BPM005267 Solicitation Requirements.pdf

Request for Proposal under A.R.S. § 41-2534

Notice Page

Arizona Department of Environmental Quality (ADEQ)

1110 W. Washington Street Phoenix, AZ 85007

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 1 of 55

Solicitation Number: BPM005267

Description: UST Inspections

Solicitation Due Date and Time: As indicated in APP

Pre-Offer Conference: Pre-Offer Conference will not be conducted

Proposals will only be accepted online in the “State’s eProcurement System”, Arizona Procurement Portal (APP), at https://app.az.gov until the “Bid/Offer Due Date” indicated in the “State’s eProcurement System” for the Solicitation No. shown at the top of this page. Proposals must be in the State Procurement Office’s possession online no later than that deadline.

Submit technical inquiries about navigating and/or submitting proposals in the State’s eProcurement System to the State’s eProcurement System Help Desk by phone at (602) 542-7600; or by email to app@azdoa.gov.

LATE PROPOSALS WILL NOT BE CONSIDERED. No extension or grace period will be given for delays or incomplete proposals caused by internet connectivity problems, file uploading difficulties, or misunderstanding of the requirements or procedures for online submission in the “State’s eProcurement System”.

It is the responsibility of the Prospective Offeror to routinely check the APP website for Solicitation Amendments. Additional instructions for preparing an Offer are included in this solicitation.

Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the Solicitation contact person. Requests shall be made as early as possible to allow time to arrange for the accommodation.

https://app.az.gov/ https://app.az.gov/ mailto:app@azdoa.gov

Table of Contents Request for Proposal under A.R.S. § 41-2534

Solicitation No. BPM005267 UST Inspections

Arizona Department of Environmental Quality (ADEQ)

1110 W. Washington Street

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 2 of 55

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Notice Page

Table of Contents

Solicitation Summary 3 Scope of Work 5 Special Terms and Conditions 6 Addendum A to the Special Terms and Conditions 40 Addendum B to the Special Terms and Conditions 41 Uniform Terms and Conditions 45 Exhibit A 62

Solicitation Summary

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

100 N 15th Avenue

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 3 of 55

Solicitation Summary

1. What is the State Soliciting?

The Arizona Department of Administration, State Procurement Office (the State), as authorized under A.R.S. § 41-2501 et seq. is seeking to establish a “single agency” Contract to provide to qualified personnel to work with ADEQ to conduct various inspections and complete ADEQ documentation of active Underground Storage Tank (UST) systems. There are five (5) different types of inspections.

The State anticipates awarding a contract with the intent to secure service coverage statewide.

Whether or not it actually enters into any contracts, how many contracts it enters into, and how the work is awarded between those contracts are all at the State’s discretion. Furthermore, the State will use any awarded contracts on an as-needed basis, with no guarantee as to its actual spending under them.

The State reserves the right to accept any item or combination of items specified in the Solicitation, unless the Offeror expressly restricts an item or combination of items in its Offer, and conditions its response on receiving all items for which it provided a proposal. In the event of such restriction, the State will evaluate if an award on such a basis will result in the best value and is in the best interest for the State. The State may otherwise determine, at its sole discretion, that such restriction is non-responsive and deem the Offeror ineligible for further evaluation.

