Loading...
AVIS BUDGET GROUP, INC. - VEHICLE RENTALA CONTRACT AWARD SHEET INSTRCUTIONAL GUIDE TO ASSIST YOU WITH THE INFORMATION CONTACINED HEREIN IS AVAILABLE IN THE PURCHASING SECTION OF OUR WEBPAGE AT: www.hialeahfl.gov CITY OF HIALEAH CONTRACT AWARD PURCHASING DEPARTMENT CITY OF HIALEAH CONTRACT: STATE OF FLORIDA CONTRACT # 78111808-20-1, RENTAL VEHICLES DESCRIPTION: VEHICLE RENTAL CONTRACT PERIOD: 10/01/2022 - 09/30/2025 SECTION #1 – VENDOR AWARD Name: AVIS BUDGET GROUP, INC. Name: Contact: BETH SCHOELLER Contact: Phone: Phone: Fax: Fax: E-mail: E-mail: Name: Name: Contact: Contact: Phone: Phone: Fax: Fax: E-mail: E-mail: SECTION #2 – AWARD/BACKGROUND INFORMATION/APPLICABLE ORDINANCES/NOTES CITY COUNCIL APPROVED ON: 11/08/2022, ITEM K AMENDED AMOUNT: RESOLUTION NO: INSURANCE REQUIREMENTS: ANNUAL CONTRACT AMOUNT: $75,000.00 PERFORMANCE BOND: APPLICABLE ORDINANCES: Notes: SECTION #3 – REQUESTING DEPARTMENT CITY OF HIALEAH, DEPARTMENT OF POLICE Contract Administrator: Chief George Fuente Phone: 305-687-2553 SECTION #4 – PROCURING AGENCY CITY OF HIALEAH, DEPARTMENT OF POLICE Contract Administrator: Chief George Fuente Phone: 305-687-2553 Prepared by: Marilin Gutierrez ITEM # _\:( -~·­ NOV 0 8 2022 COUNCIL AGENDA ITEM REQUEST FORI\ This form, letter from the department head addressed to the Mayor and City - RECEIVED ':ounCJ~OJ.s 0,,~11 ?&2 2 supporting documents are due the Monday of the week prior to the City 1 b u rlfJiA.o/'oFf.~fjj FFICE Date of Request : October 28 , 2022 Requesting City Department: Po lice De partme nt Requested Council Meeting Date : November 8, 2022 Action Requested from the ~ Issue a purchase order City Council : D Increase a purchase o r der D Award a bid D Bid No. D Rej e ct a bid D Bid No. D Spe ci al Ev e nts Perm it D Street Closure D Other: Sc ope of se rvi ce (s) o r Vehi c le Re nta ls product(s): V e ndor: Avi s Bud ge t Group Expe nditure Amount: $r7~j OD O ·L•u Fundin g Sou rce (i.e., accou nt La w Enforceme nt Trust Fund, State -Re ntal & Leases -Vehicl e funding th e expenditure): 105.1000.521442 - - r Purchase Process: D Competitive Bidding D An exception to competitive bidding applies: D Professional services in the nature of consultants, D D D Accountants, and attorneys Sole source provider Emergency based on object facts Credit facilities ~ Competitive bidding is not required because the City is utilizing a bid that has been awarded or under contract by state, county or other governmental agencies. ~ Title of state, county or other governmental Agencies contract: Rental Vehicles 78111808-20-1 ~ Piggy-back contract expiration date: September 30, 2025 D Waive Competitive Bidding D Reason(s) it is not advantageous to the City to utilize competitive bidding: Signatures: r Esteban Bovo, Jr. Mayor Carl Zogby Council President Monica Perez Council Vice President October 28, 2022 City of Hialeah Honorable Mayor Esteban Bovo, Jr. And Council Members City of Hialeah Hialeah, Florida 33010 RE: Undercover Surveillance Vehicles Dear Mayor and Council Members: Council Members Bryan Calvo Vivian Casals-Munoz Jacqueline Garcia-Roves Luis Rodriguez Jesus Tundidor Sec. 2-818 of the Charter of Hialeah states whenever advantageous to the city, the city may utilize bids that have been awarded or under contract by the state, county or other governmental agencies. If the city utilizes state, county or other governmental agency bids, competitive bidding will not be required. The Hialeah Police Department investigates high-level narcotic and other protracted complex investigations that require surveillance of subjects and locations in various settings. The surveillance done on subjects has been a great tool to prevent crime. The standard police looking vehicles such as the Ford Taurus or Chevrolet Impalas do not allow for undetected surveillance for these investigations. A variety of vehicles from different manufacturers will increase the likeness of a successful investigation and enhance officer safety. I am respectfully requesting to utilize a State of Florida contract 78111808-20-1 titled Rental Vehicles and issue a purchase order to Avis Budget Group in an amount not to exceed $75 ,000.00 for vehicle rentals . Funding for this expenditure will be charged to the Law Enforcement Trust Fund, State Rental & Leases - Vehicles account l 05.1000.521442 after supplemental appropriation into account 105. l 000.521442. ~~ George Fuente Chief of Police 501 Palm Ave nue, Hi a leah, Florida · 330 10-4 7 19 www.hi a lcahfl .gov r AFFIDAVIT I, George Fuente, Chief of Police , Hialeah Police Department, do hereby certify that the aforementioned request to expend funds from account #105.1000.521.640 L.E.T.F. State in a total amount not to exceed $75,000.00 for rental of vehicles. George Fuente Chief of Police :r Sworn to and subscribed before me this 3/ day of Oe1l/6Er.?. 20 22 (Notary Seal) Signature of Notary Public, State of Florida ~JiiL DELILAH M. ALFONSO Commission# HH 310208 Expires May 20, 2025 Personally Known: ---~--' OR Produced Identification: _____ _ Type of Identification Produced: _________ _ City of Hialeah -Purchasing iPO # Account # [ssued Date Vendor 2022-159 105.1000 .521442 3114 /202 A VIS BUDGET GROUP, INC Total #of POs: LA Suarez Pa ge I of I Status Pending Purchase Orders Report 0/31/2022 12:04 :46PM Encumbered Balance 42,511.00 6,390.12 Grand Totals: $42 ,511 .00 $6,390.12 r ~ ' I 2/23/22 , 2:29 PM Rental Vehicles I State Term Contracts I Slate Contracts and Agreements I State Purchasing I Business Operations I Florida Oep .. SkiR to Main Content Department of Management Services Florida Degartment of Management Services > Business 011erations > State Purchasing > State Contracts and Agreements > State Term Contracts > Rental Vehicles < < Return Rental Vehicles78111808-20-1 Effective Period Contract Type Contract Information Contract Details 09/30/2020 through 09/30/2025 State Term Contract Cancractor .~ ;:;;;.:-~eference G111de for Rental Vehicles ('I' 3 70 .00 KB) Non-Participating Locations ( 8 142.71 KB) Vehicle Disinfectant C!eaning.ErQg.@!!l ( :t:'i 825.47 KB) Forms Contract Documents _c_on_t_ra_ct~~~~~~~~~~~~~~~~~~ hJ'.nthia (QIJ!) Metcalfe Contract Administration · 850-414-6741 • gnthia.metcalfer<ildms.fl.gQY Commodity Codes 78111808 Addltlonill [nformation STATE OF FLORIDA RESERVATION PORTAL: httf!s://www.carrental.com/abgPartners/sof/ Description This state t erm contract provides renta l vehicles for in-state and out-of-state travel; daily, weekly, and monthly rates are provided for 12 car classes, including various sizes of passenger cars, sport utility vehicles, vans , and pickup trucks, as well as a standard hybrid. Contracted rates include roadsid e assistance, unlimited m ileage (excluding out-of-state one-way rentals), and liability and collision/loss damage coverage (excluding leisure use rentals). Customers should refer to the "User Reference Guide for Rental Ve hicles" in the Contract Information section above for reservation, pick-up, and return procedures, as well as additional information regarding contract requirements and customer eligibility. Document reader download !Ink • FAdobe PDF Reader https://www.dm s.myflorida.com/bu siness_operati o ns/state_purc hasing/state_contract s_a nd _ag reements/sta te_term _contracts/rental_ve hicles 1/2 r ~ ' I 2/23122, 2:30 PM Contractor I Rental Vehicles I State Term Contracts I State Contracts and Agreements I State Purchasing I Business Operations I . SkiR to Main Content Department of Management Services Elorjda DeQartment of Management Services ,. Business 0Qerations ,. State Purchasing ,. State Contracts and Ag~ ,. State Term Contracts ,. Rental Vehicles ,. Contractor Rental Vehicles78111808-20-1 Contractor Contractor List Florida Rec cled Utilizes Name CBE Code Climate Friendly Pro~ucts Authorized Coverage Area Preferred Products Resellers ~g~Q._!.o.£.JA • Non-MinorityjNo No jNo I statewide https ://www.dms.myllorid a.co m/bu sin ess_ope rationsi s tate_purch asi ng/state_contracts_and_agreement s/state_term _co ntracts/ren tal_ve hi cles/contractor 1/2 I Rental Vehicles (78111808-20-1) Vendor's Name: _____ A_v_ls_B_u_dg""e_t_G_ro_u-'-p"-, _ln_c. ___ _ State Contracted Classes: In-State Rental Pricing --------------------~ -- '' " Unlimited Milea11e State Class ACRISSCode Proposed Vehlcle(s) Deily Rate Additional Hours Reta Weekly Rate Monthly Rate Meke/Mildel Compact CCAR KIA Soul sis.co $1j :33 $15().QQ $525,QO Intermediate ICAR Toyota Corolla s2.7.o.o $9.0Q $162.Q.0 $567,.Qo Fullsize FCAR Chevrolet Malibu s29.oo $9.67 sp4.qo $609.QQ Miniviln MVAR Dodge Caravan $34.75 $11.58 Sioa:so $7i9.'75 12 Passenger Van SVAR Ford Transit 12 ss3:00 $P.67 su0.oo $1,}13.00 Standard SUV SFAR Ford Edge m.oo. $11.00 $1911,QO $693:Q0 Economy ECAR Ford Fiesta $i5.0Q $B .33 $~Q.oo $5~.QO Intermediate SUV !FAR Jeep Compass $_30.0_0 $).°!):O(l. $1~0.!JO $630,QO Large SUV FFAR Ch evrol et Tahoe $90.0o s3o.oo S54o.cto $1,890.00 Sta nd a rd Pickup SPAR Nissan Frontier sso:oo $}6.67 $300..oo $1,QSO.QQ Large Pickup PPAR RAM Rebel $SO.po $}6.67 ,$~00.00 s1:osii,(io Standard Hybrid SCAH Toyota Prlus $30.00 $10.00 $i06.cio ss3o:oo Note: The Vendor's pricing will apply throughout the Contract's Initia l term and any renewal term(s). Please see Section l of the Contract, Section 3 of the Special Contract Conditions, and Section 41 of the Statement of Work . Pagel of 3 2/23/22, 2 :32 PM Detail by Entity Name Foreign Profit Corporation AVIS BUDGET GROUP, INC. Elling Information Document Number FEl/EIN Number Date Filed State Status Last Event Event Date Filed F98000001605 06-0918165 03/20/1998 DE ACTIVE REINSTATEMENT 01/08/2007 (-\ Princir:ial Address _,J 6 SYLVAN WAY PARSIPPANY, NJ 07054 Changed: 04/17/2017 Mailing Address 6 SYLVAN WAY PARSIPPANY, NJ 07054 Chan ged: 01/08/2007 Re gis t ered A gent N am e & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE, FL 32301 Name Changed: 0 3/04/200 3 Address Changed : 03/04/2003 Officer/D i r ector Detail Name & Address Titl e SVP, Secretary SERA , J EAN MARI E 6 SY LVAN WAY PAR SIPPANY, NJ 070 54 Detail by Entity Name ._;: .. ,: ,,/ (~ r _ _,. l -' _ _:..J ·~J ~ '_...:~ -·-r i I' _j ~ f ... _./ ·•· .. •;· htt p s://search . sunbiz.o rg/l nq uiry/Corpor ationSearch/Searc hR es ullDe tail ?inquirytyp e=EntityNarne&directi on Typ e=lniti al&sea rc hNameOrd er=AVI SBUD .. 1 /3 L,' 2123/22, 2:32 PM Title Director KROMINGA, LYNN 6 SYLVAN WAY PARSIPPANY, NJ 07054 Title Director LURIE, GLENN 6 SYLVAN WAY PARSIPPANY, NJ 07054 Title Director Choi, Brian 6SYLVANWAY PARSIPPANY, NJ 07054 Tille Director Hees, Bernardo 6SYLVAN WAY PARSIPPANY, NJ 07054 Title Director Pahwa, Jagdeep 6SYLVANWAY PARSIPPANY, NJ 07054 Title Director SPARKS, CARL 6SYLVAN WAY PARSIPPANY, NJ 07054 Title Director Sarma. Karthik 6SYLVAN WAY PARSIPPANY, NJ 07054 Title President Ferraro, Joseph Anthony 6SYLVAN WAY PARSIPPANY, NJ 07054 Title Exea.itive Vice President Martins. lzilda P. Detail by Enlity Name https://search.sunbiz.org/lnquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&direction Type=lnitial&searchNameOrder-AVISBUD... 213 2/23/22 . 2:32 PM 6 SYLVAN WAY PARSIPPANY, NJ 07054 ntle CFO Choi, Brian 6 SYLVAN WAY PARSIPPANY, NJ 07054 Annual ReP-orts Report Year 2019 2020 2021 Document lmag tl Filed Date 04/22/2019 06/12/2020 04/22/2021 .J .. :. ~ 1:2!! I :) --.:.\i·lf'H J;\1. REPQHl .!.--..:..:-_.:..,~.:. . .:...· __ .=.iJt.·' .. -· .... .:i:,_..:,~-.. Detail by Entity Name f ~-:1 ; ·• : : :::i•: :: •. ,.. ·1~ :'!·:. ,. 11 ; : •, :w;F ;_ ,··· ·j t :-;.: :.1_1· ·;·. ,· . ·~ : https ://sea rch.sunbiz.org /lnquiry/Corpora ti onSearch/SearchRes u lt Detai l?inquiry ty pe =En tityN ame&directi onType =lnitial&searchNameOrder=AV ISB UD ... 3/3 105 LETF -State Fund Account !Percent 105.1000.521442 0 % RENTALS & LEASES -VEHICLES 0.00 0 .00 Fiscal Year: 2023 Trial Balance - E:x: ended E ncumbelled !Balance Last!Date ' 0 .00 0.00 0.00 ( ------------------------------------------------------------------------------------------------ Total for (2) Operating Expen ses Total expenses 1000 (Fund 105) PO -Police ';Uotal Ex;penses for Fund !lOS 105 LETF -State Fund Fund Totals $0.00 Revenue/Expenses Balance: 10 5 LETF -State F un d T r i a l Ba la n ce - 0.00 0.00 0.00 0.00 0.00 0.00 E xpenses $0.00 $0.00 $0.00 Expens es Pr in te d : 11 /1 /20 22 Page: 2 RESOLUTION NO. --- RESOLUTION OF THE MAYOR AND THE CITY COUNCIL OF THE CITY OF HIALEAH, FLORIDA, APPROVING AN EXPENDITURE IN AN AMOUNT NOT TO EXCEED $75,000 FROM THE LAW ENFORCEMENT TRUST FUND-STATE FOR THE RENTAL OF UNDERCOVER SURVEILLANCE VEHICES BY THE HIALEAH POLICE DEPARTMENT FROM AVIS BUDGET GROUP , INC., AND PIGGY-BACKING FROM STATE CONTRACT 78111808-20-1 AS IT IS ADVANTAGEOUS TO THE CITY, AND ISSUING A PURCHASE ORDER FOR SAID EXPENDUTIRE, PROVIDING FOR AN EFFECTIVE DA TE. WHEREAS, the Hialeah Police Department investigates high-level narcotic and other protracted and complex investigations that require the police department personnel to be in the field , in addition to , conducting surveillance of subjects and locations in various settings; and WHEREAS, the standard police looking vehicles such as the Ford Taurus or Chevrolet Impala do not allow for undetected surveillance for certain investigations; and WHEREAS, unmarked motor vehicles are a necessary means of transportation for law enforcement officers in the Special Investigations Section/ High Intensity Drug Trafficking Task Force and other special task forces of the Hialeah Police Department when performing duties in official capacity; and WHEREAS, having the ability to rent a variety of vehicles will increase the likelihood of successful investigations without detection as well as enhance the safety of Hialeah Police Department personnel; and WHEREAS, Section 2-818 of the Charter of Hialeah provides that whenever advantageous to the city, the City may utilize bids that have been awarded or under contract by the state , county or other governmental agencies. If the City utili zes state, county or other governmental agency bids , competitive bidding will not be require d; and WHEREAS, Avis Budget Group , Inc. (hereinafter referred to as Avis) is an active corporation in good standing in the State of Florida and has a state contract registered with the Florida Department of Management Services (Rental Vehicles 78111808-20-1) through September 30, 2025 for rental of a variety of vehicles, see "Exhibit 1" attached hereto; and WHEREAS, funding for this project will be from account #105 .1000.5 2 1.442 Law Enforcement Trust Fund-State Rental & Leases -Vehicles; and WHEREAS, Section 932.7055 , Fla. Stat. (2018), the Florida Contraband and Forfeiture Act, authorizes the expenditure of Law Enforcement Trust Funds for this purpose and the funds are available in the Law Enforcement Trust Fund-State acco unt for the Police Department ; and RESOLUTION NO. __ _ Page 2 WHEREAS, the Chief of Police of the City of Hialeah Police Department has recommended adoption of this resolution and determined that the proposed expenditure complies with the Florida Contraband Forfeiture Act, and all applicable rules, regulations and guidelines governing the expenditure of Law Enforcement Trust Fund-State; and WHEREAS, the City finds the expenditure is in the public interest NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND THE CITY COUNCIL OF THE CITY OF HIALEAH, FLORIDA, THAT: Section 1: The foregoing facts and recitations contained m the preamble to this resolution are hereby adopted and incorporated by reference as if fully set forth herein. Section 2: The City of Hialeah, Florida hereby approves to issue a purchase order by an amount not to exceed $75 ,000 from the Law Enforcement Trust Fund-State for the rental of undercover surveillance vehicles by the Hialeah Police Department from A vis Budget Group, Inc., and piggy-backing from state contract 78111808-20-1, and providing for an effective date. Section 3: signed by the Mayor. This resolution shall become effective when passed by the City Council and PASSED AND ADOPTED this __ day of ________ , 2022. Carl Zogby Council President Attest: Approved on this __ day of _____________ ,20 22. Mayor Esteban Bovo , Jr. avis-b ud get gro up und ercover surv eill ance vehicl es reso luti on\reso l avi s letf.docx DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B 18305 Department of MANAGEMENT SERVICES We serve !hose who serve Florida Rental Vehicles Contract No. 78111808-20-1 Between Florida Department of Management Services and Avis Budget Group, Inc. This Contract is between the State of Florida (State), Department of Management Services (Department), Division of State Purchasing (Division), with offices at 4050 Esplanade Way, Tallahassee, FL 32399-0950, and Avis Budget Group, Inc. (Contractor), collectively referred to herein as the "Parties." The Department and Contractor entered into negotiations as outlined in Section 287.057(5), Florida Statutes , for a Rental Vehicles Contract. After negotiations, the Department and the Contractor mutually agreed on acceptable terms and conditions and have decided to enter into this Contract. Accordingly, the Department and Contractor agree as follows: 1. Contract Term The term of this Contract No. 78111808-20-1, Rental Vehicles, will be for five (5) years with up to five (5) years of renewals. The contract term will begin on September 30, 2020, or the date of the last signature on this Contract, whichever occurs later. 