TDOT FIX

02-20-20 CI-POST

RFP 40100 -51364, TDOT FIX

SOLICITATION NOTICE
December 16, 2025
Service Providers :
The State of Tennessee is issuing a solicitation to provide a centralized information sys tem to the S tate. Please
note that responding to the State’s required Request for Information (RFI) was a prerequisite for responding
to this Request for Proposals (RFP). The RFI was publicly posted on July 14, 2025, with a response deadline of
August 15, 2025. If you submi tted a response to the RFI and wish to respond to this solicitation, please
complete the attached non -disclosure agreement and return it to the Solicitation Coordinator. Please note the
following solicitation highlights:

Solicitation Number RFP 40100 -51364
Scope of Goods or
Service TDOT F IX
Procuring State Agency Tennessee Department of Transportation
Response Deadline February 13, 2026
Solicitation Coordinator
Contact Information Josh Polk
Joshua.Polk @tn.gov
(615 ) 360-4460

This solicitation is unique in that it has been identified by the Department of Finance and Administration,
Strategic Technology Solutions as containing information that is confidential under Tenn. Code Ann. § 10 -7-
504(i). Therefore , a non-disclosure agreement must be signed before the solicitation details may be disclosed by
the State.

The above solicitation includes a document on “How to Register to do Business with the State of Tennessee .”
Please note that it can take approximately 10 -14 days to become registered . We appreciate your inter est in
doing business with the S tate of Tennessee and hope that you wi ll consider responding to this solicitation .

THE STATE OF TENNESSEE
NONDISCLOSURE AGREEMENT

This Nondisclosure Agreement for RFP 40100 -51364, TDOT F IX (hereinafter referred to as the
"Agreement") is effective upon signature by the ___________________________ (Supplier Legal Entity Name)
(Supplier having its principal place of business at ______________________________________ (“Supplier ”). The
Supplier agree s as follows:
1. Material s, records, notes, logs, diagrams, drawings and any other information or records ,
regardless of form, medium or method of communication, provided to the Supplier by the State or acquired by
the Supplier on behalf of the State , as well as all information derived or resulting from merges, matches, or other
uses of the information shall be regarded as Confidential State Data . Confidential State Data shall also include , but
shall not be limited to:

(i) electronic information processing systems, telecommunications systems, or other
communications systems of the State (collectively, “Government Property”) ;
(ii) plans, security codes, passwords, combinations, or computer programs used to protect
electronic information and Government Property;
(iii) information that would identify those areas of structural or operational vulnerability that
would permit unlawful disruption to, or interference with, the services provided by a
governmental entity;
(iv) information that could be used to disrupt, interfere with, or gain unauthorized access to
electronic information or Government Property; and
(v) the identity of another Supplier providing goods and services to the State that are used
to protect electronic information processing systems, telecommunication and other
communication systems, data storage systems, government employee information, or
information related any person or entity.

2. The Supplier shall safeguard and hold in strict confidence all Confidential State Data and shall not
disclose the Confidential State Data to third parties without the written consent of the State. The Supplier shall
further restrict disclosure of Confidential State Data to only those employees who have a need to know and who
have executed a nondisclosure agreement to protect the Confidential State Data with terms equivalent to this
Agreement.

3. Nothing in this Agreement shall permit the Supplier to disclose any Confidential State Data ,
regardless of whether it has been disclosed or made available to the Supplier due to intentional or negligent
actions or inactions of agents of the State or third parties. Confidential State Data shall not be disclosed except
as required under state or federal law. To the fullest extent allowable under applicable law or regulation, the
Supplier shall promptly notify and provide to the State a reasonable opportunity to oppose any disclosure required
under state or federal law.

4. The Supplier acknowledges that Confidential State Data delivered by the State to the Supplier
shall be for the purpose of exploration of business opportunities involving the State and the Supplier . No other
use of the Confidential State Data is granted without the written consent of the State. In the event the State gives
its approval for the Supplier to disclose Confidential State Data to a third party, the Supplier shall ensure that all

such disclosures are marked with appropriate legends, the receiving third party enters into an non -disclosure
agreement to protect Confidential State Data with terms as least as protective as those contained this Agreement,
and any other conditions reasonably required by the State in order to preserve the confidential nature of the
information and the State's rights therein.

5. All obligations set forth under this Agreement shall survive any termination of th is Agreement .
Upon termination, t he Supplier shall promptly destroy all Confidential State Data it holds (including any copies
such as backups) in accordance with the current version of National Institute of Standards and Technology Special
Publication 800 -88.

6. This Agreement shall not be construed as a teaming, joint venture or other such arrangement;
rather, the parties hereto expressly agree that this Agreement is for the purpose of protecting Confidential State
Data only.

7. If any terms and conditions of this Agreement are held to be invalid or unenforceable as a matter
of law, the other terms and conditions of this Agreement shall not be affected and shall remain in full force and
effect. The terms and conditions of this A greement are severable.

8. This Agreement shall be governed by and construed in accordance with the laws of the State of
Tennessee , without regard to its conflict or choice of law rules . The Tennessee Claims Commission or the state
or federal courts in Tennessee shall be the venue for all claims, disputes, or disagreements arising under this
Agreement. The Supplier acknowledges and agrees that any rights, claims, or remedies against the State of
Tennessee or its employees arising under this Agreement shall be subject to and lim ited to those rights and
remedies available under Tenn. Code Ann. §§ 9 -8-101 - 408.

9. Nothing in this Agreement shall be construed to convey to Supplier any right, title or interest or
copyright in the Confidential State Data , or any license to use, sell, exploit, copy or further develop the
Confidential State Data .

10. This Agreement is complete and contains the entire understanding between the Parties relating
to its subject matter, including all the terms and conditions of the Parties’ agreement. This Agreement may only
be modified by a written amendment signed by the Supplier and approved by all applicable State officials.

IN WITNESS WHEREOF , this Agreement has been executed by the Supplier and is effective as of the date signed
below:

Supplier Legal Entity Name:
By:
Name:
Title:
Date: