SAN ANTONIO WATER SYSTEM PURCHASING DEPARTMENT

Issued By: Gina Cappa Date Issued: November 13, 2017BID NO.: 17-17113

FORMAL INVITATION FOR BEST VALUE BID (BVB) FOR SAWS SAFETY HOTLINE SERVICE (FIVE YEARS)

Sealed bids, one (1) Original and seven (7) copies, addressed to the Purchasing Director, San Antonio Water System, 2800 US Hwy 281 North, Administration Bldg., 5th Floor, San Antonio, TX 78212 will be received until 3:00 PM (CT), December 7, 2017 and then publicly opened and read aloud for furnishing materials or services as described herein below,

The San Antonio Water System Purchasing Department is willing to assist any bidder(s) in the interpretation of bid provisions or explanation of how bid forms are to be completed. Assistance may be received by visiting the Purchasing Office in the SAWS Main Office, 2800 US Hwy 281 North, San Antonio, TX 78212, or by calling (210) 233-3819.

This invitation includes the following:

Invitation for Best Value Bids Specifications and General RequirementsTerms and Conditions of Invitation for Bids Price Schedule

The undersigned, by his/her signature, represents that he/she is authorized to bind the Bidder to fully comply with the Specifications and General Requirements for the amount(s) shown on the accompanying bid sheet(s). By signing below, Bidder has read the entire document and agreed to the terms therein.

Signer’s Name: ________________________________ Firm Name: ___________________________________(Please Print or Type)

Address: ___________________________________________________________________________________Signature of Person Authorized to Sign Bid City, State, Zip Code: ___________________________

Email Address: _______________________________ Telephone No.: ________________________________

Fax No.: _____________________________________Please complete the following:Prompt Payment Discount: ______% _______days. (If no discount is offered, Net 30 will apply.)

Please check the following blanks which apply to your company:Ownership of firm (51% or more):___Non-minority ____Hispanic ___African-American ____Other Minority (specify) _______________________Female Owned ___Handicapped Owned ___Small Business (less than $1 million annual receipts or 100 employees)Indicate Status: ___Partnership ___Corporation ____Sole Proprietorship ____Other (specify) _______________Tax Identification Number:____________________

To report suspected ethics violations impacting the San Antonio Water System, please call 1-800-687-1918.

Page 1 of 50

NO BID SHEET

For

SAWS Safety Hotline Services (Five Years)

Bid No.17-17113

Date: December 7, 2017

If your firm chooses not to submit a bid for this procurement, please complete this form and submit to:

Gina N. Cappa, Contracting & Purchasing SpecialistSan Antonio Water System2800 US Hwy 281 NorthSan Antonio, TX 78212

Email: Gina.Cappa@saws.org

Fax: 210-233-4373

Please check the items that apply:

[ ] Do not sell the item(s) required.

[ ] Cannot be competitive

[ ] Cannot meet the Specifications highlighted in the attached bid.

[ ] Cannot provide Insurance required.

[ ] Cannot provide Bonding required.

[ ] Job too large.

[ ] Job too small.

[ ] Do not wish to do business with SAWS.

[ ] Other reason, please explain: ________________________________________________

Company Name:

Name:

Signature:

Telephone: ( )

E-mail: ( )

Page 2 of 50

TERMS AND CONDITIONS OF INVITATION FOR BIDS

READ CAREFULLY

1.      GENERAL CONDITIONS 

Bidders (hereinafter “bidders”, “vendors” or “contractors”) are required to submit their bids upon the following expressed conditions:

 (a) Bidders shall thoroughly examine the drawings, specifications, schedule(s), instructions and all other contract

documents.   (b) Bidders shall make all investigations necessary to thoroughly inform themselves regarding plant and facilities

for delivery of material and equipment as required by the bid conditions.  No plea of ignorance by the bidder of conditions that exist or that may hereafter exist as a result of failure or omission on the part of the bidder to make the necessary examinations and investigations, or failure to fulfill in every detail the requirements of the contract documents, will be accepted as a basis for varying the requirements of SAWS or the compensation to the vendor.

 (c) Bidders are advised that all SAWS contracts are subject to all legal requirements provided for in state and

federal statutes.  Any bid, after being opened, becomes subject to the Public Information Act, Government Code Chapter 552; therefore bidders must clearly indicate any portion of the submitted bid that the bidder claims is not subject to public inspection under the Public Information Act.

 (d) No officer or employee of SAWS shall have a financial interest, direct or indirect, in any contract with

SAWS, or shall benefit financially, directly or indirectly, in the sale to SAWS of any materials, supplies or services, except on behalf of SAWS as an officer or employee.  This prohibition extends to all SAWS boards and commissions other than those which are purely advisory. 

2.      PREPARATION OF BIDS 

Bids will be prepared in accordance with the following: (a) All information required by the bid form shall be furnished or the bid may be deemed non responsive.   The

bidder shall print or type name and manually sign the schedule. (b) Where there is an error in extension of price, the unit price shall govern.  Any bid that is considered for award

by each unit or line item must include a price for each unit or line item for which the bidder wishes to be considered.  Any ambiguity in the bid as a result of omission, error, unintelligible or illegible wording shall be construed in the favor of SAWS.

 Any bid that is considered for award on an “all or none” basis must include a price quote for all units or line items.  In an “All or None” bid, a unit price left blank shall be tabulated as a “zero”, and shall be deemed to be offered at no cost to SAWS.

 (c) Alternate bids may be allowed at the sole discretion of SAWS.   (d) Proposed delivery time must be shown and shall include weekends and holidays, unless specified otherwise in

this IFB.(e) Bidders will neither include federal taxes nor State of Texas limited sales excise and use taxes in bid prices

since SAWS is exempt from payment of such taxes.  An exemption certificate will be signed by SAWS where applicable upon request by bidder.

Page 3 of 50

 3.    DESCRIPTION OF SUPPLIES 

Any catalog or manufacturer’s reference used in describing an item is merely descriptive, and not restrictive, unless otherwise noted, and is used only to indicate type and quality of material.  Each bid must clearly identify the proposed product, the quantity of the product, model, and type, as applicable.  Prorata adjustments to packaging and pricing may be allowed at the sole discretion of SAWS.

 4.    ASSURANCE OF COMPLIANCE - EQUAL EMPLOYMENT OPPORTUNITY AND SMALL AND/OR

MINORITY BUSINESS ADVOCACY REQUIREMENTS

  It is the policy of SAWS that Small and/or Minority Business Enterprises shall have the maximum practicable opportunity to participate in the performance of public contracts.  Bidder agrees that if this bid is accepted, he/she will not engage in employment practices which have the effect of discriminating against employees or prospective employees because of race, color, religion, national origin, sex, age, handicap or political belief or affiliation. 

5.    SAMPLES, DEMONSTRATIONS AND TESTING

At SAWS request and direction, bidder shall provide product samples and/or testing of items bid to ensure compliance with specifications.  Samples, demonstrations and/or testing may be requested prior to award of the contract, upon delivery and/or at any point during the term of resulting contract.   After notification, samples, demonstrations and/or testing must be provided within ten (10) calendar days.  Failure to provide samples prior to award of contract will disqualify bidder from consideration.  All samples (including return thereof), demonstrations and/or testing shall be at the expense of the bidder.  Samples will be returned upon request; otherwise, samples will become property of SAWS, ten calendar days after award of the contract.

 6.    SUBMISSION OF BIDS

(a)   Bids shall be enclosed in sealed envelopes addressed to the Purchasing Department, San Antonio Water System.  The name and address of bidder, the date and hour of the bid opening, bid number and title of the bid solicitation shall be marked on the outside of the envelope(s)..

 (b)    Bids must be submitted on the forms furnished.  Bids, however, may be modified after submission, provided

such modifications are sealed and received by the Purchasing Department prior to the time and date set for the bid opening. However, the San Antonio Water System shall not be responsible for lost or misdirected bids or modifications.

 (c)    By submittal of this bid, bidder certifies to the best of his/her knowledge that all information is true and

correct. 

7.      REJECTION OF BIDS 

(a)     SAWS may reject a bid if: 

1.    The bidder misstates or conceals any material fact in the bid; or 2.    The bid does not strictly conform to law or the requirements of the bid;

3.      The bid is conditional, except that the bidder may qualify the bid for acceptance by SAWS on an “All or None” basis or a “Best Value Item” basis.  An “All or None” basis bid must include all items upon which bids are invited.

 (b)    SAWS may, reject all bids whenever it is deemed in the best interest of SAWS to do so, and may reject any

part of a bid unless the bid has been qualified as provided in Par. 7 (a) 3 above.   SAWS at its sole discretion

Page 4 of 50

may also waive any minor informalities or irregularities in any bid, to include failure to submit sufficient bid copies, failure to submit literature or similar attachments, or business affiliation information.

 8.     WITHDRAWAL OF BIDS 

Bids may not be withdrawn after the time set for the bid opening, unless approved by SAWS Purchasing Director or her designee. 

9.     LATE BIDS OR MODIFICATIONS 

Bids and modifications received after the time set for the bid opening will not be considered. 

10.    CLARIFICATION TO BID SPECIFICATIONS 

(a)    If any person contemplating submitting a bid for this contract is in doubt as to the true meaning of the specifications, other bid documents, or any part thereof, he/she may submit to SAWS Purchasing Director or her designee on or before five calendar days prior to scheduled opening, a request for clarification.  All such requests for information shall be made in writing and the person submitting the request will be responsible for its prompt delivery.  Any interpretation of the bid, if made, will be made only by Addendum duly issued.   A copy of such Addendum will be mailed or delivered to each person receiving bids/ and after the Mandatory Pre-Bid Conference, only to those who attend the Mandatory Pre-Bid Conference.  SAWS will not be responsible for any other explanation or interpretation of the proposed bid made or given prior to the award of the contract.  Any objections to the specifications and requirements as set forth in this bid must be filed in writing with the Director or designee on or before five calendar days prior to the scheduled opening.

 (b)     SAWS reserves the right to request clarification to assist in evaluating the bidder’s response when the bid

response is unclear with respect to product pricing, packaging or other factors.   The information provided is not intended to change the bid response in any fashion and such information must be provided within two calendar days from request.

 11. INVOICING, PAYMENT AND DISCOUNTS

(a) Address for Invoices. All invoices must be sent to San Antonio Water System, Attn: Accounts Payable, P.O. Box 2449, San Antonio, Texas 78298-2449, or via e-mail to accountspayable@saws.org.

(b) Information Required On Invoice.

All invoices must be in a form and content approved by SAWS. SAWS may require modification of invoices if necessary in order to satisfy SAWS that all billing is proper and pursuant to the terms of the contract. Invoices are required to show each SAWS Purchase Order Number. Invoices must be legible. Items billed on invoices must be specific as to applicable stock, manufacturer, catalog or part number (if any). All invoices must show unit prices for each item being billed, the quantity of items being billed and the total for each item, as well as the total for all items on the invoice. If prices are based on list prices basis, then the list prices, the percentage discount or percentage surcharge, net unit prices, extensions and net total prices must be shown. Prompt payment discount offered shall be shown separately on the invoice.

(c) Payment by SAWS. SAWS shall have not less than 30 calendar days to pay for goods or services. Time for payment, including payment under discount terms, will be computed from the later of: (1) the date SAWS receives conforming goods under the contract; (2) the date performance of the service under the contract is completed; or (3) the date SAWS receives a correct and valid invoice for the goods or services. Payment is deemed to be made on the date of mailing of the check. Payment is made in US dollars only.

Page 5 of 50

This provision shall not apply where there is a bona fide dispute between SAWS and Vendor about the goods delivered or the service performed that causes the payment to be late, or where the invoice is not mailed to the address provided herein.

The payment amount due on invoices may not be manually altered by SAWS personnel. Once disputed items are reconciled, Vendor must submit a corrected invoice, or a credit memorandum for the disputed amount, or the item must be issued by the vendor. SAWS will not make partial payments on an invoice where there is a dispute.

(d) NECESSITY OF TIMELY INVOICE / WAIVER OF PAYMENT NOTWITHSTANDING THE FOREGOING, SAWS CANNOT PAY FOR ANY GOODS OR SERVICES WITHOUT AN INVOICE. VENDOR MUST INVOICE SAWS NO LATER THAN 90 CALENDAR DAYS FROM THE DATE GOODS ARE DELIVERED OR SERVICES RENDERED. FAILURE TO SUBMIT AN INVOICE WITHIN SAID 90 DAY SHALL NEGATE ANY LIABILITY ON THE PART OF SAWS AND CONSTITUTE A WAIVER BY VENDOR OF ANY AND ALL RIGHT OR CLAIMS TO COLLECT MONEYS THAT VENDOR MAY RIGHTFULLY BE OTHERWISE ENTITLED TO FOR GOODS OR SERVICES PERFORMED.