2. Contract As used in this document, the term "Contract" (whether or not capitalized) shall, unless the context requires otherwise, be considered to be a reference to this Contract. This Contract, together with the following attachments, all incorporated by reference, sets forth the entire understanding of the parties and supersedes all prior agreements, whether written or oral, with respect to such subject matter. All attachments listed below are incorporated in their entirety into, and form part of, this Contract. The Contract attachments shall have priority in the order listed below: a) Contract Exhibit A, Statement of Work b) Contract Exhibit B, Special Contract Conditions c) Contract Exhibit C, Contractor's Submitted Price Sheet d) Contract Exhibit D, Select Out-of-State City Surcharges e) Contract Exhibit E, Offered Brands Acknowledgment 3. Amendments No oral modifications to this Contract are permitted. All modifications to this Contract must be in writing and signed by both parties. Notwithstanding the order of priority listed in Section 2, amendments executed after the Contract is executed may expressly change the provisions of the Contract, in which case the most recent amendment will take precedence over anything else that is part of the Contract. 4. Due to the ongoing state of emergency caused by COVID -19 , the minimum operating hours provision of section 21.2 of the Statement of Work is waived for the first six months of the Contract. EXHIBIT I I DocuSig n Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 B305 This Contract is executed upon signature of authorized officers as of the dates signed below: State of Florida, DecPo~r;\mE£.pt of Management Services [2::BCIBAOD34CA ... By: Jonathan R. Satter Secretary 9/8/2020 I 3:41 PM EDT Date Avis Budget Group, Inc. By: Beth Kinerk Senior Vice President 9/8/2020 I 3:05 PM EDT Date 2 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53 B1 B3 D5 CONTRACT EXHIBIT A Contract No. 78111808-20-1 Rental Vehicles Statement of Work 1 General Requirements 1.1 Contractor shall provide Customers with rental vehicle services for in-state and out-of-state travel. 1.2 Contractor shall provide vehicles to any Renter who possesses a valid driver's license and proof of employment by a Customer, is at least 18 years of age, and has a form of payment allowed under the rental agreement. Contractor shall not require any additional prequalification either via oral or written inquiry, and Contractor shall not apply a minimum age surcharge to Business Rentals. 1.3 Contractor shall allow the Renter's Personal Associates and Business Associates to operate the rental vehicle, as an additional driver, for both Business Rentals and Leisure Rentals , at no additional fee. 1.4 Contractor may impose a minimum age requirement exclusively for the rental of Passenger Vans for 12 or more people . The Contractor's minimum age requirement shall not exceed 21 years of age for Business Rentals or 25 years of age for Leisure Rentals. Contractor shall immediately notify the Department in writing upon the imposition of a minimum age requirement for the rental of Passenger Vans for 12 or more people . 1.5 Contractor shall secure , maintain, and pay for any federal , state , and local licenses required to provide the services described in this Contract. 2 Definitions 2.1 Brand -Contractor's affiliate, subsidiary , or sister company (a subsidiary that is owned by the same parent company as the Contractor) engaged in the business of renting vehicles. 2 .2 Business Associate -A duly licens ed driver who is traveling with th e Re nte r for th e purpos e of conducting Sta te busin es s or pe rforming official duti es and is e it he r : 1) a Customer's employee , or 2) an employee of a State contractor, vendor, or supplier, or 3) a volunteer performing an official State function. 2.3 Business Use or Business Rental -Renter's use of re nta l ve hicle to cond uct work activities authori zed by the Cu stom e r. 2 .4 Class -T he category of re ntal v ehicl e . 2.5 Clean Vehicle -A rental vehicle in Excellent or Very Good Condition , with a washed exterior and free of dirt, debris , mud , a nd bug residu e ; a clean interior fre e of trash and vacuumed ; cl ea r windows with no glare or film; a nd no residual odo rs, s moke , or cig arette sm ell. DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 CONTRACT EXHIBIT A 2.6 Customer -Any Agency, as defined in section 287.012(1 ), F.S., or any Eligible User, as defined in Rule 60A-1 .001 (2), F.A.C., that procures services under the Contract. 2.7 Daily Rental -Rental that is one (1) 24-hour period in length . 2.8 Excellent or Very Good Condition -A vehicle that looks new or has minor cosmetic defects, and that is in excellent mechanical condition, as defined in Kelley Blue Book. 2.9 Leisure Use or Leisure Rental -Renter's use of vehicle for personal travel. 2.10 Monthly Rental-Rental that is thirty (30) days in length 2 .11 Personal Associate -A duly licensed driver traveling in the rental vehicle with the Renter who has one of the following relationships with the Renter: spouse, domestic partner, or the Renter's children who are above the age of 25 and who reside at the Renter's primary residence. 2.12 Renter -A Customer's authorized representative or employee who is authorized to rent vehicles for travel. 2 .13 Weekly Rental -Rental that is seven (7) days in length. 3 Rental Agreement Contractor shall prepare a rental agreement for each Renter who rents a vehicle under this Contract. Any additional terms and conditions contained in Contractor's rental agreement t hat conflict with this Contract are invalid . 4 Contracted Vehicle Classes 4.1 Primary Vehicle Classes -The Classes of vehicles listed below are the most desired by the State. The Contractor shall have the following Classes of vehicles available for rent under this Contract: State Class A CRISS Category Type Transmission Fuel/Air Code Conditioning Auto Unspecified Unspecified Compact CC.AiR Compact 2/4 Door Fuel/Power Drive With Air Auto Unspecified Unspecified Intermediate ICAR Intermediate 2/4 Door Fuel/Power Drive With Air Auto Unspecified Unspecified Full-size FCAR Full-size 2/4 Door Fuel/Power Drive With Air Passenger Auto Unspec ified Unspecified Minivan MVAR Mini Fuel/Power Van Drive With Air Passenger Auto Unspecified Unspecified 12 Passenger Van FVAR Standard Fuel/Power Van Drive With Air 2 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 Ii CONTRACT EXHIBIT A State Class A CRISS Category Type Transmission Fuel/Air Code Conditioning Auto Unspecified Unspecified Standard SUV SFAR Standard SUV Fuel/Power Drive With Air 4 .2 Additional Vehicle Classes -The Contractor shall also have the following Classes of vehicles available for rent under this Contract: State Class A CRISS Category Type Transmission Fuel/Air Code Conditioning Auto Unspecified Unspecified Economy EGAR E.€OlilOmy 2/l:i Door Drive Fuel/Power With Air Auto Unspecified Unspecified Intermediate SUV IFAR Intermediate SUV Drive Fuel/Power With Air Auto Unspecified Unspecified large SUV FFAR Full-size SUV Drive Fuel/Power With Air Auto Unspecified Unspecified Standard Pickup SPAR Standard Pickup Drive Fuel/Power With Air Auto Unspecified Unspecified Large Pickup PPAR Premium Pickup Drive Fuel/Power With Air Standard Hybrid XCAH Standard 2/4 Door Auto Unspecified Hybrid Air or or XCAI Drive Hybrid Plug In Air 5 Vehicle Availability Contractor shall maintain a sufficient number of vehicles on hand to meet the needs of Renters with reservations in the Contracted Vehicle Classes. If a reserved vehicle is not available at the time of pickup by the Renter, Contractor shall provide an authorized upgrade, as described in Section 6, Authorized Upgrades, and shall note on the invoice that a higher-Class vehicle was substituted at the same or a lower price. 6 Authorized Upgrades Contractor may offer a vehicle upgrade at no increase in cost to the Renter. When a reserved vehicle is unavailable or when a vehicle replacement is warranted , the Contractor may offer, with the approval of the Renter, a higher-Class vehicle (within the ACRI SS series) at no additional cost to or Renter. Minivans, trucks, and SUVs are permissible upgrades for any of the CAR series with the approval of the Renter. 7 Vehicle Requirements 7 .1 Contractor shall provide Renters with rental vehicles with fewer than 35,000 miles, unless authorized in writing in advance by the Department to offer vehicles wi t h higher mileage. Contractor certifies that odometer and origina l miles are accurate . In the event that Contractor has no vehicles with fewer than 35,000 miles available 3 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-994 1-2A 6E53 B1 B3D5 CONTRACT EXHIBIT A for rental , Contractor may offer the Renter a rental vehicle with more than 35 ,000 miles. If the Renter does not accept the rental vehicle, no vehicle will be deemed available and Contractor will be subject to the provisions of Section 35 herein. 7 .2 All vehicles supplied to Renters must have the following m inimum standard equipment: automatic transmission, power steering, power brakes, power locks , power windows, air conditioning, AM/FM rad io, air bags , cruise control, and all- season radial tires. In the event that Contractor has no vehicles with cruise con t rol ava ilable for rental, Contractor may offer the Renter a rental ve hi cle without cru ise control. If the Renter does not accept the rental vehicle, no veh icle will be deemed available and Cont ractor will be subject to the provisions of Secti on 35 herein. 7 .3 Contractor shall equip and maintain all rental vehicles to meet all federal , state , and local vehicle safety standards, codes , and ordinances. 7.4 At the time of vehicle pickup, Contractor shall deliver to the Renter a Clean Veh icle that has been properly serviced . Contractor shall ensure that the vehicle is in good and working order and that the vehicle is not d isplaying warning lights or symbols, the vehicle has the proper fluid and coolant levels, the tires have been inspected for tread wear and inflation level , the br eaks are not squeal ing , and wiper blades are functional. All vehicl e s should be in Excellent or Very Good Condition with no body damage or mechanical problems. 7.5 In inclement winter weather, upon request, vehicle must be equipped with snow tires or chains as appropriate and furnished with an ice scrape r. Contractor may charge the additional fee , if a ny, identified in t he rental agreement for the rental of tire chains . On request from Renter, Contractor shall provide instruction to t he Renter on the proper in sta ll ation of tire cha ins. Rente rs a re not responsibl e for chain damage to the vehicle . 7 .6 If available , Contractor shall provide hand controls for the disabled when requested by the Renter. 7.7 All ve hi cles rented under this Contract shall be non -smoking. 8 State-Approved Vehicle Class Unless otherwise specifically requested by the Renter, the State-approved vehicle Class sha ll be "Compact" unless upgraded by Contractor at no a dditional co st. 9 Contractor Brands Services provid ed t hrough Contracto r's multiple B ra nd(s ), if a ny , sha ll be provided at th e sa me Contract rates and shall comply with a ll term s and conditions set forth in the Contract. Contracto r is fully responsible for the compliance and performance of its Brands . 10 Reservation Requirements 10.1 Contractor s hall ma intai n a State-d edi ca t ed onlin e rese rv ati on sy st e m wh ere C ust o mers an d Re nters can access th e ra tes und er thi s Contract. T he rese rvation s yst em shall mainta in a n uptim e of 99.5% for Renters to make reservations and 4 DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 CONTRACT EXHIBIT A access available information. Contractor shall make available the Contract rates on all major Global Distribution Systems (GOS). Contractor shall maintain a toll- free, 24-hour per day reservation phone number through which Contractor's personnel will have access to the Contract rates. Contractor shall also accept reservations at rental locations via walk-in and local te lephone number. Contractor's personnel at all Contractor rental locations must have access to the rates and terms and conditions contained in this Contract. 10.2 Upon acceptance of the reservation , Contractor shall issue a confirmation number and provide written confirmation via email to the Renter. 10.3 Contractor shall not charge additional fees for reservations made less than 24 hours prior to pick up. 10.4 Contractor shall provide the reserved vehicle Class or a higher Class, if accepted by the Renter, at no additional charge for all Customer reservations. 10.5 If the Renter is not present at the estimated vehicle pickup time, Contractor shall hold the reservation for three (3) hours after the Renter's estimated time of arrival prior to release. 10.6 Whenever possible, the Renter will advise Contractor of any change of travel plans necessitating rental vehicle cancellation or delayed pickup. However, in no situation will the State, the Department, Customer, or Renter be liable for payment of "no shows." 11 Vehicle Pickup 11 .1 Contractor will verify that the Renter is an employee or authorized representative of a Customer by requesting employee identification, badge, or written authorization on letterhead of the Customer, in physical or electronic form , at or before the time of vehicle pickup . The Renter's provision of identification constitutes prima facie evidence of the Renter's eligibility to utilize this Contract. Contractor shall perform all processing necessary to rent the vehicle (drive off the lot) within thirty (30) minutes after the arrival of th e Renter at the rental pickup location, except as provided in Section 22.3 . Contractor may request the Renter to sign Contractor's standard rental agreement to docume nt the delivery of the vehicle. Contractor shall provide to Renter a completed copy of the standard rental agreement showing: a. The Class of vehicl e ren ted and the itemi zed charges and total projected charges to be billed for the rental. b. Date, time , and location for the vehicle's return. The Contractor shall include a description of the c harges that may be applied for late ret urns of v ehicles. c. Odom eter reading upon pickup. 5 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A d . Fuel level upon pickup, expected fuel level upon return, and the rate that will be charged for fuel if returned with insufficient fuel level. e. Telephone numbers to be used in case of problems (breakdown, accident, etc.) or questions. 11.2 At all rental locations, Contractor shall furnish vehicles containing a full tank of gas. 11.3 If Renter agrees to drive a vehicle with less than a full tank of gas, the rental agreement must be clearly marked indicating the level of fuel in the vehicle at the beginning of the rental period. If the Renter returns the vehicle with more fuel than provided by Contractor at the beginning of the rental period, Contractor is required to credit the rental receipUinvoice with the difference. 12 Alternate Pickup and Drop-Off Personnel For Business Rentals, Contractor shall allow designated personnel who are employed by the Customer to pick up and return a rental vehicle for use by a Renter who has provided written authorization on agency or government letterhead at the time of pickup for the designated personnel to pick up and return a rental vehicle on behalf of the Renter. The designated personnel picking up and returning the vehicle must provide a valid driver's license and employee badge or employee identification. For Leisure Rentals, the Renter must be present to pick up the vehicle . Personal Associates may return the Leisure Rental to a rental location, subject to the requirements of Section 16. 13 Maintenance and Operating Expenses The only maintenance and operating expense for which the Customer or Renter may be billed is gasoline or another fuel type (e.g., diesel, compressed natural gas, etc.) required to operate the vehicle. All other maintenance and operating expenses are the responsibility of Contractor. Contractor shall only supply vehicles that have been maintained in accordance with manufacturer's requirements, industry standards, and all applicable laws. 14 Mechanical and Safety Issues If, in the Renter's judgment, a vehicle in the Renter's possession becomes substantially impaired or unsafe to operate, Contractor shall immediately replace the vehicle upon notification by the Renter, at no additional charge . Contractor shall deliver the replacement vehicle to the Renter's location or provide transportation, at no additional cost, to the Renter and any passengers, to the Contractor's nearest rental location for a replacement vehicle within two (2) hours of being notified by the Renter. Notification is defined as first contact with a Contractor's employee or designated roadside assistance service provider. Contractor shall be responsible for all repairs and towing of the impaired vehicle. 15 Breakdowns, Unsafe Conditions, and Emergency Assistance In the event of a vehicle breakdown, a situation in which the Renter believes the vehicle is unsafe (as described in Section 14, above), or other vehicle emergency, the Contractor shall act to resolve the situation immediately, but in all cases Contractor shall resolve the situation within two (2) hours. Notification is defined as first contact with a Contractor's employee or designated 6 DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B183 05 CONTRACT EXHIBIT A roadside assistance service provider. In all cases, the Contractor's primary consideration is the safety and security of the renter and passengers. Contractor shall provide a 24-hour toll-free roadside assistance number to Renter at the time of vehicle pickup . Personnel operating the roadside assistance number shall be familiar with and have access to the terms and conditions of the Contract. Breakdowns are situations where the vehicle either no longer operates as intended or does not operate at all. Examples of breakdowns include but are not limited to: brake failure; failure to accelerate; vehicle shaking; difficulty steering the vehicle ; overheating; engine smoking; bald or flat tires; locking keys in the car; and running out of gas. Contractor shall be responsible for all costs associated with roadside assistance, however Renter will be responsible for the cost of gas replacement and key replacement when Renter error caused the emergency. In the event of a breakdown the Contractor shall remedy the situation within two (2) hours of being notified by the Renter (ex. fix the flat tire, jump start the vehicle, refill the vehicle with gas, unlock the vehicle) or replace the vehicle, as described in Section 14 of this document. Replacement vehicles shall be the same or greater Class and shall be provided at no additional charge. Emergencies include but are not limited to situations that have resulted in o r may imminently result in harm to the operator, passengers, or property . Examples of an emergency are collisions and instances when the vehicle is not able to be safely operated. In these s ituations , immediate assistance is required . The Contractor shall presume that a Renter's notification regarding breakdowns, unsafe conditions, and emergency assistance is valid. Contractor must track the status of the event until resolved to the Renter's satisfaction. 16 Vehicle Return 16.1 Vehicles should be returned on the date and at the rental location specified on the rental agreement provided at pickup. If the Renter returns the vehicle 59 minutes late or less, no overtime rates shall be assessed. If the Renter returns the vehicle more than 59 minutes late, a one-hour late fee may be assessed. If t he accumulated a dditional hours rate exceeds t he valu e of the Daily Rental ra te , C o ntractor sh a ll bill for th e Daily Re ntal rate . 16.2 The vehicles should be returned with a full tank of gas (as long as the vehicle was full at pickup). 16.3 Refueling Charg e . a . Rates for a ll Cl a s ses of vehicles provid e d unde r th e Contract a re dry rate s a nd do not include fuel. Gasoline and other forms of fuel (e.g ., diesel) will be charged to the Renter when the vehicle is returned with less than a full tank of fuel according to the vehicle fuel gauge. Prior to returni ng the vehicle , Ren ters must re fi ll t he vehicle or pay the refueling c harge. b . If a renta l v e hicle is returned with less fuel tha n a f ull t a nk of g a s a nd a refu e ling c ha rg e is appli ed , th e refu e ling ch a rge will b e ca lc ul a t e d by m ultiplying th e per- gallon rate by the number of gallons needed to fill the tank to the fuel level at the 7 DocuSign Envelope ID: 5E1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 CONTRACT EXHIBIT A time of pickup. The refueling charge and the per-gallon rate shall be separately itemized on the rental invoice. c. The per-gallon rate shall be the Florida Midgrade (Conventional Areas) rate as posted on the first Monday of every month in the U.S . Energy Information Administration 's (EIA) Weekly Retail Gasoline and Diesel Prices Index. This per- gallon rate shall apply for all U.S. rentals . The EIA index can be accessed at: https://www.eia.gov/dnav/peUpet pri gnd deus nus w.htm. d. Fuel price shall be adjusted monthly, effective on the first Wednesday after the first Monday of every month. The adjusted monthly fuel price shall be the most recent "Weekly" fuel price published by the EIA and shall apply until the first Wednesday of the following month. It is the responsibility of Contractor to update the fuel price as specified. It is the responsibility of the Renter to review all charges. 16.4 Contractor shall provide Renters with a receipUinvoice upon return of the vehicle. ReceipUlnvoice details are specified in Section 26, Receipts/Invoices . 17 One-Way Rentals Contractor shall not charge any drop fee or any mileage charge for one-way rentals that occur within the State . For any out-of-state , one-way rentals of 700 miles or less , Contractor shall not charge any drop fee or mileage charge. For any out-of-state , one -way rentals greater than 700 miles, Contractor shall not charge any drop fee but may assess a mileage charge, for miles driven after the first 700 miles (no mileage charge shall be assessed for the first 700 miles driven), at the rate specified in Attachment C, Price Sheet. The mileage charge for the one-way rental will be the product of that rate and the actual miles driven during the rental period. 18 Emergency Management Service Rentals 18.1 In the event the Governor of the State declares a State of Emergency through an Executive Order, Contractor shall, within 48 hours of the declared emergency, increase its fleet to ensure the vehicles listed in Section 18.5 are available for use in the impacted area(s). Contractor shall give reservations fo r vehicles required to support the declared emerg ency priority trea tment ove r all other comm erci al (non- contract) reservations and rentals . Customer reservations for vehicles in response to a declared emergency shall receive equal or greater priority than other government emergency response reservations . Contractor shall provide discounted Emergency Ma nagement Service rental rates to Florida Division of Emergency Managem ent (FDEM) Authori ze d Personnel (personnel deployed o r des ignated by th e FD EM). 18.2 Only FDEM Authorized Personnel are eligible to rent vehicles at Emergency Management Service rental rates . FDEM Authorized Perso nnel will be identifi ed by a current State Emerg e ncy Response Tea m id entification badge. 18.3 Emerg e ncy Managem ent Services re ntal rates will be di scounted from th e in -state Contra cted Cl ass ra tes for th e vehi cle Cl ass requ ested by FD EM Authori ze d 8 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941-2A6E53 B18305 CONTRACT EXHIBIT A Personnel and shall include the same insurance coverage and benefits afforded to Renters under this Contract. 18.4 When a vehicle is requested to be reserved for a State of Emergency and the rental location does not have the requested vehicle Class , Contractor will locate that type of vehicle and will reserve the vehicle at another rental location of Contractor if requested by FDEM Authorized Personnel. 18.5 Contractor shall provide the Emergency Management Service rental rates specified on Attachment C, Price Sheet, for the following vehicle Classes: • • • • Standard SUV (SFAR) • Intermediate SUV (IFAR) • Large SUV (FFAR) • Compact Car (CCAR) • 19 Alternate Vehicles Full-size (FCAR) Standard Pickup Truck (SPAR) Large Pickup Truck (PPAR) Minivan (MVAR) Contractor shall not provide vehicle classifications other than the Class reserved by the Renter without the Renter's approval. All alternate vehicle classifications offered to Renters must meet or exceed the requirements of this Contract. 20 Leisure Use of Contract Contractor will extend Business Rental rates to Customers for Leisure Use of all vehicles that Contractor is authorized to rent under the Contract, unless otherwise provided herein. Contractor will verify that the Renter is an employee or authorized representative of a Customer by asking for employee identification, badge, or written authorization on letterhead of the Customer at or before the time of vehicle pickup. 20.1 Contractor will not provide liability and collision/loss damage insurance coverage for Leisure Rentals. Renters are responsible for purchasing or having in effect such coverage for Leisure Rentals. 20 .2 Contractor will provide all other services , amenities , and features included in the Business Rental rates for primary vehicle Classes and additional vehicle Classes accepted by the Department, including unl imited mileage a nd roadside assista nce. 20.3 Contractor will provide a separate account number for Leisure Rentals at no charge to Renters. Contractor will link the separate account n umber to the State's business account, allowing Contractor's reporting system to document all rental activity under the Contract. 20.4 Contractor will provid e Lei sure Re ntals through all Brands ava il a bl e und e r t he Contract. 20.5 Contractor will implement billing procedu res which pe rmit se amless trans ition of rentals from Business Use to Leisure Use . 21 Requirements for Contractor Rental Locations 9 DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A 21.1 Contractor shall have enough rental locations throughout Florida to provide safe , reliable, and convenient options for Renters . 21 .2 All rental locations must, at a minimum, be open for business from 9:00 AM to 5 :00 PM local time Monday through Friday excluding State holidays, as defined in section 110.117, F .S. Upon express written approval from the Department , Contractor may be permitted to operate specific rental locations with alternative business hours. 21.3 Contractor's rental locations will be in a permanent commercial structure, well-lit , clean, properly maintained, and clearly identified as the vehicle rental company with whom the reservation was made . 21.4 Contractor shall ensure that Contract prices and terms and conditions are available at all rental locations and that there is 100 percent adherence to the Contract rates . 21.5 After-Hours Return at non-Airport Locations . The Contractor shall provide for after-hours returns (drop-off) in all major metropolitan areas (Miami, Ft Lauderdale, Tampa, Orlando, Jacksonville, Tallahassee, and Pensacola) or institute a procedure that allows Renters to return veh icles during hours when rental locations are closed for business. At a minimum, Contractor shall provide a means for the Renter to securely return the vehicle key and document the time at which the vehicle was returned to the rental location . 22 Airport Locations 22.1 Contractor shall provide rental vehicle services at all Florida commercial airports and at all "Large " commercial airports in the United States, as listed in the Federal Aviation Administration's CY2018 report (see the FAA report link provided below). To meet this requirement for "Large" commercial airports, airport rental locations may be on -site, terminal locations at the airport, or off-site locations within two (2) miles of the airport. https://www.faa.gov/airports/planninq capacity/pas se ng er allcarqo stats/passen qer/media/preliminarv-cy18-commercial-service-enplanements.pdf 22.2 At airport rental locations with counters, Contractor personnel shall be available during terminal hours of operation and at least one (1) hour after the last flight of the day has arrived. 22.3 Where permitted by th e regulations of th e app licable airport authority, Contractor must have a shuttle bus that runs , at a minimum, every fifteen (15) minutes to and from the airport and Contractor's airport rental location. Contractor's shuttle service pickup shall be accomplished within 15 minutes of the Ren ter's notification to Contractor. Contractor shall fully process vehi cle pickup within fifteen (15) minutes of th e Renter's arrival at the rental lo ca tion. Upon retu rn of the re nta l vehi c le to airport rental lo cations lo ca t ed off a irport grounds, Contractor must transport t he Renter to the airport terminal within thirty (30) minutes of vehicle return . 10 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A 22.4 For airport rental locations located off airport grounds , Contractor shall provide a courtesy phone, clearly identifiable sign at the airport terminal indicating the telephone number to call for the Contractor's shuttle, or have a clearly identified location at which the shuttle may be boarded for transportation to the rental vehicle's location. 22.5 All airport rental locations must remain open at least one (1) hour after the last flight of the day has arrived at the airport served by that rental location . 23 Mandatory Tallahassee Locations 23.1 Downtown Tallahassee Rental Location Contractor shall establish and operate a downtown Tallahassee rental location within two- miles driving distance of the Florida State Capitol Building. The downtown Tallahassee rental location shall be operational by the Contract start date and continue for the duration of the Contract. 23.2 Eastern Tallahassee Rental Location Contractor shall establish and operate an eastern Tallahassee rental location using the intersection of North Monroe Street and East Tennessee Street to separate the quadrants within the city within six months of Contract execution . 23.3 Capital Circle Office Center Rental Location Contractor shall establish and operate a rental location within two miles driving distance of the Capital Circle Office Center. The location shall not be south of Tram Road or north of Apalachee Parkway. This rental location shall be operational within six months of Contract execution. 23.4 Additional Tallahassee Rental Location(s) In addition to the Tallahassee airport rental location and the downtown and eastern Tallahassee rental locations, Contractor shall establish and operate adequate rental locations to service the Tallahassee area to mee t the needs of the Contract. 24 Contract Rental Rates 24.1 Contractor shall not charge Customer or Renter in excess of the Contract rates for rental vehicles specified on Attachment C, Price Sheet. Contract rates shall apply to in-state and out-of-state rentals. Contract rates shall be based on a 24-hour day st arting from th e tim e the vehicle is picked up by the Renter. 24.2 Contractor shall provide Daily, Weekly, and Monthly Rentals at the rates specified on Attachment C, Price Sheet. 24.3 Contractor shall ensure that Contract rates and terms and conditions are available at all Contractor rental locations . 11 DocuSign Envelope ID : 5E1ACB7F-OFC4 -4FE3-9941-2A6E53818305 CONTRACT EXHIBIT A 24.4 Contract rates include all charges for reservations, shuttle service, collision/loss damage waiver insurance, and unlimited mileage. 24.5 Contract rates must include all fees, charges , and costs for vehicle licensing, use , and operation . If Contractor itemizes a Vehicle Licensing Fee (VLF) as a separate charge on the invoice, Contractor shall list the vehicle rental rate as the negotiated Contract rate minus the VLF fee . 24 .6 Contract rates are exclusive of local and State sales and federal excise taxes, airport concession fees, city surcharges , and city differential fees applicable in certain cities. 24.7 Contract rates do not include refueling charges, legislative or mandated taxes, bond issues imposed by government bodies , or any optional charges that the Customer or Renter may purchase with the rental. Contractor shall itemize those charges as separate line items on the rental agreement and add the charges to the base rate . 