Phone: 800-548-5844 Facsimile: N/A Email: sales@flymotionus.com City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. To the extent the Agreement requires that City maintain records in violation of the Act, City hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect. In the event there is a request for information marked Confidential or Proprietary, City shall promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. The Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. Nothing herein constitutes a waiver of City's sovereign immunity. To the extent the Agreement requires City to waive its rights or immunities as a government entity; such provisions are hereby deleted and shall have no force or effect. To the extent the Agreement, in any way, limits the liability of Vendor or requires City to indemnify or hold Vendor or any third party harmless from damages of any kind or character, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 2 of 73 CITY OF FORT WORTH: By: William Johnson (A r4,202413:16 CDT) Name: William Johnson Title: Assistant City Manager Date: Apr 4, 2024 APPROVAL RECOMMENDED: Digitally signed by Robert Robert Alldredge Alldredge By: Date: 2024.04.03 11:22:55-05'00' Name: Robert A. Alldredge, Jr. Title: Executive Assistant Chief portr°qe opF,° lW as a ( pAg 9-rd V pGann�49aod By: Name: Jannette Goodall Title: City Secretary VENDOR: Flymotion, LLC a� sty By: Name: David Strachko Title: VP, Co -Founder CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Digitally signed by Loraine Loraine Coleman Coleman By: Date: 2024.04.02 15:09:13 -05'00' Name: Loraine Coleman Title: Administrative Services Manager APPROVED AS TO FORM AND LEGALITY: By: U U Name: Jeremy Anato Mensah Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 3 of 73 EXHIBIT A Links to Sourcewell Cooperative Price List https://www.sourcewefl-mn.gov/cooperative-purchasing/011223-flm https://www.flymotionus.com Sourcewell ril FLYMOTION #011223-FLM Pricing for contract #011223-FLM offers Sourcewell participating agencies a discount of 2% for most hardware, certain exclusion applies. 10% for FLYMOTION services and support. FLYMO-nON: C—ft—t C11223-FLM I S—ica d Sou rcewel I : 0 FLYMOTION Unmanned vehicle systems 4Oii223-FLM Maturity bate: 3/24/2027 Products & Services v ?uy SourcewelI Documents Contact Information Robotics training & sa les UAS p rogra m consu [tat! on Custom mob 1 le com mand centers Counter UAS/drone detection Blue UAS& NDAA compliant Boston dynamics spot robot 24/7/365 tech support Mesh network capabilities Drone as First Responder (DFR) FPV build & flight courses COA, Part 107 & pol icy s up port City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 4 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C EXHIBIT B 011223-FLM Sourcewell Solicitation Number: 011223 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and FLYMOTION, LLC, 4416 Eagle Falls Place, Tampa, FL 33619 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION. This Contract expires March 24, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier. C. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Supplier's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 5 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM All Equipment and Products provided under this Contract must be new and the current model. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Supplier's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that extends beyond the expiration of the Supplier's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier's authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier's responsibility to ensure Sourcewell receives the most current information. 3. PRICING All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 6 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax - exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At anytime during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line -item format. Equipment, Products, or Services may be added or removed from the Hot List at anytime through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 7 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and will be incorporated by reference. S. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Supplier's employees maybe required to perform work at government - owned facilities, including schools. Supplier's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 8 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract. Supplier's acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry -specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 9 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Supplier. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay a 2% administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 10 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM note the Supplier's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Supplier's Authorized Representative is the person named in the Supplier's Proposal. If Supplier's Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 11 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master -servant, or principal -agent. 11. INDEMNITY AND HOLD HARMLESS Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Supplier a royalty -free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier. b. Supplier grants to Sourcewell a royalty -free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 12 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use, Quality Control. a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. 14. GOVERNING LAW, JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. Rev. 3/2022 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 13 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non -defaulting party may: Rev. 3/2022 10 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 14 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers' Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products -completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for products liability -completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non -owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit Rev. 3/2022 11 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 15 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer's Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsements) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other Rev. 3/2022 12 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 16 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self -insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self -insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 21. PROVISIONS FOR NON -UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all Rev. 3/2022 13 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 17 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of "federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti -Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis -Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of Rev. 3/2022 14 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 18 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACTOR AGREEMENT. If the federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI -LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any Rev. 3/2022 15 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 19 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti -Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Rev. 3/2022 16 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 20 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre -approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. 0. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non -delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § PI8I11930" 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier's Rev. 3/2022 17 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 21 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 011223-FLM Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell By:[��DoccuS��iigned�bby, c Foza 13s of �� Jeremy Schwartz Title: Chief Procurement Officer 3/21/2023 1 10:34 PM CDT Date: Approved: By:['D,,occuSigned by: '7E4288F817A64CC... Chad Coauette Title: Executive Director/CEO 3/23/2023 1 6:44 AM CDT Date: Rev. 3/2022 FLYMOTION, LLC EDocuSigned by: Rat" By: 9A48528EB7A8496_. Chase Haley Title: Sales Lead 3/22/2023 1 9:10 PM PDT Date: 18 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 22 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C RFP 011223 - Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Vendor Details Company Name: FLYMOTION, LLC Does your company conduct business under any other name? If FLYMOTION yes, please state: 4416 Eagle Falls Place Address: Tampa, Florida 33619 Contact: Chase Haley Email: chase@flymotionus.com Phone: 800-548-5844 HST#: 46-5362918 Submission Details Created On: Monday November 28, 2022 09:26:32 Submitted On: Thursday January 12, 2023 12:10:02 Submitted By: Chase Haley Email: chase@flymotionus.com Transaction #: 43c45027-cb55-482e-8e53-255e4aa6eaa0 Submitter's IP Address: 97.96.145.155 Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 23 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Specifications Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "N/K if the question does not apply to you (preferably with an explanation). Item Question Response* 1 Proposer Legal Name (one legal entity only): FLYMOTION, LLC. (In the event of award, will execute the resulting contract as "Supplier") 2 Identify all subsidiary entities of the Proposer UTAC (Unmanned Tactical Application Conference and Air, Ground, Maritime (AGM) whose equipment, products, or services are Security Group. included in the Proposal. 3 Identify all applicable assumed names or DBA FLYMOTION names of the Proposer or Proposer's subsidiaries in Line 1 or Line 2 above. 4 Provide your CAGE code or Unique Entity 7RYF8 Identifier (SAM): 5 Proposer Physical Address: 14416 Eagle Falls PI, Tampa, FL 33619 6 Proposer website address (or addresses): www.flymotionus.com, www.agmsecuritygroup.com, www.utacglobal.com 7 Proposer's Authorized Representative (name, Chase Haley, Sales Lead, 4416 Eagle Falls PI, Tampa, FL 33619, title, address, email address & phone) (The Chase@flymotionus.com, 8005485844 x310 representative must have authority to sign the "Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of award, will be expected to execute the resulting contract): 8 Proposer's primary contact for this proposal Chase Haley, Sales Lead, 4416 Eagle Falls PI, Tampa, FL 33619, �Chase@flymotionus.com, (name, title, address, email address & phone): 8005485844 x310 Proposer's other contacts for this proposal, if jBryce Cline, Director of Business Operations, 4416 Eagle Falls PI, Tampa, FL any (name, title, address, email address & 33619, Bryce@flymotionus.com, 8005485844 x370 phone): Table 2: Company Information and Financial Strength Line Question Response* Item Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 24 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C 10 Provide a brief history of your company, including your company's core values, business philosophy, and industry longevity related to the requested equipment, products or services. 11 What are your company's expectations in the event of an award? 12 Demonstrate your financial strength and stability with meaningful data. This could include such items as financial statements, SEC filings, credit and bond ratings, letters of credit, and detailed reference letters. Upload supporting documents (as applicable) in the document upload section of your response. Founded in 2014, FLYMOTION, a Veteran -Owned Small Business, is the industry leader in public safety, government, and defense integration of unmanned systems and advanced technology solutions, training, and services. At our core, we strive to be the "one -stop" that end users utilize to outfit their teams with trusted turnkey solutions. As unmanned system subject matter experts, we recognize that there is no "one -size -fits -all" model that can meet the unique needs of our customers. Therefore, we have adopted a "system -agnostic" approach to provide our customers with an ever-growing selection of hardware and software solutions found in the unmanned ecosystem that meet distinctive mission requirements. FLYMOTION proudly embodies its motto of "Supporting Those Who Serve," developing a culture of service that exceeds expectations. We provide end -users with the best pricing, support, integration services, and training available on the market. Our employees personify this principle, always seeking to put our solutions in the hands of those responsible for protecting our country. As the industry leader, innovation is at the core of our solutions and services. Our teams are always envisioning and prototyping the future of the industry, often years ahead of the competition. This pioneering spirit has led to the development of several FLYMOTION-exclusive solutions, including our TRIDENT series, the world's first Drone Mobile Command Vehicle which debuted in late 2015. Our leadership and in-house R&D will continue forging a path for the industry as we continue to develop industry -disrupting services, events, and solutions annually. FLYMOTION will always carry out its mission of "Supporting Those Who Serve." If awarded this contract, our teams will dedicate the time and resources necessary to fulfill the requests made by clients able to utilize the Sourcewell contract. As we continue to grow the number of solutions we can provide, we would add these products to our contract to provide the latest technologies available to potential contract users. Without any direct competitors, we have endless opportunities to provide the best consultation, solutions, training, integration, and service to early adopters of unmanned technology. FLYMOTION maintains a stellar reputation regarding our financial strength. Our company has been financially independent since its foundation; bootstrapped by its founders, FLYMOTION has never relied on investor capital. This status is rare in today's world. Attached you will find reference letters from several of our partners validating our financial reputation. 13 What is your US market share for the While we do not have exact figures for this, no other company can offer all the solutions that you are proposing? products and services FLYMOTION provides. We can confidently claim a 65% market share in unmanned systems hardware, software, mobile command vehicles, accessories, and training for North America. In several niches, we hold an 85% market share. 14 What is your Canadian market share for the While we do not have exact figures for this, no other company can offer all the solutions that you are proposing? products and services FLYMOTION provides. We can confidently claim a 65% market share in unmanned systems hardware, software, mobile command vehicles, accessories, and training for North America. In several niches, we hold an 85% market share. 15 Has your business ever petitioned for To date, FLYMOTION has never petitioned for bankruptcy protection. bankruptcy protection? If so, explain in detail. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 25 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C 16 How is your organization best described: is FLYMOTION is best described as a full -service solutions provider, providing our it a manufacturer, a distributor/dealer/reseller, clients with 1) consultation, 2) hardware/software solutions, 3) technology integration, or a service provider? Answer whichever 4) training and 5) after -market support. These 5 tenants constitute our "End -to -End question (either a) or b) just below) best Solutions" model. applies to your organization. a) If your company is best described as In this model, consultation, tech integration, training, and support all fall under the a distributor/dealer/reseller (or similar entity), different service branches of FLYMOTION. We have dedicated teams for each step: provide your written authorization to act as a our sales team covers consultation, our tech team covers integration and after- distributor/dealer/reseller for the manufacturer market support, and a dedicated training team provides system and tactical of the products proposed in this RFP. If implementation training. All the teams mentioned are comprised of direct employees applicable, is your dealer network of FLYMOTION, headquartered in Tampa, FL. independent or company owned? b) If your company is best described as FLYMOTION serves as a reseller for all leading providers of unmanned technologies a manufacturer or service provider, describe to provide hardware/software solutions. For example, FLYMOTION is authorized to your relationship with your sales and service resell DJI, Autel, Parrot, Teal, Chasing Underwater, Ocean Alpha, Boston Dynamics, force and with your dealer network in FLIR, and many more industry leaders. Through these well -established relationships, delivering the products and services FLYMOTION offers hundreds of products to fit the unique needs of our customers. proposed in this RFP. Are these individuals your employees, or the employees of a third Finally, FLYMOTION also serves as a manufacturer of several exclusive products, party? including our Mission Case connectivity solution, our Stinger Mount payload attachments, our entire lineup of command vehicles, and more. All products are developed and finalized in-house by FLYMOTION employees. All products and services offered in this RFP are manufactured or provided by FLYMOTION or from an authorized reseller relationship. If awarded this contract, our in-house teams would continue to monitor and develop these relationships to best support the needs of Sourcewell clients. Our executive team — Ryan English, David Stratchko, Bryce Cline, and Maurice Cooley —would ensure the fulfillment of each Sourcewell contract. Ryan English, CEO, and Co -Founder of FLYMOTION is a veteran of the U.S. Coast Guard and draws from his extensive operational experience in public safety working as a Firefighter/Paramedic and Deputy Sheriff assigned to special operations. Ryan works with a dedicated team to develop technology solutions that set the future trends of the industry. He has developed a reputation for integrity and excellence throughout the industry. David Stratchko, COO and Co -Founder of FLYMOTION, is responsible for the internal development and growth of the FLYMOTION team. He brings two decades of service as a Firefighter/ Paramedic with a nationally recognized agency. Among his many responsibilities, David manages logistics and daily operations to ensure the team can navigate through one of the most aggressive markets in the technology sector. David's professional experience and focused mindset have helped FLYMOTION become the industry leader they are today. Bryce Cline is the Director of Business Operations for FLYMOTION and the main point of contact for the Sourcewell contract. His daily responsibilities include oversight of its sales, marketing, and events teams. As the main POC for this contract, he will work with Sourcewell to make sure our relationship and communication are as mutually beneficial as possible, ensuring both the Sourcewell team and clients' needs are fully met. Maurice Cooley, FLYMOTION Director of Technical Operations, oversees our Technology, Logistics, and Training departments. He works to make sure our clients are provided with the proper technical understanding and support. Our Executive team will oversee a successful relationship between FLYMOTION and Sourcewell and work to provide the same level of satisfaction through integrity and service that our customer base enjoys. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01'121341LNName: FLYMOTION, LLC Page 26 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C 17 If applicable, provide a detailed explanation outlining the licenses and certifications that are both required to be held, and actually held, by your organization (including third parties and subcontractors that you use) in pursuit of the business contemplated by this RFP. In our experience, organizations from education, government, and municipalities do not require accreditations or certificates for the procurement of unmanned equipment. FLYMOTION has completed the requirements to do business at the state and local levels included in the Sourcewell contract. Nationally, the FAA regulates unmanned systems and requires a Part 107 certification or a Certificate of Authorization (COA) to fly for business purposes. FLYMOTION has training courses to prepare end -users for the Part 107 exam and a dedicated team that writes COAs for departments approved by the FAA. The FAA is the only organization that can certify a department with a Part 107 or COAs. However, the Florida State Department of Emergency Management has accredited and certified FLYMOTION courses to teach and license pilots. We also offer several courses which offer accreditation by FLYMOTION and manufacturers. If a local governing body requires a certification not held by FLYMOTION, our sales team works alongside our administration team to research the certification to then apply. Our team consistently strives to make customer service a heightened priority, and if certain accreditations are necessary, our team looks to attain them promptly. Other licenses and certificates held by FLYMOTION are as follows: a Veteran -Owned Small Business (VOSB), accredited DJI reseller, accredited Boston Dynamics Gold Partner, accredited Autel Robotics Reseller, accredited Teal reseller, accredited Lockheed Martin reseller, accredited Parrot reseller, accredited FreeFly Systems reseller, accredited Quantum Systems reseller, and accredited Wingtra reseller. We also represent several other integrators and manufacturers that Sourcewell clients would benefit from. 18 Provide all "Suspension or Debarment" As of the date of this submittal, FLYMOTION certifies that, to the best of its information that has applied to your knowledge, it has not been suspended or debarred by any governing body. We organization during the past ten years. have no knowledge of any penalty that would impede FLYMOTION's ability to fulfill the obligations of this contract. Table 3: Industry Recognition & Marketplace Success Line Question Item 19 Describe any relevant industry awards or recognition that your company has received in the past five years 20 What percentage of your sales are to the governmental sector in the past three years 21 What percentage of your sales are to the education sector in the past three years 22 List any state, provincial, or cooperative purchasing contracts that you hold. What is the annual sales volume for each of these contracts over the past three years? Response' FLYMOTION continually strives to innovate, pushing the boundaries of modern technology and offering an industry -leading customer experience. As a result of our efforts, FLYMOTION was listed as one of Grow Florida's "Top 50 Companies to Watch" for 2019. In addition, our accomplished team was named the Top Veteran - Owned Business in Tampa Bay by the Tampa Business Journal in 2018. FLYMOTION has also been nominated and recognized at industry -related events, including AUVSI Xponential for providing valuable services during Hurricanes Irma (2017) and Ian (2022). In the fiscal year of 2022, U.S. government agencies accounted for roughly 90% of FLYMOTION's annual revenue. This mark is also consistent with 2020 and 2021. In the fiscal year of 2022, educational and academic entities accounted for approximately 5% of FLYMOTION's annual revenue. This mark is consistent with 2020 and 2021. We hold several purchasing cooperatives. BuyBoard is an education -focused purchasing cooperative based out of Texas that can be utilized nationally by government entities. Roughly 10% of our annual business uses this cooperative. FLYMOTION does hold other state contracts. However, as a privately -held company, outside contracts and sales are confidential to FLYMOTION. 23 List any GSA contracts or Standing Offers FLYMOTION is not currently listed on any GSA or SOSA contracts. and Supply Arrangements (SOSA) that you hold. What is the annual sales volume for each of these contracts over the past three years? Table 4: References/Testimonials Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name Contact Name FDNY Michael Leo Jacksonville Fire Rescue Chris McKeown Alameda County Sheriffs Office Paul Liskey Phone Number* 917-288-1510 I' 904-994-5427 I" 510-225-5906 I' Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 27 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 5: Top Five Government or Education Customers Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. Entity Name Entity Type' State / Province " Scope of Work Size of Transactions' Dollar Volume Past Three Years' Jacksonville Government Florida - FL Drones, Training, Services $70 to $64,740 $178,725.21 Sheriffs Office FDNY Government New York - NY Drones, Training, Services, $307 - $235,000 $285,426 Ground Robotics University of Education Kentucky - KY Mobile Command Vehicles, $150,000 - $233,664 $580,874 Kentucky Drones Kern High Education California - CA Ground Robotics $254,195 $254,195 School Alameda Government California - CA Drones, Services, Training, $300 - $95,000 $847,500 County Mobile Command Vehicles Sheriffs Office Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 28 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. mLiQuestion Response* Ite26 Sales force. 6 direct, full-time employees with 2 managers. There are divided across equipment, training, and support sales. Each employee can fully service the Sourcewell contract and will be prepared to respond to client inquiries within 24 hours of the lead receipt. They are headquartered in Tampa, FL. 27 Dealer network or other distribution 3 direct employees and 2 direct managers are dedicated to this. Our dealer network methods. and distribution methods fall under our VP of Operations and Logistics departments. They are located in Tampa, FL. 28 Service force. 4 direct employees and 2 direct managers are dedicated to this. Service requests are managed by our Director of Technology Operations and executed by full-time employees in our Technology Department. There is one employee listed who overlaps strategically with the sales team as well. They are headquartered in Tampa, FL. 29 Describe the ordering process. If orders After a client places an order with our team, we fulfill the order with items that are will be handled by distributors, dealers or currently in stock. If we need additional inventory, FLYMOTION reaches out directly to others, explain the respective roles of the our manufacturers to place an order. Manufacturers process the order, provide lead Proposer and others. times, and fulfill the order. FLYMOTION then performs a quality assessment and ships the product to our client. In the case that we use a distributor rather than going direct to the manufacturer, FLYMOTION will place the order via purchase order or credit card. This is only done when we are looking to fill inventory on a tight deadline. 30 Describe in detail the process and FLYMOTION utilizes a service -based CRM to manage service requests. Our service procedure of your customer service force will respond to inquiries instantly or within 24 hours, depending on the level of program, if applicable. Include your service the client has purchased. All interactions are logged, and we seek only the response -time capabilities and highest level of customer satisfaction. commitments, as well as any incentives that help your providers meet your stated service goals or promises. 31 Describe your ability and willingness to FLYMOTION is a global solutions provider, already providing products and services to provide your products and services to the United States. If awarded this contract, FLYMOTION will continue to serve the US Sourcewell participating entities in the market. United States. 32 Describe your ability and willingness to FLYMOTION is a global solutions provider, already providing products and services to provide your products and services to Canadian government entities. If awarded this contract, FLYMOTION will continue to Sourcewell participating entities in Canada. serve Canada and any other foreign countries that meet our national security standards. 33 Identify any geographic areas of the United IThere are no areas FLYMOTION is not willing to serve within the US or Canada. States or Canada that you will NOT be fully serving through the proposed contract. 34 Identify any Sourcewell participating entity To our knowledge, there are no current restrictions on who, where, or how sectors (i.e., government, education, not -for- FLYMOTION can promote the award of this contract. profit) that you will NOT be fully serving through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit your abilitv to promote another contract? 35 Define any specific contract requirements No restrictions apply at this time. or restrictions that would apply to our participating entities in Hawaii and Alaska and in US Territories. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341MLNName: FLYMOTION, LLC Page 29 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 7: Marketing Plan Item Question Response* 36 Describe your marketing strategy for FLYMOTION's in-house marketing team will announce the contract via an email blast to promoting this contract opportunity. over 9K recipients. In addition, targeted AdWords campaigns can be used if the SEO Upload representative samples of your analytics show an opportunity for ROI. FLYMOTION would also generate digital marketing marketing materials (if applicable) in assets such as email templates and PDFs for our sales force to use in advertising the the document upload section of your contract directly to clients. response. 37 Describe your use of technology and FLYMOTION utilizes Facebook, Instagram, Linkedln, Twitter, Google My Business, YouTube, digital data (e.g., social media, and LinkTree as social media platforms. We post daily content on these channels ranging metadata usage) to enhance from informational posts to reels and short -form videos. Metadata is tracked using marketing effectiveness. HubSpot's Marketing Hub and Google Analytics. We are contracting a 3rd-party, performance -based marketing firm to make long-term strategic decisions in collaboration with our in-house team. 38 In your view, what is Sourcewell's role We would ask that Sourcewell make its existing and prospective clientele aware of in promoting contracts arising out of FLYMOTION's ability to provide unmanned solutions and services. Speaking about this RFP? How will you integrate a Sourcewell naturally fits into our sales process. Every sales representative is trained to Sourcewell-awarded contract into your provide procurement consultation to prospective clients so they are aware of any existing sales process? contract that can be utilized to expedite the procurement cycle. 