(e) The total price for all goods and/or services is shown on the Price Schedule. No additional fees or expenses of Vendor shall be charged by Vendor nor be payable by SAWS. The parties hereby agree that all compensable expenses of Vendor are shown on the Price Schedule. If there is a discrepancy on the Price Schedule between the unit price for an item, and the extended price, the unit price shall govern.

(f) Tax Exemption. The San Antonio Water System is exempt from payment of federal taxes, and State of Texas limited sales excise and use taxes. Bidders must not include such taxes in bid prices. An exemption certificate will be signed by SAWS where applicable upon request by bidder after contract award.

(g) Prompt Payment Discount. Provided Bidder meets the requirements stated herein, SAWS shall take Bidder’s offered prompt payment discount into consideration in determining who the low bidder is. The evaluation will not be based on the discount percentage alone, but rather the net price as determined by applying the discount to the bid price, either per line item or total bid amount. However, SAWS reserves the right to reject a discount if the percentage is too low to be of value to the SAWS, all things considered. SAWS may also reject a discount if the percentage is so high as to create an overly large disparity between the price SAWS would pay if it is able to take advantage of the discount and the price SAWS would pay if it were unable to pay within the discount period. SAWS may always reject the discount and pay within the 30 day period, at SAWS sole option.

SAWS will not consider discounts that provide fewer than ten (10) calendar days to pay in order to receive the discount.

For example, payment terms of 2% 5, Net 30 will NOT be considered in bid evaluations or in the payment of invoices. However, payment terms of 2% 10, Net 30 will result in a two percent reduction in the bid price during bid evaluation, and SAWS will take the 2% discount if the invoice is paid within the 10 day time period.

12.    DISCOUNTS  

In connection with any discount offered, time will be computed from the date of receipt of supplies or services, or from the date a correct invoice is received, whichever is the later date.   Payment is deemed to be made on the date of mailing of the check. 

13.    AWARD OF CONTRACT

Page 6 of 50

(a)    Per Section § 252.043 of the Texas Local Government Code, the contract will be awarded to either the lowest responsible bidder or to the bidder who provides goods and/or services at the best value for SAWS.  In determining best value, SAWS may consider price, reputation, quality, past relationship with SAWS, SWMB requirements, long term cost and any other relevant factors.

 (b)   SAWS reserves the right to accept any item or group of items on this bid, unless the bidder qualifies his/her bid

by specific limitations, in accordance with Par.7 (a) 3 above. (c)    A written award of acceptance (when manifested by an approved Board Resolution and appropriation) mailed

or otherwise furnished to the successful bidder results in a binding contract without further action by either party.

(d)     San Antonio Water System reserves the right to utilize previous purchases as a basis for evaluation of bids when future usages are unable to be determined.

 (e)    Breaking of tie bids shall be in accordance with the Texas Local Government Code § 271.901. (f) Although the information furnished to bidders specified the approximate quantities needed, based on the best

available information where a contract is let on a unit price basis, payment shall be based on the actual quantities supplied.  SAWS reserves the right to delete items, prior to the awarding of the contract, and purchase said items by other means; or after the awarding of the contract, to increase or decrease the quantities bid in accordance with § 252.048 of the Texas Local Government Code. When estimated quantities are lower than estimated by more than 25%, bidder acknowledges acceptance of decrease with no further written consent required. No other changes shall be made without written notification of SAWS.

14. BID PROTEST PROCEDURES

Any bidder who is adversely affected in connection with the solicitation, evaluation, or proposed award of a contract may file a protest appealing the adverse decision to the SAWS Purchasing Director or her designee. The SAWS Purchasing Director or her designee decision on such an appeal shall be final.

Vendor must deliver a written notice of protest to the Purchasing Director or designee within seven (7) calendar days of the posting on SAWS Purchasing website of the intent to award. If vendor does not file a written notice within this time; the vendor will have waived all rights to formally protest the intent to award. It is the vendor’s responsibility to check SAWS website posting.

15. DEBRIEFING

Firms not selected for a contract award may request a debriefing for this solicitation within ten (10) days of SAWS Board of Trustees award. Requests for debriefings after ten (10) days of award will not be granted. To schedule a debriefing, please send a written or e-mail request to the contact person listed in Section 5, Questions.

16.    CONTRACT TERMINATION

(a) Termination for Cause. SAWS may terminate this contract at any time for "Cause" in accordance with the procedures provided below. Termination by SAWS of this contract for "Cause" shall mean termination upon (i) the neglect, breach or inattention by Vendor of its duties hereunder, and such neglect, breach or inattention has not been cured within ten (10) calendar days after written notice thereof given by SAWS to Vendor, (ii) the engaging by Vendor in willful or fraudulent conduct that is injurious to SAWS, monetarily or otherwise, (iii) the failure by Vendor to otherwise perform its duties hereunder and such failure has not been cured within ten (10 days after written notice thereof given by SAWS to Vendor. Upon such termination for cause, the Vendor shall not be entitled to any further compensation under this Contract, except for the compensation which has been earned for services rendered by Vendor in accordance with this Contract through the date of notice of such termination.

Page 7 of 50

In the event termination for cause is not proper under this Section, the termination shall be deemed to constitute a termination for convenience as set forth in Section 16(b) below.

(b) Other Termination. SAWS may terminate this contract at any time for its sole convenience, without cause, upon thirty (30) calendar days written notice to the Vendor. Upon termination of this Contract, the Vendor will be entitled only to the compensation and expenses which have been earned for services rendered in accordance with this Contract through the date of such termination. No termination of this Contract shall impair or defeat those obligations set forth elsewhere in this Contract, which require either party to do or refrain from doing any specified act or acts after termination of this Contract, or to perform any obligation which by its terms or normal meaning survives termination of this Contract.

(c) Suspension SAWS reserves the right to suspend work under this Contract at any time and from time-to-time work for the convenience of SAWS by issuing a written notice of suspension. The notice shall outline the reasons for the suspension and the estimated duration of the suspension; in no way will the notice guarantee the total number of days of suspension. Such suspension shall take effect immediately upon the date specified in the notice. If a date is not specific in the suspension notice, suspension shall take effect upon the date of delivery to the Vendor. Upon receipt of a notice of suspension in excess of 180 calendar days, the Vendor shall have the right to terminate this Contract by written notice to SAWS. Vendor may exercise this right to terminate any time after a suspension has continued for more than 180 calendar days if SAWS has not provided written notice to resume the work. Termination (under this paragraph) by Vendor shall be effective immediately upon SAWS’s receipt of said written notice from Vendor.

(d) Upon receipt of a written notice of suspension or termination, unless the notice otherwise directs, Vendor shall immediately phase-out and discontinue all services in connection with the performance of this Contract and shall proceed to promptly cancel all existing orders and contracts insofar as such orders and contracts are chargeable to SAWS under this Contract.

(e) Non-Appropriation: SAWS retains the right to terminate this contract at the expiration of each of SAWS budget periods. This contract is conditioned on a best efforts attempt by SAWS to obtain and appropriate funds for payment of any debt due by SAWS herein.

 17.    DELIVERY OF GOODS/SERVICES 

(a)   All materials are to be delivered F.O.B., San Antonio Water System’s designated facility.

(b)     Delivery dates pertaining to this invitation must be clearly stated in the bid form where required and include weekends and holidays.  Failure to comply with this requirement may be a cause for disqualification of the bid. Unless otherwise specified, delivery at the earliest date is required.  The bidder will clearly state in the bid the time required for delivery upon receipt of contract or purchase order.   Proposed delivery time must be specific and such phrases “as required”, “as soon as possible” or “prompt” may result in disqualification of the bid.

 (c)     Upon award of a contract, the vendor is obligated to deliver the goods to the destination specified in the

Invitation for Bids or the Purchase Order and bears the risk of loss until delivery.  If this Invitation for Bids or Purchase Order does not contain delivery instructions, bidders shall request instructions in writing from the Purchasing Director or her designee.  If the delivery instructions contained in the Invitation for Bids allocate delivery costs and risks in a manner contrary to this section, the provisions of this Invitation for Bids shall prevail.

 (d)     When delivery is not met as provided for in the contract, the SAWS Purchasing Department reserves the right

to make the purchase on the open market, with any cost in excess of the contract price paid by the vendor, in addition to any other damages, direct or consequential, incurred by SAWS as a result thereof.   In addition, failure of the vendor to meet the contract delivery dates will be cause for removal of the vendor from SAWS list of eligible bidders as determined by the Purchasing Department.

Page 8 of 50

 18.    PERFORMANCE DEPOSIT 

(a)    The following provisions shall apply only when a performance deposit is specified as required in this Invitation for Bids.

 (b)     The successful vendor must furnish the San Antonio Water System with a performance deposit in the amount

set forth in the Invitation For Bids.  This deposit is not to be submitted with the bid, but must be presented to the Purchasing Department within ten (10) calendar days from request.

 (c)    The San Antonio Water System will not enter into a contract or issue a purchase order until the successful

vendor has complied with the performance deposit provisions. (d)    The performance deposit shall be in the form of a performance bond (in a form acceptable to SAWS

Attorney), cashier’s check, certified check upon a state or national bank or trust company, or a check on such bank or trust company signed by a duly authorized officer thereof (checks to be drawn payable to SAWS of San Antonio), or a Certificate of Deposit from such bank or trust company assigned to the San Antonio Water System.

 (e)    The performance deposit of the successful vendor shall be returned by SAWS upon completion of the contract

and final acceptance of all items in accordance with conditions thereof. (f)     Failure of successful vendor to perform any of the services required by this contract within ten (10) calendar

days of receipt of written demand for performance from SAWS, or failure of vendor to correct or replace defective goods or products within ten (10) calendar days from receipt of written demand therefore, shall constitute a total breach of this contract and shall cause this contract to terminate immediately upon the expiration of the ten (10) calendar day period. However, the Purchasing Director or her designee may return all or part of the performance deposit to the vendor if the Director or her designee determines, in their sole discretion, that the failure to perform the conditions of this contract was the result of acts or events over which the vendor had no control.  The determination shall then be final and binding on all parties.

19.    INDEPENDENT CONTRACTOR 

It is expressly understood and agreed by both parties hereto that SAWS is contracting with the successful vendor as an independent contractor.  The parties hereto understand and agree that SAWS shall not be liable for any claims which may be asserted by any third party occurring in connection with the services to be performed by the successful vendor under this contract and that the successful vendor has no authority to bind SAWS.

20.    BID RESULT REQUEST 

Any party who wishes to be provided documents relating to the bid results shall make a request in writing.   Pursuant to state law, SAWS may assess a fee in order to recoup the cost related to providing the requested information. 

21.    PATENTS/COPYRIGHTS

The successful vendor agrees to indemnify and hold SAWS harmless from any claim involving patent infringement or copyrights on goods supplied.

 22.    INDEMNIFICATION

BIDDER covenants and agrees to FULLY INDEMNIFY, DEFEND and HOLD HARMLESS, SAWS and the board members, employees, officers, directors, volunteers and representatives of SAWS, individually and collectively, from and against any and all costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability and suits of any kind and nature, including but not

Page 9 of 50

limited to, personal or bodily injury, death and property damage, made upon SAWS directly or indirectly arising out of, resulting from or related to BIDDER’S activities under this contract, including any acts or omissions of BIDDER, any agent, officer, director, representative, employee, consultant or subcontractor of BIDDER, and their respective officers, agents employees, directors and representatives while in the exercise of the rights or performance of the duties under this contract. The indemnity provided for in this paragraph shall not apply to any liability resulting from the negligence of SAWS, its officers or employees, in instances where such negligence causes personal injury, death, or property damage. IN THE EVENT BIDDER AND SAWS ARE FOUND JOINTLY LIABLE BY A COURT OF COMPETENT JURISDICTION, LIABILITY SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS FOR THE STATE OF TEXAS, WITHOUT, HOWEVER, WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO THE SAWS UNDER TEXAS LAW AND WITHOUT WAIVING ANY DEFENSES OF THE PARTIES UNDER TEXAS LAW.

The provisions of this INDEMNITY are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. BIDDER shall advise SAWS in writing within 24 hours of any claim or demand against SAWS or BIDDER known to BIDDER related to or arising out of BIDDER's activities under this contract, and shall see to the investigation and defense of such claim or demand at BIDDER's cost. SAWS shall have the right, at its option and at its own expense, to participate in such defense without relieving BIDDER of any of its obligations under this paragraph.