24.8 Where the Customer or Renter is not exempt from sales taxes on sales within the ir state, Contractor shall add the sales taxes on the billing invoice as a separate entry. 24.9 Rental receipts/invoices must clearly detail all surcharges, local taxes, concession fees, fuel charges , and other charges that are not included in the Contract rate. 24.10 Contract rates shall be applied beginning with the Daily Rental rates. In any instance when applying the Daily Rental rate (inclusive of any additional hours rates) results in a higher total cost than if the Weekly Rental rate were applied, the Contractor shall apply the Weekly Rental rate . In any instance when applying the Weekly rental rate results in a higher total cost than if the Monthly Rental ra t e (inclusive of any additional hours rates), then the Contractor shall apply the Monthly Rental rate. 24 .11 Contractor must honor Contract rates , whether the reservation was made by the online reservation system , telephonically or walk-up , when the Renter prov ides id entification or docum e ntation , in physical or electroni c form , ide ntifying th e m se lf as a Renter under the contract. The Renter's provision of identification constitutes prima facie evidence of the Renter's eligibility to utilize this Contract 25 Taxes In accordance with section 212.08(6), F.S., only in-state rentals th at are billed directly to th e Customer by use of a purch asing ca rd (P -Card), purch ase order, or by a pre-a pproved Method of Payment are tax exempt. Tax exemption will not apply to rentals when Renters use personal funds for payment, including cash, checks, or credit cards , even if the Renter is subsequently reimbursed by the Customer. Out-of-state rentals may have tax charges . 26 Receipts/Invoices Contractor s ha ll e nsure th at all receipts a nd invoi ces are compl ete, legibl e , a nd , at a min imum contain the following data: 12 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3 D5 CONTRACT EXHIBIT A • Renter's Name • Billing Address • Vehicle Reserved • Vehicle Rented/Driven • Date and time vehicle was checked out • Date and time vehicle was checked in • Beginning odometer reading • Ending odometer reading • Miles driven • Vehicle rental rate per day • Vehicle rental rate per hour (if applicable) • Excess mile charge (if applicable) • Applicable fees including mandated, non-mandated, and city premium surcharges • Refueling : Number of gallons and price per gallon Contractor's standard receipt/invoice may be used, provided the required data is included. If the Renter has satisfied all obligations, the receipt/invoice must show a zero-balance due . 27 Minimum Insurance Requirements for Business Use of the Rental Vehicles Contractor shall ensure that all base vehicle rental rates include the following insurance coverage as minimum liability on a primary coverage basis: Bodily injury Bodily injury Property Damage Comprehensive Collision $100 ,000 per individual $300 ,000 per accident $100 ,000 Non-Deductible Non-Deductible If Contractor chooses to offer combined single limit liability coverage, Contractor shall include in the base vehicle rental rates combined single limit liability coverage (bodily injury and property damage) of $500,000 per occurrence. The State res erves the right to incre ase this minimum li ability coverag e . Base vehicle rental rates must include liability insurance in compliance with the following requirement: Insurance Overriding Agreement -The State shall have the right to allow Business Associates and Personal Associates of the Renter to drive the rented vehicle while t raveling for busin ess purposes, even though the Business Associ ate or Personal Associate may not be an employee of th e Customer. Any Busin ess Associate or Person al Associ ate granted such permission shall be e ntitled to re ce ive a ll in s urance and other benefits of th e renta l agree ment to th e sa me exten t as if the Business Associate or Personal Associate had signed the rental agreement. Customers that utili ze the Contract do not have the authority to deny any of the above insuranc e coverage, except when renting vehicl es fo r le isure. NOTE -Certificate s of Insura nce s hall be provid ed , a nd th e certifi cate ho ld e r's na me (s) upo n th e ce rtifi cat es shall be: 13 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A Customers of the State of Florida C/O: Department of Management Services Division of State Purchasing 4050 Esplanade Way, Suite 360 Tallahassee , FL 32399-0950 Certificates of Insurance shall be in effect upon the effective date of the Contract through the termination of the Contract. It is Contractor's responsibility to provide cert ificates prior to their expiration to the Department's Contract Manager. All insurance policies shall be through insurers authorized to write policies in Florida or through a self-insurance program that is acceptable to the State . 28 Collision/Loss Damage Waiver Fee For all Business Rentals, Contractor shall include the collision/loss damage waiver fee in the base rate for each Class of vehicle . Business Use Renters shall not be charged any additional fees to insure the rental vehicle. On behalf of itself and its franchisees, Contractor specifically waives any right to submit any claim or maintain any suit against the State, the Department, or Customer for any physical damage , loss, vandalism, fire , theft, or any other costs such as downtime, loss of revenue, administrative expenses and other expenses , of a rental vehicle provided under th is Contract, provided the rental vehicle was not used by the Renter in any manner prohibited by the Contract. Contractor shall inform the Renter whether or not the loss damage waiver is included when the Renter is using the vehicle for Leisure Use . Notwithstanding the above, the Renter shall not smoke in Contractor's vehicles, and Contractor may reasonably charge the Renter for any smoking damages caused by the Renter or other passengers in the vehicle while in the Renter's possession . 29 Liability for Rental Vehicle Contractor shall hold the State, the Department, Customer, and, for Business Use, Renters , Business Associates and Personal Associates harmless from claims for physical damage, loss, vandalism, fire, or theft of the rental vehicle, provided rental vehicle was not used by a Renter, Business Associate , or Personal Associate for any of the following activities: a. Driving under the influence of alcohol or any prohibited drugs; b . Operating the vehicle for an illegal purpose; c. Using the vehicles to push or tow another vehicle, unless the vehicle is equipped for towing and Contractor has agreed to this in writing beforehand; d. Using the vehicle to ca rry passengers or property for hire ; e. Driving the vehicle in a race or contest; f. Permitting operation of the vehicle by an unlicensed driver; g. Driving the vehicle outside of the United States , except where such use is specifically authorized by the Contract; and h . Driving th e vehicle on other than paved , graded or maintain ed roads or driveways , except wh en Contractor has agreed to thi s in writing beforehand (Note: SUV's and pick- up trucks will be allowed, without Contractor's prior written agreement , to operate off 14 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A paved, graded or maintained roads, and driveways or roads open for use by high- clearance vehicles (Maintenance Level 2 definition for roads in National Forests). 30 Vehicle Accidents Renters must notify Contractor of all accidents involving any rental vehicle in the Renter's possession and must provide information concerning the accident, as requested by Contractor. Renters must reasonably cooperate with Contractor in the investigation of accident claims and demands and in the recovery of damages from liable third persons. 31 Contact and Information Contractor shall provide a management-level contract administrator (Contract Administrator) for the State who will work with the Department's Contract Manager to manage the State account, which includes handling questions and resolving issues. The Contract Administrator will be responsible for addressing broad Contract issues and requests made by the Department or a Customer. The Contract Administrator must have the authority and ability to address and correct any issues related to the implementation and operation of the Contract. Contractor shall notify the Department's Contract Manager of any changes in assignment of the Contract Administrator, in writing via email, within two (2) business days of the new assignment. 32 Personnel Training and Resources Contractor shall ensure that all counter personnel at all rental locations in Florida are trained on the terms and conditions and the rental rate structure of the Contract. Contractor shall provide counter personnel with written or electronic materials that provide guidance and instructions for renting vehicles to Customers in accordance with the terms and conditions of the Contract. All out-of-state counter personnel must have contact information for Contractor's Contract Administrator or other Contractor staff educated on the terms and conditions of the Contract to seek guidance when providing rental services to Customers. 33 Telematics Reporting When requested by the Department, Contractor shall provide any telematics data that is collected while Renters are operating rental vehicles under the Contract, unless the release of collected data is prohibited by applicable law. Telematics data shall be provided to the Department in the format agreed upon between Contractor and the Department and shall include the specific data sought at the time of the request. The Department reserves the right to require Contractor to provide telematics reporting on a recurring basis (monthly , quarterly or annually) during the term of the Contract. 34 Customer Survey The Department will provide Customers with a voluntary Customer survey. The Customer survey will assist the Department in verifying Contractor's compliance with the Contract. The Custome r survey will additionally assist the Department in verifying that Contractor is providing Renters with satisfactory customer service. Re nters "overa ll experi ence" shall be rated as sa ti sfactory on at least ninety (90) percent of Customer s urveys . For purposes of this section , satisfacto ry "overall expe ri e nce" s hall be 15 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A measured on a ten-point scale. A satisfactory "overall experience" is any score greater than five (5). 35 Required Service Levels and Financial Consequences Financial consequences will be assessed for failure to timely perform or submit a report as required by the Contract. Financial consequences will be assessed on a daily or per occurrence basis for each individual failure until the performance or submittal is accomplished to the satisfaction of the Department and w ill apply to each target period beginning with the first full month or quarter of the Contract's performance and each and every month and quarter thereafter. The Department may collect financial consequences by reducing payments to Contractor or require Contractor to pay via check or money order in US Dollars and made out to the Department within thirty (30) calendar days after the required report submission date . The Department reserves the right to withhold payment, require Contractor to pay financial consequences via check or money order in US Dollars w ithi n thirty (30) calendar days after the required report submission date, or implement other appropriate remedies, such as Contract termination or non- renewal, when Contractor has failed to perform/comply w ith the provisions of the Contract. Contractor shall meet the performance levels specified in the following table : I! Deliverable Performance Metric Measurement Consequences i for Noni' Perforimanee 1 Vehicles for Renters All reserved vehicles 1) No vehicle 1) No Vehicle will be available will be available in prov ided to Renter : provided to pursuant to the accordance with As reported by Renter: $75 per reservation Section 5 and 6 of this Renter occurrence Statem ent of Work 2) Downgrade Downgrade (SOW). vehicl e provid ed to veh icl e provided Renter : According to to Renter: $50 rental data per occurrence 2 Upon vehicl e All Rent ers will receive No more than three $50 for each pickup , Renter will a Clean Vehicle at (3) Renter occurrence aft er be provided with a pickup in accord ance comp laints received the third Clean Vehicl e with Section 7.4 and by the Department's occurrence, per 7.7 of the SOW. Contract Manager or quarter listed in the Departm ent's Customer survey 3 Up on vehi cle All Re nters will rec eiv e No more th an three $50 for each pickup, Renter will a mechanically sound (3) Ren ter occurrenc e after be provided with a vehicle at pickup in complaints rec eived the third mechanically sound accord ance with by the Dep artment 's occurrence, per vehicle Section 7 .1, 7.3, 7.4, Contract Manage r or quarter. and 7.5 of the SOW. li sted in the Department's Customer Survey 16 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 CONTRACT EXHIBIT A Deliverable Performance Metric Measurement Consequences 'I for Non- Perrfor:mance 4 Contractor will Renters responding to Renter's responding Customer provide excellent the Department's to the Department's satisfaction customer service Customer survey Customer survey ca lculated provide an overall submit an overall quarterly: experience score in experience score of 89-85%: $1 ,000 accordance with 6 or greater at least Section 34 of the 90% of the time 84-80%: $1,500 SOW. when responding to Less than 80%: the Department's $2 ,000 Customer survey 5 Contractor will Contractor will provide Zero (0) complaints $200 per provide Renter with assistance in received by the occurrence assistance within accordance with Department's two (2) hours of Sections 14 and 15 of Contract Manager or reporting the SOW. listed in the breakdowns , unsafe Department's conditions, and Customer survey emergency assistance support 6 Invoices will be 98% of Contractor's No more than two $500 per quarter correct and accurate invoices will be (2) percent of at the time of correct, accurate , and Contractor's submission in compliance with invoices are Section 26 of the inaccu rate sow. 7 Contractor's reports 100% of Contractor's Ze ro (0) reports are $300 per quarter w ill be fully and reports will be subm itted late o r timely submitted to submitted to the incomplete. the Department Department in accordance with Section 40 of the sow. 36 Purchasing Card The State has implemented a P-Card program using the Visa platform . The Contractor ma y receive payments via the state 's P-Card in the same manner as any othe r V isa purchases . P- CardNisa acceptance for purchase is a mand atory requ irement for th e Con t ract but is not the exclusive method of paym e nt. If th e State ch a ng es its P-C a rd pl atform during th e term of Contrac t , th e Contracto r sha ll make a ny necessa ry chang es to accommod ate t he State's new P-Card platform within thirty (30) days of notification of such change . 37 Business Review Meetings In order to mainta in th e pa rtnership betwee n the Dep artm e nt and Contractor , the De partme nt may require a bu sin ess revi ew meeting each qu arter . Th e Depa rtm ent may requi re specifi c atte nd ees asso cia t ed wi th Con t ractor's se rvi ces provid ed und er thi s Contract, either in perso n o r by conference call. The bu siness review me eting ma y in clude , but is not limited to , the following : 17 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941 -2A6E53B1 B305 CONTRACT EXHIBIT A • Successful completion of deliverables; • Review of Contractor's performance; • Review of minimum required reports; • Addressing any elevated Customer issues; and • Review of continuous improvement ideas that may help lower total costs and/or improve business efficiencies. 38 Delays and Complaints Delivery delays and service complaints will be monitored on a continual basis . Documented inability to perform under the conditions of the Contract, via the complaint to vendor process outlined in the PUR 7017, Complaint to Vendor, contemplated for this Contract, may result in default proceedings and cancellation of the Contract. 39 Insurance, Loss Deductible The Customer shall be exempt from, and in no way liable for, any sums of money which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Contractor. Upon request, Contractor shall furnish the Customer an insurance certificate proving appropriate coverage is in full force and effect. 