2. What is in the Solicitation?

2.1. At the time of publication, the following documents are included in the Solicitation:

2.1.1. Attachment: BPM005267 Solicitation Requirements

2.1.1.1. Notice / Cover Page

2.1.1.2. Table of Contents

2.1.1.3. Solicitation Summary

2.1.1.4. Scope of Work

2.1.1.5. Special Terms and Conditions

2.1.1.6. Addendum A to the Special Terms and Conditions

2.1.1.7. Addendum B to the Special Terms and Conditions

2.1.1.8. Uniform Terms and Conditions

2.1.1.9. Exhibit A – UST Field Inspection Report

2.1.1.10. Exhibit B – Modification inspection Report

2.1.1.11. Exhibit C – UST Closure Inspection Report

2.1.1.12. Exhibit D – UST Installation Inspection Report

2.1.1.13. Exhibit E – UST Interior Lining Inspection Report

2.1.1.14. Exhibit F – Contractor Performance Report

2.1.1.15. Exhibit G – Quality Assurance Project Plan (QAPP)

Solicitation Summary

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 4 of 55

2.1.2. Attachment: BPM005267 Solicitation Instructions

2.1.2.1. Special Instructions to Offerors

2.1.2.2. Uniform Instructions to Offerors

2.1.3. Solicitation Attachments

2.1.3.1. Attachment 1 Offer and Acceptance;

2.1.3.2. Attachment 2 Boycott of Israel Disclosure;

2.1.3.3. Attachment 3 Forced Labor of Ethnic Uyghurs Ban;

2.1.3.4. Attachment 4 Confidential Information Designation;

2.1.3.5. Attachment 5 Confidential Information Designation (for reference only);

2.1.3.6. Conformance Statements;

2.1.3.7. Supplement – Conformance Statements - Exceptions to

Instructions;

2.1.3.8. Supplement – Conformance Statements - Exceptions to Scope of

Work;

2.1.3.9. Supplement – Conformance Statements - Exceptions to Contract

Terms and Conditions;

2.1.3.10. Attachment 6 Key Personnel;

2.1.3.11. Attachment 7 Letter of Insurability;

2.1.3.12. Attachment 8 Organization Profile;

2.1.3.13. Attachment 9 Proposed Subcontractors;

2.1.3.14. Attachment 10 Experience and Capacity Response;

2.1.3.15. Attachment 11 References

2.1.3.16. Attachment 12 Method of Approach

2.2. The State may issue a Solicitation Amendment at any time after Solicitation publication and before the Offer due date. It is the responsibility of the Prospective Offeror to routinely check the APP website for any Solicitation Amendments and revised documents.

Scope of Work

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 5 of 55

Scope of W ork

Scope of Work

1. Purpose and Background

The Arizona Department of Environmental Quality (ADEQ) is seeking a qualified contractor to provide qualified personnel to work with ADEQ to conduct various inspections and complete ADEQ documentation of active Underground Storage Tank (UST) systems. The 5 (five) types of inspections are as follows:

1. Routine inspection

2. New UST system installation

3. Modifications of existing systems

4. Relining of existing systems

5. UST permanent closure.

The purpose of this contract is to maintain our current number of monthly inspections and to further develop our current FTE Inspectors that do not have the same level of experience and qualifications.

ADEQ’s UST-LUST value stream regulates over 2,000 active UST systems. Each of these facilities is required, per the Clean Air Act, to undergo a detailed record keeping and facility inspection on a minimum three (3) year cycle. In addition, when an existing UST system is modified/repaired, the UST system is permanently closed by removal;

existing USTs are relined or; a new UST system is installed, ADEQ must be notified.

The ADEQ notification for these inspections is through the UST Plan review process, and an ADEQ inspector must be present during field activities. Many of these inspections require experience and qualifications that our existing FTE UST Inspectors do not yet have.

The facilities are divided into (3) three zones. (Shown in tables below)

Current Facility Breakdown:

Zone # Counties # of Facilities % of Facilities Zone 1 Maricopa 1,144 55.05% Zone 2 Gila, Pima, Pinal, Yavapai 495 23.82% Zone 3 All other counties 439 21.13% Total 2,078 100.00%

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 6 of 55

Facilities by County:

County # of Facilities Zone

Apache 14 3

Cochise 58 3

Coconino 90 3

Gila 27 2

Graham 13 3

Greenlee 5 3

La Paz 12 3

Maricopa 1,144 1

Mohave 111 3

Navajo 45 3

Pima 280 2

Pinal 97 2

Santa Cruz 19 3

Yavapai 91 2

Yuma 72 3

Total 2,078

2. Acronyms

• ADEQ: Arizona Department of Environmental Quality

• FTE: Full-time Employees

• ICC: International Council Code

• LUST: Leaking Underground Storage Tank

• NACE: National Association of Corrosion Engineers

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 7 of 55

• NOV: Notice of Violation

• TICE: Tank Inspection, Compliance and Enforcement

• USEPA: United States Environmental Protection Agency

• UST: Underground Storage Tank

3. Objectives

The purpose of this solicitation is to select one (1) contractor to complete the various types of inspections outlined above. It is anticipated that two (2) or more experienced personnel from the selected professional services contractor will provide inspection services to ADEQ on a year-round basis on an as needed, if needed basis. Although not an ADEQ employee, the contracted personnel will supplement ADEQ’s inspection staff to conduct the inspections as described above and further detailed below in a timely and professional manner.