23.   INSURANCE 

If required, specific insurance provisions will be included in these bid specifications. An original, completed insurance certificate and all applicable endorsements, meeting the requirements set forth in these specifications, must be submitted within ten (10) calendar days of a request from SAWS . The successful vendor must maintain, at all times during performance of the contract, the insurance detailed in these bid specifications. Failure to provide these documents may result in disqualification of the bid, or cancellation of the contract, after award. 

24.    ACCEPTANCE BY SAWS          SAWS shall have a reasonable time (but not less than thirty (30) calendar days) after receipt to inspect the goods and

services tendered by vendor.  SAWS at its option may reject all or any portion of such goods or services which do not, in SAWS sole discretion, comply in every respect with all terms and conditions of the contract.   SAWS may elect to reject the entire goods and services tendered even if only a portion thereof is nonconforming.   If SAWS elects to accept nonconforming goods and services, SAWS, in addition to its other remedies, shall be entitled to deduct a reasonable amount from the price thereof to compensate SAWS for the nonconformity.  Any acceptance by SAWS, even if non-conditional, shall not be deemed a waiver or settlement of any defect in such goods and services.

 25.    WARRANTY 

The supplies or services furnished under this contract shall be covered by the most favorable commercial warranties given to any customer for same or similar supplies or services.

REJECTION OF DISCLAIMERS OF WARRANTIES & LIMITATIONS OF LIABILITY. ANY TERM OR CONDITION IN ANY DOCUMENT FURNISHED BY VENDOR, DISCLAIMING THE IMPLIED

WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE, OR ATTEMPTING TO LIMIT VENDOR’S LIABILITY SHALL BE OF NO FORCE OR EFFECT, AND SHALL BE STRICKEN FROM THE CONTRACT DOCUMENTS AS IF NEVER CONTAINED THEREIN.

26. CHANGE ORDERS

Page 10 of 50

No oral statement of any person shall modify or otherwise change, or affect the terms, conditions or specifications stated in the resulting contract.  All change orders will be made in writing by the San Antonio Water System Purchasing Department. 

27.    ASSIGNMENT 

Except as otherwise stated herein, Vendor may not sell, assign, pledge, transfer or convey any interest in this contract, nor delegate the performance of any duties hereunder, by transfer, by subcontracting or any other means, without the prior written approval and consent of the SAWS Purchasing Director or her designee. As a condition of such consent, if such consent is granted, Vendor shall remain liable for completion of the services and provision of goods outlined in this contract in the event of default by the successor vendor, assignee, transferee or subcontractor. Any attempt to transfer, pledge or otherwise assign this Contract without said written approval, shall be void and shall confer no rights upon any third person.  

28.    INTERLOCAL PARTICIPATION 

(a) SAWS may, from time to time, enter into Interlocal Cooperation Purchasing Agreements with other governmental entities or governmental cooperatives (hereafter collectively referred to as “Entity” or “Entities”) to enhance SAWS purchasing power.  At SAWS sole discretion and option, SAWS may inform other Entities that they may acquire items listed in this Invitation for Bids (hereafter “IFB”).   Such acquisition(s) shall be at the prices stated herein, and shall be subject to bidder’s acceptance.  Entities desiring to acquire items listed in this IFB shall be listed on a rider attached hereto, if known at the time of issuance of the IFB.   SAWS may issue subsequent riders after contract award setting forth additional Entities desiring to utilize this bid.   VENDOR shall sign and return any subsequently issued riders within ten calendar days of receipt.

(b) In no event shall SAWS be considered a dealer, remarketer, agent or other representative of Vendor or Entity.   Further, SAWS shall not be considered and is not an agent; partner or representative of the Entity making purchases hereunder, and shall not be obligated or liable for any such order.

(c) Entity purchase orders shall be submitted to Vendor by the Entity.

(d)   Vendor authorizes SAWS use of Vendor’s name, trademarks and Vendor provided materials in SAWS presentations and promotions regarding the availability of use of this contract.  SAWS makes no representation or guarantee as to any minimum amount being purchased by SAWS or Entities, or whether Entity will purchase utilizing SAWS contract.

 SAWS WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, PAYMENT, AND FOR ANY ITEM ORDERED BY AN ENTITY OTHER THAN SAWS.

29. GIFT POLICY

SAWS employees are prohibited from soliciting, accepting or agreeing to accept any gifts from outside sources; please see Section M. – Gifts or Benefits of the Water System’s Code of Ethical Standards.  Section M of the Water System’s Code of Ethical Standards regarding Gifts or Benefits is available on the SAWS Business Center website.

30. QUESTIONS

Questions regarding interpretation of bids, bid results or bid awards should be directed to the Purchasing Department at (210) 233-3819.

31. DISCLOSURE OF INTERESTED PARTIES (new clause effective January 1, 2016)

Page 11 of 50

Section 2252.908 of the Government Code is an ethics law that was enacted by H.B. 1295 in 2015, that prohibits a governmental entity from entering into a contract with a business entity (contractor) unless contractor submits a disclosure of interested parties for applicable contracts entered into after January 1, 2016.

The Texas Ethics Commission website, https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm provides the electronic filing application that must be used by the successful contractor to file Form 1295.

Upon notification from SAWS, the successful contractor will be required to use the electronic application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the contractor will be required to sign the printed copy of the form and have the form notarized. The electronic form requests a Contract ID be entered which should be the Bid Number 17-1546 YT.

32. CONFLICT OF INTEREST

The Bidder is required to submit a completed Conflict of Interest Questionnaire (CIQ Form). Effective January 1, 2006, Chapter 176 of the Texas Local Government Code requires that persons, or their agents, who seek to contract for the sale or purchase of property, goods, or services with SAWS shall file a completed Conflict of Interest Questionnaire (CIQ) with SAWS. The CIQ Form will be submitted as part of the bid. This form is available from the Texas Ethics Commission at www.ethics.state.tx.us. Please consult your own legal advisor if you have questions regarding the statute or form. To report suspected ethics violations impacting The San Antonio Water System, please call 1-800-687-1918.

//////////////////////////////////////////END ITEM////////////////////////////////////////////////

Page 12 of 50

I. GENERAL INFORMATION

The San Antonio Water System (SAWS) is seeking Best Value Bids for the services of a subcontractor to manage a Safety Hotline for SAWS employees and customers to anonymously report Safety concerns to SAWS Risk Management Safety personnel. SAWS has approximately 1,750 employees and services approximately 1.7 million water and wastewater customers.

II. INFORMATION FOR BIDDER

1. Required Period of Bid Validity

A. All bids submitted shall be valid for a period of not less than ninety (90) calendar days.

B. SAWS also reserves the right to negotiate modifications to bids, to the extent allowed by law, with any bidder and to select the bidder which, in SAWS’s sole opinion provides the best value.

2. Timetable

Following is a list of projected dates/times for this Best Value Bid:

Best Value Bid Issued November 13, 2017

Final Questions Due November 30, 2017, 4:00 PM CDT

Best Value Bid Due December 7, 2017, 3:00 PM CDT

Pricing Portion Opened* To be determined

Proposed Start of Contract February 1, 2018

*All pricing shall be enclosed in a separate sealed envelope, marked “PRICING”. All vendors submitting a bid will be notified of the date and time for the opening of pricing.

3. Communication Restrictions

1. Respondents or their representatives are prohibited from communicating with any City of San Antonio officials to include:o City Council members (as defined by the City of San Antonio Ethics Code), o City Council member’s staff, ando San Antonio Water System (SAWS) Board of Trustees regarding the BVB from the time

the BVB is released until it has been acted upon by the Board of Trustees.

2. Respondents or their representatives are prohibited from communicating with SAWS employees regarding this BVB, except as provided under TECHNICAL QUESTIONS, from the time the BVB is released until the contract is awarded.

3. This includes “thank you” letters, phone calls, emails, and any contact that results in the direct or indirect discussion of the BVB and/or bid submitted by Respondents.

Page 13 of 50

4. Violation of this provision by the Respondent and/or their agent may lead to disqualification of the Respondent’s bid response from consideration.

4. Questions

1. Respondents may submit questions concerning the services in this BVB in writing; however electronic inquiries by e-mail or fax will be accepted. The Contact Person for this project is:

Gina N. CappaContracting & Purchasing Specialist

San Antonio Water SystemAdministrative Building

2800 U.S. Hwy 281 NorthSan Antonio, TX 78212

Email: Gina.Cappa@saws.org Fax to 210-233-4373

2. Questions regarding this BVB received after 4:00 PM Central Time on November 17, 2017 will not be answered in order to allow ample time for distribution of answers and/or addendums to this BVB.

3. Verbal questions are not permitted other than as described in this section and during interviews, if any.

5. Evaluation Process

SAWS will award the contract to the bidder that represents the “best value” to SAWS, price and other factors considered. In determining the “best value”, the Evaluation Criteria listed below will be considered and weighted as shown.

.a. Evaluation Committee : All properly submitted bids will be reviewed by an Evaluation

Committee.

b. Weighted Evaluation Criteria: The following weighted criteria will be considered to determine which bid offers the “best value” to the San Antonio Water System.

Evaluation Criteria Points

a. Bidder’s Pricing 30

b. References/ Similar Prior Experience 30

c. Resources 20

d. Small, Minority and Woman Business Program Compliance 15

e. Bid Responsiveness 5

TOTAL 100

Page 14 of 50

A. BIDDER’S PRICING (30 POINTS)Pricing will be evaluated and will be a part of determining the overall “Best- Value” Bid.

All pricing shall be enclosed in a separate sealed envelope, marked “PRICING”. Vendor must submit Pricing on “Pricing Schedule” provided in this best value bid.

The pricing will be evaluated based upon the lowest total price submitted on the Pricing Schedule. The Proposal with the lowest price will receive thirty (30) points. All other proposals will be allotted a percentage of the 30 points based on a comparison with the lowest priced proposal. The following formula will be used:

[(Lowest price) ÷ (Bidder’s price)] x 30 = Bidder’s allotted points

* All pricing shall be enclosed in a separate sealed envelope, marked “PRICING”. All vendors submitting a bid will be notified of the date and time for the opening of pricing.

B. REFERENCES/ SIMILAR PRIOR EXPERIENCE (20 POINTS)Bidder shall provide at least three (3) current and/ or previous projects in the last three (3) years that demonstrate bidder’s experience and competence on recent relevant projects of similar type and scope. Bidder shall provide summary to include the name of client, date and duration of service, service provided and contact person name and phone number for reference with this bid document. SAWS reserves the right to contact references.

C. RESOURCES (30 POINTS) Bidder shall detail ability to meet or exceed requirements of the Scope of Services including a list of resources available. Resources should include, but not be limited to, number of customer service agents to take calls (English and Spanish), description of resultant branded web page, detail of reports available, and dashboard functionality available to SAWS Steering committee.

D. SMWB - Small, Minority And Woman-Owned Business Program Compliance (15 POINTS)The purpose is to encourage and involve qualified small, minority and woman owned businesses into the bidding process. This will be evaluated and will be part of determining the overall “Best Value”.”

E. BID RESPONSIVENESS (5 POINTS)

1. Bid Response to the services scope, meeting, or exceeding Bid requirements.2. Completeness, clarity, conciseness, accuracy and up to date provided information as requested in this

best value bid.3. Adherence to best value bid guidelines and instructions.

III.PERIOD OF CONTRACT

1. Contract period shall be for five years and shall begin on February 1, 2018 and terminate on January 31, 2023.

2. At SAWS option, this Contract may be renewed under the same terms and conditions for five (5) additional one (1) year periods. Renewals shall be in writing and signed by SAWS Director Purchasing

Page 15 of 50

or her designee, without further action by the San Antonio Water System Board of Trustees, subject to and contingent upon appropriation of funding therefore.

3. SAWS shall also have the right to extend this contract under the same terms and conditions beyond the original term or any renewal thereof, on a month to month basis, not to exceed 6 months. Said month to month extensions shall be in writing, signed by SAWS Director Purchasing or her designee, and shall not require Board approval, subject to and contingent upon appropriation of funding therefore.

IV. STANDARD REQUIREMENTS

1. Prospective bidders must prove beyond any doubt to SAWS Purchasing Department that they are duly qualified, capable, bondable, etc. to fulfill and abide by the specifications herein listed.

2. The Annual Contract shall include the following terms and conditions:

a. Purchase orders will be issued. Payment will be made by SAWS on a monthly basis.

b. All invoices must be submitted in singular and show each purchase order number. Invoices must be legible. Items billed on invoices must be in accordance to specific price schedule. All items must show unit prices or otherwise specified. In connection with any term discount offered, time will be computed from the first of the month following receipt of services, or a correct invoice. Payment is deemed to be made on the date of mailing of the check.

3. Price shall remain firm over the life of the contract that includes the Base and Extension periods.

4. Bids will be evaluated to insure all requirements of bid document are met. Bidders meeting all requirements will be deemed as responsible.