40 Contract Reporting and Documentation 40.1 Monthly Sales Report Contractor shall submit a monthly sales report electronically, in a format acceptable to the Department, to the Department's Contract Manager within ten (10) calendar days after the close of each month . The Department reserves the right to require Contractor to provide additional reports, lists , or other documentation regarding sales, pricing , fees, or other information, with thirty (30) days' written notice. Failure to timely provide the monthly report, or other reports or documentation requested by the Department, may result in the imposition offinancial consequences or in Contractor being found in default and may result in termination of the Contract. Initiation and submission of the mon t hly report are the responsibility of Contractor without prompting or notification by the Department. Sales will be reviewed on a monthly basis . At a minimum, the monthly sales report shall contain the following elements: Element Description Contractor/Brand Identifies the vehicle rental company associated with the rental Ticket Rental agreement number; this is a unique identifier for each re ntal Reservation Contractor's unique identifier for re servations; not use d by the Department's Number Division of State Purchasing Account Number Account Name Used to identify agencies/universities vs. OEU and Business vs. Leisure Rentals Reservation Date Blank when a reservation is not made in advance (i.e. walk-ins) Rese rvation Tim e Bl ank wh en a res ervation i s not mad e in advance (i.e. w alk-ins ) Bu siness or Leisure Ind icates whethe r r ese rv ation w as a Business Rental or Lei sure Re nta l Rental Date Rental Time 18 DocuSign Envelope ID : 5E1ACB7F-OFC 4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A Location Name -Rental Pickup Location Name (e .g., TALLAHASSEE EAST) Pickup City -Pickup Rental Pickup Location City State -Pickup Rental Pickup Location State Return Date Location Name -Return location name (e .g ., TALLAHASSEE EAST) Return City -Return Return location city State -Return Return location state Months Rented Number of whole months rented (30-day periods) Weeks Rented Number of whole weeks rented (7-day periods) Days Rented Number of whole days rented (24-hour periods) Hours Rented Number of hours rented Miles Out Vehicle mileage when the Renter picks up the car Miles In Vehicle mileage when the Renter returns the car Retail Rate for this Retail rate for a rental similar to this rental Rental Time/Mileage Amount charged for time rented plus mileage, if applicable Amount Total Charge Total amount charged including all taxes and fees, if applicable Amount Miles/Day Calculated field; total miles divided by charge days Total Tax Amount State and local tax amount Surcharge Amount Combination of other fees not captured in a separate field such as vehicle license recovery fees (VLF) (if not already included in the r ental rate) and airport concession fees FSO Amount Amount charged for fuel service option, if applicable GPS Amount Amount charged for GPS (navigation equipment) rental, if applicable Other Charges Amount charged for charges not otherwise included on this list Description of Other Charges Gallons Number of gallons needed to r es tore tank to lev el at pi ckup , if appli ca bl e Fuel Rate Cost of fuel per gallon, if applicable Toll Pass Service Amount charged for tolls accrued by Renter and equipment rental (if not Charge charge-by-plate) Vehicle Charged ACRISS Code for th e vehicle type for which the Rente r wa s charged (e .g., CCAR =Compact Ca r) Vehicl e Re se rved ACRISS Cod e for th e v e hicl e type th at the Renter r eserv ed Vehicle Driven ACRISS Code for the vehicle type that the Renter drove Make Make of the vehicle that the Renter drove (e.g ., CHEV=Chevrolet) Model Model of the vehicle that the Renter drove (e.g., TRAV =Trav erse) Yea r Yea r of the vehicl e that the Rent er drove (e.g., 2017) Vehicl e Id e ntifie r Ve ndor's uniqu e id e ntifie r or Ve hi cle Id e ntification Numbe r (VIN) for the spec ifi c vehicl e th at the Renter drove 19 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A MOP Method of Payment (e.g., VISA, CASH, PERSONAL CHECK); does not identify personal vs. business credit card Renter First Name Renter Last Name One Way Rental Indicates "No" if the vehicle was not returned to the pickup location Airport Rental Indicates "Yes" if the vehicle was rented from one of Contractor's airport locations Booking Source How the reservation was made (e.g., BRANCH, WEB), or WALKUP if no reservation Adjustment Indicates "Adjustment" if changes are made to a rental agreement after it is Indicator closed in Contractor's system; these records are not counted as separate rental agreements, but data is compared to the information originally provided by Contractor for the same rental agreement to determine what changes were made (e.g., tax and surcharge refunds, mileage corrections, etc.) Amount Adjusted Amount added or deducted (e.g., tax and surcharge refunds, mileage corrections, etc.) *The Department reserves the right to add required elements and request ad-hoc reports, as needed. 40 .2 MFMP Transaction Fee Report Contractor is required to submit monthly Transaction Fee Reports in the Vendor Information Portal (VIP) .. These reports are due fifteen (15) calendar days after the end of the reporting period . For information on how to submit Transaction Fee Reports online , please reference the detailed fee reporting instructions and vendor training presentations available online at the Transaction Fee and Reporting section and Training for Vendors subsections under Vendors on the MFMP website . For additional resources to learn more about the MFMP Transaction Fee Report, please refer to either the Department's online training or the Department's MFMP TV YouTube channel to watch the Transaction Fee Reporting for State Contracted Vendors video. Assistance with Transaction Fee Reporting is also available from the MFMP Customer Service Desk by email at feeprocessing@myfloridamarketplace.com or telephone 866-FLA-EPRO (866-352-3776) from 8:00 AM to 6 :00 PM Eastern Time. 40.3 On-line Reservation System Uptime Report Contractor shall submit a quarterly report to the Department electronically, providing evidence of reservation system uptime through the use of a 3rd party . System uptime shall meet the requirements of Section 10 .1. 41 Rate Adjustments 41.1 General Provisions 41.1.1 Prices established in the Contract shall remain fixed for the first two (2) years of the Contract. Thereafter, Contractor may request a price increase. However, Contractor shall not request, a nd the Department will not appro ve, more th an on e (1) request for a price increase for each subsequent year. 20 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 CONTRACT EXHIBIT A 41.1.2 Requests for price increases must be supported by a change in the Producer Price Index (PPI) for Standard Passenger Car Rental, Series ID 5321115321112. This information is published by the U.S . Department of Labor, Bureau of Labor Statistics (BLS), and is available at http://www.bls.gov/data/. 41.1.3 The change in PPI for the first price adjustment after the start date of the initial or renewal term shall be determined using the PPI for the month in which the initial Contract or renewal was executed and the latest available non-preliminary PPI at the time of the price adjustment request; a preliminary PPI is indicated on the BLS website with a "(P)" notation. The change in PPI for second and subsequent price adjustments shall be determined using the latest PPI that was used to support the previous price adjustment and the latest available non-preliminary PPI at the time of the request. 41.1.4 When requesting a price increase, Contractor shall submit a written justification to the Department's Contract Manager detailing the reason(s) for the request; an increase in the PPI is insufficient justification for a price increase by itself. Price increases shall not exceed the percent change in PPI or three (3) percent, whichever is less. The percent change in PPI shall be calculated using the following formula: (B -A) I A= Z Where: A = earliest PPI (PPI at time of initial Contract or renewal execution or previous price adjustment) B = latest PPI (latest available non-preliminary PPI at time of price adjustment request) Z = percent change in PPI 41.1 .5 The Department reserves the exclusive right to approve or deny a requested increase and to determine the amount of the increase. The Department's determination regarding price increases is final, binding on all parties, and not subject to appeal. 41.1.6 No Contract price increases will be considered if Contractor has outstanding, overdue reports or documentation, including, but not limited to, a monthly sales report pursuant to Section 40.1, above, or an MFMP Transaction Fee Report pursuant to Section 40 .2 , above, or with outstanding fees or monies due under this Contract. 41.1. 7 The Department reserves the right to request price decreases at any time during the term of the Contract if it is found to be in the best interest of the State. 41.1.8 Contractor may offer price decreases at any time during the Contract period. 21 DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B18305 CONTRACT EXHIBIT A 41.2 Initial Term of the Contract 41.2 .1 Contract price increases may not exceed more than three (3) percent per year, and the aggregate amount of all requested increases may not exceed nine (9) percent during the initial term of the Contract. 41.2.2 If Contractor intends for its adjusted pricing to apply to the rental rates during any renewal period, Contractor shall advise the Department of its intention at the time it submits the requested price increase. 41.3 Renewal Years of the Contract For years in which a Contract renewal is exercised, Contract price increases may not exceed more than three (3) percent per year, and the aggregate amount of requested increases for all renewal years of the Contract may not exceed ten (10) percent of the initial term of the Contract. 42 Car Share Program Upon the Department's request, the Contractor shall advise the Department of the status and size of its car share program. Upon Contract amendment, the Contractor shall offer a car share program at an agreed upon price not to exceed Contract's highest vehicle rental price. The ca r share program shall be subject to the same terms and cond itions of the Contract. 43 Electric Vehicles Upon the Department's request, the Contractor shall advise the Department of the status and size of its electric vehicle fleet. Upon Contract amendment, the Contractor shall offer electric vehicles for rent at an agreed upon price not to exceed 110% of the rental price of a non-electric vehicle in a comparabl e Cl ass . Electric Vehicles shall be subject to the sam e term s an d conditions of t he Contract. 44 E-Verify The following language supersedes section 13.2 of the Special Contract Conditions. The Contractor (and its subcontractors) have an obligation to utilize the U.S. Department of Homeland Security's (DHS) E-Verify system for a ll newly hired employ ee s. By executing this Contract, the Contractor certifies that it is registered with , and uses, the E-Verify system for all newly hired employees . The Contractor must obtain an affidavit from its sub contractors in accordance with paragraph (2)(b) of sectio n 448 .095 , F.S ., an d main tain a cop y of such affi davit for the duration of the Contract. In ord er to impleme nt this provision , th e Ven dor sh all provid e a copy of its DHS Me mo randum of Und erstanding (MOU) to the Contract Manag er within fi ve d ays of Contract ex ecution . This section serves as notice to the Contractor regarding the requirements of section 448.095 , F .S ., specifically sub-paragraph (2)(c)1 , and th e Department's obligation to terminate the Contract if it has a good fa ith belief that th e Contractor has knowingly viol ated section 448.09 (1 ), F.S . If te rmin ated for s uch reason , th e Co nt ractor will not be eligibl e for award of a publi c con t ra ct fo r at least o ne yea r after th e date of such t ermin ation. Th e Depa rt me nt rese rv es t he right to ord e r th e imm edi ate te rmin a tion of any co ntract be twe e n t he Con t racto r a nd a 22 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B183 05 CONTRACT EXHIBIT A subcontractor performing work on its behalf should the Department develop a good faith belief that the subcontractor has knowingly violated section 448 .095(1 ), F .S . 45 Limitation of Liability The following language supersedes Section 7.6, Limitation of Liability, of the Special Contract Conditions . Unless otherwise specifically enumerated in the Contract or in the purchase order, neither the Department nor the Customer shall be liable for special, indirect, punitive, or consequential damages, including lost data or records (unless the Contract or purchase order requires the Contractor to back-up data or records), even if the Department or Customer has been advised that such damages are possible. Neither the Department nor the Customer shall be liable for lost profits, lost revenue, or lost institutional operating savings . Upon notice to the Contractor, the Department or Customer may, in addition to other remedies available to them at law or equity and upon notice to the Contractor, retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs, and the like reasonably asserted by or against them. The State may set off any liability or other obligation of the Contractor or its affiliates to the State against any payments due the Contractor under any contract with the State. 46 Data Security The following language supersedes Section 9 , Data Security, of the Special Contract Conditions. The Contractor will maintain the security of State of Florida data including, but not limited to , maintaining a secure area around any displayed visible data and ensuring data is stored and secured when not in use. The Contractor and subcontractors will not perform any of the services from outside of the United States, and the Contractor will not allow any State of Florida data to be sent by any medium, transmitted, or accessed outside the United States due to Contractor's action or inaction. In the event of a security breach involving State of Florida data, the Contractor shall give notice to the Customer and the Department within one business day. "Security breach" for purposes of this section will refer to a confirmed event that compromises the confidentiality, integrity, or availability of data. Once a data breach has been contained, th e Contractor must provide the Department with a post-incident report documenting all containment, eradication, and recovery measures taken. The Department reserves the right in its sole discretion to enlist a third party to audit Contractor's findings and produce an independent report, and the Contractor will fully cooperate with the third party. The Contractor reserves the right to as sert that certain information contained within the findings are Trade Secret pursu ant to Section 8 of th e Specia l Contract Conditions. Furthermore, pursu ant to s. 282.318, F.S., findings relating to a security incident are confidential and exempt from s. 119.70(1 ), F.S. ands. 24(a), Art. I of Florida 's Constitution . The Contractor w ill also comply w ith all HIPAA requirements and any other state and federal rules and regulations regarding security of information . Notwithstanding the foregoing, Contractor may securely transmit information outside of th e United States to facilitate international reservations a nd payment pro cessing. Contractor shall ma intain an attes tation of compliance from a third party that any paym e nt processing that occurs outside of the United States is, at a minimum, Level I Merchant Payment 23 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53818305 CONTRACT EXHIBIT A Card Industry (PCI) compliant. The Contractor shall provide upon request documentation regarding the Contractor's attestation of compliance, including all supporting and related materials. 24 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 Rental Vehicles Contract No. 78111808-20-1 Contract Exhibit B SPECIAL CONTRACT CONDITIONS JULY 1, 2019 VERSION Table of Contents SECTION 1. DEFINITION ........................................................................................................................... 2 SECTION 2. CONTRACT TERM AND TERMINATION ................................................................................. 2 SECTION 3 . PAYMENT AND FEES ............................................................................................................. 3 SECTION 4. CONTRACT MANAGEMENT .................................................................................................. 4 SECTION 5. COMPLIANCE WITH LAWS .................................................................................................... 