1-Capacity DevelopmentTechnical Assistance to Small Public Drinkin.xlsx
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- Master Agreement AZ|CTR074219
- Contract number
- CTR074219
- Issued by
- Arizona
About this file
This document is a Request for Proposal (RFP) Solicitation No. BPM006379 issued by the Arizona Department of Environmental Quality (ADEQ) Procurement Unit for Capacity Development and Technical Assistance to Small Public Drinking Water Systems. The solicitation includes an Attachment 5 detailing Conformance Statements and Exceptions Requests, which provides a mechanism for potential contractors to review and propose modifications to various contract terms and conditions.
The solicitation appears to be seeking professional services focused on providing technical assistance and capacity development support to small public drinking water systems within Arizona. The document contains detailed sections related to contractor performance standards, personnel qualifications, and specific indemnification clauses. The contractor would be expected to perform duties professionally, maintain relevant certifications, and provide technical expertise to enhance the operational capabilities of small water systems. While specific pricing and contract duration are not explicitly detailed in the provided excerpt, the document suggests a comprehensive professional services engagement with specific performance and legal expectations.
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Sheet1 Request for Proposal
Solicitation No. BPM006379 Capacity Development/Technical Assistance to Small Public Drinking Water Systems Arizona Department of Environmental Quality (ADEQ) Procurement Unit
Attachment 5 - BPM006379 Conformance Statements and Exceptions Requests
Offeror Name:
If taking exceptions, the relevant subsequent sections must be completed. Add additional rows as needed.
This document must be returned in an Excel (.xls or .xlsx) format.
STATE WILL NOT CONSIDER ANY EXCEPTIONS UNLESS DESIGNATED ON THIS FORM.
READ ALL INSTRUCTIONS TO OFFERORS BEFORE TAKING ANY EXCEPTIONS. OFFERS WITH EXCEPTIONS MAY BE FOUND NOT SUSCEPTIBLE FOR AWARD UNDER A.A.C. R2-7-C311.
IF NEITHER BOX IS MARKED WITH AN "X" UNDER ANY SECTION BELOW, THE OFFEROR’S RESPONSE TO THAT SECTION WILL BE CONSIDERED “YES” AND STATE WILL INTERPRET THE OFFER AS IF THERE WERE NO EXCEPTIONS TAKEN.
| CONFORMANCE TO THE INSTRUCTIONS TO OFFERORS | |
| Place an "X" in one of the following boxes to indicate the Offeror's conformance: | |
| YES – Offeror acknowledges that it has read and understands the Instructions to Offerors (RFP) of the Solicitation Documents and attests that its Offer complies with all aspects. | |
| X | NO – Offeror acknowledges that it has read and understands the Instructions to Offerors (RFP) in the Solicitation Documents, and attests that its Offer complies with all aspects EXCEPT FOR the exceptions listed below. |
| Exceptions to Instructions to Offerors (RFP) | ||||
| Article / Paragraph or Exhibit Reference | RFP language (Copy and paste from Solicitation) | Proposed Changes / Alternate Language | Rationale for Proposed Change | State Response |
| Special Instructions to Offerors |
Standard Instructions to Offerors (RFP)
| CONFORMANCE TO THE SCOPE OF WORK AND SPECIFICATIONS | |
| Place an "X" in one of the following boxes to indicate the Offeror's conformance: | |
| YES – Offeror acknowledges that it has read and understands the Scope of Work and Specifications, along with any respective Exhibits, Addendums, and Appendices of the Solicitation Requirements and attests that its Offer complies with all aspects. | |
| NO – Offeror acknowledges that it has read and understands the Scope of Work and Specifications, along with any respective Exhibits, Addendums, and Appendices of the Solicitation Requirements and attests that its Offer complies with all aspects EXCEPT FOR the exceptions listed below. |
| Exceptions to Scope of Work and Specifications | ||||
| Article / Paragraph or Exhibit Reference | RFP language (Copy and paste from Solicitation) | Proposed Changes / Alternate Language | Rationale for Proposed Change | State Response |
| Scope of Work and Specifications |
| CONFORMANCE TO THE CONTRACT TERMS AND CONDITIONS | |
| Place an "X" in one of the following boxes to indicate the Offeror's conformance: | |
| YES – Offeror acknowledges that it has read and understands the Special Terms and Conditions and the Uniform Terms and Conditions, along with any respective Exhibits, Addendums, and Appendices of the Solicitation Requirements and attests that its Offer complies with all aspects. | |
| NO – Offeror acknowledges that it has read and understands the Special Terms and Conditions and the Uniform Terms and Conditions, along with any respective Exhibits, Addendums, and Appendices of the Solicitation Requirements and attests that its Offer complies with all aspects EXCEPT FOR the exceptions listed below. |
Exceptions to Contract Terms & Conditions
| Article / Paragraph or Exhibit Reference | RFP language (Copy and paste from Solicitation) | Proposed Changes / Alternate Language | Rationale for Proposed Change | State Response |
| Special Terms & Conditions | ||||