5. Award will be made to the responsible bidder offering the best value to SAWS.

6. All bids submitted shall be valid for a period of not less than ninety (90) calendar days.

10. SAWS Service Agreement: SAWS Service Agreement is attached as Exhibit “A”. Successful bidder will be expected to sign Service Agreement as part of the award.

V. MINIMUM REQUIREMENTSIn order to be considered for an award, the following minimum requirements must be met.

1. Experience: As a minimum bidders must have been actively engaged as a contractor providing the specified services for a minimum of three (3) consecutive years. Documentation must be submitted with bid response supporting this requirement has been met. Provide any other pertinent information about bidder and services provided.

2. Security: The Service Provider must offer all services in a secure environment in accordance with applicable industry standards for safeguarding customer data. Evaluation of this environment will be conducted via the SAWS Software as a Service (SaaS) Provider Information Security and Privacy Assessment Questionnaire. A completed copy shall be in included as Attachment G.

Page 16 of 50

VI. SCOPE OF WORK

The following services are required: Cost effective, user friendly and easy to implement Safety Hotline 24/7/365 anonymous incident reporting available for SAWS employees and customers via phone and

secure website with hotline toll-free phone number and web address posted on SAWS homepage, www.saws.org. Both phone answering and web access needs to be 24/7/365. It is SAWS intent to preserve the anonymity of callers.

Representatives that are available to speak in English and Spanish Toll-free phone access Branded web page with ability to add language describing intent of Safety Hotline, what should be

reported through this avenue, and additional verbiage directing other concerns through appropriate avenues

Secure hosted software solution with access available to SAWS Risk Management-Safety Adequate licenses to database Daily immediate incident reporting with notification to SAWS Risk Management-Safety Monthly summary reporting to SAWS Executive Risk Management Committee 24/7/365 availability of data and reporting to SAWS Risk Management-Safety Retention of all data: Resolution or dismissal of complaint + 3 years Ability to maintain confidentiality of all information, to the extent allowed by law Availability of promotional materials Ability to cancel services with 30 day of written notice

Communication of Safety Hotline to SAWS Employees and CustomersSAWS intends to communicate the Safety Hotline to SAWS employees and customers. Various methods will be utilized.

Communication to SAWS Employees includes, but is not limited to, the following: Employee e-mail blast Posted flyers in employee break rooms

Communication to SAWS Customers includes, but is not limited to, the following: Insert into customers monthly bill Website Remittance advice Bid documents

Case Management SoftwareCase Management software is required. Access/ licenses are needed for four (4) individuals (Members of the Safety Risk Management-Safety and Liaison to the Committee).

Page 17 of 50

VII. POLICIES ON EQUAL EMPLOYMENT OPPORTUNITY AND SMWVBs

1. Equal Employment Opportunity Requirements - SAWS highly encourages Respondents to implement Affirmative Action practices in their employment programs. This means Respondents should not discriminate against any employee or applicant for employment because of race, color, religion, sex, pregnancy, sexual orientation, national origin, political belief or affiliation, age, disability or genetic information.

The SAWS Board of Trustees has adopted the Small, Minority, Woman, and Veteran-owned Business (SMWVB) Policy to establish and oversee a program that will support the inclusion of local small, minority, woman, and veteran-owned businesses (SMWVB). It is the policy of SAWS that it will ensure that local small, minority, woman, and veteran-owned businesses have an equal opportunity to compete for and participate in SAWS contracts. It is our policy to:

Ensure nondiscrimination in the award and administration of SAWS contracts;

Create a level playing field on which SMWVBs can compete fairly for SAWS contracts;

Ensure that only firms that attempt to meet small, minority, woman-owned business good faith efforts are considered for contract awards.

Respondent’s commitment to SAWS SMWVB policy will be based on meeting or exceeding the minimum SMWVB goal of 19%. The minimum goal is based on the total contract value. Points will be awarded based on the tiered scales below.

Please note that as of 1/1/2017, an updated SMWVB Policy and scoring methodology are being implemented by San Antonio Water System. Veteran-owned Business Enterprises (VBEs), are tracked for statistical purposes, but are not eligible for points. The maximum number of Small, Minority, and Woman-owned Business (SMWB) points to be earned is 15 points. Self-performance and subconsulting may be used to achieve the aspirational goals and earn points. SMWB Respondents and/or subconsultants must be certified by the South Central Texas Regional Certification Agency. Eligible firms (including MBEs and WBEs) must also be certified as a Small Business Enterprise (SBE), and must perform a commercially-useful function on the project in order to be counted for SMWB points. Please see the Good Faith Effort Plan for definitions of terms. All Respondents, whether SMWB or not, may earn the maximum number of SMWB points (15) by adhering to the point structures below when attempting to meet the aspirational goals:

SMWB Scoring Method: 15 Points (By percentage)• SMWB Participation Percentage between 1% and 2.9%: 2 Points• SMWB Participation Percentage between 3% and 5.9%: 4 Points• SMWB Participation Percentage between 6% and 8.9%: 6 Points• SMWB Participation Percentage between 9% and 12.9%: 8 Points• SMWB Participation Percentage between 13% and 15.9%: 10 Points• SMWB Participation Percentage between 16% and 18.9%: 12 Points• SMWB Participation Percentage meeting or exceeding 19%: 15 Points

2. All firms submitted as SMWVB must provide a copy of their certification certificate.

Page 18 of 50

3. The SMWB goal is expressed as a percentage of the total dollar amount of the contract going to SMWBs for those areas which the Respondent has subcontracted or anticipates to subcontract, including any future contract amendments. The goal shall also apply to contract amendments that require work beyond the scope of services originally required to accomplish the project.

4. The Respondent agrees to employ good faith efforts to carry out this policy through award of subconsultant contracts to SMWVBs to the fullest extent possible.

5. The SAWS Good Faith Effort Plan (GFEP) will be used for scoring purposes based upon SMWB participation. However, all subcontractors and/or suppliers, whether SMWVB-certified or not, must be listed in the GFEP, because the information provided in the GFEP will be utilized in the development of the final contract/agreement. The GFEP format is attached as Attachment F. This form is required and considered part of the response to the RFP or BVB. Should the Good Faith Effort Plan not be submitted, the proposal may be considered non-responsive.

6. The successful Respondent will be required to report actual payments to all subcontractors by using the Subcontractor Payment and Utilization Reporting (S.P.U.R.) System, beginning with the first SAWS payment for services under the contract, and with every payment thereafter (for the duration of the contract). This information will be used for subcontractor utilization tracking purposes. Any unjustified failure to comply with the committed SWMB levels may be considered breach of contract.

Web Submittal of Subcontractor Payment Reports The Respondent is required to electronically submit subcontractor payment information using the Subcontractor Payment and Utilization Reporting (S.P.U.R.) System, accessed through a link on SAWS’ “Business Center” web page. The Contractor and all subcontractors will be provided a unique log-in credential and password to access the SAWS subcontractor payment reporting system. The link may be accessed through the following internet address: https://saws.smwbe.com/

Training on the use of the system will be provided by SAWS. After the prime receives payment from SAWS, electronic submittals will require data entry of the amount paid to each subcontractor listed on the Contractor’s Good Faith Effort Plan.

7. Please contact the SMWVB program manager, Marisol V. Robles, at 210-233-3420 or marisol.robles@saws.org for any questions pertaining to the Good Faith Effort Plan or the SMWVB Program.

VIII. BEST VALUE BID SUBMISSION REQUIREMENTS

Submit the Bid in an Electronic (CD or thumb drive) Format and hard copy. The Electronic Copy should contain the entire Bid as submitted, and be clearly marked with the Bid number information.

In addition to the Electronic Format, submit one (1) complete original bid (marked as “Original”) and five (5) complete copies (marked as “Copy”) placed in a sealed package must be submitted. Original bid must be signed by a representative that is authorized to bind the bidder. Bidder shall submit bid response as follows:

1. BID PACKAGE : Bidder must complete, sign and submit the entire bid document. Include the following documents with your bid submission, tabbed, and attached in the order indicated below:Place as Tab 1.

Page 19 of 50

2. RESPONDENT QUESTIONNAIRE : Complete and submit Attachment A, Respondent Questionnaire.Place as Tab 2.

3. W-9 FORM: Complete and submit a signed W-9 Form. Please go to http://www.irs.gov/formspubs/index.html?portlet=3 to download the form, if needed.Place as Tab 3.

4. EXPERIENCE: Complete and submit Attachment B, Experience.Place as Tab 4.

5. PRICING SHEDULE: Complete and submit Attachment C, Pricing Schedule.Place as Tab 5.

6. REFERENCES/ SIMILAR PRIOR EXPERIENCE: Complete and submit Attachment D, References/ Similar Prior ExperiencePlace as Tab 6.

7. RESOURCES: Complete and submit Attachment E, Resources.Place as Tab 7.

8. SMALL, MINORITY AND WOMAN-OWNED BUSINESS PROGRAM COMPLIANCE : Complete, sign and submit the Good Faith Effort Plan contained in Attachment F.Place as Tab 8.

9. SOFTWARE AS A SERVICE AGREEMENT : Complete and sign the Software as a Service Agreement and include as Attachment G.Place as Tab 9.

10. ADDENDUMS : Bidder shall submit all Addendums (if any) issued for this Best Value Bid. Addendums to the Best Value Bid will be posted on the San Antonio Water System’s Website, http://www.saws.org/business_center/procbids/. It is Bidder’s responsibility to review this site and ascertain whether Addendums have been issued prior to submission of a bid response. Sign all Addendums that are required to be returned and attach them to your bid as Attachment H.Place as Tab 10 .

FAILURE TO COMPLETE AND PROVIDE ANY OF THESE SUBMITTAL REQUIREMENTS MAY RESULT IN THE BIDDER’S SUBMITTAL BEING DEEMED NON-RESPONSIVE AND THEREFORE DISQUALIFIED FROM CONSIDERATION.

Page 20 of 50

IMPORTANT MAILING INSTRUCTIONS: 

RETURN THE COMPLETE BID DOCUMENT  

MAIL TO:      SAN ANTONIO WATER SYSTEM                                         PURCHASING DIVISION  

2800 US HWY 281 NORTHADMINISTRATION BLDG., 5TH FLOOR

                                            SAN ANTONIO, TEXAS 78212 

MARK ENVELOPE:            BEST VALUE BID FOR SAWS SAFETY HOTLINE SERVICES (FIVE YEARS)

BID NO. 17-17113

OPENING DATE: December 7, 2017 TIME: 3:00 PM (CT)

REMARKS: 

Page 21 of 50

(TAB 2) ATTACHMENT A

RESPONDENT QUESTIONNAIRE

BVB NAME: Best Value Bid for SAWS Safety Hotline Services (Five Years), Bid 17-17113

Instructions: The Respondent Questionnaire is a required questionnaire. Complete the questionnaire by inserting the requested information. Do not modify or delete the questions.

GENERAL INFORMATION1. Respondent Information:

Respondent Name: (NOTE: Give exact legal name as it will appear on the contract, if awarded.)

Principal Address:

City: State: Zip Code:

Telephone No. Fax No:

Social Security Number or Federal Employer Identification Number:

2. Contact Information: List the one person who SAWS may contact concerning your proposal or setting dates for meetings.

Name:

Address:

City: State: Zip Code:

Telephone No. Fax No:

Email:

3. Identify the principal contact person authorized to commit the Respondent to a contractual agreement.

4. Does Respondent anticipate any mergers, transfer of organization ownership, management reorganization, or departure of key personnel within the next twelve (12) months?

Yes No

5. Is Respondent authorized and/or licensed to do business in Texas?

Yes No If “Yes”, list authorizations/licenses.

6. Affirmative Action - Respondent agrees to adhere to the Affirmative Action requirements contained in the BVB section IV.

Yes No If “No”, state reason.

7. Debarment/Suspension Information: Has the Respondent or any of its principals been debarred or suspended from contracting with any public entity?

Yes No If “Yes”, identify the public entity and the name and current phone number of a representative of the public entity familiar with the debarment or suspension, and state the reason for or circumstances surrounding the debarment or suspension, including but not limited to the period of time for such debarment or suspension.

8. Bankruptcy Information: Has the Respondent ever been declared bankrupt or filed for protection from creditors under state or federal proceedings?

Yes No If “Yes”, state the date, court, jurisdiction, cause number, amount of liabilities and amount of assets.

9. Provide any other names under which Respondent has operated within the last 10 years.

10. Litigation Disclosure: Respond to each of the questions below by checking the appropriate box. Failure to fully and truthfully disclose the information required in the Litigation Disclosure questions may result in the disqualification of your proposal from consideration or termination of the contract, once awarded.

a. Have you or any member of your Firm or Team to be assigned to this project ever been indicted or convicted of a felony or misdemeanor greater than a Class C in the last five (5) years?