39 Are your products or services They are not. Due to the complex and custom nature of our solutions, all orders are available through an e-procurement strategically processed with a sales consultant. ordering process? If so, describe your e-procurement system and how governmental and educational customers have used it. Table 8: Value -Added Attributes Line m Ite40 Question Response* Describe any product, equipment, FLYMOTION offers many training components for Sourcewell users to take advantage of. maintenance, or operator training We create custom sUAS training programs — consisting of one or multiple courses — programs that you offer to specifically designed for any agency or organization through our training division. At the end Sourcewell participating entities. of all training courses, students will be prepared to operate small, unmanned aircraft Include details, such as whether knowledgeably and responsibly within the course. Graduates will receive a certificate of training is standard or optional, course completion acknowledging their competency. Training is available on -site at our who provides training, and any headquarters and off -site at client locations. Sourcewell clients will have the full catalog of costs that apply. FLYMOTION training courses at their disposal. Training is optional for all our clientele. Training costs depend on the duration of training and location. Traditionally training lasts 1-5 days and is conducted at FLYMOTION HQ or at a client's location (OCONUS training is also available). FLYMOTION also offers an annual training conference that will be available to Sourcewell end users. The Unmanned Tactical Application Conference (UTAC) is the premier annual unmanned systems training event of the year. This multi -day event consists of immersive experiences including real -world scenarios, hands-on flight, operator courses, technology showcases, demonstrations, panels, and presentations. Attendees can experience advanced unmanned aerial, ground, and maritime technologies. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 30 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C 41 Describe any technological FLYMOTION constantly looks to innovate and push the boundaries of technology in today's advances that your proposed world. We also understand no one company can do it alone. We constantly communicate products or services offer. and collaborate with our manufacturers and partners, providing feedback on what end -users need and how to improve. We believe if we are not moving forward, then we are moving backward. Therefore, we owe it to our client base to constantly improve and adapt. Collaboration has been integral to our success and beneficial to our clients. All solutions provided in this contract are leading technology solutions, advancing the capabilities and operational tactics of our clients globally. Unmanned aerial and maritime solutions are reshaping the way companies approach dirty, dull, and dangerous tasks. FLYMOTION has always been at the leading edge of this development and integration, inspiring industry leaders like DJI to launch a line of enterprise solutions designed to be utilized in a variety of fashions, including lifesaving operations. Through these unmanned solutions, end users can more efficiently and effectively conduct routine inspections, storm/damage assessment, search and rescue applications, fire overhaul, SWAT operations, EOD operations, water rescues, and much more. As new training, tactics, and procedures develop, the technology offered finds new advancements consistently. Specifically, FLYMOTION has helped to lead the efforts by developing custom integrations and augmentations by identifying technology gaps and creating custom turnkey solutions. Some examples are listed below. In 2020, FLYMOTION introduced Ridgeback. Ridgeback is a communications payload integrated into unmanned systems allowing a mesh network to be created. Originally, this payload was built with the Boston Dynamics Spot robot in mind, but this technology has been now integrated into other unmanned solutions as well. This payload creates a link between the system and its operator allowing for a secure transfer of data. This payload also dramatically increases the operating range of the platform from its standard RF link to the size of the mesh network created. In 2015, FLYMOTION built the first mobile command vehicle for UAS operations. Our TRIDENT series became the flagship of UAS integration, focused on centralizing ingesting, processing, and analyzing data streams during live operations. In addition to being a comfortable and efficient surveillance and communications hub, TRIDENT also provides ample equipment storage. TRIDENT can be configured to include a variety of features including, satellite comms, radio comms, body -cam footage, local media, video matrix, and more. FLYMOTION now builds and integrates technology into several vehicle chassis. A need for immediate and powerful connectivity arose from end users in 2017 leading FLYMOTION to develop the Mission Case, a ruggedized, portable connectivity solution designed for field deployment. Mission Case is a powerful and reliable connectivity solution, allowing up to 128 devices to connect to its multi -band LTE network. Built with adverse conditions in mind, Mission Case has an internal battery supporting hours of self-sufficient power. If you need a charge, Mission Case can be powered by standard outlets or solar power. The unit's solar panel conveniently fits within the lid of the case and can be deployed in less than 60 seconds. FLYMOTION worked to develop Stinger Mount in 2018 to enable emergency response and hazmat teams to fly into a hazardous environment and observe sensor readings without endangering personnel. This lightweight, carbon fiber system easily mounts to sUAS airframes to hold all types of sensors. This solution collects accurate, real-time data and allows users to quickly make informed decisions during critical, life -threatening situations. Our Stinger Mount has been adapted to fit a variety of aircraft, providing its users with a simple and cost-effective solution. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 31 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C 42 Describe any "green" initiatives that relate to your company or to your products or services, and include a list of the certifying agency for each. 43 Identify any third -party issued eco- labels, ratings or certifications that your company has received for the equipment or products included in your Proposal related to energy efficiency or conservation, life -cycle design (cradle -to -cradle), or other green/sustainability factors. 44 Describe any Women or Minority Business Entity (WM E), Small Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. FLYM ION adheres to the Keep Florida Beautiful Solid Waste Reduction Initiative which sets simple guidelines to help reduce waste. Our team works to raise awareness about environmentally -conscious initiatives and instill a sense of responsibility. We have found that co -employee accountability is the strongest motivator, using peer reinforcement to effect significant changes. FLYM ION has enacted several processes to decrease our environmental footprint. Our warehouse constantly has inbound and outbound orders packaged in cardboard and other recyclable materials, generating significant potential waste. Our warehouse manager and logistics lead have made a conscious commitment to recycling things like cardboard, packing peanuts, and plastics as often as possible. They repurpose boxes, wraps, and package softeners to reduce waste. They also have a supply of reusable bags used to transport and store different items. Being a company that deals with technological solutions, we have electronics powered by different battery systems. We provide rechargeable batteries to minimize the number of batteries needed and produced. Rechargeable batteries degrade over time. We consistently encourage our customers to responsibly recycle their batteries at facilities where it is appropriate to do so. Our team collects and receives batteries by depositing them at appropriate locations. A project of the KFB Youth Council, the "I Promise" Pledge encourages others to act every day to improve and beautify their community environments. These principles are mounted on the wall in our warehouse as a reminder of ways we can help one another by helping our planet. "I pledge to Keep Florida Beautiful by: Recycling more and encouraging others in my community to do the same. Keeping my community litter -free by putting recyclables and trash in the right place when I see them and encouraging others to do the same. Reducing the amount of waste I produce." We do not have any of these third -party -issued eco-labels, ratings, or certifications. FLYM ION has Veteran -Owned Small Business (VOSB) status. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 32 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C 45 What unique attributes does your FLYMOTION's uniqueness and strengths come from the breadth of our product offerings, company, your products, or your expertise in our technology and field, and the quality of service that we provide. services offer to Sourcewell participating entities? What makes FLYMOTION's portfolio of products is by far the most comprehensive of any company your proposed solutions unique in operating in the unmanned ecosystem. We boast a system -agnostic approach, recognizing your industry as it applies to that there is no "one -size -fits -all" solution for our clients. We work with drones, ground Sourcewell participating entities? robotics, surface vessels, underwater vessels, comms equipment, connectivity devices, mobile command vehicles, and all the software/accessories that correspond. In addition to our portfolio of products that we resell, FLYMOTION also boasts custom -manufactured products that we develop to close technology gaps identified by our internal SMEs and by our clientele. Our expertise comes from decades of combined industry experience both in technology and our client's line of work. Founded by veterans and first responders, our team is inherently familiar with the challenges faced by members of public safety, government, and defense organizations each day. This level of experience, combined with our understanding of our products, positions FLYMOTION to provide invaluable consultation and training for our customers. Finally, with our understanding of our client's needs, the challenges they face, and the complexities of our solutions, FLYMOTION offers the highest quality custom-tailored services and support. Often, our clients' schedules extend far beyond traditional work hours. To provide a level of service that fits these needs, our team offers 24/7/365 tech support and consultation, providing care and tech support during critical situations. We work to create strong partnerships with our clients providing the best products, expertise, and services available. This attention to detail and level of care would extend to Sourcewell and any clients who come to FLYMOTION via this contract. We are committed to providing the best solutions and services that the industry has to offer and are confident that no other company in the unmanned space has the ability, experience, and determination to serve Sourcewell customers in the same way. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 33 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Item Question Response* 46 Do your warranties cover all products, parts, and FLYMOTION offers guarantees that all products provided will arrive as a labor? new, fully -functioning product. Any manufacturer errors or mistakes are 100% covered by FLYMOTION and an expedited replacement is sent to our customers. For long-term warranties, each manufacturer's policy varies. Detailed warranty information can be found in product boxes and on manufacturer websites. FLYMOTION is happy to supply additional copies of manufacturer warranties to its clients upon request. 47 Do your warranties impose usage restrictions or Each manufacturer's warranty varies, but if clients are using products in an other limitations that adversely affect coverage? intended manner, the warranty will cover any damage. Extended warranties are available to provide coverage in case of operator error. 48 Do your warranties cover the expense of Yes, expenses for warranty packages that include a traveling technician are technicians' travel time and mileage to perform covered upfront. warranty repairs? 49 Are there any geographic regions of the United For warranty and service agreements that include a certified technician at States or Canada (as applicable) for which you the client's location, we will travel to their location. All areas of the cannot provide a certified technician to perform continental US and Canada are covered. warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair? 50 Will you cover warranty service for items made by Warranty service varies. In most cases, it is a combination of FLYMOTION other manufacturers that are part of your proposal, providing services and managing the repair between the client and or are these warranties issues typically passed on manufacturer. to the original equipment manufacturer? 51 What are your proposed exchange and return Please see answer 1 to Table 9. FLYMOTION is happy to return equipment programs and policies? that is damaged or dead upon arrival. Once products have been unwrapped and/or activated, FLYMOTION will not accept exchanges or returns. If clients are interested in upgrading products, FLYMOTION can offer consultation and valuation of used products in exchange for credit for new products. 52 Describe any service contract options for the FLYMOTION's Training Courses all have detailed descriptions available on items included in your proposal. the pricing sheet regarding the course information. All these courses are developed and instructed by FLYMOTION employees. The length of the training course varies depending on the content. All courses can be modified per the client's request. FLYMOTION's QEP and COA services are provided by our Training department. These services include consultation and filing assistance for COA or QEP applications. Completion of these services varies based on the complexity of the airspace requiring approval. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 34 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C Table 10: Payment Terms and Financing Options Item ine Question Response* 53 Describe your payment terms and accepted payment FLYMOTION creates invoices for clients after receiving a contract or methods. confirmation of an order. Methods of payment include ACH wire, check, money order, or credit card. Payment terms on contracts (including purchase orders) are NET30. 54 Describe any leasing or financing options available for use FLYMOTION provides financing options through lending partners by educational or governmental entities. according to client needs. After submitting a single -page application, customers will receive competitive financing options within 3-5 days. FLYMOTION also offers a leasing program with daily, weekly, monthly, and yearly rates. 55 Describe any standard transaction documents that you Transaction documents consist of 1) a quote that contains basic propose to use in connection with an awarded contract terms and pricing followed by 2) an invoice that contains final (order forms, terms and conditions, service level pricing, payment terms, and shipping information. FLYMOTION agreements, etc.). Upload a sample of each (as typically receives a Purchase Order from its clients that states if applicable) in the document upload section of your additional documentation may be necessary. response. 56 Do you accept the P-card procurement and payment FLYMOTION does charge a 3% service charge on any P-card or process? If so, is there any additional cost to Sourcewell Credit card purchase valued over $2,500. participating entities for using this process? Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form. Item Question Response* 57 Describe your pricing model (e.g., line -item discounts or Pricing information is included on a separate Excel spreadsheet product -category discounts). Provide detailed pricing data entitled "FLYMOTION Pricing for Sourcewell Contract". This includes (including standard or list pricing and the Sourcewell line -item name, manufacturer, MSRP, Discounted Price, and the discounted price) on all of the items that you want percentage of discount offered. Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal. Upload your pricing materials (if applicable) in the document upload section of your response. 58 Quantify the pricing discount represented by the pricing proposal in this response. For example, if the pricing in your response represents a percentage discount from MSRP or list, state the percentage or percentage range. 2% for most hardware, certain exclusions apply. 10% for FLYMOTION services & support. 59 Describe any quantity or volume discounts or rebate We do not offer quantity or volume discounts. programs that you offer. 60 Propose a method of facilitating "sourced" products or FLYMOTION will provide a quote for every "sourced" product related services, which may be referred to as "open requested. market" items or "nonstandard options". For example, you may supply such items "at cost" or "at cost plus a percentage," or you may supply a quote for each such request. 61 Identify any element of the total cost of acquisition that is No solutions offered by FLYMOTION will have hidden costs. While NOT included in the pricing submitted with your response. FLYMOTION will always recommend any training or other services This includes all additional charges associated with a we feel are necessary for client success, we do not enforce a purchase that are not directly identified as freight or mandatory purchase. shipping charges. For example, list costs for items like pre - delivery inspection, installation, set up, mandatory training, or initial inspection. Identify any parties that impose such costs and their relationship to the Proposer. 62 If freight, delivery, or shipping is an additional cost to the Shipping is quoted with each order. FLYMOTION's order fulfillment Sourcewell participating entity, describe in detail the team will work to provide the lowest shipping/freight cost available complete freight, shipping, and delivery program. by checking multiple carriers for the most cost-effective options. 63 Specifically describe freight, shipping, and delivery terms or Shipping is quoted with each order. FLYMOTION's order fulfillment programs available for Alaska, Hawaii, Canada, or any team will work to provide the lowest shipping/freight cost available offshore delivery. by checking multiple carriers for the most cost-effective options. 64 Describe any unique distribution and/or delivery methods or FLYMOTION is willing to dropship special order items to clients options offered in your proposal. upon request. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 35 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 12: Pricing Offered Line The Pricing Offered in this Proposal is: * Comments Item 65 c. better than the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing FLYMOTION does not offer departments. the pricing breaks in this contract to anyone else. Table 13: Audit and Administrative Fee Line Question Item 66 Specifically describe any self -audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell. This process includes ensuring that Sourcewell participating entities obtain the proper pricing, that the Vendor reports all sales under the Contract each quarter, and that the Vendor remits the proper administrative fee to Sourcewell. Provide sufficient detail to support your ability to report quarterly sales to Sourcewell as described in the Contract template. Response* FLYMOTION's Sales lead and Director of Business Operations will track each order that is run through the Sourcewell Contract and internally designate a marker for these orders. This list will be updated and verified weekly in a one-on-one meeting. The Director of Business Operations will generate a report every quarter and have any administrative fees paid to Sourcewell through our Accounts Payable team. 67 If you are awarded a contract, provide a few examples of internal FLYMOTION utilizes HubSpot's Sales, Service, and Marketing metrics that will be tracked to measure whether you are having Hubs, allowing for efficient and cohesive data collection success with the contract. across multiple departments. All products and services sold through our Sourcewell contract will be designated internally and tracked in this system. Using these tools, we can view the revenue amount generated by the Sourcewell contract, trends in customers' response to advertising the contract, and relationships built from leveraging this opportunity. If we see relationships and/or revenue increase, FLYMOTION will consider this initiative to be a successful implementation of the contract. 68 Identify a proposed administrative fee that you will pay to FLYMOTION can offer a 2% administrative fee on all sales Sourcewell for facilitating, managing, and promoting the Sourcewell conducted through the Sourcewell contract. Contract in the event that you are awarded a Contract. This fee is typically calculated as a percentage of Vendor's sales under the Contract or as a per -unit fee; it is not a line -item addition to the Member's cost of goods. (See the RFP and template Contract for additional details.) Table 14A: Depth and Breadth of Offered Equipment Products and Services Line Question Item Response* 69 Provide a detailed description of the FLYMOTION is offering hundreds of UAS and USV solutions in our proposal. These equipment, products, and services that you solutions include drones, batteries, payloads, tethers, controllers, related software, are offering in your proposal. and accessories. Detailed descriptions of each product can be found on our online store at flymotionus.com. Primary manufacturers include DJI, Autel, Elistair, Teal, Parrot, Pix4D, GPC, SenseFly, FreeFly, Wingtra, OceanAlpha, Chasing Underwater, Paladin, and FLYMOTION. 70 Within this RFP category there may be UAS Solutions, USV Solutions, Training, Tech Support, Services, UAS Accessories, subcategories of solutions. List subcategory USV Accessories, Unmanned Systems Mobile Command Vehicles titles that best describe your products and services. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 36 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Table 14113: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary. Line Item Category or Type 71 Aerial Vehicles (tethered and non -tethered) I0 73 74 Surface and subsurface water vehicles Offered Comments r Yes Brands include DJI, Autel, Parrot, * No Teal, Wingtra, Paladin, Elistair, FreeFly, and SenseFly. G Yes Brands include FiFish, Chasing * No Underwater, and OceanAlpha. Technology, software, accessories and attachments c: Yes related to the offering of the solutions described r No in #71-72 above Training, certification, licensure and services G Yes related to the offering of the solutions described r No in #71-72 above Table 15: Exceptions to Terms, Conditions, or Specifications Form Brands include Pix4D, GPC, Leica, and FLYMOTION. Provided by FLYMOTION. Line Item 75. NOTICE: To identify any exception, or to request any modification, to the Sourcewell template Contract terms, conditions, or specifications, a Proposer must submit the exception or requested modification on the Exceptions to Terms, Conditions, or Specifications Form immediately below. The contract section, the specific text addressed by the exception or requested modification, and the proposed modification must be identified in detail. Proposer's exceptions and proposed modifications are subject to review and approval of Sourcewell and will not automatically be included in the contract. Contract Section Term, Condition, or Specification Documents Exception or Proposed Modification Ensure your submission document(s) conforms to the following: 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." . Pricina - FLYMOTION Pricing for Sourcewell Contract.xlsx - Thursday January 12, 2023 12:02:04 . Financial Strenath and Stabilitv - Flymotion Credit Reference Request _.pdf - Wednesday January 11, 2023 23:58:42 . Marketina Plan/Samples - MarketingSample Sourcewell.pdf - Thursday January 12, 2023 00:04:33 . WMBE/MBE/SBE or Related Certificates - Entitylnformation-20230112-010546.pdf - Thursday January 12, 2023 00:06:03 . Warranty Information - DJI Warranty Info.pdf - Wednesday January 11, 2023 23:59:28 . Standard Transaction Document Samples - Invoice 0017501_Redacted.pdf - Thursday January 12, 2023 00:02:18 . UDIoad Additional Document - Sample of Authorization Letters.pdf - Thursday January 12, 2023 12:00:42 Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01 V91341 LNName: FLYMOTION, LLC Page 37 of 73 DocuSign Envelope ID:4B1DF7F3-AA18-4904-992C-55537A6FE52C Addenda, Terms and Conditions PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first -quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees, agents, and subcontractors are not: 1. Included on the "Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: httos://www.treasurv.aov/ofac/downloads/sdnIist.odf; 2. Included on the government -wide exclusions lists in the United States System for Award Management found at: httos://sam.aov/SAM/; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01'121341LNName: FLYMOTION, LLC Page 38 of 73 DocuSign Envelope ID: 4131DF7F3-AA18-4904-992C-55537A6FE52C by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Bryce Cline, Director of Business Operations, FLYMOTION, LLC The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes r. No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda. I have reviewed the File Name below addendum and Pages attachments (if applicable) There have not been any addenda issued for this bid. Bid Number: RFP 011223City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 01't21341LNName: FLYMOTION, LLC Page 39 of 73 Sourcewell R-Oi FLYMOTION #011223-FLM Pricing for contract #011223-FLM offers Sourcewell participating agencies a discount of 2% for most hardware, certain exclusion applies. 10% for FLYMOTION services and support. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 40 of 73 3/12/24, 11:18 AM FLYMOTION: Contract 011223-FLM I Sourcewell Sourcewell FLYMOTION Unmanned vehicle systems #011223-FLM Maturity Date: 3/24/2027 Products & Services Buy Sourcewell Documents Contact Information o Robotics training & sales o UAS program consultation o Custom mobile command centers o Counter UAS/drone detection Blue UAS & NDAA compliant o Boston dynamics spot robot 0 24/7/365 tech support o Mesh network capabilities o Drone as First Responder (DFR) FPV build & flight courses o COA, Part 107 & policy support u City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML https://www.sourcewell-mn.gov/cooperative-purchasing/011223-flm Page 41 of 73 1/3 DocuSign Envelope ID: 28AC11E4-5C41-45BF-B654-4D249F05B82F �o�EpNMENTgNp fQ Proposal Evaluation ` z Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services RFP #011223 Sou rcewelI i Autonomous Industrial Hoverfly Technologies, Advexure, LLC Aero Systems West, Inc. Solutions, LLC Deep Trekker, Inc. FLYMOTION, LLC Frontier Precision, Inc. Inc. Isight RPV Services, LLC Motorola Solutions, Inc. NM Electronics, LLC Possible Points Conformance to RFP Requirements 50 37 36 39 41 41 33 34 40 32 Pricing 400 325 289 334 299 341 270 271 290 251 1 Financial Viability and Marketplace Success 75 57 45 51 61 55 50 55 63 48 Ability to Sell and Deliver Service 100 76 70 66 80 78 71 73 79 61 Marketing Plan 50 39 36 39 43 40 33 30 32 28 1 Value Added Attributes 75 60 53 51 59 63 50 51 60 43 1 Warranty 50 40 40 40 42 40 41 38 39 35 1 Depth and Breadth of Offered Equipment, Products, or Services 200 166 155 141 160 177 163 143 141 151 Total Points 1,000 Soo 724 761 785 835 711 695 744 649 1 Rank Order 1 1 31 121 91 1 11 141 16I 1 101 171 Unmanned Vehicle Vertex Unmanned Volatus Aerospace USA Osiris Drone, Inc. RJE Oceanbotics, Inc. RMUS, LLC Seafloor Systems, Inc. Skydio, Inc. Technologies, LLC Solutions, LLC Corp W.S. Darley & Co. Zach James Media Possible Points Conformance to RFP Requirements 50 29 36 40 40 39 38 38 41 40 Pricing 400 80 266 295 311 249 308 321 321 259 Financial Viability and Marketplace Success 75 38 53 62 62 57 56 58 62 65 Ability to Sell and Deliver Service 100 51 69 77 77 78 75 70 80 77 Marketing Plan 50 21 33 38 36 43 34 40 36 41 Value Added Attributes 75 46 60 57 61 53 55 49 56 51 Warranty 50 36 40 40 40 40 40 40 39 39 Depth and Breadth of Offered Equipment, Products, or Services 200 128 141 174 153 155 164 146 176 170 Total Points 1,000 429 698 783 780 714 770 762 811 742 Rank Order 181 151 51 61 131 71 81 21 111 E DOCUSignedby: r�t� lM/U I/U EDoc ���uSiigg�n(ed by: Q�-yTL oe_`� EDocuSigned+Eby: a 5f 4&L ¢ocuSignned bby::[7I /W..." 7 .W&V ED 7DDDCEFD8B3D45D_. 7F41572C858B48A... 4513A60DCA01467... 36394C13F1E94C7... Greg Grunig, MS, Procurement Lead Analyst Craig West, Procurement Analyst Nick Scholer, Procurement Analyst Beverly Hoemberg, Procurement Analyst City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 42 of 73 The New York State Contract Reporter NYS' official source of contracting opportunities Bringing business and government together This document printed Thursday,11/17/2022 Title: Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Agency: Sourcewell Division: Procurement Department Contract Number: 011223 Contract Term: 4 years, with potential 1 year extension Date of Issue: 11/17/2022 Due Date/Time: 01/12/2023 4:30 PM Central Time County(ies): All NYS counties Classification: Miscellaneous - Commodities Opportunity Type: General Entered By: Chris Robinson Description: Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal bttps://propostal .sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. Service -Disabled Veteran -Owned Set Aside: No Business entities awarded an identical or substantially similar procurement contract within the past five years: None City of Fort Worth and Flymotion, LLC - Coop �ati e Agency Contract Sourcewell 011223-FML Page 43 of 73 Contact Information Primary contact: Sourcewell Procurement Department Chris Robinson Procurement Manager 20212th Street NE P.O. Box 219 Staples, MN 56479 United States Ph: 218-895-4168 rfpesourcewell-mn.gov Submit to contact: Sourcewell Procurement Department Chris Robinson Procurement Manager 20212th Street NE P.O. Box 219 Staples, MN 56479 United States Ph: 218-895-4168 rfpesourcewell-mn.gov City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 44 of 73 Bid Results Bid Results have not been entered City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 45 of 73 Awards Awards have not been entered © 2022, Empire State Development http://www.esd.ny.gov/ City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 46 of 73 AFFIDAVIT OF PUBLICATION DJ OREGON 11 NE Martin Luther King Jr. Blvd. Suite 201 / Portland, OR 97232-3579 (503) 226-1311 PE IT - IC NOTICE STATE OF OREGON, COUNTY OF MULTNOMAH--ss. I, Nick Bjork , being first duly sworn, depose and say that I am a Publisher of the Daily Journal of Commerce , a newspaper of general circulation in the counties of CLACKAMAS, MULTNOMAH, and WASHINGTON as defined by ORS 193.010 and 193.020; published at Portland in the aforesaid County and State; that I know from my personal knowledge that the Goods and Services notice described as Case Number: NOT PROVIDED UNMANNED AND REMOTELY OPERATED VEHICLE SYSTEMS WITH RELATED TECHNOLOGY AND SERVI Sourcewell; Bid Location Staples, MN, Todd County; Due 01/12/2023 at 04:30 PM a printed copy of which is hereto annexed, was published in the entire issue of said newspaper for 1 time(s) in the following issues: 11 /18/2022 State of Oregon County of Multnomah SIGNED OR ATTESTED BEFORE ME ON THE 18th DAY OF November, 2022 1 Nick Bjork Notary Public -State of Oregon OFFCAL STAMP MICHELLE ANNE ROAP NOTARY PUBLIC • OREGON COMMISSION NO 961091 sAY COMMISSION EXPIRES NOVEMBER 05, 2022 SOU RCEWELL UNMANNED AND REMOTELY 0PE RATE VEHICLE SYSTEMS WITH RELATED TECHNOLOGY AND SERVICES Proposals dua4:30 pm, January 12. 