6 SECTION 6 . MISCELLANEOUS .................................................................................................................. 7 SECTION 7. LIABILITY AND INSURANCE .................................................................................................. 9 SECTION 8. PUBLIC RECORDS, TRADE SECRETS, DOCUMENT MANAGEMENT, AND INTELLECTUAL PROPERTY .............................................................................................................................................. 10 SECTION 9 . DATA SECURITY .................................................................................................................. 12 SECTION 10. GRATUITIES, LOBBYING, AND COMMUNICATIONS .......................................................... 13 SECTION 11. CONTRACT MONITORING ................................................................................................. 14 SECTION 12 . CONTRACT AUDITS ........................................................................................................... 15 SECTION 13. BACKGROUND SCREENING AND SECURITY ...................................................................... 16 SECTION 14. WARRANTY OF CONTRACTOR 'S ABILITYTO PERFORM .................................................... 17 In accordance with Rule 60A-1.002(7), F.A.C., Form PUR 1000 is included herein by reference but is superseded in its entirety by these Special Contract Conditions. SP approved version 7-1 -2019 1 Doc uSign Envelope ID: 5E 1ACB7F-OFC4-4FE3 -9941-2A6E53B1 B3D5 SECTION 1. DEFINITION. The following definition applies in addition to the definitions in Chapter 287, Florida Statutes (F.S.), and Rule Chapter 60A-1, Florida Administrative Code (F .A.C.): 1.1 Customer. The agency or eligible user that purchases commodities or contractual services pursuant to the Contract. SECTION 2. CONTRACT TERM AND TERMINATION. 2.1 Initial Term. The initial term will begin on the date set forth in the Contract documents or on the date the Contract is signed by all Parties, whichever is later. 2.2 Renewal. Upon written agreement, the Department and the Contractor may renew the Contract in whole or in part only as set forth in the Contract documents, and in accordance with section 287.057(13), F.S. 2 .3 Suspension of Work and Termination . 2.3.1 Suspension of Work. The Department may, at its sole discretion, suspend any or all activities under the Contract, at any time, when it is in the best interest of the State of Florida to do so. The Customer may suspend a resulting contract or purchase order, at any time, when in the best interest of the Customer to do so. The Department or Customer will provide the Contractor written notice outlining the particulars of the suspension. After receiving a suspension notice, the Contractor must comply with the notice and will cease the performance of the Contract or purchase order. Suspension of work will not entitle the Contractor to any additional compensation. The Contractor will not resume performance of the Contract or purchase order until so authorized by the Department. 2.3.2 Termination for Convenience. The Contract may be terminated by the Department in whole or in part at any time, in th e best interest of the State of Florida. If the Contract is terminated before perform a nce is completed , the Contractor will be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed an amount which is the same pe rcentage of the Contract price as the amount of wo rk satisfactorily performed . All work in progress will become the property of the Customer and will be turned over promptly by the Contractor. 2 .3.3 Termin ation for Cause. If the performance of the Contractor is not in compliance with the Contract requirements or the Contractor has defaulted, the Department may: (a) immediately te rminate the Contra ct; (b) notify the Contractor of the noncompliance or d efa ult, require correction , a nd s pe ci fy the d ate by which t he correction mu st be compl ete d befo re th e Contract is te rmin ated ; or (c) ta ke oth e r action dee med appro pria te by th e Departm e nt. SP approved vers i o n 7-1-201 9 2 Doc uSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941 -2A6E53B18305 SECTION 3. PAYMENT AND FEES. 3.1 Pricing. The Contractor will not exceed the pricing set forth in the Contract documents . 3.2 Price Decreases . The following price decrease terms will apply to the Contract: 3 .2 .1 Quantity Discounts. Contractor may offer additional discounts for one-time delivery of large single orders; 3.2.2 Preferred Pricing. The Contractor guarantees that the pricing indicated in this Contract is a maximum price. Additionally, Contractor's pricing will not exceed the pricing offered under comparable contracts. Comparable contracts are those that are similar in size, scope, and terms. In compliance with section 216.0113, F.S ., Contractor must annually submit an affidavit from the Contractor's authorized representative attesting that the Contract complies with this clause . 3 .2.3 Sales Promotions. In addition to decreasing prices for the balance of t he Contract term due to a change in market conditions , the Contractor may conduct sales promotions involving price reductions for a specified lesser period. The Contractor must submit documentation identifying the proposed: (1) starting and ending dates of the promotion, (2) commodities or contractual services involved, and (3) promotional prices compared to then-authorized prices. 3 .3 Payment Invoicing. The Contractor will be paid upon submission of invoices to the Customer after delivery and acceptance of commodities or contractual services is confirmed by the Customer. Invoices must contain sufficient detail for an audit and contain the Contract Number and the Contractor's Federal Employer Identification Number. 3.4 Purchase Order. A Customer may use purchase orders to buy commodities or contractual services pursuant to the Contract and, if applicable , the Contractor must provide commodities or contractual services pursuant to purchase orders . Purchase orders issued pursuant to the Contract must be received by the Contractor no late r than the close of business on the last day of the Contract's term. The Contractor is required to accept timely purchase orders specifying delivery schedules that extend beyond the Contract term even when such extended delivery will occur after expiration of the Contract. Purchase orders shall be valid through their specified term and performance by the Contractor, and all terms and conditions of the Contract shall survive the termination or expiration of the Contract and apply to the Contractor's perform ance. Th e du ra tion of purch ase orde rs for recurring deliverables sha ll not excee d th e expiration of th e Contract by more th an twelve month s. Any purchase order terms and conditions conflicting with these Special Contract Conditions shall not become a part of the Contract. 3.5 Travel. T ravel exp e ns es a re not reimburs abl e unl ess s pecifi ca lly a uthori ze d by the Cu stom er in writing a nd ma y be rei mburse d only in accord a nce wi t h section 11 2 .061, F .S . SP ap p rov ed ver si o n 7-1-20 19 3 DocuSign Envelope ID : 5E1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 3.6 Annual Appropriation . Pursuant to section 287.0582, F.S., if the Contract binds the State of Florida or an agency for the purchase of services or tangible personal property for a period in excess of one fiscal year, the State of Florida's performance and obligation to pay under the Contract is contingent upon an annual appropriation by the Legislature. 3.7 Transaction Fees. The State of Florida, through the Department of Management Services, has instituted MyFloridaMarketPlace, a statewide eProcurement system pursuant to section 287.057(22), F.S. All payments issued by Customers to registered Vendors for purchases of commodities or contractual services will be assessed Transaction Fees as prescribed by rule 60A-1.031, F.A.C., or as may otherwise be established by law. Vendors must pay the Transaction Fees and agree to automatic deduction of the Transaction Fees when automatic deduction becomes available. Vendors will submit any monthly reports required pursuant to the rule. All such reports and payments will be subject to audit. Failure to comply with the payment of the Transaction Fees or reporting of transactions will constitute grounds for declaring the Vendor in default and subject the Vendor to exclusion from business with the State of Florida. 3.8 Taxes. Taxes, customs, and tariffs on commodities or contractual services purchased under the Contract will not be assessed against the Customer or Department unless authorized by Florida law. 3.9 Return of Funds. Contractor will return any overpayments due to unearned funds or funds disallowed pursuant to the terms of the Contract that were disbursed to the Contractor. The Contractor must return any overpayment within forty (40) calendar days after either discovery by the Contractor, its independent auditor, or notification by the Department or Customer of the overpayment. SECTION 4. CONTRACT MANAGEMENT. 4.1 Composition and Priority. The Contractor agrees to provide commodities or contractual services to the Customer as specified in the Contract. Additionally, the terms of the Contract supersede the terms of all prior agreements between the Parties on this subject matter. 4 .2 Notices. All notices required under the Contract must be delivered to the designated Contract Manager in a manner identified by the Department. 4.3 Department's Contract Manager. The Department's Contract Manager, who is primarily responsible for the Department's oversight of the Contract, will be identified in a separate writing to the Contractor upon Contract signing in the following format: Department's Contract Manager Name Department's Name Department's Physical Address Department's Telephone# Department's Email Address SP approved version 7-1-2019 4 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 If the Department changes the Contract Manager, the Department will notify the Contractor. Such a change does not require an amendment to the Contract. 4.4 Contractor's Contract Manager. The Contractor's Contract Manager, who is primarily responsible for the Contractor's oversight of the Contract performance, will be identified in a separate writing to the Department upon Contract signing in the following format: Contractor's Contract Manager Name Contractor's Name Contractor's Physical Address Contractor's Telephone# Contractor's Email Address If the Contractor changes its Contract Manager, the Contractor will notify the Department. Such a change does not require an amendment to the Contract. 4.5 Diversity. 4.5.1 Office of Supplier Diversity . The State of Florida supports its diverse business community by creating opportunities for woman-, veteran-, and minority-owned small business enterprises to participate in procurements and contracts. The Department encourages supplier diversity through certification of woman-, veteran-, and minority-owned small business enterprises and provides advocacy, outreach, and networking through regional business events. For additional information, please contact the Office of Supplier Diversity (OSD) at osdinfo@dms.myflorida.com. 4.5.2 Diversity Reporting. Upon request, the Contractor will report to the Department its spend with business enterprises certified by the OSD. These reports must include the time period covered, the name and Federal Employer Identification Number of each business enterprise utilized during the period, commodities and contractual services provided by the business enterprise, and the amount paid to the business enterprise on behalf of each agency purchasing under the Contract. 4.6 RESPECT. Subject to the agency determination provided for in section 413.036, F .S., the following statement applies : IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES THAT ARE THE SUBJECT OF , OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM A NONPROFIT AGENCY FOR THE BLIND OR FOR THE SEVERELY HANDICAPPED THAT IS QUALIFIED PURSUANT TO CHAPTER 413, FLORIDA STATUTES, IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 413.036(1) AND (2), FLORIDA STATUTES; AND FOR PURPOSES OF THIS CONTRACT THE PERSON, FIRM, OR OTHER BUSINESS ENTITY CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THE STATE AGENCY INSOFAR AS DEALINGS WITH SUCH QUALIFI ED NONPRO FIT AG ENCY AR E CONC ERN ED . Additional information about RESPECT and the commodities or contractual services it offers is available at https://www.respectoffiorida .org. SP approved version 7-1-2019 5 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 B3D5 4.7 PRIDE. Subject to the agency determination provided for in sections 287 .042(1) and 946.515, F .S., the following statement applies: IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES WHICH ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM THE CORPORATION IDENTIFIED UNDER CHAPTER 946, F.S., IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 946.515(2) AND (4), F.S.; AND FOR PURPOSES OF THIS CONTRACT THE PERSON, FIRM, OR OTHER BUSINESS ENTITY CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THIS AGENCY INSOFAR AS DEALINGS WITH SUCH CORPORATION ARE CONCERNED. Additional information about PRIDE and the commodities or contractual services it offers is available at https ://www.pride-enterorises .org . SECTION 5. COMPLIANCE WITH LAWS. 5.1 Conduct of Business . The Contractor must comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and authority. For example, the Contractor must comply with section 274A of the Immigration and Nationality Act, the Americans with Disabilities Act, Health Insurance Portability and Accountability Act, if applicable, and all prohibitions against discrimination on the basis of race , religion, sex, creed, national origin , handicap , marital status , or veteran 's status. The provisions of subparagraphs 287 .058(1 )(a)-(c), and (g), F .S ., are hereby incorporated by reference . 5.2 Dispute Resolution , Governing Law, and Venue. Any dispute concerning performance of the Contract shall be decided by the Department's designated Contract Manager, who will reduce the decision to writing and serve a copy on the Contractor. The decision of the Contract Manager shall be final and conclusive . Exhaustion of this administrative remedy is an absolute condition precedent to the Contractor's ability to pursue legal action related to the Contract or any other form of dispute resolution . The laws of the State of Florida govern the Contract. The Parties submit to the jurisdiction of the courts of the State of Florida exclusively for any legal action related to the Contract. Further, the Contractor hereby waives all privileges and rights relating to venue it may have under Chapter 47, F.S., and all such venue privileges and rights it may have under any other statute , rule, or case law, including, but not limited to , those based on convenience. The Contractor hereby submits to venue in the county chosen by the Department. 5.3 Department of State Registration. Consistent with Title XXXVI, F .S ., the Contractor and any subcontractors t hat assert status, other than a sole proprietor, must provide the Department with conclusive evidence of a certificate of status, not subject to qualification, if a Florida business entity , or of a certificate of a uthoriza tion if a foreign business en tity. 5.4 Suspended, Convicted , a nd Di scrimin atory V e ndor Lists. In accordance with sections 287.042, 287.133, and 287.134, F.S., an entity or affiliate who is on the Suspended Vendor List, Convicted Vendor List, or Discriminatory Vendo r List may not perform work as a contractor, supplier, subcontractor, or consultant under SP approv ed v ersion 7-1-2019 6 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53818305 the Contract. The Contractor must notify the Department if it or any of its suppliers, subcontractors, or consultants have been placed on the Suspended Vendor List, Convicted Vendor List, or Discriminatory Vendor List during the term of the Contract. 