Yes No

b. Have you or any member of your Firm or Team to be assigned to this project been terminated (for cause or otherwise) from any work being performed for the San Antonio Water System or any other Federal, State or Local Government, or Private Entity?

Yes No

c. Have you or any member of your Firm or Team to be assigned to this project been involved in any claim or litigation with the San Antonio Water System or any other Federal, State or Local Government, or Private Entity during the last ten (10) years?

Yes No

If you have answered “Yes” to any of the above questions, please indicate the name(s) of the person(s), the nature, and the status and/or outcome of the information, indictment, conviction, termination, claim or litigation, as applicable. Any such information should be provided on a separate page, attached to this form and submitted with your proposal.

Page 23 of 50

11. Compliance Agreement:

Nondisclosure. No information obtained by Respondent from SAWS shall be disclosed by Respondent to any third party. In the event Respondent is subject to the Texas Public Information Act, upon receipt of a request for any information obtained by Respondent, Respondent shall provide notice to SAWS of the request along with a copy of the request, and give SAWS the opportunity to respond to the request prior to its release by Respondent.

No Lobbying and Compliance with Law. During the selection process for the project named in this RFP, Respondent agrees to comply with all applicable laws and regulations, including but not limited to restrictions against direct or indirect lobbying of public officials. Respondent agrees not to make or permit to be made any improper payments, or to perform any unlawful acts.

This agreement shall be construed to be enforceable to the maximum extent permitted by law.

Failure to complete this question or comply with its terms may subject this firm to elimination from the selection process at any time.

Does the Respondent agree to the above?

Yes No

12. Security Procedures: Respondent acknowledges having read the security procedures in Section XII and understands the requirements. Respondent is prepared to perform at their own expense background security checks on their employees, or the employees of their consultants or sub-consultants if requested by SAWS.

Yes No

13. Contract Terms and Conditions: Respondent acknowledges having read the contract attached to this RFP. By responding to this RFP/RFQ, Respondent agrees to these terms and conditions.

No Exceptions Exceptions If “Exceptions”, they must be submitted with the proposal. Respondents shall submit exceptions with proposed alternative language to SAWS as an attachment accompanying this questionnaire.

Exceptions will not be accepted after the proposal due date and time. At the sole discretion of SAWS, the type and nature of exceptions may be grounds for disqualification.

14. Addendums: Each Respondent is required to acknowledge receipt of all addendums.

None Yes If “Yes”, Identify.

The information provided above is true and accurate to the best of my knowledge. Furthermore, we understand that failure to complete the Respondent Questionnaire may subject this firm to elimination from the selection process.

Signature Date

Printed Name

Page 24 of 50

Title

(TAB 3) W-9 FORM

Complete and submit a signed W-9 Form. Please go to http://www.irs.gov/formspubs/index.html?portlet=3 to download the form, if needed.

Page 25 of 50

(TAB 4) ATTACHMENT BEXPERIENCE STATEMENT

As a minimum bidders must have been actively engaged as a contractor providing the specified services for a minimum of three (3) consecutive years. Documentation must be submitted with bid response supporting this requirement has been met.

1. Number of years engaged in this type of business. _____________ Years

2. Fully describe your company and experience as it relates to the requested services.

Page 26 of 50

(TAB 5) ATTACHMENT CPRICING SCHEDULE

Pricing will be evaluated and will be a part of determining the overall “Best- Value” Bid.SERVICE DESCRIPTION QUANTITY UNIT PRICE EXTENDED

PRICESet Up Fee, one-time

Set up of system, reporting and Web Page

1 $______/ea $_________

Annual Fee * Services to be provided in English and Spanish. Includes ____ Incident Reports

1 $______/yr $_________

Per Incident Report **

______ -100/year _______ $______/incident $_________

Per Incident Report

101-200/year 100 $______/incident $_________

Per Incident Report

201-300/year 100 $______/incident $_________

Posters 60 $______/poster $_________

Wallet cards 1750 $______/set $_________

TOTAL $_________

* Bidder to fill in number of reports included in the Annual Fee.

** Bidder to fill in number of reports in which the per incident report will apply.

Time to implement:_____________________________

Quantities will be utilized for evaluation purposes. SAWS will pay vendor for the actual number of incident reports received through the Safety Hotline in excess of the number included in the Annual Fee and will pay for the actual number of posters and wallet cards ordered.

Provide a list of promotional items available, and associated costs.

Page 27 of 50

The pricing will be evaluated based upon the lowest total price submitted on the Pricing Schedule. The Proposal with the lowest price will receive forty (30) points. All other proposals will be allotted a percentage of the 30 points based on a comparison with the lowest priced proposal. The following formula will be used:

[(Lowest price) ÷ (Bidder’s price)] x 30 = Bidder’s allotted points

* All pricing shall be enclosed in a separate sealed envelope, marked “PRICING”. All vendors submitting a bid will be notified of the date and time for the opening of pricing.

BY: __________________________________

TITLE: _______________________________

FOR: _________________________________ (Name of Firm Submitting Bid)

DATE: ________________________________

Page 28 of 50

(TAB 6) ATTACHMENT DREFERENCES/ SIMILAR PRIOR EXPERIENCE

Bidder shall provide at least three (3) current and/ or previous projects in the last three (3) years that demonstrate bidder’s experience and competence on recent relevant projects of similar type and scope. Bidder shall provide summary to include the name of client, date and duration of service, service provided and contact person name and phone number for reference with this bid document. SAWS reserves the right to contact references.

1. Company Name

Dates and duration of service: Address Contact Person: Email:______________________ Business Phone Fax: ______________________ Description of project or work completed:

2. Company Name Dates and duration of service: Address Contact Person: Email:______________________ Business Phone Fax: ______________________ Description of project or work completed:

3. Company Name Dates and duration of service: Address Contact Person: Email:______________________ Business Phone Fax: ______________________ Description of project or work completed:

Page 29 of 50

(TAB 7) ATTACHMENT ERESOURCES

Bidder shall detail ability to meet or exceed requirements of the Scope of Services including a list of resources available. Resources should include, but not be limited to, number of customer service agents to take calls (English and Spanish), description of resultant branded web page, detail of reports available, and dashboard functionality available to SAWS Steering committee.

Page 30 of 50

(TAB 8) ATTACHMENT FGOOD FAITH EFFORT PLAN

Good Faith Effort Plan for SUBCONTRACTING.NOTE: Effective 1/1/17, SMWB points shall only be assessed for consultants/contractors and/or subconsultants, subcontractors, and suppliers who are certified as SBEs (including MBEs and WBEs).

NAME OF PROJECT: SAWS SAFETY HOTLINE SERVICES (FIVE YEARS)

SECTION A - PRIME CONSULTANT/CONTRACTOR INFORMATION

Legal Name of Firm, including "doing business as" if applicable: ___________________________

Address of Office to Perform Project Work:___________________________________________

City:_______________ State:_____ Zip Code: ______

Telephone:____________________ Fax:____________________

Contact Person:__________________________________________________

Email Address:_____________________________ Is your firm

Certified as an SMWVB?

Yes: ________ No:________

If "Yes", Certification Agency that granted SMWVB designation:____________________________

Type/s of Certification: SBE: _______ MBE: _______ VBE: _______ WBE: _______

Prime Consultant/Contractor's Percentage of Participation: (Ex: 100% is the total value of the contract.) _____%

1. List ALL SUBCONSULTANTS/SUPPLIERS that will be utilized on this project/contract. (SMWB AND Non-SMWB)

Page 31 of 50

2.

Legal Name of Subconsultant/

Supplier (including “doing

business as”, if applicable).

Address of Office Location to

Perform Project Work or Provide

Supplies:

Scope of Work and/or Supplies to

be Performed/ Provided by Firm:

Estimated Percentage of

Participation on this Project:

Certification Type & Certification

Agency:

1

2

3

4

5

Page 32 of 50

SECTION B. – SMWB COMMITMENTS

The SMWB goal on this project is 19%

1. The undersigned proposer has satisfied the requirements of the BID specification in the following manner (please check the appropriate space):

The proposer is committed to a minimum of 19 % SMWB utilization on this contract.

___________The proposer, (if unable to meet the SMWVB goal of 19%), is committed to a minimum of % SMWB utilization on this contract. (If contractor is unable to meet the goal, please fill out Section C and submit documentation demonstrating good faith efforts).

2. Name and phone number of person appointed to coordinate and administer the SMWB requirements on this project.Name: ____________________________________________________

Title: ____________________________________________________

Phone Number: Email Address:

IF THE SMWB GOAL WAS MET, PROCEED TO AFFIRMATION AND SIGN THE GFEP. IF GOAL WAS NOT MET, PROCEED TO SECTION C.

SECTION C – GOOD FAITH EFFORTS (Fill out only if the SMWB goal was not achieved).

1. On a separate sheet of paper, list and attach to this Good Faith Effort Plan written, posted, or published notification to all firms you contacted with subconsulting/supply opportunities for this project that will not be utilized for the contract by choice of the proposer, subconsultant, or supplier. Notices to firms contacted by the proposer for specific scopes of work identified for subconsulting/supply opportunities must be provided to subconsultant/supplier not less than five (5) business days prior to proposal due date . This information is required for all firms that were contacted of subconsulting/supply opportunities.

Copies of said notices must be provided to the SMWB Program Manager at the time the response is due. Such notices shall include information on the plans, specifications, and scope of work.

2. Did you attend the pre-submittal conference scheduled for this project? Yes: _______ No: _______

3. List all SMWB listings or directories, contractor associations, and/or any other associations utilized to solicit SMWB subconsultants/suppliers:

4. Discuss efforts made to identify elements of the work to be performed by SMWBs in order to increase the likelihood of achieving the goal:

Page 33 of 50

5. Indicate advertisement mediums used for soliciting SMWBs. (Please attach a copy of the advertisement(s):

AFFIRMATIONI hereby affirm that the above information is true and complete to the best of my knowledge. I further understand and agree that, this document shall be attached thereto and become a binding part of the contract.Name and Title of Authorized Official:

Name:

Title:

Signature:

Date:

NOTE:This Good Faith Effort Plan is reviewed by SAWS Contracting Department. For questions and/or clarifications, please contact Marisol V. Robles, SMWVB Program Manager, at 210-233-3420.

Note: To be eligible for participation in the SAWS Small, Minority, Woman, and Veteran-owned Business Program, a firm must be certified as a Small Business Enterprise (SBE). This includes firms certified as Minority and/or Woman-owned Business Enterprises (MBEs and WBEs). SAWS tracks Veteran-owned Business Enterprises (VBEs) for statistical purposes, but does not award points for VBE participation.

DEFINITIONS

Local: A business located in the San Antonio Metropolitan Statistical Area (SAMSA) , which includes the counties of Atascosa, Bandera, Bexar, Comal, Frio, Guadalupe, Kendall, Kerr, McMullen, Medina, Uvalde and Wilson. A business’s presence in the SAMSA that consists solely of a P.O. box, a mail drop, or a telephone message center does not count as being local.

Prime Consultant/Contractor: Any person, firm partnership, corporation, association or joint venture which has been awarded a San Antonio Water System contract.

Subconsultants/contractor: Any named person, firm partnership, corporation, association or joint venture identified as providing work, labor, services, supplies, equipment, materials or any combination of the foregoing under contract with a prime consultant/contractor on a San Antonio Water System contract.

Small, Minority, and Woman-owned Business (SMWB): All business structures Certified by the Texas State Comptroller’s Office, or the South Central Texas Regional Certification Agency that are 51% owned, operated, and controlled by a Small Business Enterprise, a Minority Business Enterprise, or a Woman-owned Business Enterprise.

Page 34 of 50

Small Business Enterprise (SBE): A business structure that is Certified by the Texas State Comptroller’s Office or the South Central Texas Regional Certification Agency as being 51% owned, operated and controlled by someone who is legally residing in or a citizen of the United States, and the business structure meets the U.S. Small Business Administration’s (SBA) size standard for a small business within the appropriate industry category.

Minority Business Enterprise (MBE): A business structure that is Certified by the Texas State Comptroller’s Office or the South Central Texas Regional Certification Agency as being 51% owned, operated, and controlled by an ethnic minority group member(s) who is legally residing in or a citizen of the United States. For purposes of the SMWB program, the following are recognized as minority groups:

a. African American – Persons having origins in any of the black racial groups of Africa.

b. Hispanic American – Persons of Mexican, Puerto Rican, Cuban, Spanish or Central or South American origin.

c. Asian-Pacific American – Persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian subcontinent or the Pacific Islands.

d. Asian-Indian American – Persons whose origins are from India, Pakistan, Bangladesh or Sri Lanka.

e. American Indian/Native American – Persons having no less than 1/16 percentage origin in any of the American Indian Tribes, as recognized by the U.S. Department of the Interior’s Bureau of Indian Affairs and as demonstrated by possession of personal tribal role documents.