| 6.2.1 | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, board, commission or university of the State of Arizona. | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, reasonable attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims solely arising from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, board, commission or university of the State of Arizona. | We seek edits to Section 6.2.1., et. seq., which consist principally of striking the words “defend” and "solely". First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), the require indemnification, but no defense of claims. Second, regarding the edit of “solely”, we seek to balance a circumstance where there may be joint or contributory negligence on behalf of this department and our firm. Our insurance is written to cover claims attributable to our negligence, and our proportionate share of negligence in a case where there are multiple parties which may bear fault. It will not cover damages attributable to another party’s fault. Thus, we seek this edit to recognize the potential for joint fault or contributory negligence that may exist in a claim and edit this section or the relevant subsections accordingly as other Arizona departments have deemed appropriate. Relating to the seventh change in the paragraph to the left, we respectfully request the inclusion of this additional language to add clarification to this clause regarding proportionate share of fault: Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. | |
| 6.2.2 | Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | Public Agency Language Only. Each party (as 'indemnitor') agrees to defend, indemnify and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | We seek edits to Section 6.2.2., et. seq., which consist principally of striking the words “defend”. First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), they require indemnification, but no defense of claims. | |
| 6.3 | Patent and Copyright Indemnification. [CONTRACTOR/VENDOR (NOT PUBLIC AGENCY)]. With respect to Materials or Services provided or proposed by a Contractor Indemnitor for performance under the Contract, Contractor shall indemnify, defend and hold harmless State Indemnitees against any third-party claims for liability, costs, and expenses, including, but not limited to reasonable attorneys' fees, for infringement or violation of any patent, trademark, copyright, or trade secret by the Materials and the Services. With respect to the defense and payment of claims under this subparagraph: | Patent and Copyright Indemnification. [CONTRACTOR/VENDOR (NOT PUBLIC AGENCY)]. With respect to Materials or Services provided or proposed by a Contractor Indemnitor for performance under the Contract, Contractor shall indemnify, defend and hold harmless State Indemnitees against any third-party claims for liability, costs, and expenses, including, but not limited to reasonable attorneys' fees, for infringement or violation of any patent, trademark, copyright, or trade secret by the Materials and the Services. With respect to the defense and payment of claims under this subparagraph: | We seek edits to Section 6.3, which consists of striking the words “defend”. First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), they require indemnification, but no defense of claims. | |
| REMOVE | ||||
| Addendum A to Special Terms & Conditions | ||||
| 1.1 | To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. | To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, reasonable attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. Notwithstanding the foregoing, in no event shall Consultant's obligations under this section extend to the proportionate share of fault of any indemnified party. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. | We seek edits to Section 1.1., which consist principally of striking the words “defend” and "solely". First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), the require indemnification, but no defense of claims. Second, regarding the edit of “solely”, we seek to balance a circumstance where there may be joint or contributory negligence on behalf of this department and our firm. Our insurance is written to cover claims attributable to our negligence, and our proportionate share of negligence in a case where there are multiple parties which may bear fault. It will not cover damages attributable to another party’s fault. Thus, we seek this edit to recognize the potential for joint fault or contributory negligence that may exist in a claim and edit this section or the relevant subsections accordingly as other Arizona departments have deemed appropriate. Relating to the seventh change in the paragraph to the left, we respectfully request the inclusion of this additional language to add clarification to this clause regarding proportionate share of fault: Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. | |
| 6.2.1 | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, board, commission or university of the State of Arizona. | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, reasonable attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, or board, commission or university of the State of Arizona. | We seek edits to Section 6.2.1., et. seq., which consist principally of striking the words “defend” and "solely". First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), the require indemnification, but no defense of claims. Second, regarding the edit of “solely”, we seek to balance a circumstance where there may be joint or contributory negligence on behalf of this department and our firm. Our insurance is written to cover claims attributable to our negligence, and our proportionate share of negligence in a case where there are multiple parties which may bear fault. It will not cover damages attributable to another party’s fault. Thus, we seek this edit to recognize the potential for joint fault or contributory negligence that may exist in a claim and edit this section or the relevant subsections accordingly as other Arizona departments have deemed appropriate. Relating to the seventh change in the paragraph to the left, we respectfully request the inclusion of this additional language to add clarification to this clause regarding proportionate share of fault: Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. | |