2023 REQUEST POR PROPOSALS Sourcewell, a State cf Minnesala local gavernmem unit and service cooperative. i9 requesting proposals for Unortinned and Remotely Operated Vehicle Systems with Related Technology and Seruicesto result in a contracting solution IOr usa by its Par:Upaiing Entities. Soureewell Participating Erditiea inelude thousands of governmental, higher education, K-12 education, nonVollt, 1rstal government and olheT pLb b agencies located in the United Slates and Canada.. A full copy of the Request for Proposals can be iourld on the Sourcewell Procurement Portal [ htt os-ff ar9[ ewel I-mn_ nova. Only proposals subrrmRled through the Sourcewell Procurement Portal will bo co-nsidered. Proposals are due no later ihan January 12, 2023, at 4,3t} P.M. Cantral Time, and late proposals will not be considered- Pudlished Nov, 1 9, 2W2, 12174666 Carol Jackson Order No.: 12174586 Sourcewell Client Reference No: 202 12th St NE Staples, MN 56479-2438 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 47 of 73 The OklahomanPO Box 631643 Cincinnati, OH 45263-1643 PROOF OF PUBLICATION Carol Jackson Sourcewell PO BOX 219 STAPLES MN 56479 STATE OF OKLAHOMA, COUNTY OF OKLAHOMA The Oklahoman, a daily newspaper of general circulation in the State of Oklahoma, and which is a daily newspaper published in Oklahoma County and having paid general circulation therein; published and personal knowledge of the facts herein state and that the notice hereto annexed was Published in said newspapers in the issues dated on: 11/17/2022, 11/24/2022 and that the fees charged are legal. Sworn to and subscribed before on 11/24/2022 Lega le W , No ary, State of WI, County of Brown„ My commision expires uU Publication Cost: $41.40 Order No: 8061820 Customer No: 727698 PO #: Unmanned Vehicles THIS IS NOT AN INVOICE! Please do not use this form for payment reinittarree. # of Copies: 1 MARIAH VERHAVEN Notary Public State of Wisconsin Sourcewell, a State of Minnesota local govern- ment unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal govern- ment, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https :#Proporta I .sou rcew ell-mn.gov]. Only propos- als submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals wi I I not be considered. 8061820 11/17, 11/24/22 C Page 1 of 1 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 48 of 73 AFFIDAVIT OF PUBLICATION Account # I Order Number I Identification Order PO Amount Cols Depth 341 347795 Print Legal Ad-IPL00983930 - IPL0098393 $137.40 1 19 L Attention: Carol Jackson SOURCEWELL State of South Carolina PO BOX 219 STAPLES, MN 56479 County of Richland _--------------------------------------------------------------------------- I, Tara Pennington, makes oath that the REQUEST FOR PROPOSALS advertisment, was published in The State, a Sourcewell, a State of Minnesota local gov- ernment unit and service cooperative, is newspaper published in the City of Columbia, requesting proposals for Unmanned and Remotely Operated Vehicle Systems State and County aforesaid, in the issue(s) of with Related Technology and Ser- vices to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 ed- No. of Insertions: 1 ucation, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Re- Beginning Issue of: 11/17/2022 quest for Proposals can be found on the Sourcewell Procurement Portal [https://pro- portal.sourcewell-mn.gov]. Only proposals Ending Issue of: 11/17/2022 submitted through the Sourcewell Procure- ment Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. IPL0098393 Nov 17 2022 Tara Pennington Sworn to and subscribed before me this 17th day of November in the year of 2022 Notary Public in and for the state of Texas, residing in Dallas County ''`' "'• TEPHANIE HATCHER �: •- My Notari 10 413S5YAkliS Expires „anuary 14, 2026 Errors- the liability of the publisher on account of errors in or omissions from anyadvertisementwillinno wayexceedthe amount of the charge for the space occupiedbythe item in error, and then only for the first incorrect insertion " Extra charge for lost or duplicate affidavits. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourb@g4W9g0q"tj*#Wonot destroy! Page 49 of 73 SPORTS USATODAY 1 THURSDAY NOVEMBER 17,2022 1 SC Showalter now 4-time top manager Andrew Tredinnick minds in the game and he July and August along with North-sey tom l USA TODAY Network builds a winning culture." three other six -game streaks. The Meta madea24-winim- The NL East pennant chase When Buck Showalter put a provement under Showalter captivated baseball fans, with New York Mats cap on his head from the 2021 season when the Met. and Braves each win - for the first time in December they finished 77-85, which was Ding. games but the latter ul- 2021, his opening remarks the second-best win increase timately grabbing the crown voiced his intentions to put a in MLB behind the Orioles. with the tiebreaker. product on the field that would It is the fourth time Showal- Showalter is the fifth man - make the fans proud. ter has been selected as the ager in MLB history to have After Showalter's opening manager of the year across his 100-win seasons with multiple season leading the Mets, he 21 seasons. He won the award clubs. helped morph the teams iden- with three teams - Yankees Buck Showalter is the first Despite being hit a major tity from playoff outsiders to (1994), Rangers (2004) and Meta skipper to win the NL league -record 112 times, the World Series contenders. Orioles (2018) - in the Ameri- Manager of the Year award. Meta often kept the steady dis- In the fifth stop in his man- can League. Hejoins Bobby Cox BRAD PENNER/USA TODAY SPORTS cipline that was molded by agerial career, Showalter and Tony La Russo as the only Showalter. brought an ability to connect managers to win four manager With his players and coaching of the year awards. breviated spring training. Measuring up staff, a drive to compete and a "Buck poured every ounce of Then, on the eve of the sea - willingness to adapt to a new himself into making the Meta son, came the news of Jacob Showalter received the dis- generation of baseball. better on a daily basis," general deGrom's extended absence tinction ahead of fellow NL fi- Showalter made quite the manager Billy Eppler said in a following a stress reaction in nalists Brian Snitker of the opening impression, helping statement. "I'm thrilled the vot- his right shoulder blade. De- Braves and Dave Roberts of the the Mets finish101-61tobecome ers recognizedwhatigottowit- spite long-term injuries to de- Dodgers. the first Mets manager in histo- ness every day this season." Gromand Schemerinthe open- Snitker had a high bar com- ry to help the team eclipse the Here is what led Showalter ing two months of the season, ing into the season after help- 100-winmarkinhis first season to the recognition: the Meta hit the ground run- ing the Braves make a Cinderel- as manager. On Tuesday night, Wing, won nine of their opening Is run to the franchise's fourth Showalter was named the Na- The challenges 10 series and opened up a 10.5- World Series title in 2021. Last tional League's Manager of the game lead in the NL East after season, the Braves narrowly Year by the Baseball Writers' When Showalter entered the the opening two months. made the playoffs with 88wins, Association of America. clubhouse for the first time, Whenever adversity struck and this season, Snitker helped He is the fast Meta manager lofty expectations were there throughout the season, he de- the team make a 13-win im- to win the award since it was after a strong free agent haul livered his trademark line: "No provement and grab the NL first given out in 1983. that brought Max Schemer, one cares about your problems. East for a fifth straight season. "This is a well -deserved Starling Marte and Chris Bas- They're glad you have them" Snifter helped several play - honor," owner Steve Cohen said sitt, among others, on board. Throughout the season, the ers make impressive leaps in in a statement. "There is no But a 99-day lockout meant Meta never lost more than 2022, including pitcher Kyle doubt Buck had the players're- Showalter's introduction to the three games in a row while Wright who led the league with spect and they played hard for team and acclimation period piecing together a season -best 21 wins, and Rookie of the Year him. He is one of the sharpest was much different with an ab- seven -game winning streak in Michael Harris and rookie Franconia wins 3rd AL manager award Ryan Lewis and) and Seattle games. The 92 victories were a Francona also said the Akron(Ohio) Beacon Journal Mariners man- 12-winimprovement from 2021, youthful group in the club - USA TODAY Network ager Scott Set- which was the first in the Fran- house that beat the Tampa say vais (third) were cons era (since 2013) that Rays in the AL wild -card series Cleveland Guardians man- the other final- Cleveland had a losing record. and then took the New York ager Terry Francona's 2022 ists. Franconia The 2022 season was also Yankees to Game 5 in the AL di - season included a celebratory Francona receivedl7ofthe Franconais first in which he vision series energized him. headbutt from Josh Naylor af- the 30 first -place was able to get through the en- It could be argued that this ter a walk -of home run. It also votes. tire year without major health was Francona's best manage - now includes recognition as It is Francona's third man- issues since 2019. He had his rial job during the regular sea - the American League's best ager of the tear win, along with 2020 and 2021 seasons cut son, as the Guardians had the manager. the 2013 (his first in Cleveland) short due to neededprocedures league's youngest roster, one Francona was named as the and 2016 seasons. He was also to address several health is- that was even more youthful American League's Manager of the runner-up in 2017. sues, including a gastmintesti- than Triple -A teams. The the Year on Tuesday night, as The 2022 Guardians were nal issue that had him at one Guardians became only the voted upon by members of the one of the biggest surprises point in the ICU and then hip second club in more than 50 Baseball Writers' Association around baseball, beating most and toe procedures last season. years to win their division as of America. projections by about 15 wins to Franconia said in October that the youngest team in baseball Baltimore Orioles manager reclaim the American League he would be returning for the andthe first sincethel986 New Brandon Hyde (finished sec- Central title by double-digit 2023 season. York Mets. Mariners acquire All -Star OF from Jays Steve Gardner campaign the previous year The Mariners finished in the ending the longest drought in USA TODAY (.296, 32 HRs, 316 RBI), when he middle of the pack offensively the four major North American won his second consecutive in 2021, so Hernandez will give professional sports. They The Seattle Mariners have American League Silver Slug- them a much -needed power swept the Blue Jays in their acquired All -Star outfielder Te- ger award. bat in the middle oftheir lineup wild -card playoff series before oscar Hernandez from the To- "We began our offseason to complement AL rookie ofthe losing to the eventual World ronto Blue Jays, Mariners gen- with the intent to add impact year Julio Rodriguez and 2022 Series champion Houston As- eral manager Jerry Dipoto an- and length to our lineup," Dipo- All -Star first baseman Ty tros in the divisional playoffs. nounced Wednesday. to said. France. Seattle will send reliever Hernandez, 30, hit .267 with "In adding Teoscar to an al- After posting a 90-72 record, Erik Swanson (3-2, L68 ERA in 25 home runs for Toronto last ready solid foundation, we feel the Mariners are coming off 2022) and left-handed pitching season, though those numbers we've become a far more dan- their first postseason appear- prospect Adam Macko to To - were down from his All -Star gerous offensive club:' ante since the 2001 season, ronto in the deal. MARKETPLACE TODAY Foradvertisinginform,to 18003970070 www russelllohnscom/mat NOTICES I I CAREERS NEW GREAT . MARKETPLACE - RATES!+ Scan QR Code for . D' Current Specials EuneN ngaaiwaa�'o eeu�ryoiau my oaroauou.tm om.e ,een•ne �"al rw "ew�i.a m�4i� n, �myn PaPn>seeazAm'saryreenomgnerwe�fite�leblerdeim neitwoi e§oazwpta stl n ne. Muni': EosiMarormn.dw.td,i �wi abiiirymem. use Ewe,"°. ;°,��o'"P°rod g11,C °. oeu> "i . ..1i ei r aPw",,ei uo•ro,�w wur,a.nnmaimn.rmea„ova BUSINESS OPPORTUNITIES This works maay too fast! Puked up S24k!Put'll myfirst month. No selling.I just point to a website and that's it! www.E Br mellfe eKi sh- 24HLRecMW24949549aR1 Referral ID HP103351 Ti' Your Prosperity and Good Health Matters! Great News' Vast us st www.prospemyeidgouOhaellM1.com or call our 24n Toll Free Hotline 1-888,701 0320 SET YOUR BRiAWND APART. Atomise with USA TODAY! 800-397-0070 Spencer Strider, who both showcased superstar potential in their first seasons. Roberts, meanwhile, helped the Dodgers claim the best rec- ord in baseball at 1T1-51. Those wins matched Cleveland in 1954 for the fourth -most victo- ries in major league history. While leading the Dodgers, Roberts also has among the highest expectations of any manager. The Dodgers have reached the playoffs in 10 straight seasons, including nine division crowns and three trips to the World Series. For Showalter, the Meta' success was uncharted over the last two decades. it was the first time that the team had won 100 games since 1988 and the first time that they had reached the playoffs since 2016. MARKETMACETODAY I NOTICES I ASAL ►21115i To view more Classified listings, visit: clossifieds.usotodoy.com I MARKETPLACE I I MARKETPLACE I ATTENTION an ave ex . 1 I COMPLICATIONS SIGNIFICANT[ CASH COMPENSATION. uetl too :II L800-208-3526 1 AUCTIONS I US Treasury Dept. Auctions Seized, Forfeited & Abandoned Assets Real Estate • Boats • Planes • Designer Goods Jewelry • Watches • Gold • Electronics & More! No Buyer's Premiums Changed cwsmarketing.com 855-463-3183 CVYsws City of Fort Worth and Flymotlon, LLC- Cooperative Agency Contract Sourcewell 011223-FML Page 50 of 73 aPC Alberta Purchasing Connections`' Opportunity Notice Category: Goods Unmanned and Remotely Operated Vehicle Systems with Related Potential vendors (bidders) Technology and Services mayview the bid package here. Opportunity Information Organization: Canoe Procurement Group of Canada Interested vendors (bidders) Organization Address: who wish to submit a Reference Number: AB-2022-06554 response to this opportunity Solicitation Number: AB-2022-06554 should register their interest bydownloading the y Solicitation Type: Request for Proposal document(s) from the bid Posting (MM/dd/yyyy): 11/17/2022 package. D4:30:00 PM Alberta Time Closing (MM/dd/yyyy): 01/12/2023 Io 03:30:00 PM Alberta Time Last Update(MM/dd/yyyy): 11/17/2022 Di 15:13 PM Alberta Time '. Ag reemen[Type: NWPiA/ITLMA&CFIA&CEfA&TCA Region of Opportunity: Open Region of Delivery: Alberta Opportunity Type: Open & Competitive Commodity Codes: N1550: Unmanned Aircraft NI 55OA: Drones, Unmanned Air Vehicle Manufacturers N3695F: Robotic Systems and Equipment Response Submission: Only Proposals submitted through the Sourcewell Procurement Portal will be considered. https://proportal.sourcewell-mn.gov Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. Response Contact: Robinson, Chris Procurement Manager 2510 Sparrow Drive Nisku, Alberta T9E 8N5 Tel: 218-895-4168 Email: rfp@sourcewell-mn.gov Response Specifics: A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, 4:30 pm Central Time, and late proposals will not be considered. Proposers complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Sourcewell. Only complete proposals that are timely submitted through the Sourcewell Procurement Portal will be considered. Late proposals will not be considered. It is the Proposer's sole responsibility to ensure that the proposal is received on time. All proposals must be received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time noted in the Solicitation Schedule above. It is recommended that Proposers allow