4. Scope of Work

4.1 The selected contractor shall establish a project manager or project team to coordinate work between the contractor and ADEQ. ADEQ and contractor personnel will establish work standards including but not limited to project assignments and file pickup, inspection report form submittal procedures, scheduling, record keeping requirements, project tracking quality control, invoicing on a monthly basis and any additional items as identified by the project team. It is critical for the success of this contract that the contractor and ADEQ personnel communicate regularly and information flows freely back and forth.

4.2 The contract scope includes various types of onsite field inspections at predetermined times and dates, photos, site drawings and the completion of ADEQ standardized forms for each of the required inspection types as directed by the ADEQ work team leader. A sample of each form is included as an Exhibits A through E. Further details and quantities on the inspection type are discussed below. The forms are configured as dropdown fillable forms and are able to be completed in the field on tablet computers supplied by the contractor. ADEQ will supply the contractor with electronic versions of the fillable forms.

4.3 The included forms and standard work documents are current and/or draft versions, however due to ADEQ ongoing continuous improvement processes, they are subject to change. Contractor will be notified of revision to forms of standard work.

Standard work ensure that all inspection activities are completed the one best way and all in the same manger. Contractor personnel will use/reference current

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 8 of 55 available USEPA and ADEQ guidance documents as applicable. Current ADEQ inspectors are also a resource as arranged with ADEQ team leader.

4.4 ADEQ estimates approximately 50 inspections per month for all inspection types;

however, this estimate may change with implementation of new legislation, rules, regulations, or changes to/new processes that may affect how ADEQ conducts UST inspections or frequency of inspections.

4.5 ADEQ assumes that new contract personnel will shadow during the various types of inspections. Shadowing events will be local. The contract bid submittal shall be include a unit rate per hour for training as indicated on the bid submittal sheet.

4.6 Notice of inspection forms are to be competed for all types of inspections completed.

Inspection reports supporting documentation are to be compiled, completed and finalized the same business date of the inspection.

4.7 Technical expertise

4.7.1 The contractor shall provide trained, qualified personnel to perform the required inspections. Contract personnel will shadow via local ride-along with ADEQ personnel for a set period of time as needed.

4.7.2 At a minimum, all contractor UST inspection personnel must have completed A, B and C UST operator training, and the appropriate service provider training for the type of inspection being completed (i.e. for permanent closure must have decommissioning service provider certification). ADEQ recognizes certification form the International Code Council (ICC), National Association of Corrosion Engineers (NACE), and Manufacturer specific training. Refer to the ADEQ Service Provider Program General Information document.

4.8 Routine and NOV Follow-Up Inspections Form (Exhibit A)

4.8.1 At a minimum, routine inspection are completed at each facility on a three (3) year cycle; however, it is ADEQ’s goal to conduct inspections more frequently than once every three years, especially at facilities that have a history of noncompliance. The ADEQ’s TICE unit refers to these inspections as NOV Follow up inspections. It is expected that each UST Inspector that performs routine inspections to conduct approximately 30 routine and NOV follow up inspections each month. Routine and NOV follow up inspections require 2 to 4 hours to complete each inspection. These inspections are scheduled ..at least 30 plus days in advance.

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 9 of 55

4.8.2 A routine inspection includes completion of the inspection using Survey 123 and the inspection should include the following:

• A review of files and information in the database prior to the inspection to verify what information is on record for each facility

• Review all documentation that was submitted prior to the inspection and verify that information still matches our records and/or information in our database

• During inspection, verify with facility representative that all information in our records is accurate

• Notify appropriate ADEQ staff when facility information needs to be updated

• During inspection, review any paperwork that was not available during pre-inspection review

• Conduct physical inspection at the facility in accordance with ADEQ’s standard work for conducting UST inspections.