| 6.2.2 | Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | Public Agency Language Only. Each party (as 'indemnitor') agrees to defend, indemnify and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | We seek edits to Section 6.2.2., et. seq., which consist principally of striking the words “defend”. First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), they require indemnification, but no defense of claims. | |
| 7.5 | Contractor Personnel. Contractor warrants that its personnel will perform their duties under the Contract in a professional manner, applying the requisite skills and knowledge, consistent with industry standards, and in accordance with the requirements of the Contract. Contractor further warrants that its key personnel will maintain any and all certifications relevant to their work, and Contractor shall provide individual evidence of certification to State’s authorized representatives upon request. | Contractor Personnel. Contractor warrants that its personnel will perform their duties under the Contract in a professional manner, applying the requisite skills and knowledge, consistent with industry standards, with industry standards exercised by members of the profession, practicing under similar conditions and at the similar locality,and in accordance with the requirements of the Contract. Contractor further warrants that its key personnel will maintain any and all certifications relevant to their work, and Contractor shall provide individual evidence of certification to State’s authorized representatives upon request. | We respectfully request the inclusion of the following language for clarification of performance standards: ....with industry standards exercised by members of the profession, practicing under similar conditions and at the similar locality and in accordance... | |
| Addendum B to Special Terms & Conditions |
| Uniform Terms & Conditions | |||
| 6.2.1 | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, board, commission or university of the State of Arizona. | Contractor Indemnification (Not Public Agency). To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, reasonable attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising solely out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising from the negligent acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, or board, commission or university of the State of Arizona. | We seek edits to Section 6.2.1., et. seq., which consist principally of striking the words “defend” and "solely". First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), the require indemnification, but no defense of claims. Second, regarding the edit of “solely”, we seek to balance a circumstance where there may be joint or contributory negligence on behalf of this department and our firm. Our insurance is written to cover claims attributable to our negligence, and our proportionate share of negligence in a case where there are multiple parties which may bear fault. It will not cover damages attributable to another party’s fault. Thus, we seek this edit to recognize the potential for joint fault or contributory negligence that may exist in a claim and edit this section or the relevant subsections accordingly as other Arizona departments have deemed appropriate. Relating to the seventh change in the paragraph to the left, we respectfully request the inclusion of this additional language to add clarification to this clause regarding proportionate share of fault: Notwithstanding the foregoing, in no event shall Contractor's obligations under this section extend to the proportionate share of fault of any indemnified party. |
| 6.2.2 | Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | Public Agency Language Only. Each party (as 'indemnitor') agrees to defend, indemnify and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers. | We seek edits to Section 6.2.2., et. seq., which consist principally of striking the words “defend”. First, our liability insurance is designed to cover claims involving our firm’s negligence, rather than providing for a defense of claims against us or other parties. In agreements with other Arizona governmental entities, such as Arizona’s Department of Transportation, we have benefited from edits such as this. In their equivalent clause (Section 4.21), they require indemnification, but no defense of claims. |
| 7.5 | Contractor Personnel. Contractor warrants that its personnel will perform their duties under the Contract in a professional manner, applying the requisite skills and knowledge, consistent with industry standards, and in accordance with the requirements of the Contract. Contractor further warrants that its key personnel will maintain any and all certifications relevant to their work, and Contractor shall provide individual evidence of certification to State’s authorized representatives upon request. | Contractor Personnel. Contractor warrants that its personnel will perform their duties under the Contract in a professional manner, applying the requisite skills and knowledge, consistent with industry standards, with industry standards exercised by members of the profession, practicing under similar conditions and at a similar locality, and in accordance with the requirements of the Contract. Contractor further warrants that its key personnel will maintain any and all certifications relevant to their work, and Contractor shall provide individual evidence of certification to State’s authorized representatives upon request. | We respectfully request the inclusion of the following language for clarification of performance standards: ....with industry standards exercised by members of the profession, practicing under similar conditions and at a similar locality and in accordance... |
Solicitation Attachment – Conformance Statements and Exceptions Requests | Revision No. 2 | Revised 03-24 image1.jpg
File details come from the government source that posted it. Updated .