5.5 Scrutinized Companies -Termination by the Department. The Department may, at its option, terminate the Contract if the Contractor is found to have submitted a false certification as provided under section 287.135(5), F.S., or been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria, or to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel. 5.6 Cooperation with Inspector General and Records Retention. Pursuant to section 20.055(5), F.S., the Contractor understands and will comply with its duty to cooperate with the Inspector General in any investigation, audit, inspection, review, or hearing. Upon request of the Inspector General or any other authorized State official, the Contractor must provide any information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but will not be limited to, the Contractor's business or financial records, documents, or files of any type or form that refer to or relate to the Contract. The Contractor will retain such records for the longer of five years after the expiration of the Contract, or the period required by the General Records Schedules maintained by the Florida Department of State, at the Department of State's Records Management website. The Contractor agrees to reimburse the State of Florida for the reasonable costs of investigation incurred by the Inspector General or other authorized State of Florida official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State of Florida which results in the suspension or debarment of the Contractor. Such costs will include but will not be limited to : salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor agrees to impose the same obligations to cooperate with the Inspector General and retain records on any subcontractors used to provide goods or services under the Contract. SECTION 6. MISCELLANEOUS. 6 .1 Subcontractors. The Contractor will not subcontract any work under the Contract without prior written consent of the Department. The Contractor is fully responsible for satisfactory completion of all its subcontracted work. The Department supports diversity in its procurements and contracts, and requests that the Contractor offer subcontracting opportunities to certified woman-, veteran-, and minority-owned small businesses. The Contractor may contact the OSD at osdhelp@dms.myflorida.com for information on certified small business enterprises available for subcontracting opportunities. 6.2 Assignment. The Contractor will not sell, assign, or transfer any of its rights, duties , or obligations under the Contract without the prior written consent of the Department. However, the Contractor may waive its right to receive payment and assign same upon notice to the Department. In the event of any assignment, the Contractor remains responsible for performance of the Contract, unl e ss such responsibility is expressly waived by th e Department. The Department may assign the Contract with prior written notice to the Contractor. SP approved v ersion 7-1-2019 7 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 6.3 Independent Contractor. The Contractor and its employees, agents, representatives, and subcontractors are independent contractors and not employees or agents of the State of Florida and are not entitled to State of Florida benefits. The Department and Customer will not be bound by any acts or conduct of the Contractor or its employees, agents, representatives, or subcontractors. The Contractor agrees to include this provision in all its subcontracts under the Contract. 6.4 Inspection and Acceptance of Commodities . 6.4.1 Risk of Loss. Matters of inspection and acceptance are addressed in section 215.422, F.S. Until acceptance, risk of loss or damage will remain with the Contractor. The Contractor will be responsible for filing, processing, and collecting all damage claims. To assist the Contractor with damage claims, the Customer will: record any evidence of visible damage on all copies of the delivering carrier's bill of lading; report damages to the carrier and the Contractor; and provide the Contractor with a copy of the carrier's bill of lading and damage inspection report. 6.4.2 Rejected Commodities. When a Customer rejects a commodity, Contractor will remove the commodity from the premises within ten (10) calendar days after notification of rejection, and the risk of loss will remain with the Contractor. Commodities not removed by the Contractor within ten (10) calendar days will be deemed abandoned by the Contractor, and the Customer will have the right to dispose of such commodities. Contractor will reimburse the Customer for costs and expenses incurred in storing or effecting removal or disposition of rejected commodities. 6.5 Safety Standards. Performance of the Contract for all commodities or contractual services must comply with requirements of the Occupational Safety and Health Act and other applicable State of Florida and federal requirements. 6.6 Ombudsman. A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this office are found in section 215.422, F.S., which include disseminating information relative to prompt payment and assisting contractors in receiving their payments in a timely manner from a Customer. The Vendor Ombudsman may be contacted at (850) 413-5516. 6.7 Time is of the Essence. Time is of the essence regarding every obligation of the Contractor under the Contract. Each obligation is deemed material , and a breach of any such obligation (including a breach resulting from untimely performance) is a material breach. 6.8 Waiver. The delay or failure by the Department or the Customer to exercise or enforce any rights under the Contract will not constitute waiver of such rights. 6.9 Modification and Severability . The Contract may only be modified by written agreement between the Department and the Contractor. Should a court determine any provision of the Contract is invalid, the remaining provisions will not be affected, and the rights and obligations of the Parties will SP approved v ersion 7-1-2019 8 DocuSign Envelope ID : 5E 1ACB7F-OFC4-4FE3-9941 -2A6E53B18305 be construed and enforced as if the Contract did not contain the provision held invalid . 6.1 O Cooperative Purchasing . Pursuant to their own governing laws, and subject to the agreement of the Contractor, governmental entities that are not Customers may make purchases under the terms and conditions contained herein, if agreed to by Contractor. Such purchases are independent of the Contract between the Department and the Contractor, and the Department is not a party to these transactions. Agencies seeking to make purchases under this Contract are required to follow the requirements of Rule 60A-1.045(5), F.A.C. SECTION 7. LIABILITY AND INSURANCE. 7.1 Workers' Compensation Insurance. The Contractor shall maintain workers' compensation insurance as required under the Florida Workers' Compensation Law or the workers' compensation law of another jurisdiction where applicable. The Contractor must require all subcontractors to similarly provide workers' compensation insurance for all of the latter's employees. In the event work is being performed by the Contractor under the Contract and any class of employees performing the work is not protected under Workers' Compensation statutes, the Contractor must provide, and cause each subcontractor to provide , adequate insurance satisfactory to the Department, for the protection of employees not otherwise protected . 7.2 General Liability Insurance. The Contractor must secure and maintain Commercial General Liability Insurance, including bodily injury, property damage, products, personal and advertising injury, and completed operations. This insurance must provide coverage for all claims that may arise from performance of the Contract or completed operations , whether by the Contractor or anyone directly or indirectly employed by the Contractor. Such insurance must include the State of Florida as an additional insured for the entire length of the resulting contract. The Contractor is responsible for determining the minimum limits of liability necessary to provide reasonable financial protections to the Contractor and the State of Florida under the resulting contract. 7.3 Florida Authorized Insurers. All insurance shall be with insurers authorized and eligible to transact the applicable line of insurance business in the State of Florida. The Contractor shall provide Certification(s) of Insurance evidencing that all appropriate coverage is in place and showing the Department to be an additional insured . 7.4 Performance Bond . Unless oth e rwise prohibited by law, the Departm ent may require the Contractor to furnish, without additional cost to the Department, a performance bond or irrevocable letter of credit or other form of security for the satisfactory performance of work hereunder. The Department shall determine the type and amount of security. 7.5 Indemnification. To the extent permitted by Florida law, the Contractor agrees to indemnify , defend, and hold th e Customer and the State of Florida, its officers, emp loyees, a nd age nts harmless from all fines , claims, assessments, suits , judgments, or damages, including consequential, special , indirect, and punitive damages, including court costs and attorney's fees, arising from or relating to violation or infringement of a trademark, SP approved v ersion 7-1-201 9 9 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 copyright, patent, trade secret, or e-vtual property right or out of any acts , actions, breaches, neglect, or omissions of the Contractor, its employees , agents, subcontractors, assignees, or delegates related to the Contract, as well as for any determination arising out of or related to the Contract that the Contractor or Contractor's employees, agents, subcontractors, assignees, or delegates are not independent contractors in relation to the Customer. The Contract does not constitute a waiver of sovereign immunity or consent by the Customer or the State of Florida or its subdivisions to suit by third parties . Without limiting this indemnification, the Customer may provide the Contractor (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense . 7.6 Limitation of Liability. Unless otherwise specifically enumerated in the Contract or in the purchase order, neither the Department nor the Customer shall be liable for special, indirect, punitive, or consequential damages, including lost data or records (unless the Contract or purchase order requires the Contractor to back-up data or records), even if the Department or Customer has been advised that such damages are possible. Neither the Department nor the Customer shall be liable for lost profits, lost revenue, or lost institutional operating savings. The Department or Customer may , in addition to other remedies available to them at law or equity and upon notice to the Contractor, retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs, and the like asserted by or against them. The State may set off any liability or other obligation of the Contractor or its affiliates to the State against any payments due the Contractor under any contract with the State. SECTION 8. PUBLIC RECORDS, TRADE SECRETS, DOCUMENT MANAGEMENT, AND INTELLECTUAL PROPERTY. 8 .1 Public Records. 8.1.1 Termination of Contract. The Department may terminate the Contract for refusal by the Contractor to comply with this section by not allowing access to all public records, as defined in Chapter 119, F. S., made or received by the Contractor in conjunction with the Contract. 8.1 .2 Statutory Notice. Pursuant to section 119.0701 (2)(a), F.S., for contracts for services with a contractor acting on behalf of a public agency, as defined in section 119.011 (2), F.S., the following applies: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE TELEPHONE NUMBER, EMAIL ADDRESS, AND MAILING ADDRESS PROVIDED IN THE RESULTING CONTRACT OR PURCHASE ORDER. Pursuant to section 119.0701 (2)(b), F .S., for contracts for services with a contractor acting on behalf of a public agency as defined in section 119.011 (2), F.S., the Contractor SP approved v er sion 7-1-2019 10 DocuSign Envelope ID: 5E1ACB7F-OFC4-4FE3-9941-2A6E53B18305 shall: (a) Keep and maintain public records required by the public agency to perform the service . (b) Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, F.S., or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure are not disclosed except as authorized by law for the duration of the Contract term and following the completion of the Contract if the Contractor does not transfer the records to the public agency . (d) Upon completion of the Contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the Contract , the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Contract, the Contractor shall meet all applicable requirements for retaining public records . All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records , in a format that is compatible with the information technology systems of the public agency. 8 .2 Protection of Trade Secrets or Otherwise Confidential Information . 8.2.1 Contractor Designation of Trade Secrets or Otherwise Confidential Information. If the Contractor considers any portion of materials to be trade secret under section 688 .002 or 812 .081, F .S ., or otherwise confidential under Florida or federal law, the Contractor must clearly designate that portion of the materials as trade secret or otherwise confidential when submitted to the Department. The Contractor will be responsible for responding to and resolving all claims for access to Contract-related materials it has designated trade secret or otherwise confidential. 8.2 .2 Public Records Requests . If the Department receives a public records request fo r materials designated by the Contractor as trade secret or otherwise confidential under Florida or federal law, the Contractor will be responsible for taking the appropriate legal action in response to the request. If the Contractor fails to take appropriate and timely action to protect the materials designated as trade secret or otherwise confidential, the Department will provide the materials to the requester. 8.2.3 Indemnification Related to Confidentiality of Materials. The Contractor will protect, defend, indemnify, and hold harmless the Department for claims, costs, fines, and attorney's fees arising from or rel ating to its des ign ation of materials as trade secret or otherwise confidential. 8.3 Document Management. The Contractor must retain sufficient documentation to substantiate claims for payment under the Contract and all other records, electronic files , papers, and documents that were made in relation to this Contract. The Contractor must ret a in a ll documents related to the Contract for fiv e (5) yea rs aft er expiration of the Contract or, if long er, th e period required by the General Records Schedules maintained by the Florida Department of State available at the Department of State's Records Management website. SP ap proved v er si o n 7-1-2019 11 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B18305 8.4 Intellectual Property. 8.4.1 Ownership. Unless specifically addressed otherwise in the Contract, the State of Florida shall be the owner of all intellectual property rights to all property created or developed in connection with the Contract. 8.4.2 Patentable Inventions or Discoveries. Any inventions or discoveries developed in the course, or as a result, of services in connection with the Contract that are patentable pursuant to 35 U.S .C. § 101 are the sole property of the State of Florida. Contractor must inform the Customer of any inventions or discoveries developed or made through performance of the Contract, and such inventions or discoveries will be referred to the Florida Department of State for a determination on whether patent protection will be sought. The State of Florida will be the sole owner of all patents resulting from any invention or discovery made through performance of the Contract. 8.4.3 Copyrightable Works. Contractor must notify the Department or State of Florida of any publications, artwork, or other copyrightable works developed in connection with the Contract. All copyrights created or developed through performance of the Contract are owned solely by the State of Florida . SECTION 9. DATA SECURITY. The Contractor will maintain the security of State of Florida data including, but not limited to, maintaining a secure area around any displayed visible data and ensuring data is stored and secured when not in use. The Contractor and subcontractors will not perform any of the services from outside of the United States, and the Contractor will not allow any State of Florida data to be sent by any medium, transmitted, or accessed outside the United States due to Contractor's action or inaction . In the event of a security breach involving State of Florida data, the Contractor shall give notice to the Customer and the Department within one business day. "Security breach" for purposes of this section will refer to a confirmed event that compromises the confidentiality, integrity, or availability of data . Once a data breach has been contained, the Contractor must provide the Department with a post-incident report documenting all containment, eradication, and recovery measures taken. The Department reserves the right in its sole discretion to enlist a third party to audit Contractor's findings and produce an independent report, and the Contractor will fully cooperate with the third party. The Contractor will also comply with all HIPAA requirements and any other state and federal rules and regulations regarding security of information. SECTION 10. GRATUITIES, LOBBYING, AND COMMUNICATIONS. 