• Debrief the facility representative and/or Owner/Operator of the results of each inspection. Explain what the next steps will be if any violations are cited and verify that they understand what is needed to return to compliance.

• Offer any compliance assistance if requested from the UST Owner/Operator.

• Notify the TICE Unit Manager if any other departments in the agency need to get involved with observations made at a facility during the inspection (i.e.

Solid waste, Hazardous Waste, etc.)

• Review the information in Survey 123 to verify quality of information prior to submittal.

4.8.3 A site figure and facility photographs are to be completed and shall be included for every UST Facility. The facility ID number shall be located somewhere in the photograph. Photographs at each facility should include the following: a general site photo; the tank pit(s); all fill pipes; all submersible pump areas or tank top suction system piping areas; overfill prevention equipment; release detection equipment; rectifier(s), if any; observation wells, if any; representative examples of dispensers or piping termination points; representative examples of automatic tank gauge caps and vapor recovery caps; ball float valve caps; evidence of suspected releases; and any equipment that is broken, malfunctioning, or otherwise out of compliance. All photographs must have a short caption that identifies the photo. Refer to Routine Standard work along with photo guidance

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 10 of 55 document.

4.9 Modification Inspections Report Form (Exhibit B)

• There are several types of UST modification inspections including but not limited to, dispenser upgrades, UST system and piping repairs/replacements, release detection system repairs, and overspill/containment repairs. As a result, several different sections are mentioned on forms. Only the appropriate sections need to be completed.

Refer to Modification inspection forms exhibit for additional form completion requirements

• Activities that generate a Modification report include piping repair/replacement, dispenser replacement/repair, sump repairs, and spill bucket repair. Modifications are completed approximately three (3) times per month. Notice for system modification inspections can happen quickly from 48 to 72 hours after ADEQ Plan Review is notified.

4.10 Closure Inspections Form (Exhibit C)

4.10.1 Closure inspections are completed approximately four (4) times per month. ADEQ Plan Review is notified 2 to 4 weeks in advance for UST closure. Time on site is 2 to 12 hours. Some closures may require an additional day onsite as the inspector is to be present during collection of all closure samples. During the UST closure inspection, the inspector is to confirm/document the condition of UST system as it is removed from ground or filled in place, current facility conditions, identify source and cause of potential release areas (take photos and note locations), if applicable, general site activity observations, closure sampling information, complete all sections of the form, catalogue photos and complete a site figure. The inspector is also to verify that the removal contractor is certified in UST removal. Completed inspection report is to be submitted to ADEQ office staff and forwarded to the removal consultant for their records and submission in the closure report as soon as possible. Refer to closure inspection form exhibit for additional form completion requirements.

4.11 Installation Inspections Form (Exhibit D)

4.11.1 Installation inspections are completed on an as needed basis. Installation inspections require up to three (3) mobilizations during the install process. 1. Pre- Burial USTs 2. Pre-Burial piping and top of tanks and 3. Final walk through during the final testing phase with paperwork completion. Each phase is approximately 2 to 8 hours in length. This type of inspection is typically scheduled 30 plus days in

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 11 of 55 advance. Photos of all installation phases are to be taken and must have a caption to identify the location. Approximately, ten (10) installation inspections are completed per month.

4.11.2 Installation inspection report completion includes facility information, dispenser information, UST system information, piping information, Release detection system information, overfill and spill protection information. Testing results of all final system testing and UST system installer information is to be included. Photos of all testing in process should be taken. A site facility layout of the new UST system is to be completed. Refer to installation inspection form package exhibit for additional form completion requirements.

4.12 Relining of Existing UST Systems Inspection Form (Exhibit E)

4.12.1 Lining inspections are completed on an as need basis. On-site time is from 2 to 8 hours for 2 days. The notification of this type of inspection is typically 2 to 3 weeks.

Approximately One (1) relining inspection project is completed by ADEQ each month. The presence of the inspector is required during the relining process as critical measurements are required to be collected during the relining process. Refer to relining inspection forms package exhibit for additional form completion requirements.