Women Business Enterprise (WBE): A business structure that is Certified by the Texas State Comptroller’s Office or the South Central Texas Regional Certification Agency as being 51% owned, operated and controlled by a woman or women who are legally residing in or citizens of the United States.

African American Business Enterprise (AABE): A business structure that is Certified by the Texas State Comptroller’s Office or t h e South Central Texas Regional Certification Agency as being 51% owned, operated and controlled by African American minority group member(s) who are legally residing in or are citizens of the United States.

Joint Venture: A limited association of two or more persons to carry out a single business enterprise for profit, for which purpose they combine their property, money, efforts, skills and knowledge.

Veteran-Owned Business Enterprise (VBE): A business structure that is at least 51% owned, operated and controlled by an individual who served in the United States Armed Forces, and who was discharged or released under conditions other than dishonorable. Please note: This certification type should not be confused with the Service Disabled Veteran designation available through the Small Business Administration.

Web Submittal of Subconsultant/Supplier Payment Reports: The Contractor will be required to electronically report the actual payments to all subconsultants and suppliers utilizing the Subcontractor Payment and Utilization Reporting (S.P.U.R.) System, beginning with the first SAWS payment for services under the contract, and with every payment thereafter (for the duration of the contract). Electronic submittal

Page 35 of 50

of monthly subcontractor payment information will be accessed through a link on SAWS’ “Business Center” web page. This information will be utilized for subcontractor participation tracking purposes. Any unjustified failure to comply with the committed SMWB levels may be considered breach of contract.

The Contractor and all subcontractors will be provided a unique log-in credential and password to access the SAWS subcontractor payment reporting system. The link may also be accessed through the following internet address: https://saws.smwbe.com/

Page 36 of 50

(TAB 9) ATTACHMENT GSOFTWARE AS A SERVICE

Software as a Service (SaaS) ProviderInformation Security and Privacy Assessment Questionnaire

Purpose: This form is to be used to conduct security assessment on Vendor.

Note/Instructions:

The Software as a Service (SaaS) is a software distribution model in which applications are hosted by a vendor or service provider and made available to customers over a network, typically the Internet.

This document is for the sole use of the intended recipient(s) and may contain confidential and privileged information belongs to SAWS. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message.

The Vendor shall provide answers or information to the questions or statements below. In the event that the Vendor cannot meet SAWS security and or privacy requirements, the Vendor may submit an

exception with alternative countermeasures to address the risk. SAWS Network Security Services Manager may approve or reject the exception request depending upon the risk associated with the exception request.

Followed by the Vendor’s response SAWS Network Security Services will conduct a security risk assessment with following scoring methodology:

A = Meet completely. B = Partially meets. The Vendor may require to provide additional requested details.C = Doesn’t meet. The Vendor may require to provide missing/additional detail.

The Vendor’s Information:Vendor’s Organization NameAddressInformation Security Contact Person NameEmailPhoneDate this Questionnaire Completed

1.0 BUSINESS PROCESS AND DATA EXCHANGE REQUIREMENTS

# Question Response from VendorScore Additional

Information/Clarification Required from Vendor

1.1 Please provide a detailed description of the business process that will be supported by the Vendor as it relates to the requirements of the RFP

Page 37 of 38Revised1 03/30/2017

1.2 Has Vendor adopted and implemented information security and privacy policies that are documented, are accessible to SAWS and conform to ISO 27001/2 – Information Security Management Systems (ISMS) Standards or other industry standards.

1.3 What data exchange needs to occur between SAWS and the Vendor? What data will be stored at the Vendor location? (Provide data attributes with examples)

Example: (PCI Credit Card Info, SSN, DLN, Patrons Name, Address, telephone, employee performance data, etc.)

1.4 In the event that Vendor is required to store Private Information (PI) or Personally Identifiable Information (PII) or Sensitive Information (SI) about peoples in the Vendor’s business systems -- how will the Vendor maintain the confidentiality of the Information in accordance with applicable federal, state and local data and information privacy laws, rules and regulations.

1.5 What mechanism and/or what types of tool will be used to exchange data between SAWS and the Vendor? Example: (VPN, Data Link, Frame Relay, HTTP, HTTPS, FTP, FTPS, etc.)? What versions of SSL are used?

1.6 What types of data Storage (work in progress storage and backup storage) will be required at the Vendor site Example: (PCI Credit Card Info, SSN, DLN, Patrons Name,

Page 38 of 50

Address, telephone, employee ID number, HR evaluation data, etc.)

1.7 Is there any e-mail integration required between SAWS and the Vendor?

Example: The vendor may require an e-mail account on SAWS e–mail Server.

1.8 Will any integration with ERP systems be required and how will the data be exchanged, e.g. HR, Finance, etc.?

1.9 Has the Vendor ever been subjected to either an electronic or physical security breach? Please describe the event(s) and the steps taken to mitigate the root causes. What damages or exposure resulted? Are records of breaches and issues maintained and will these records be available for inspection by SAWS?

1.10

Does the Vendor maintain formal security policies and procedures to comply with applicable statutory or industry practice requirements/standards? Are records maintained to demonstrate compliance or certification? Does the Vendor allow client audit of these records? NOTE: PLEASE PROVIDE SUPPORTING DOCUMENTATION.

1.11

What are the internet and the browser security configuration of the vendor application? What security standards and requirements are maintained to ensure application security at the user interface? (A set of detailed documentation should be provided to support the compliance.

Page 39 of 50

2.0 APPLICATION/SOLUTION CONFIGURATION

# Question Response from VendorScore Additional

Information/Clarification Required from Vendor

2.1 What is the name of the

application the Vendor will host to provide services to SAWS? (List all) Is the application on-premise or hosted?

2.2.

What functionality will be provided to SAWS employees or SAWS customers / citizens through the application?

2.3

Is the Vendor using a subcontractor or 3rd party service provider? (List all). If yes, then what data privacy and information security agreements are in place between the Vendor and any subcontractor to ensure appropriate and accountable treatment of information. Also SAWS requires that this questionnaire shall be completed by each subcontractor as well.

2.4

What is the Vendor's Application hosting hardware and software platform? Also please provide detailed description including SP and a patch or security applications in use

Example: Windows or Unix Operating System (OS) and other detail

2.5

How do the Vendor’s application and database architecture; manage segregation of SAWS data, from other customers' data?

2. Describe the Vendor’s server and network

Page 40 of 50

6 infrastructure. Please provide server and network infrastructure deployment topology, including data flow architecture including but not limited to security management applications, firewalls, etc.

2.7

Please provide detail proposed solution which will be developed as a part of the implementation to support this project. (For example detailed solution architecture, secured data flow to support business processes, etc.).

3.0 DATA PROTECTION

# Question Response from Vendor

Score Additional Information/Clarification Required from Vendor

3.1

How is SAWS data kept physically and logically secure at the Vendor location? Example: Locked storage, Digitally, Encrypted etc. If encrypted please provide the encryption standard used. How are keys kept separated from the data?

3.2

What application level protections are in place to prevent vendor/Vendor or subcontractor staff from being able to view

Page 41 of 50

protected information i.e.: encryption, masking, etc.?

3.3

What controls does the Vendor exercise over the qualification and performance of their team? Of their subcontractor’s teams? (For example criminal background verification prior to employment, providing security training after employment and managing Role Based Access Control (RBAC) during employment and network and application access termination upon employment termination.

4.0 DATA BACK-UP

# Question ResponseScor

eSAWS’s Security

Assessment4.1 What method is used

to keep data secure during backup process?

4.2.

Is encryption technology used to encrypt; whole, or selective data? If so, how is the data encrypted?

4.3

What types the “media” used for data backup (Tape, Hard Disk Drive or any other devices)?

4.4

Are the backups encrypted? If yes, please provide encryption specification, with type of encryption algorithm and detail process of encryption handling. If No, please provide detail description (with process, tools and technology) to keep

Page 42 of 50

data secured during the back-up process.

5.0 DATA RETENTION

# Question Response from Vendor

Score

Additional Information/Clarification Required from

Vendor5.1 What is the retention

period for the data being backed up? The data retention process shall comply with SAWS data retention policy.

5.2

Are the data back-up tapes/media stored at the Vendor location or off-site?

5.3

If the Vendor’s backups are stored with another company, please provide:

a. Company Name:

b. Address:

c. Contact person detail (Phone and Email):

d. What contractual commitments are in place to guarantee security performance from these vendors

5.5

What is the media transfer process (I.e. The lock box process used to send tapes off-site)?

Page 43 of 50

5.6

Who has access to the media lockbox? (Provide Name and Role)

5.7

Who is authorized to access back-up media? (Provide Name and Role)

5.8

What is the backup media receiving and release authorization process? (Please submit a soft copy of the process)

6.0 ACCOUNT PROVISIONING AND DE-PROVISIONING (The Vendor must receive formal pre-authorization from the City’s Information Security Manager prior to provisioning and de-provisioning of application access account).

# Question Response from Vendor

Score Additional Information/Clarificati

on Required from Vendor

6.1 What is the account

provisioning/removal process?

Example: how are users accounts created and managed?)

6.2. What is the account

deprovisioning/removal process? Example: how are users accounts created and managed?)

Page 44 of 50

6.3

How will SAWS employees gain access to required application(s)?

6.4

Does the application(s) have the capability to restrict access only from SAWS network?

7.0 PASSWORD MANAGEMENT

# Question Response from Vendor

Score Additional Information/Clarificati

on Required from Vendor

7.1 What will be the Policy

and Procedures for the logging, authentication, authorization and password management scheme? (Please provide a soft copy of the process)

7.2.

Where are the login and password credentials stored?

7.3

Are the password credentials stored with encryption? If yes please provide encryption scheme detail.

7.4

The vendor application must comply with following password requirements. Does the vendor application meet these requirements:

1. First time password must be unique to an

Page 45 of 50

individual and force the user to change it upon initial login.

2. How is a forgotten or expired password changed by the customer?

3. SAWS requires first time password to have a time-out capability of no more than 7 days.

4. The email notification must not be CC’d to anyone else except the user.

5. The permanent / long term password must be changed frequently, at least TWICE a year

6. E-mail notification must be sent to the user whenever the password has been updated.

7. User should not be able to view data or conduct business unless an initial password has been updated with a different password.

8. The Vendor shall notify SAWS users; that when creating a new

Page 46 of 50

password, the user shall not use their SAWS LDAP password.

9. The password must have 8 characters or more and they must contain at least one character from each line below i.e. each line shall contribute at least one character:

abcdefghijklmnopqrstuvwxyz

ABCDEFGHIJKLMNOPQRSTUVWXYZ

0123456789

!@#$%^&*()-+=`~,></\"'?;:{[}]

7.5

Does the Vendor support or provide Single Sign On capabilities? If so please explain how. Does the vendor support SAML 2.0?

7.6

Does the Saas vendor support two factor authentication and if so how?

8.0 AUDIT MANAGEMENT

# Question Response from Vendor

Score Additional Information/Clarification Required from

Vendor8.1

Is access to SAWS data audited?

8.2

What events are audited, access, modification, etc., and to what level?

Page 47 of 50

8.3

What is the retention policy for audit logs?

8.4

Will SAWS be able to get access to audit logs and what is the procedure and timeline?

9.0 CONFIGURATION MANAGEMENT

# Question Response from Vendor

Score Additional Information/Clarification Required from

Vendor

9.1

What is the vendors configuration/change control policy?

9.2

How are customers notified of system updates?

9.3

What is the process for applying critical updates, e.g. Heartbleed?

9.4

Is the vendor application vulnerability tested by a third party?

10.0 INCIDENT MANAGEMENT

# Question Response from Vendor

Score Additional Information/Clarification Required from

Vendor

10.1

Does the vendor have an incident response policy and can SAWS get a copy?

10.2

What is the vendor’s timeline to notify customer of a potential breach?

Page 48 of 50

(TAB 10) ATTACHMENT HADDENDUMS

Any addendums that need to be returned should be submitted and placed behind Tab 10.