10 .1 Gratuities . The Contractor will not, in connection with this Contract, directly or indirectly (1) offer, give, or agree to give anything of value to anyone as consideration for any State of Florida officer's or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give to anyone anything of value for the benefit of, or at th e direction or req ues t of, any State of Florida officer or employee. SP approved v ers ion 7-1-2019 12 DocuSign Envelo pe ID: 5E 1ACB7F-OFC4-4FE3-9941-2 A6E53B1 8 305 10.2 Lobbying. In accordance with sections 11.062 and 216.347, F.S ., Contract funds are not to be used for the purpose of lobbying the Legislature, the judicial branch, or the Department. Pursuant to section 287.058(6), F.S., the Contract does not prohibit the Contractor from lobbying the executive or legislative branch concerning the scope of services, performance, term, or compensation regarding the Contract after the Contract is executed and during the Contract term . 10 .3 Communications . 10.3.1 Contractor Communication or Disclosure. The Contractor shall not make any public statements, press releases, publicity releases, or other similar communications concerning the Contract or its subject matter or otherwise disclose or permit to be disclosed any of the data or other information obtained or furnished in compliance with the Contract, without first notifying the Customer's Contract Manager and securing the Customer's prior written consent. 10.3.2 Use of Customer Statements. The Contractor shall not use any statement attributable to the Customer or its employees for the Contractor's promotions, press releases, publicity releases, marketing, corporate communications , or other similar communications , wi t hout first notifying the Customer's Contract Manager and securing the Customer's prior written consent. SECTION 11. CONTRACT MONITORING . 11.1 Performance Standards. The Contractor agrees to perform all tasks and provide deliverables as set forth in the Contract. The Department and the Customer will be entitled at all times , upon request , to be advised as to the status of work being don e by the Contractor and of the details thereof. 11.2 Performance Deficiencies and Financial Consequences of Non-Performance. 11.2 .1 Proposal of Corrective Action Plan . In addition to th e processes set forth in the Contract (e.g., service leve l agreements), if the Departme nt or Customer determines th at th ere is a perform a nce deficie ncy th at requires correction by the Contractor, then the Department or Customer will notify the Contractor. The correction must be made within a time-frame specified by t he Department or Customer. The Contractor must provide the Department o r Customer with a corrective action pl an describing how th e Contractor will addres s a ll pe rformance deficien c ies id e ntified by the Depa rtm ent or Custom er. 11.2.2 Reta in age for Un acce pta bl e Corrective Action Pl an or Pl a n Fa ilu re . If the corrective action plan is unacceptable to the Department or Customer, or implementation of the plan fails to remedy the performance deficiencies , the Department or Customer will retain ten percent ( 10 %) of the total invoice amount. Th e retainage w ill b e withh eld until th e Contractor re solv es th e perform ance defici e nci es . If t he pe rform ance deficienc ies a re resolved , the Contractor ma y invoi ce the Depa rtm e nt o r Custom er fo r th e retain ed a mou nt. If t he Con tractor fa il s to reso lve th e perform ance defici en cies , the retai ned amount will be fo rfei te d to co mpensate t he Department or Customer for the perform ance deficien cies. SP approved ver si o n 7-1-2019 13 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53B1 8305 11.3 Performance Delay. 11.3.1 Notification. The Contractor will promptly notify the Department or Customer upon becoming aware of any circumstances that may reasonably be expected to jeopardize the timely and successful completion (or delivery) of any commodity or contractual service. The Contractor will use commercially reasonable efforts to avoid or minimize any delays in performance and will inform the Department or the Customer of the steps the Contractor is taking or will take to do so, and the projected actual completion (or delivery) time. If the Contractor believes a delay in performance by the Department or the Customer has caused or will cause the Contractor to be unable to perform its obligations on time, the Contractor will promptly so notify the Department and use commercially reasonable efforts to perform its obligations on time notwithstanding the Department's delay. 11 .3 .2 Liquidated Damages. The Contractor acknowledges that delayed performance will damage the DepartmentCustomer, but by their nature such damages are difficult to ascertain . Accordingly, the liquidated damages provisions stated in the Contract documents will apply. Liquidated damages are not intended to be a penalty and are solely intended to compensate for damages. 11.4 Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor will not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees or agents contributed to the delay, and the delay is due directly to fire, explosion, earthquake, windstorm, flood, radioactive or toxic chemical hazard, war, military hostilities, terrorism, civil emergency, embargo, riot, strike , violent civil unrest, or other similar cause wholly beyond the Contractor's reasonable control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. The foregoing does not excuse delay which could have been avoided if the Contractor implemented any risk mitigation required by the Contract. In case of any delay the Contractor believes is excusable, the Contractor will notify the Department in writing of the delay or potential delay and describe the cause of the delay either (1) within ten (10) calendar days after the cause that created or will create the delay first arose, if the Contractor could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five (5) calendar days after the date the Contractor first had reason to believe that a delay could result. The foregoing will constitute the Contractor's sole remedy or excuse with respect to delay. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages will be asserted by the Contractor. The Contractor will not be entitled to an increase in the Contract price or payment of any kind from the Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or in efficiency, a rising becau se of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part , due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor will perform at no increased cost, unless the Department determines, in its sol e discretion, that the delay will significantly impair the value of the Contract to the State of Florida or to Customers , in which case the Dep artment may (1) accept allo ca t ed performance or deliverie s from the Contractor, provided that the Contractor grants preferential treatment to Customers and the Department with respect to commodities or contractual services subjected to allocation, or (2) purchase from other sources (without recourse to and by the Contractor for the SP approved version 7-1-2 01 9 14 DocuSign Envelope ID: 5E1ACB7F-OFC4-4FE3-9941-2A6E53B18305 related costs and expenses) to replace all or part of the commodity or contractual services that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract in whole or in part. SECTION 12. CONTRACT AUDITS. 12.1 Performance or Compliance Audits. The Department may conduct or have conducted performance and/or compliance audits of the Contractor and subcontractors as determined by the Department. The Department may conduct an audit and review all the Contractor's and subcontractors' data and records that directly relate to the Contract. To the extent necessary to verify the Contractor's fees and claims for payment under the Contract, the Contractor's agreements or contracts with subcontractors, partners, or agents of the Contractor, pertaining to the Contract, may be inspected by the Department upon fifteen (15) calendar days' notice, during normal working hours and in accordance with the Contractor's facility access procedures where facility access is required. Release statements from its subcontractors, partners, or agents are not required for the Department or its designee to conduct compliance and performance audits on any of the Contractor's contracts relating to this Contract. The Inspector General, in accordance with section 5.6, the State of Florida's Chief Financial Officer, the Office of the Auditor General also have authority to perform audits and inspections. 12.2 Payment Audit. Records of costs incurred under terms of the Contract will be maintained in accordance with section 8.3 of these Special Contract Conditions. Records of costs incurred will include the Contractor's general accounting records, together with supporting documents and records of the Contractor and all subcontractors performing work, and all other records of the Contractor and subcontractors considered necessary by the Department, the State of Florida's Chief Financial Officer, or the Office of the Auditor General. SECTION 13. BACKGROUND SCREENING AND SECURITY. 13.1 Background Check. The Department or Customer may require the Contractor to conduct background checks of its employees, agents, representatives, and subcontractors as directed by the Department or Customer. The cost of the background checks will be borne by the Contractor. The Department or Customer may require the Contractor to exclude the Contractor's employees, agents, representatives, or subcontractors based on the background check results. In addition, the Contractor must ensure that all persons have a responsibility to self-report to the Contractor within three (3) calendar days any arrest for any disqualifying offense. The Contractor must notify the Contract Manager within twenty-four (24) hours of all details concerning any reported arrest. Upon the request of the Department or Customer, the Contractor will re-screen any of its employees, agents, representatives, and subcontractors during the term of the Contract. 13.2 E-Verify. The Contractor must use the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired during the term of the Contract for the services specified in the Contract. The Contractor must also include a requirement in subcontracts that the subcontractor must utili ze the E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the Contract term. In order to implement this provision, the Contractor must provide a copy of its OHS Memorandum of Understanding (MOU) to the Contract Manager within SP approved version 7-1-2019 15 DocuSign Envelope ID: 5E 1ACB7F-OFC4-4FE3-9941-2A6E53 B18305 five (5) calendar days of Contract execution. If the Contractor is not enrolled in DHS E- Verify System , it will do so within five (5) calendar days of notice of Contract award and provide the Contract Manager a copy of its MOU within five (5) calendar days of Contract execution . The link to E-Verify is https ://www .uscis.gov/e-verify. Upon each Contractor or subcontractor new hire, the Contractor must provide a statement within five (5) calendar days to the Contract Manager identifying the new hire with its E-Verify case number. 13.3 Disqualifying Offenses. If at any time it is determined that a person has been found guilty of a misdemeanor or felony offense as a result of a trial or has entered a plea of guilty or nolo contendere, regardless of whether adjudication was withheld, within the last six (6) years from the date of the court's determination for the crimes listed below, or their equivalent in any jurisdiction, the Contractor is required to immediately remove that person from any position with access to State of Florida data or directly performing services under the Contract. The disqualifying offenses are as follows : (a) Computer related crimes; (b) Information technology crimes ; (c) Fraudulent practices; (d) False pretenses ; (e) Frauds; (f) Credit card crimes ; (g) Forgery ; (h) Counterfeiting; (i) Violations involving checks or drafts; U) Misuse of medical or personnel records ; and (k) Felony theft. 13.4 Confidentia lity. The Contractor must maintain confidentiality of all confidential data , fi les , and records related to the commodities or contractual services provided pursuant to the Contract and must comply with all state and federal laws, including , but not limited to sections 381.004, 384 .29 , 392 .65, and 456 .057 , F.S . The Contractor's confidentiality procedures must be consistent with the most recent version of the Department securit y policies, protocols, and procedures . Th e Contractor mu st also comply with any applicable profession al sta nd ards with respe ct to confidenti ality of information . SECTION 14. WARRANTY OF CONTRACTOR'S ABILITY TO PERFORM. The Contractor wa rrants that, to the best of its knowledge , there is no pend ing or threatened action , proceeding , or investigation , or any other leg al or fin an cial condition , that would in any w ay prohibit, restra in , or dim ini sh th e Contractor's abi lity to sati sfy its Contract oblig ation s . T he Contra ctor w arrants th at nei th er it nor a ny affil ia te is c urrently on the Suspended Vendor List, Convicted Vendor List, or the Discriminatory Vendor List , or on any similar list maintained by any other state or the federal governme nt. The Contractor shall immediately notify the Department in writing if its abili ty to perform is compromised in any manner during th e te rm of th e Cont ract. SP approved ver si o n 7-1-20 19 16 DocuSign Envelope ID: SE 1ACB7F-OFC4-4FE3-9941-2A6E53 B18305 Contract Exhibit E Offered Brands Acknowledgement Contractor's Name: Avis Budget Group Offered Brands • Avis Budget Group will offer the following Brands for inclusion on the State of Florida's Contract for Rental Vehicles: 1) Avis 2) Budget • By signing below, Collbactor C9'88S to complywilh Sectim 9 cl Conlract Exhi>it A. Statement d Worlc, which requires that 5efVices provided through Contractor's multiple Brands shal be provided at the same Contract rates and shal comply with al terms and conditions set forth In the Contract. Contractor is fully respons1bie for the compliance end performance cl its Brands. Company's Authorized Rep BMntatlve Printed Name: Beth Schoeller Date: Position Title : National Accomt Manager, Government -II Esteban Bovo, Jr. Mayor Carl Zogby Council President Monica Perez Council Vice President October 28, 2022 City of Hialeah Honorable Mayor Esteban Bova, Jr. And Council Members City of Hialeah Hialeah, Florida 33010 RE: Undercover Surveillance Vehicles Dear Mayor and Council Members : Council Members Bryan Calvo Vivian Casals-Mufi.oz Jacqueline Garcia-Roves Luis Rodriguez Jesus Tundidor Sec. 2-818 of the Charter of Hialeah states whenever advantageous to the city, the city may utilize bids that have been awarded or under contract by the state, county or other governmental agencies. If the city utilizes state, county or other governmental agency bids, competitive bidding will not be required. The Hialeah Police Department investigates high-level narcotic and other protracted complex investigations that require surveillance of subjects and locations in various settings. The surveillance done on subjects has been a great tool to prevent crime. The standard police looking vehicles such as the Ford Taurus or Chevrolet Impalas do not allow for undetected surveillance for these investigations. A variety of vehicles from different manufacturers will increase the likeness of a successful investigation and enhance officer safety. I am respectfully requesting to utilize a State of Florida contract 7 8111808-20-1 titled Rental Vehicles and issue a purchase order to Avis Budget Group in an amount not to exceed $75,000 .00 for vehicle rentals. Funding for this expenditure will be charged to the Law Enforcement Trust Fund, State Rental & Leases - Vehicles account l 05 .1000.521442 after supplemental appropriation into account 105.1000.52 1442 . Respectfully, George Fuente Chief of Police APPROV ED I DISAPPROVED: APPROVED I DISAPPROV ED: Luis Suarez, Purchasing M anage r ~~~~~~~~~~~~~~~~~~~ Ruth Rubi, Exec utive Director of Finance Management Es te ban Bova, Jr., Mayor 50 I Palm A ve nue, Hia leah. Flo r ida · 330 I 0-4 7 19 w'vw .hial ea hO .gov