5.0 General Requirements

5.1 REQUIRED MONITORING AND REPORTING

As part of a Lean Management System, Contractor shall be measured by a Contractor Performance Review (CPR) (Exhibit F). The Contractor shall perform all duties under this Contract in a manner acceptable to ADEQ.

The ADEQ Project Manager may complete a CPR after completion of a monthly cycle or at the end of each Fiscal Year. Additional Metric information may be added after contract award in the best interest of the state.

5.2 The Contractor shall be evaluated based on the following ratings and performance categories:

Quality (Issue 1) Contract compliance, quality of field work, quality of submitted information, invoices submitted correctly.

Contractor actions proactive vs reactive. Ability to handle technical issues with minimal detection.

Timeliness of Performance (Issue 2): Invoices submitted on time. Reports submitted on schedule, work completed within required timeframes.

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 12 of 55

Cost Control (Issue 3): Adherence to the Contract cost sheets, following State Travel guidelines, equipment and subcontractor fees charged correctly. Contract amendments submitted within 5 days of verbal approval.

Business Relations (Issue 4): Reasonable & cooperative professional behavior; responsive to Contract requirements, timely notification of project issues, flexibility, meeting interim milestones, responsive to technical direction.

5.3 ADEQ Project Manager may complete a monthly CPR to track issues.

ADEQ Project Manager may evaluate Contractor performance up to a monthly basis for project issues during the contract, but no less than an annual basis. Non issues or issues are recorded on a monthly summary sheet. The CPR contains additional information regarding the issue recorded for the month.

ADEQ Project Manager may forward the CPR to the

Contractor. Contractor may request in writing, the CPR on a monthly basis.

The Contractor shall be granted 7 business days from date of

Contractor’s receipt of CPR to review and provide a response to the Using Agency Project Manager on company letterhead.

The Contractor may submit comments, rebuttals

(disagreements) or additional information to ADEQ Project Manager that contest the CPR ratings.

If the Contractor does not respond to the CPR within the designated time frame, the specified ratings in the report are deemed appropriate for the evaluation. In this instance, the ADEQ Project Manager shall sign and file the CPR.

5.3.1 A CPR is considered complete only after the using agency Project Manager signs the report. ADEQ Project Manager will provide a copy of the completed report to the Contractor by request or annual basis.

5.4 Inspection Projects may be assigned in any manner appropriate for fair and competitive purposes, and may be assigned based on performance, geography or cost, whichever is in the best interest of ADEQ.

Special Terms and Conditions

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 13 of 55

The Special Terms and Conditions modify the Uniform Terms and Conditions. It can modify them by replacing, deleting, appending to, or revising the text of an existing provision or by inserting a new paragraph into an existing article. No other document modifies or adds to the Uniform Terms and Conditions, except as may subsequently be otherwise and expressly agreed and incorporated by Contract Amendment.

1. Definition of Terms: As used in the Contract, the terms listed below are defined as follows:

1.1. Acceptance: The document titled “Offer and Acceptance Form” bearing the state contract number once Procurement Officer has signed it to signify (1) State’s formal acceptance of the Accepted Offer and (2) the formation of the Contract. For clarity of intent, the foregoing is not to be confused with the term “acceptance” used throughout the Contract in the context of delivery, inspection, etc., with respect to Materials or Services.

1.2. Accepted Offer:

1.2.1. If State did not request a Revised Offer, then “Accepted Offer” means the Initial Offer.

1.2.2. If State requested a Revised Offer but not a Best and Final Offer, then “Accepted Offer” means the latest Revised Offer.

1.2.3. If State requested a Best and Final Offer, then “Accepted Offer” means the Best and Final Offer.

1.3. Arizona Procurement Code: The Arizona Procurement Code consists of Arizona Revised Statutes (A.R.S.) §§ 41-2501 et seq. and Arizona Administrative Code (A.A.C.) R2-7-101 et seq. There is additional information in the Solicitation Instructions regarding how to access these state statutes and rules.