sufficient time to upload the proposal and to resolve any Issues that may arise. The closing time and date is determined by the Sourcewell Procurement Portal web clock. In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to twenty-four (24) hours to respond to certain issues. Upon successful submission of a proposal, the Portal will automatically generate a confirmation email to the Proposer. If the Proposer does not receive a confirmation email, contact Sourcewell's support provider at support https://pmportal.sourcewell-mn.gov. To ensure receipt of the latest information and updates via email regarding this solicitation, or if the Proposer has obtained this solicitation document from a third party, the onus is on the Proposer to create a Sourcewell Procurement Portal vendor Account and register for this solicitation opportunity. All proposals must be acknowledged digitally by an authorized representative of the Proposer attesting that the information contained in in the proposal is true and accurate. By submitting a proposal, Proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential contract award. The submission of inaccurate, misleading, or false information is grounds for disqualification from a contract award and may subject the Proposer to remedies available by law. Opportunity Description: Canoe Procurement Group of Canada, is posting the solicitation on behalf of Civiclnfo BC, RhIA, SARM, AMM, LAS, UMNB, NSFM, FPEIM, MNL, NWTAC and its current and potential Members and represented Associations and their Members, which includes local Governmental and other not -far -profit organizations located in all provinces and territories in Canada including but not limited to British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Nova Scotia, New Brunswick, Prince Edward Island, Newfoundland and Labrador and Northwest Territories. Request for Proposal ('RFP") to result in regional and/or national contract solutions under the rules and regulations of the New West Partnership Trade Agreement ("CETA") for this procurement, Canoe/sourcewell is requesting proposals for Unmanned and Remotely operated vehicle Systems with Related Technology and Services with to result in a national contracting solution for use by its members. Members include thousands of governmental, higher education, K-12 education, not -for -profit, tribal government, and other public agencies located in Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://pmpomal.sourcew ell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. APC "Opportunity Notices' This notice is provided for information purposes only. Refer to the "Opportunity Do orments" in the bid package for authoritatwe mfonnabon. All quenes pertaining to it. language, content or any missing or inaccurate mfonn ion within this abstract must City of Fort Wortf9e�59`�P�R�PW1ifiFSi9e1b1=fi; a=CF�b�3�f`�Yii�Y5��y Contract Sourcewell 011223-FML ® APC - All rig Is reserved. No part of the formatior�}}..c�yy tin t s Vleb to may be reproduced, stored in a retrieval system or transmitted in any forrrAP1(gy7jgarQl�ci onic mechanical, photocopying, recordmg or otherwise without the poor written permission o Manager, Centre of 6 piots via: SA A s®92 A11— His Majesty the King in right of Alberta and the Alberta pubhc sector entities that use APC ire not eesponnble or liable for the accurary of the mformabpn rnntai red in the pubhoxbon. It is the responsibility of interested parties to review the opportunity posting for changes or updates prior to the Public I PwchasetN Bid RFP #011223 - Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services SQUI"�@Wil'ell �� Bid Type REP Bid Number 011223 Title Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Expected Start Date Nov t7, 21122 12:UU:DD AM CST Expected End Date San 12, 2023 4:30:00 PM CST Agency Sourcewell Bid Contact Chris Robinson (218) 8954168 rrp6hsourcew ell-m n. g ov 202 12th Street NE P.O. Box 219 Staples, MN 56479-0219 Questions 0 Questions 0 Unanswered [View Questions Edit Bid [Edit] Description Scurcewell, a State of Minnesota local government unit and L- Jlh ✓ryh. �,.. A- Aro posals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities' include t:-- IL .' y_.arnmental, higher education, K-12 education, nonprofit, trbal gok z....—/q other public _—I& _J.....ui I m the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal[https:yProportal.sourcewell-mn.gov]. Only proposals submitted through the Scurcewell Procurement Portal will be considered. Proposals are due no later than 3anuary 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. Pre -Bid CDnierence Date Dec B, 2022 10:D0:00 AM CST Location Online Conference Notes Lod I I �ti, . ..'ll be emailed twc 1 to the event. Documents No uo cunlencs for [nq "o customer support: agencysupportOpublicpurchase.com I copyright 1599-2022 ® I The Puhlic Group, LLc. All rights reserved. -PLlbIic j Gmup-. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 52 of 73 Sourcewell l Bids Homenacie Find more bids Create Account Login View Details Click here to return to the Sourcewell Procurement Portal home page - Bid Details - Bid Classification: Goods Bid Type: RFP - General Bid Number: RFP 011223 Bid Name: Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Bid Status: Open Bid Closing Date: Thu Jan 12, 2023 4:30:00 PM (CST) Question Deadline: Wed Jan 4, 2023 4:30:00 PM (CST) Electronic Auctions: Not Applicable Language for Bid Submissions: English unless specified in the bid document Submission Type: Online Submissions Only Submission Address: Online Submissions Only Public Opening: No Description: Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [hops;//propq jl jQyrG�yyell mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. Bid Document Access: Bid Opportunity notices and awards and a free preview of the bid documents is available on this site free of charge without registration. Please note, some documents may be secured and you will be required to register for the bid to download and view the documents. There is no cost to obtain an unsecured version of the document and /or to participate in this solicitation. Categories: Show Categories [±] Submit a Question) Register for this Bid _ Download Bid Documents) Meeting Locations The following are the meeting times and locations for the opportunity: Meeting Location Description Date / Time - Mandatory Me... Meeting Document Login instructions will be posted to the Thursday "Documents" Online Pre Proposal Conference section and available to registered December 8, 2022 No suppliers two business days prior to the web 10:00 AM (CST) conference. Documents File Name Pages RFP _011223Unmanned _ and _RO_Vehicles 13 HDownload Tuesday November 15, 2022 10:34 AM RFP _011223_Unmanned_and_RO_Vehicles_Contract Template 18 oDownload Tuesday November 15, 2022 10:34 AM RFP _011223_Unmanned _ and _RO_ Vehicles_Login_Instructions 1 EiDownload Tuesday December 6, 2022 09:01 AM RFP_011223_Unmanned _and _RO_Vehicles_Login_InstrucUons_Updated 1 SDownload Thursday December 8, 2022 03:01 PM Addenda City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML No Addenda Available Page 53 of 73 Sourcewell PIL How It Works Explore Contracts - View Solicitations News q I OPEN I Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Requestfor Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn_gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no laterthan January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. Important Dates Pre -Proposal Conference: December 8, 2022 at 10:00 am CST Proposals Due: January 12, 2023 at 4:30 p m CST To obtain a copy of the complete RFP, ask questions related to the RFP, or submit a proposal, please use the link below. Sourcewell Procurement Portal 0 Sou rcewel I About Careers Compliance&Legal Contact News Terms & Conditions Privacy Policy Accessibility All Solutions + Minnesota -Only Solutions + Supplier Resources + 7 V in 0 © 2022 Sourcewell All rights reserved. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 54 of 73 Bidding 4M Bid Ncticc Only Publish /veafycnntents ® Solicitation Setting V Invite Bidders No J Evaluate ResW—.nline No V Internal Approval - i, e. i.. i,i.p vithother Users No Solicitation Details n Mandatorylydormation Solicitation Type RFP Solicitation Number 011223 Solicitation Name Unmanned and Remotely Operated Vehicle systems with Procurement Type Goods, Services Related Technology and services C.untry&Prwince/state Canada/Ontario Published By Sourcewell Accept Qu-ions Not Applicable Internal lnforrrutian(Far Internal Use Only) Procurement Ttle/Prolect Name 011223U.... dand Remotely Operated Vehicle systems Advertisement n Basic Settings Solicitation Type OWntoallsuppliers Estimated Conhact $12f1,000,000.00 Amount Publish Date 11/I7/2022 Closing Date&Time 01,—w.....:-:— Publish Option Value Rangeforthis I0,000,MIover Solicitation `SeIMed Categories IComWters Conl,_Software Computersoflware(Limnses. Connexussoftware. Microsok software. Phcenirs 3.4e[c.). data logger securitysoftware � (i.e.onti-virus/spyware) librzry information system, remrds management. interaRive response rystem etc Solicitation Overview Sourcewell Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services 011223 Detai Sourcewell, a Snte of Minneama lent government unit and orrice caepentive, in requerting prepenalafar Unmanned and Remmely Openred Vehice SymmawRM1 Relered Tedn0logy and SeMmtn 'ry Xn PeNNpaXK fMMea. Sourcewell PemtlpanK ErMBen intlude Meunendn of gevernmenrel, higher Nuntlen, g-12 eduntion, nanprefk, irlbal gevemmeirt, aM etherpubllc agentlen braced in 1M UnOed Shen end Unade. Ahll wpy of tM Request fn Propenln nn befaund en Me Sourcewell Procurement1-1 lhttps://proportal.aaurcewell-mn.govl. ONy prop hwummeu annuli.one.e.—IProcuremem POmal will be canddered. Proponla ere due n0 later Men_- 12, 2023, rt4:30 p.m. Comm Tme, aM late proposals Mil rwt be c... itlered. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Qi2�2Pa�ge 55of 73 a�g� l user Ma�ahrwR op_rc _7 011223 - Unmanned & Remotely Operated Vehicle Systems wi... Notice Basic Information Estimated Contract Value (CAD) Reference Number Issuing Organization Owner Organization Solicitation Type Solicitation Number Title Source ID Details Location Purchase Type Description $120,000,000.00 (Not shown to suppliers) 0000236198 Sourcewell RFP - Request for Proposal (Formal) 011223 Unmanned & Remotely Operated Vehicle Systems with Related Technology & Services PP.CO. U SA.868485. C88455 Dates Publication Question Acceptance Deadline Questions are submitted online Bid Intent Closing Date Prebid Conference Contact Information Procurement Department 218-894-1930 rfp@sourcewell-mn.gov Pre -Bidding Events Event Type Attendance Event date Location Event Note Bid Submission Process Bid Submission Type Pricing Pricing Bid Documents List All of Canada, All of Canada Duration:4 years Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. 2022/11/17 09:26:45 AM EST 2023/01/04 05:30:00 PM EST No Not Available 2023/01/12 05:30:00 PM EST 2022/12/08 11:00:00 AM EST Prebid Conference Recommended 2022/12/08 11:00:00 AM EST Online Conference Login information will be emailed two business days prior to the event. Electronic Bid Submission In attached document In attached document Item Name Bid Documents Description Documents defining the proposal Mandatory Yes 2022/11/17 09:26:54 AM ES -Pity of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 1 of 2 Page 56 of 73 011223 - Unmanned & Remotely Operated Vehicle Systems wi... Categories Selected Categories GSIN Category (1) G Goods Goods N15 Aircraft, And Airframe Structural Components Aircraft, And Airframe Structural Components N1550A DRONES, UNMANNED AIR VEHICLE MANUFACTURERS DRONES, UNMANNED AIR VEHICLE MANUFACTURERS MERX Category (1) G Goods Goods G28 Special Purpose Vehicles Special Purpose Vehicles UNSPSC Category (1) 25000000 Commercial and Military and Private Vehicles and their Accessories and Components 25100000 Motor vehicles 25101900 Specialized and recreational vehicles 2022/11/17 09:26:54 AM ES -Pity of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 2 of 2 Page 57 of 73 ogtRNMEN7gNbFO C90 ti 2 Sourcewell F40i (Io a oA���r/�F �'URC H AS\NC'�'O�J•o RFP #011223 REQUEST FOR PROPOSALS for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services Proposal Due Date: January 12, 2023, 4:30 p.m., Central Time Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal f https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than January 12, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered. SOLICITATION SCHEDULE Public Notice of RFP Published Pre -proposal Conference: Question Submission Deadline Proposal Due Date: Opening: November 17, 2022 December 8, 2022, 10:00 a.m., Central Time January 4, 2023, 4:30 p.m., Central Time January 12, 2023, 4:30 p.m., Central Time Late responses will not be considered. January 12, 2023, 6:30 p.m., Central Time See RFP Section V.G. "Opening' City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 58 of 73 ABOUT SOURCEWELL A. SOURCEWELL Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that facilitates a competitive public solicitation and contract award process for the benefit of its 50,000+ participating entities across the United States and Canada. Sourcewell's solicitation process complies with State of Minnesota law and policies, conforms to Canadian trade agreements (including Canadian Free Trade Agreement, Ontario -Quebec Trade and Cooperation Agreement, and Canada -European Union Comprehensive Economic and Trade Agreement, as applicable), and results in cooperative purchasing solutions from which Sourcewell's Participating Entities procure equipment, products, and services. Cooperative purchasing provides participating entities and suppliers increased administrative efficiencies and the power of combined purchasing volume that result in overall cost savings. At times, Sourcewell also partners with other purchasing cooperatives to combine the purchasing volume of their membership into a single solicitation and contract expanding the reach of contracted suppliers' potential pool of end users. Sourcewell uses a website-based platform, the Sourcewell Procurement Portal, through which all proposals to this RFP must be submitted. In the United States, Sourcewell's contracts are available for use by: • Federal and state government entities'; • Cities, towns, and counties/parishes; • Education service cooperatives; • K-12 and higher education entities; • Tribal government entities; • Some nonprofit entities; and • Other public entities. In Canada, Sourcewell's contracts are available for use by: • Provincial and territorial government departments, ministries, agencies, boards, councils, committees, commissions, and similar agencies; • Indigenous self-governing bodies; • Regional, local, district, and other forms of municipal government, municipal organizations, school boards, and publicly funded academic, health, and social service Pursuant to HAR §3-128-2, the State of Hawaii, Department of Accounting and General Services, State Procurement Office, on behalf of the State of Hawaii and participating jurisdictions, has provided notice of its Intent to Participate in the solicitation as a participating entity. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 59 of 73 entities referred to as MASH sector (this should be construed to include but not be limited to the Cities of Calgary, Edmonton, Toronto, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities; • Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; and • Members of the Canoe procurement group of Canada, and their partner associations: Canoe members are regional, local, district or other forms of municipal government, school boards, publicly -funded academic, health and social service entities in Alberta and across Canada, as well as any corporation or entity owned or controlled by one or more of the preceding entities — as well as partner associations, including Saskatchewan Association of Rural Municipalities, Association of Manitoba Municipalities, Local Authorities Services/Association of Municipalities Ontario, Nova Scotia Federation of Municipalities, Federation of Prince Edward Island Municipalities, Municipalities Newfoundland Labrador, Union of New Brunswick Municipalities, North West Territories Association of Communities, Civiclnfo BC, and their members. For a listing of current United States and Canadian Participating Entities visit Sourcewell's website (note: there is a tab for each country): httr)s://www.sourcewell-mn.gov/sourcewell-for- vendors/agencv-locator. Participating Entities typically access contracted equipment, products, or services through a purchase order issued directly to the contracted supplier. A Participating Entity may request additional terms or conditions related to a purchase. Use of Sourcewell contracts is voluntary and Participating Entities retain the right to obtain similar equipment, products, or services from other sources. To meet Participating Entities' needs, Sourcewell broadly publishes public notice of all solicitation opportunities, including this RFP. In addition, where applicable, other purchasing cooperatives and procurement officials receive notice and are encouraged to re -post the solicitation opportunity. Proof of publication will be available at the conclusion of the solicitation process. II. SOLICITATION DETAILS A. SOLUTIONS -BASED SOLICITATION This RFP and contract award process is a solutions -based solicitation; meaning that Sourcewell is seeking equipment, products, or services that meet the general requirements of the scope of this RFP and that are commonly desired or are required by law or industry standards. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 60 of 73 B. REQUESTED EQUIPMENT, PRODUCTS, OR SERVICES It is expected that proposers will offer a wide array of equipment, products, or services at lower prices and with better value than what they would ordinarily offer to a single government entity, a school district, or a regional cooperative. 1. Sourcewell is seeking proposals for Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services, intended for aerial and water use in public safety, external infrastructure inspection, agriculture, and surveying applications, including: a. Aerial vehicles (tethered and non -tethered); b. Surface and subsurface water vehicles; and, c. Technology, software, accessories, attachments, training, certification, licensure, and services related to the offering of the solutions described in Sections 1. a. — b. above. Proposers may include related equipment, accessories, and services to the extent that these solutions are ancillary or complementary to the equipment, products, or services being proposed. 2. The primary focus of this solicitation is on Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services for the applications described above. This solicitation should NOT be construed to include underground infrastructure inspection equipment, unmanned or remotely operated transportation or land -based vehicles, or services - only solutions. 3. This solicitation does not include those equipment, products, or services covered under categories included in pending or planned Sourcewell solicitations, or in contracts currently maintained by Sourcewell, identified below: a. Technology Catalog Solutions (RFP #081419); b. Firefighting Equipment and Rescue Tools with Related Supplies and Accessories (RFP #040220); c. Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories (RFP #010721); d. Facility Security Systems, Equipment, and Software with Related Services (RFP #030421); e. Public Safety Communications Technology and Hardware Solutions (RFP #042021); f. Public Safety Software (RFP #051321); g. Public Utility Equipment with Related Accessories and Supplies (RFP #110421); h. Underground Infrastructure Inspection and Rehabilitation Equipment with Related Services (RFP #120721); and, Law Enforcement Equipment (RFP #090122). City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 61 of 73 Generally, the solutions for Participating Entities are turn -key solutions, providing a combination of equipment, products and services, delivery, and installation to a properly operating status. However, equipment -only or products -only solutions may be appropriate for situations where Participating Entities possess the ability, either in-house or through local third - party contractors, to properly install and bring to operation the equipment or products being proposed. Sourcewell prefers suppliers that provide a sole source of responsibility for the equipment, products, and services provided under a resulting contract. If proposer is including the equipment, products, and services of its subsidiary entities, the proposer must also identify all included subsidiaries in its proposal. If proposer requires the use of distributors, dealers, resellers, or subcontractors to provide the equipment, products, or services, the proposal must address how the equipment, products or services will be provided to Participating Entities, and describe the network of distributors, dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting contract. Sourcewell encourages suppliers to offer the broadest possible selection of equipment, products, and services being proposed over the largest possible geographic area and to the largest possible cross-section of Sourcewell current and future Participating Entities. C. REQUIREMENTS It is expected that proposers have knowledge of all applicable industry standards, laws, and regulations and possess an ability to market and distribute the equipment, products, or services to Participating Entities. 1. Safety Requirements. All items proposed must comply with current applicable safety or regulatory standards or codes. 2. Deviation from Industry Standard. Deviations from industry standards must be identified with an explanation of how the equipment, products, and services will provide equivalent function, coverage, performance, and/or related services. 3. New Equipment and Products. Proposed equipment and products must be for new, current model; however, proposer may offer certain close-out equipment or products if it is specifically noted in the Pricing proposal. 4. Delivered and operational. Unless clearly noted in the proposal, equipment and products must be delivered to the Participating Entity as operational. 5. Warranty. All equipment, products, supplies, and services must be covered by a warranty that is the industry standard or better. D. ANTICIPATED CONTRACT TERM Sourcewell anticipates that the term of any resulting contract(s) will be four years, with an optional one-year extension that may be offered based on the best interests of Sourcewell and its Participating Entities. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 62 of 73 E. ESTIMATED CONTRACT VALUE AND USAGE Based on past volume of similar contracts, the estimated annual value of all transactions from contracts resulting from this RFP are anticipated to be USD $30 million; therefore, proposers are expected to propose volume pricing. Sourcewell anticipates considerable activity under the contract(s) awarded from this RFP; however, sales and sales volume from any resulting contract are not guaranteed. F. MARKETING PLAN Proposer's sales force will be the primary source of communication with Participating Entities. The proposer's Marketing Plan should demonstrate proposer's ability to deploy a sales force or dealer network to Participating Entities, as well as proposer's sales and service capabilities. It is expected that proposer will promote and market any contract award. G. ADDITIONAL CONSIDERATIONS 1. Contracts will be awarded to proposers able to best meet the need of Participating Entities. Proposers should submit their complete line of equipment, products, or services that are applicable to the scope of this RFP. 2. A proposer may submit only one proposal. If related, affiliated, or subsidiary entities elect to submit separate proposals, rather than a single parent -entity proposal, each such proposal must be prepared independently and without cooperation, collaboration, or collusion. 3. If a proposer works with a consultant on its proposal, the consultant (an individual or company) may not assist any other entity with a proposal for this solicitation. 4. Proposers should include all relevant information in its proposal, since Sourcewell cannot consider information that is not included in the proposal. Sourcewell reserves the right to verify proposer's information and may request clarification from a proposer, including samples of the proposed equipment or products. 5. Depending upon the responses received in a given category, Sourcewell may need to organize responses into subcategories in order to provide the broadest coverage of the requested equipment, products, or services to Participating Entities. Awards may be based on a subcategory. 6. A proposer's documented negative past performance with Sourcewell or its Participating Entities occurring under a previously awarded Sourcewell contract may be considered in the evaluation of a proposal. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 63 of 73 III. PRICING A. REQUIREMENTS All proposed pricing must be: 1. Either Line -Item Pricing or Percentage Discount from Catalog Pricing, or a combination of these: a. Line -item Pricing is pricing based on each individual product or services. Each line must indicate the proposer's published "List Price," as well as the "Contract Price." b. Percentage Discount from Catalog or Category is based on a percentage discount from a catalog or list price, defined as a published Manufacturer's Suggested Retail Price (MSRP) for the products or services. Individualized percentage discounts can be applied to any number of defined product groupings. Proposers will be responsible for providing and maintaining current published MSRP with Sourcewell, and this pricing must be included in its proposal and provided throughout the term of any contract resulting from this RFP. 2. The proposer's not to exceed price. A not to exceed price is the highest price for which equipment, products, or services may be billed to a Participating Entity. However, it is permissible for suppliers to sell at a price that is lower than the contracted price. 3. Stated in U.S. and Canadian dollars (as applicable). 4. Clearly understandable, complete, and fully describe the total cost of acquisition (e.g., the cost of the proposed equipment, products, and services delivered and operational for its intended purpose in the Participating Entity's location). Proposers should clearly identify any costs that are NOT included in the proposed product or service pricing. This may include items such as installation, set up, mandatory training, or initial inspection. Include identification of any parties that impose such costs and their relationship to the proposer. Additionally, proposers should clearly describe any unique distribution and/or delivery methods or options offered in the proposal. B. ADMINISTRATIVE FEES Proposers awarded a contract are expected to pay to Sourcewell an administrative fee in exchange for Sourcewell facilitating the resulting contracts. The administrative fee is normally calculated as a percentage of the total sales to Participating Entities for all contracted equipment, products, or services made during a calendar quarter, and is typically one percent (1%) to two percent (2%). In some categories, a flat fee may be an acceptable alternative. IV. CONTRACT Proposers awarded a contract will be required to execute a contract with Sourcewell (see attached template). Only those modifications the proposer indicates in its proposal will be available for discussion. Much of the language in the Contract reflects Minnesota legal requirements and cannot be altered. Numerous and/or onerous exceptions that contradict City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 64 of 73 Minnesota law may result in the proposal being disqualified from further review and evaluation. To request a modification to the template Contract, a proposer must submit the Exceptions to Terms, Conditions, or Specifications table with its proposal. Only those exceptions noted at the time of the proposal submission will be considered. Exceptions must: 1. Clearly identify the affected article and section. 2. Clearly note the requested modification; and as applicable, provide requested alternative language. Unclear requests will be automatically denied. Only those exceptions that have been accepted by Sourcewell will be included in the contract document provided to the awarded supplier for signature. If a proposer receives a contract award resulting from this solicitation it will have up to 30 days to sign and return the contract. After that time, at Sourcewell's sole discretion, the contract award may be revoked. 1TMC197:2CZ914 **i A. PRE -PROPOSAL CONFERENCE Sourcewell will hold an optional, non -mandatory pre -proposal conference via webcast on the date and time noted in the Solicitation Schedule for this RFP and on the Sourcewell Procurement Portal. The purpose of this conference is to allow potential proposers to ask questions regarding this RFP and Sourcewell's competitive contracting process. Information about the webcast will be sent to all entities that have registered for this solicitation opportunity through their Sourcewell Procurement Portal Vendor Account. Pre -proposal conference attendance is optional. B. QUESTIONS REGARDING THIS RFP AND ORAL COMMUNICATION All questions regarding this RFP must be submitted through the Sourcewell Procurement Portal. The deadline for submission of questions is found in the Solicitation Schedule and on the Sourcewell Procurement Portal. Answers to questions will be issued through an addendum to this RFP. Repetitive questions will be summarized into a single answer and identifying information will be removed from the submitted questions. All questions, whether specific to a proposer or generally related to the RFP, must be submitted using this process. Do not contact individual Sourcewell staff to ask questions or request information as this may disqualify the proposer from responding to this RFP. Sourcewell will not respond to questions submitted after the deadline. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 65 of 73 C. ADDENDA Sourcewell may modify this RFP at any time prior to the proposal due date by issuing an addendum. Addenda issued by Sourcewell become a part of the RFP and will be delivered to potential proposers through the Sourcewell Procurement Portal. Sourcewell accepts no liability in connection with the delivery of any addenda. Before a proposal will be accepted through the Sourcewell Procurement Portal, all addenda, if any, must be acknowledged by the proposer by checking the box for each addendum. It is the responsibility of the proposer to check for any addenda that may have been issued up to the solicitation due date and time. If an addendum is issued after a proposer submitted its proposal, the Sourcewell Procurement Portal will WITHDRAW the submission and change the proposer's proposal status to INCOMPLETE. The proposer can view this status change in the "MY BIDS" section of the Sourcewell Procurement Portal Vendor Account. The proposer is solely responsible to check the "MY BIDS" section of the Sourcewell Procurement Portal Vendor Account periodically after submitting its proposal (and up to the Proposal Due Date). If the proposer's proposal status has changed to INCOMPLETE, the proposer is solely responsible to: i) make any required adjustments to its proposal; ii) acknowledge the addenda; and iii) ensure the re -submitted proposal is received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time shown in the Solicitation Schedule above. D. PROPOSAL SUBMISSION Proposer's complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Sourcewell. Late proposals will not be considered. It is the proposer's sole responsibility to ensure that the proposal is received on time. It is recommended that proposers allow sufficient time to upload the proposal and to resolve any issues that may arise. The time and date that a proposal is received by Sourcewell is solely determined by the Sourcewell Procurement Portal web clock. In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to 24 hours to respond to certain issues. Upon successful submission of a proposal, the Sourcewell Procurement Portal will automatically generate a confirmation email to the proposer. If the proposer does not receive a confirmation email, contact Sourcewell's support provider at support@bidsandtenders.ca. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 66 of 73 To ensure receipt of the latest information and updates via email regarding this solicitation, or if the proposer has obtained this solicitation document from a third party, the onus is on the proposer to create a Sourcewell Procurement Portal Vendor Account and register for this solicitation opportunity. Within the Sourcewell Procurement Portal, all proposals must be digitally acknowledged by an authorized representative of the proposer attesting that the information contained in in the proposal is true and accurate. By submitting a proposal, proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential contract award. The submission of inaccurate, misleading, or false information is grounds for disqualification from a contract award and may subject the proposer to remedies available by law. E. GENERAL PROPOSAL REQUIREMENTS Proposals must be: • In substantial compliance with the requirements of this RFP or it will be considered nonresponsive and be rejected. • Complete. A proposal will be rejected if it is conditional or incomplete. • Submitted in English. • Valid and irrevocable for 90 days following the Proposal Due Date. Any and all costs incurred in responding to this RFP will be borne by the proposer. F. PROPOSAL WITHDRAWAL Prior to the proposal deadline, a proposer may withdraw its proposal. G. OPENING The Opening of proposals will be conducted electronically through the Sourcewell Procurement Portal. A list of all proposers will be made publicly available in the Sourcewell Procurement Portal after the Proposal Due Date, but no later than the Opening time listed in the Solicitation Schedule. To view the list of proposers, verify that the Sourcewell Procurement Portal opportunities list search is set to "All" or "Closed." The solicitation status will automatically change to "Closed" after the Proposal Due Date and Time. VI. EVALUATION AND AWARD A. EVALUATION It is the intent of Sourcewell to award one or more contracts to responsive and responsible proposers offering the best overall quality, selection of equipment, products, and services, and City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 67 of 73 price that meet the commonly requested specifications of Sourcewell and its Participating Entities. The award(s) will be limited to the number of proposers that Sourcewell determines is necessary to meet the needs of its Participating Entities. Factors to be considered in determining the number of contracts to be awarded in any category may include the following: • Total evaluation scores (giving consideration to natural breaks in the scoring of responsive proposals); The number and geographic location of highest -scoring proposers that offer: o A comprehensive selection of the requested equipment, products, or services; o A sales and service network ensuring availability and coverage for Participating Entities' use; and o Other attributes of the proposer or contents of its proposal that assist Participating Entities in achieving environmental and social requirements, and goals. Information submitted as part of a proposal should be as specific as possible when responding to the RFP. Do not assume Sourcewell has any knowledge about a specific supplier or product. B. AWARD(S) Award(s) will be made to the highest -scoring proposer(s) whose proposal conforms to all conditions and requirements of the RFP, and consistent with the award criteria defined in this RFP. Sourcewell may request written clarification of a proposal at any time during the evaluation process. Proposal evaluation will be based on the following scoring criteria and the Sourcewell Evaluator Scoring Guide (a copy is available in the Sourcewell Procurement Portal): Conformance to RFP Requirements 50 Financial Viability and Marketplace Success 75 Ability to Sell and Deliver Service 100 Marketing Plan 50 Value Added Attributes 75 Warranty 50 Depth and Breadth of Offered Equipment, Products, or Services 200 Pricing 400 TOTAL POINTS 1000 C. PROTESTS OF AWARDS Any protest made under this RFP by a proposer must be in writing, addressed to Sourcewell's Executive Director, and delivered to the Sourcewell office located at 202 12th Street NE, P.O. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 68 of 73 Box 219, Staples, MN 56479. All documents that comprise the complete protest package must be received, and time stamped at the Sourcewell office by 4:30 p.m., Central Time, no later than 10 calendar days following Sourcewell's notice of contract award(s) or non -award. and must be time stamped by Sourcewell no later than 4:30 p.m., Central Time. A protest must allege a procedural, technical, or legal defect, with supporting documentation. A protest that merely requests a re-evaluation of a proposal's content will not be entertained A protest must include the following items: • The name, address, and telephone number of the protester; • Identification of the solicitation by RFP number; • A precise statement of the relevant facts; • Identification of the alleged procedural, technical, or legal defect; • Analysis of the basis for the protest; • Any additional supporting documentation; • The original signature of the protester or its representative; and • Protest bond in the amount of $20,000 (except where prohibited by law or treaty). Protests that do not address these elements will not be reviewed. D. RIGHTS RESERVED This RFP does not commit Sourcewell to award any contract, and a proposal may be rejected if it is nonresponsive, conditional, incomplete, conflicting, or misleading. Proposals that contain false statements or do not support an attribute or condition stated by the proposer may be rejected. Sourcewell reserves the right to: • Modify or cancel this RFP at any time; • Reject any and all proposals received; • Reject proposals that do not comply with the provisions of this RFP; • Select, for contracts or for discussion, a proposal other than that with the lowest cost; • Independently verify any information provided in a proposal; • Disqualify any proposer that does not meet the requirements of this RFP, is debarred or suspended by the United States or Canada, State of Minnesota, Participating Entity's state or province; has an officer, or other key personnel, who have been charged with a serious crime; or is bankrupt, insolvent, or where bankruptcy or insolvency are a reasonable prospect; • Waive or modify any informalities, irregularities, or inconsistencies in the proposals received; • Clarify any part of a proposal and discuss any aspect of the proposal with any proposer; and negotiate with more than one proposer; • Award a contract if only one responsive proposal is received if it is in the best interest of Participating Entities; and City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 69 of 73 • Award a contract to one or more proposers if it is in the best interest of Participating Entities. E. DISPOSITION OF PROPOSALS All materials submitted in response to this RFP will become property of Sourcewell and will become public record in accordance with Minnesota Statutes Section 13.591, after negotiations are complete. Sourcewell considers that negotiations are complete upon execution of a resulting contract. It is the proposer's responsibility to clearly identify any data submitted that it considers to be protected. Proposer must also include a justification for the classification citing the applicable Minnesota law. Sourcewell may reject proposals that are marked confidential or nonpublic, either substantially or in their entirety. Sourcewell will not consider the prices submitted by the proposer to be confidential, proprietary, or trade secret materials. Financial information, including financial statements, provided by a proposer is not considered trade secret under the statutory definition. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 70 of 73 EXHIBIT C CONFLICT OF INTEREST DISCLOSURE REQUIREMENT Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The CITY of Fort Worth) must disclose in the Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. Bylaw, the Questionnaire must be filed with the Fort Worth CITY Secretary no later than seven days after the date the person begins contract discussions or negotiations with the CITY, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential agreement with the CITY. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at http://www.ethics.state.tx.us/forms/CIQ.pdf. If you have any questions about compliance, please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor. NOTE: If you are not aware of a Conflict of Interest in any business relationship that you might have with the CITY, state Vendor name in the # 1, use N/A in each of the areas on the form. However, a signature is required in the #7 box in all cases. City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 71 of 73 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity This questionnaire reflects changes made ro ft law by H.B- 23, 94th Leg., Regular Session FORM CIO OFFIC€ LOSE ONLY -`is awslic-nna,a is bong tiled in acoordame with Chapter 176, L c.:.al Gavommonl CodD, tro a wondu who •)aw Nirt,,w has a business telationslrp as defined by Secdon 176.0011t-al w,th a kcal govemniental enaly and the vendor meets requirements under S�9CtlDn 17 S.UIj6 & % law Lha questionnaire must be tiled wim the rocads adrmcstralor or the local gawwrirnenral enM not later than ft 7th business day after the dais ire vendor t Doon-j s aware of fads that requre the statement to be Mad. 5oe Secndn 1 A DDE(a 1) Loml QplNpft MQM Coda. A vendor comnda an offense ii the vendor IQrorrrg* violates Section 176.U06. Local Governm—i Code. An ofl4roo uKW IN somon cs a ins€ omPtrrdt. J Name of Yendorwho has a business rtylalionshipwith local govesmmentalentity. FLYMOTION C1111k th la faux A V ou 11 flkng an updalo to a prov iouaty hlod qusastfonneiro- (The Low regrwres that you ills an updaiad completed questionnaire with the appropriate filing authimity not later than the 7th business day after the dale on which you tletama aware that the oflginalFy filed questionnaire was incdmplata or inaccurate.) Norm of local govorrimoni ofliaar about whom rho information is being clscloawd. N/A J Ooscriho ouch amploy¢ront ar other business relationship with the local gowernment alficer, or a lamity mombor of Iho officer,. as described by Section 176.0031a)(2)(A�- Also describe any family relationship with the locai government officer. Gompletp subparts A and 3 loreaich ernploymenl or business mlotion ship dwx ribod. Attach additional pDWs to this Form Cla as nocessary. A. Is trig local govommant 7Hicgr or a famiy mgmbw of ff1a olfiow ritcoivirp or fiko4y to F9MV0 taasabl4 incama. other than irtivastrnant Inca roe. from the vendor? M1Yes �TNo B- Is thavoricior ring of platy to racarva taxable income, other than inv6stment income, from Of at the dKaction of the local goremment officer at a family merrrbw of the officer AND the taxable income is nit received from the local Qowarnmpntal priory? IDI YOS 101 N- Dsscriboeach . , 4 1, 1. tor business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an affwer or director. or holds an ownership Inkirosl of one porcent ar more. N/A J ❑ Check this box d the vandar has given the kcal government aflocer or a iamiy member of tha ci ioer one or more gifts as described in Section 176.0031a)(2HB), exdtiding gifts described in SecbDtl 176.D03(a-1)- 3/12/2024 Ohre a[ vendor doing txziness with the goverremmi4al arrbty, Form ptaedadby TtxnEdumCommiiseimr wvrw.oth,cs.state-tx.us Pmvksed vi.eA21 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 72 of 73 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete Copy 01 Chapter 176 of the Local Govarnmarit Code may be found at http:irlarww-statutes-lags-slate-be-us Docs'La htm LG 176.him Foreasy reference, below are some of the sections cited on this farm, Local Government Code § 176-001 {1-ml: `Business relalionship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: 1A) a transaction Mt is s ubl ect to rate or fee regulation by a federal, slate. or local governmental entity o r an agency of a tedaral, stale, or local governn-wantal snlq-, (B) a transaction conducted at a price and subject 1ii terms available to the public; or (C) apurchase or lease of goods or services lrorn a person that is chartered by a state or federal agency anct that iS Subjlaoi to regular examination by, and reporting to, that agency. Local Govemtneni Code 4176.0M) 2MM and M, (a) A local government 61`1112ar shal I Nle a COWL io:L14 CIMCIOSUFe slatemant w M 1`e9l76C1 to A V@AC ok if'. (2) thevendou (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income. that exceeds $2.500 during the 12-month period preceding thedatethat meoflicer t)ecornes aware that (i) a contract between the local governmental entity andvendor has been executed; or (it) the local governmental entity Ls consieering entering into a contract with the veridor. (B) has given totfrelocal government €ifficerorafamil+memil roftheaffioerorleormore9M that have an aggregate value of more than $100 in the 12-month pe iMpreceding thedate the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (iii the local govemmernal entity is considering entering) into a cantractwitn the venoio f. Local Goya mrrwerit Code A 176.01]r M and 4-1 } la) A vendor shall file a compleled conflict of interest question naire if the vendor has a business relationship with a local governmental entity and. (1) has an employment or other business relationship with a local government officer of that local governmental entity, ora family member of the officer- described by Section 176-003(a)(2)(A); (2) has given a local government officer of that local govern mental entity, or a lam ily member of the officer, one or more gM with theaggregate value specified by 5ecuon 176.003(a)(2)(5), exd udi ng any gA described by Section 176.003{a-1);or (3) has a family relaboriship wdh a local government officer of that local governmental entity - (a. 1) Theoompleled oanflict of inleresl questionnaire must be riled wdh the appropriate records administrator not later than the seventh business day after the later of, (1) [he date that the vendor, (A) begins discussions or negotiations, to enter into a contract with the local governmental entity; or (B) suhmits to the locwgovernmental entity an application. response to a request proposals or bids, corresparulanca, or another writing related to a poxtentral contract with the local gpvemmenial entity; OF (2) the date the vendor becomes aware: (A) of an emplos}rment OF other buslness relalranship wdh a local government otiicer. or a family member of the officer, described by Subsection (aj; (Bi that the vendor has given one or more gifts described by Subsection (a); or (C) of a tamely relationsh ip min a local gover nrnent off icer. Form prwdodbyToxaeCth"Commissran YRww.oihias.stali x �s Put-Ased lUIM211 City of Fort Worth and Flymotion, LLC - Cooperative Agency Contract Sourcewell 011223-FML Page 73 of 73 Signature:5� Email: allison.tidwell@fortworthtexas.gov