Page 49 of 50

EXHIBIT ASERVICE AGREEMENT

SERVICES AGREEMENT Page 1 of 8REV. 06/09/16

SAN ANTONIO WATER SYSTEMSERVICES AGREEMENT

AGREEMENT FOR

SAWS SAFETY HOTLINE SERVICES (FIVE YEARS)

THIS IS A SERVICE AGREEMENT (this “Agreement”) by and between

(the “Contractor”), and San Antonio Water System, municipally-owned utility of the City of San Antonio in the State of Texas (the "Water System" or “SAWS”), and by which parties to this Agreement, in consideration of the mutual covenants set forth below and other good and valuable consideration (the mutuality, adequacy, and sufficiency of which are hereby acknowledged), hereby agree as follows:

1. Services.

(a) Services. During the term of this Agreement, the Contractor will provide services to the Water System in accordance with the highest professional standards. Contractor shall perform the services described on Exhibit B attached hereto and incorporated herein. The Contractor shall perform such duties in accordance with the time schedule attached hereto as Exhibit D. Acceptance of work of the Contractor by the Water System shall not constitute or be deemed a release of the responsibility, obligations or liability of the Contractor under this Agreement for any errors, omissions, defect in the design, drawings, specifications, documents, reports and work performed by the Contractor. Contractor will utilize only qualified personnel to perform the work under this Agreement. All of such work shall be under the direct supervision of properly licensed professionals as appropriate for the Project and work.

(b) Compensation and Expenses. The Water System shall pay Contractor as set forth on the attached Exhibit A. If Contractor's services do not conform to the specifications stated on Exhibit B, as determined by Water System, Contractor shall promptly re-perform such services to the satisfaction of Water System at no additional charge to Water System.

(c) Independent Contractor. Contractor’s work shall be performed by Contractor as an independent contractor and not as an agent, employee or partner of Water System. Contractor shall be solely responsible for, and have exclusive control over: (a) the means, methods, tools, techniques, sequences and procedures of the Contractor’s work under this Agreement; and (b) the acts, errors and omissions of its employees, subcontractors, sub-subcontractors, suppliers and their respective agents and employees, and other persons or entities performing portions of the work for or on behalf of the Contractor or any of its subcontractors. Any instruction or direction by Water System with respect to the work performed by Contractor shall be deemed to relate to the results the Water System desires to obtain from the work performed by the Contractor, and shall in no way affect Contractor’s status as an independent contractor as described herein. While the Water System has the right to review, approve and accept the Contractor’s work, the detailed manner and method of performance of the Contractor’s work shall be under the sole control of the Contractor. Nothing in this Contract shall create a partnership or joint enterprise between the Water System and Contractor.

Nothing contained in this Contract shall create a contractual relationship with or a cause of action in favor of a third party against either Water System or the Contractor.

(d) Water System's Responsibilities. Water System will use its reasonable best efforts to provide Contractor with all documentation and information in the possession of the Water System required to enable Contractor to provide the services, and will cause its employees and agents to cooperate with Contractor's reasonable requests in order to assist Contractor in providing the services.

SERVICES AGREEMENT Page 2 of 8REV. 06/09/16

(e) Work Papers. All final work product and work papers directly relating thereto delivered to Water System by the Contractor in connection with the performance of services pursuant to this Agreement, including public records obtained by the Contractor, shall be the property of the Water System whether or not in the possession of the Contractor, for use and re-use by the Water System, its agents, employees, contractors and Contractors, as needed from time-to-time.

(f) Nondisclosure. While the Water System may have a proprietary interest in this Agreement and in the services provided by Contractor, the Water System is subject to the Texas Public Information Act. Accordingly, this Agreement, the services, and any information obtained by Contractor through Water System in connection with the performance of the services shall not be disclosed directly by Contractor to any third party. In the event Contractor receives a request for information related to this Agreement, upon receipt of such request Contractor shall provide immediate (within 24 hours) notice to Water System of the request along with a copy of the request, and give Water System the opportunity to respond to the request prior to its release by Contractor. In no event shall Contractor provide or participate in any public presentations or prepare or present any papers for public dissemination concerning the Project, or with information obtained in connection with the Project, without receiving the prior written approval from the Water System of the type of public dissemination and the content of any materials presented, which approval may be withheld in the sole and absolute discretion of the Water System.

(g) Compliance with Law. In performing this Agreement, the Contractor agrees to comply with applicable laws and regulations, and to secure, pay for and comply with all permits, governmental fees, licenses, inspections, bonds, security or deposits necessary for proper execution and completion of the services. Contractor agrees to not make or permit to be made any improper payments, or to perform any unlawful acts.

(h) Insurance. Contractor shall maintain and keep in force for the duration of this Agreement such insurance as set forth on Exhibit C of this Agreement, which is attached hereto and incorporated herein for all purposes as if fully set forth herein. Approval of insurance by the Water System shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. Contractor shall be responsible for all premiums, deductibles and self-insured retentions, if any, stated in the policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. All endorsements naming the Water System and the City of San Antonio (the "City") as additional insureds, waivers, and notices of cancellation endorsements as well as the Certificates of Insurance shall indicate: San Antonio Water System, Purchasing Division, 2800 US Hwy 281 North, San Antonio, Texas 78212.

(i) Right To Audit. Contractor agrees to maintain appropriate accounting records of costs, expenses, and payrolls of its employees and agents working on the Project for a period of three years after final payment for completed work has been made and all other pending matters concerning the Agreement have been closed.  Contractor agrees that the Water System or its authorized representative shall have access during normal business hours to any and all books, documents, papers, and records of the Contractor which are directly pertinent to the services to be performed under this Agreement for the purposes of making audits and examinations.

The Contractor further agrees to make the above requirement apply to any and all subcontractor agreements in which the Contractor has a contractual relationship for the services to be performed under the Agreement.  All subcontractors shall agree that the Water System or its authorized representatives shall have access during normal business hours to any and all books, documents, papers, and records of the subcontractor which are directly pertinent to the services to be performed under the Agreement for the purposes of making audits and examinations.

(j) Equal Employment Opportunity/Minority Business Enterprise. The Contractor agrees not to engage in employment practices which have the effect of discriminating against any employee or applicant for employment; and, will take affirmative steps to ensure that applicants are employed and employees are treated during employment without regard to their race, color, religion, national origin, sex, age, handicap, or political belief or affiliation. Specifically, the Contractor agrees to abide by all applicable provisions of the Nondiscrimination Clause and the Small and Minority Business Advocacy Clause as contained in the City of San Antonio's current

SERVICES AGREEMENT Page 3 of 8REV. 06/09/16

Affirmative Action Plan on file in the City Clerk's Office. In the event non-compliance occurs the Contractor, upon written notification by the Water System, will commence compliance procedures within thirty (30) days.

(k) Subcontractors. The Contractor acknowledges that it is the policy of the Water System to assist in increasing the competitiveness and qualifications of Small, Minority, and Woman Businesses (SMWB) to afford greater opportunity for such groups to obtain and participate in Water System contracts. Contractor agrees to complete and submit a Good Faith Effort Plan as part of its response to the Water System’s request for a proposal. Contractor shall take all reasonable steps to be in compliance with and maintain compliance with the minimum percentage participations for SMWB set out in Contractor’s proposal to the Water System. Contractor shall maintain records of all SMWB contracts and programs and submit a Vendor/Subcontractor Report Form to the Water System when submitting pay requests to the Water System.

(l) Contractor's Warranty. The Contractor warrants that he has not employed or retained any company or person other than a bona fide employee working solely for the Contractor, to solicit or secure this Agreement, and that he has not for the purpose of soliciting or securing this Agreement paid or agreed to pay any company or person, other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach of this warranty, the Water System shall have the right to terminate this Agreement under the provisions of Section 2 below.

(m) Indemnification. Contractor agrees to and does hereby fully indemnify, defend, and hold harmless Water System and the City of San Antonio, and their respective members, agents, employees, officers, directors, trustees and representatives (collectively, “Indemnitees”), individually or collectively, from and against any and all costs, claims, liens, damages, losses, expenses, fees (including, without limitation, attorneys’ fees), fines, penalties, proceedings, actions, demands, causes of action, liability, and suits of any kind and nature, including, without limitation, personal injury or death and property damage, incurred by, asserted against or made upon any of the Indemnitees arising out of, resulting from or related to the acts, commissions or omissions of Contractor, any agent, officer, director, representative, employee, Contractor, contractor or subcontractor of Contractor, and their respective officers, agents, employees, directors, and representatives, while in the exercise or performance of the rights or duties under this Agreement. Contractor shall promptly advise the Water System in writing of any claim or demand against the Contractor or any of the Indemnitees which relates to or arises out of the Contractor’s activities under this Agreement at Contractor's cost. Any of the Indemnitees shall have the right, at their option and at their own expense, to participate in such defense without relieving Contractor of any of its obligations under this paragraph. The terms and provisions of this Section 1(m) shall survive the expiration of the term or earlier termination of this Agreement. Nothing in this Section 1(m) shall be interpreted to constitute a waiver of any governmental immunity available under Texas law or any available defenses under Texas law.

(n) Default. In the event Contractor fails to perform its duties or obligations under this Agreement, Water System shall be entitled to any and all remedies available at law or in equity (including, without limitation, the recovery from Contractor of all losses and damages, whether actual, direct, consequential, liquidated or otherwise, and all reasonable attorneys’ and other professional fees and costs suffered or incurred by the Water System arising from such default), and, in addition, the Water System shall have the right to terminate this Agreement by written notice as provided in Section 2 below. The Water System shall be entitled to recover reasonable attorneys’ fees and costs of dispute resolution incurred in connection with enforcement of this Agreement. In addition, the Water System shall have the right to (1) take possession of all materials and work completed under this Agreement, (2) accept assignment of any subcontractor agreements relating to this Agreement on terms and conditions acceptable to the Water System, and (3) recover from the Contractor and/or deduct from any sums then owed to the Contractor, all losses, damages, penalties and fines, whether actual or liquidated, direct, consequential and/or exemplary, and all reasonable attorneys’ and other professional fees and costs suffered or incurred by the Water System by reason of or as a result of Contractor’s default. Such amounts, together with interest on same at the highest rate allowed by law until paid in full, shall be binding on Contractor and are due upon demand. No action by the Water System shall constitute an election of remedies.

(o) Inspection, Testing and Acceptance. All services shall be subject to inspection and testing by Water System at all reasonable times and places. The expenses of inspection and/or testing performed by

SERVICES AGREEMENT Page 4 of 8REV. 06/09/16

Water System shall be paid by Water System, but shall be reimbursed to Water System by Contractor if the services tested or inspected do not conform to the specifications of this Agreement and such non-conformity results in rejection of the services by Water System. Inspection and acceptance by Water System does not relieve Contractor from any responsibility regarding defects of other failures to meet Agreement requirements. Nothing herein is intended to require Water System to perform any inspection or testing.

(p) Services Warranty. Contractor warrants that services shall be provided in accordance with the requirements of this Agreement, performed using Contractor's best skill and attention to complete the work with the care, skill and diligence ordinarily exercised by first class contractors performing similar services on projects of a similar scope, and, to the extent applicable, delivered to Water System free from faulty design and workmanship, and constructed from new materials (if furnished by Contractor or any subcontractor) free from faults and defects and of proper size, quality, and material, and conveyed with free and clear title. To the extent applicable, Contractor shall obtain for the benefit of Water System all available warranties of subcontractors, Contractor's suppliers and vendors of all materials installed. Contractor, at its own expense, shall promptly repair, replace or otherwise cure all services that fail to conform to Contractor's warranty. Initiation of repair, replacement or cure of services as provided herein shall be initiated within a period of ten (10) days and completed as soon as possible.

2. Term, Termination and Suspension.

(a) Term. The term of this Agreement shall be for the period provided in Exhibit D attached hereto and incorporated herein, beginning and ending on the dates provided in Exhibit D. In the event that Contractor has not completed the work specified on Exhibit B prior to the end of the term of this Agreement, in addition to any other remedies to which the Water System may be entitled, at law or in equity, Contractor shall pay to Water System, or the Water System may withhold from sums then due and owing the Contractor, the amount of $0 per day as “Liquidated Damages” until such time as the work is completed to the Water System’s satisfaction. It is hereby acknowledged and agreed that the Liquidated Damages to which the Water System is entitled to hereunder are a reasonable forecast of just compensation for the actual damages for delay of the Project caused by Contractor’s failure to complete the work within the time allotted in this Agreement.

(b) Termination for Cause. Water System may terminate this Agreement at any time for "Cause" in accordance with the procedures provided below. Termination by Water System of this Agreement for "Cause" shall mean termination upon (i) the neglect, breach or inattention by Contractor of its duties hereunder, and such neglect, breach or inattention has not been cured within five (5) days after written notice thereof given by Water System to Contractor, (ii) the engaging by Contractor in willful or fraudulent conduct that is injurious to Water System, monetarily or otherwise, (iii) the failure by Contractor to otherwise perform its duties hereunder and such failure has not been cured within five (5) days after written notice thereof given by Water System to Contractor. Notice shall be deemed given as provided in Section 3(a) of this Agreement. Upon such termination for cause, the Contractor shall not be entitled to any further compensation under this Agreement, except for the compensation which has been earned for services rendered by Contractor in accordance with this Agreement through the date of notice of such termination, subject to offset for damages as set forth in Section 1(n) above, and which shall be paid only after final completion of the work provided for under this Agreement by the Water System.

In the event termination for cause is not proper under this Section, the termination shall be deemed to constitute a termination for convenience as set forth in Section 2(c) below.

(c) Other Termination. The Water System may terminate this Agreement at any time for any reason, without cause, upon thirty (30) days written notice to the Contractor. Upon termination of this Agreement, the Contractor will be entitled only to the compensation and expenses which have been earned for services rendered in accordance with this Agreement through the date of such termination. No termination of this Agreement shall impair or defeat those obligations set forth elsewhere in this Agreement which require either party to do or refrain from doing any specified act or acts after termination of this Agreement, or to perform any obligation which by its terms or normal meaning survives termination of this Agreement.

(d) Suspension. The Water System reserves the right to suspend work under this Agreement at any time and from time-to-time work for the convenience of the Water System by issuing a written notice of

SERVICES AGREEMENT Page 5 of 8REV. 06/09/16

suspension, which notice outlines the reasons for the suspension and the then estimated duration of the suspension, but in no way will guarantee the total number of days of suspension. Such suspension shall take effect immediately upon the date specified in the notice and if no date is specified, the date of delivery of the notice of suspension to the Contractor. Upon receipt of a notice of suspension in excess of one hundred eighty (180) days, the Contractor shall have the right to terminate this Agreement by written notice to the Water System. Contractor may exercise this right to terminate any time after a suspension has continued for more than one hundred eighty (180) days, but before the Water System gives Contractor written notice to resume the work. Termination (under this paragraph) by Contractor shall be effective immediately upon the Water System’s receipt of said written notice from Contractor.

(e) Upon receipt of a written notice of suspension or termination, unless the notice otherwise directs, Contractor shall immediately phase-out and discontinue all services in connection with the performance of this Agreement and shall proceed to promptly cancel all existing orders and contracts insofar as such orders and contracts are chargeable to the Water System under this Agreement.

3. Miscellaneous.

(a) Notices. Any notice, communication or request under this Agreement to any of the parties shall be in writing and shall be effectively delivered if delivered personally or sent by overnight courier service (with all fees prepaid), or by facsimile as follows:

If to Water System: San Antonio Water SystemPurchasing Division2800 US Hwy 281 NorthSan Antonio, Texas 78212Attn: Yvonne C. TorresPhone: 210.233.3821Fax: 210.233.4167

With copy to: San Antonio Water System2800 US Hwy 281 NorthSan Antonio, Texas 78212Attn: Nancy Belinsky, VP General Counsel Fax: 210.233. 4193

or to Contractor: NameAddress

Attn: Fax:

Any such notice, request, demand or other communication shall be deemed to be given if delivered in person, on the date delivered, if made by facsimile, on the date transmitted, or, if sent by overnight courier service, on the date sent as evidenced by the date of the bill of lading; and shall be deemed received if delivered in person, on the date of personal delivery, if made by facsimile, upon confirmation of receipt (including electronic confirmation), or if sent by overnight courier service, on the first business day after the date sent.

(b) Interest in Water System Agreements Prohibited. No officer or employee of the City shall have a financial interest, direct or indirect, in any Agreement with the Water System, or shall be financially interested, directly or indirectly, in the sale to the Water System of any land, materials, supplies or service, except on behalf of the City or Water System as an officer or employee. Any violation of this Section, with the knowledge, expressed or implied, of Contractor contracting with Water System shall render this Agreement voidable by theBoard of Trustees or the President/Chief Executive Officer of the Water System.

To report suspected ethics violations impacting the San Antonio Water System, please call 1-800-687-1918.

SERVICES AGREEMENT Page 6 of 8REV. 06/09/16

(c) Gift Policy. Water System employees are prohibited from soliciting, accepting or agreeing to accept any gifts from outside sources. A copy of Water System's Policy Section II.M of the Code of Ethical Standards is available upon request. Section M of the Water System’s Code of Ethical Standards regarding Gifts or Benefits is also available on the SAWS Business Center website.

(d) Tax Matters. Contractor shall be solely responsible for payment of all taxes related to Contractor's provision of the services. A tax exempt certificate is available upon request for the purchase of materials and goods only with regards to the contracted services of this Agreement.

(e) Assignment; Binding Effect. No assignment, transfer, or delegation of any rights or obligations under this Agreement by Contractor shall be made without the prior written consent of the Water System, which may be withheld in the sole and absolute discretion of the Water System. This Agreement shall be binding upon the parties to this Agreement and their respective legal representatives, heirs, devisees, legatees, or other successors and permitted assigns, and shall inure to the benefit of the parties to this Agreement and their respective legal representatives, heirs, devisees, legatees, or other permitted successors and permitted assigns.

(f) Interpretation; Captions. Whenever the context so requires, the singular number shall include the plural and the plural shall include the singular, and the gender of any pronoun shall include the other genders. Titles and captions of or in this Agreement are inserted only as a matter of convenience and for reference and in no way affect the scope for this Agreement or the intent of its provisions.

(g) Entire Agreement. This Agreement constitutes the entire agreement of the parties to this Agreement with respect to its subject matter, supersedes all prior agreements, if any, of the parties to this Agreement with respect to its subject matter, and may not be amended except in writing signed by the party to this Agreement against whom the change is being asserted. This Agreement consists of this document and attached Exhibits A, B, C, D, E, F and G all of which are incorporated herein by reference for all purposes. Should any conflict arise between the terms of this document and the attached Exhibits, this document shall be controlling.

(h) No Waiver. The failure of any party to this Agreement at any time or times to require the performance of any provisions of this Agreement shall in no manner affect the right to enforce the same; and no waiver by any party to this Agreement of any provision (or of a breach of any provision) of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed or construed either as a further or continuing waiver of any such provision or breach or as a waiver of any other provision (or of a breach of any other provision) of this Agreement.

(i) Governing Law; Jurisdiction. This Agreement has been entered in, and shall be governed by and construed in accordance with the laws of the State of Texas, without regard to principles of conflict or choice of law. This Agreement is performable in Bexar County and sole venue shall exclusively be in the courts of Bexar County, Texas.

(j) Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, and it shall not be necessary in making proof of this Agreement or its terms to produce or account for more than one of such counterparts.

(k) Non-Appropriation. Contractor agrees that the Water System has projected costs for this Agreement and Water System expects to pay all obligations of this Agreement from projected revenues of the Water System. All obligations of the Water System are subject to annual appropriations by its Board of Trustees. Accordingly, notwithstanding anything in this Agreement to the contrary, in the event that the Water System should fail to appropriate funds to pay any of Water System’s obligations under the terms of this Agreement, then the Water System’s obligations under this Agreement shall terminate, and the Contractor’s sole option and remedy shall be to terminate this Agreement by written notice to Water System, and neither the Water System nor the Contractor shall have any further duties or obligations hereunder, except those which expressly survive.

SERVICES AGREEMENT Page 7 of 8REV. 06/09/16

DULY EXECUTED and delivered by the parties to this Agreement, effective on the date counter signed by the Water System.

THE WATER SYSTEM: San Antonio Water System

By:___________________________________Yvonne C. TorresDirector Purchasing

Date

CONTRACTOR: Company Name

By:__________________________________Signature

Title

Date

LIST OF EXHIBITS

Exhibit A: Compensation Exhibit B: Scope of ServicesExhibit C: Term and ExtensionsExhibit D: Approved SubcontractorsExhibit E: Interested Parties Form 1295

SERVICES AGREEMENT Page 8 of 8REV. 06/09/16

EXHIBIT ACOMPENSATION SCHEDULE

Section 1 – Basis of Compensation 1.1 Total amount for all services defined by this contract is to be a not to exceed $__________ amount of $.00 -

dollars and no cents, including expenses and it is agreed and understood that this amount, when earned, will constitute full compensation to the Contractor. This amount has been approved and appropriated by the San Antonio Water System for expenditure under this agreement.

Section 2 - Method of Payments

2.1 Payment will be made to the Contractor based upon the services provided at the unit prices defined in the Price Schedule below.

Section 3 -Reimbursable Expenses

3.1 There are no reimbursable expenses under this contract. All expenses are included in the amount set forth in section 1 above.

Section 4 - Payment for Services

5.1 No initial payment shall be paid to the Contractor prior to rendering services.5.2 Invoices shall be submitted separately for each individual project assignment.5.3 For all services rendered, payment by the Water System is due within thirty (30) days after receipt of invoice.

If payment of the amounts due, or any portion thereof, is not made as described above, interest on the unpaid balance thereof will accrue at the lesser rate of 6 percent per annum (0.5 percent per month) or the maximum lawful rate under Section 271.005 (c) of the Texas Local Government Code until such payment is made, unless delay in payment is due to improper invoicing procedures followed by the Contractor/Contractor.

5.4 For all services rendered, Contractor’s payment to subcontractors is due within ten calendar days after receipt of payment from the Water System.

5.5 For services that are to be compensated on an hourly rate basis, the Contractor’s invoice shall show the name of all Contractors, employees, titles, charging time to the project, the amount of time billed, the hourly rates, and the activity or activities performed by all Contractors and employees. Payroll time sheets shall be provided on request of the Water System.

5.6 For service that are to be compensated on a lump sum basis, the Contractor’s invoice shall include a brief summary of the progress and completion of tasks to substantiate the percentage of completion of services as rendered during the previous month.

5.7 Reimbursable expenses included on the Contractor’s invoice shall have copies of invoices, receipts, and other evidence of expenses.

Section 6 - Payment for Additional Services

6.1 Payments for Contractor’s additional services shall show the same information required in subparagraphs 5.5 through 5.7 dependent upon the type of compensation and other evidence of expenses.

Section 7 - Payments Withheld

7.1 The Water System may withhold, amend, or reject any request for payment by the Contractor under conditions that include those described below:

7.2 Contractor’s failure to provide adequate documentation for reimbursable expenses. 7.3 Contractor’s failure to invoice as required in subparagraphs 5.5 through 5.7.7.4 Errors or mistakes in the Contractor's invoice and/or defects, errors and omissions in the documents prepared

by the Contractor or Contractor’s subcontractor which are the basis for the payment request.

SERVICES AGREEMENT Page 1 of 2EXHIBIT A

7.5 Water System's receipt of evidence that the Contractor’s subcontractor have not been duly paid for their services in connection with this project subsequent to the Water System having disbursed compensation to the Contractor in consideration of and stemming from the efforts extended by the subcontractors.

7.6 Failure of the Contractor to render any service as stipulated by this agreement.7.7 The Water System shall provide the Contractor with written notice of its intention to withhold, amend, or

reject any request for payment by the Contractor. Upon written request by the Contractor to the Water System made within 10 days after the date of notice sent by the Water System, representatives of the Water System will meet with representatives of the Contractor at a mutually agreed time to discuss the circumstances surrounding the determination to withhold, amend, or reject any request for payment by the Contractor.

SERVICES AGREEMENT Page 2 of 2EXHIBIT A

EXHIBIT BSCOPE OF SERVICES

All work requested and performed per this contract must comply with SAWS Bid 17-17113 specifications and contractors bid response to said bid. (Bid/ Bid Response Attached and incorporated herein for all intents and purposes).

SERVICES AGREEMENT Page 1 of 1EXHIBIT BREV. 06/09/16

EXHIBIT CTERM AND EXTENSIONS

PERIOD OF CONTRACT: Contract shall begin on February 1, 2018 and terminate on January 31, 2023.

At SAWS option, this Contract may be renewed under the same terms and conditions for five (5) additional one (1) year periods. Renewals shall be in writing and signed by SAWS Purchasing Director or her designee, without further action by the San Antonio Water System Board of Trustees, subject to and contingent upon appropriation of funding therefore.

SAWS shall also have the right to extend this contract under the same terms and conditions beyond the original term or any renewal thereof, on a month to month basis, not to exceed 6 months. Said month to month extensions shall be in writing, signed by SAWS Purchasing Director or her designee, and shall not require Board approval, subject to and contingent upon appropriation of funding therefore.

SERVICES AGREEMENT Page 1 of 1EXHIBIT CREV. 06/09/16

EXHIBIT DLIST OF SUBCONTRACTORS

SERVICES AGREEMENT Page 1 of 1EXHIBIT DREV. 06/09/16

EXHIBIT EINTERESTED PARTIES FORM 1295

SERVICES AGREEMENT Page 1 of 1EXHIBIT EREV. 06/09/16