1.4. Arizona Transaction Privilege Tax (TPT): For information, refer to the Arizona Department of Revenue (DOR) website at: https://azdor.gov/transaction-privilege-tax-tpt

1.5. Attachment. Any item that:

1.5.1. The Solicitation required Offeror to submit as part of the Offer (e.g., Initial Offer, Revised Offer, or Best and Final Offer);

1.5.2. Was attached to an Offer when submitted; and

1.5.3. Was included in the Accepted Offer.

1.6. Pricing Document: The Pricing Section of the Special Terms and Conditions; provided that, if there is no such Section in the Contract, then “Pricing Document” is to be construed https://azdor.gov/transaction-privilege-tax-tpt

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 14 of 55 as referring to whatever item in the Contract contains the contracted pricing and payment provisions.

1.7. Contract Terms and Conditions: The Special Terms and Conditions and the Uniform Terms and Conditions taken collectively.

1.8. Contractor: The Person identified on the Accepted Offer who has entered into the Contract with the State.

1.9. Contractor Indemnitor: Contractor or any of its owners, officers, directors, agents, employees, or Subcontractors.

1.10. Eligible Agency:

1.10.1. If the Special Terms and Conditions indicate that the Contract is a “single-agency” contract, then “Eligible Agency” means the particular State of Arizona agency, university, commission, or board identified therein.

1.10.2. If the Special Terms and Conditions indicate that the Contract is a mandatory statewide contract, then “Eligible Agency” means any State of Arizona department, agency, university, commission, or board.

1.11. Instructions to Offerors: “Instructions to Offerors” means the Solicitation Instructions document of the Solicitation.

1.12. Order: The instrument by which ADEQ authorizes a Contractor to perform some or all of the Work. Whether the Contract will have one Order or many Orders depends on the scope of the Contract and how the State will use it. The Special Terms and Conditions provide that information. Any of the following are construed as an “Order”: “Purchase order,” “task order,” “service order,” or “job order”.

1.13. The State’s eProcurement System: The State’s official electronic procurement system, established pursuant to A.A.C. R2-7-201 as set forth in the Arizona Department of Administration State Procurement Office policy document Technical Bulletin No. 020, The State’s eProcurement System–The Official State eProcurement System. Technical Bulletin No. 020 is available online at:

https://spo.az.gov/sites/default/files/documents/files/TB_020_APP_20181024.pdf

1.14. State: With respect to the Contract generally, “State” means the State of Arizona and its department, agency, university, commission, or board that has executed the Contract.

With respect to administration or rights, remedies, obligations and duties under the Contract for a given Order, “State” means ADEQ.

https://spo.az.gov/sites/default/files/documents/files/TB_020_APP_20181024.pdf

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 15 of 55

1.15. State Indemnitees: Collectively, the State of Arizona, its departments, agencies, universities, commissions, and boards and, and their respective officers, agents, and employees.

1.16. Work: The totality of the Materials and the Services and all the acts of administration, creation, production, and performance necessary to fulfill and incidental to fulfilling all of Contractor's obligations and duties under the Contract in conformance with the Contract and applicable laws.

2. Contract Interpretations

2.1. Usage. Where the Contract:

2.1.1. assigns obligations to Contractor, any reference to “Contractor” is to be construed to be a reference to the Contractor and all Subcontractors, whether they are first-tier Subcontractors, sub-subcontractors, suppliers, sub-suppliers, consultants, or sub-consultants, as well as all of Contractor’s and the Subcontractor’s respective agents, representatives, and employees in every instance unless the context plainly requires that it is a reference only to Contractor as apart from Subcontractors.

2.1.2. uses the permissive “may” with respect to a party’s actions, determinations, etc., the terms is to be interpreted as in A.A.C. R2-7-101(32) [Definitions]. For clarity of intent, any right given to State using “State may” or a like construction denotes discretion and freedom to act so far as any regulatory or operative constraints permit in the relevant circumstances, provided that: (a) where written “may, at its discretion,” the discretion extends to whatever is most advantageous to State;

and (b) where written only as “may,” the discretion is constrained by what is fair, reasonable, and as accommodating of the respective best interests of both parties as practicable under the circumstances;

2.1.3. uses the imperative “shall” with respect to a party’s actions, duties, etc., the term is to be interpreted as in A.A.C. R2-7-101(44) [Definitions]. Conversely, the phrase “shall not” is to be interpreted as an imperative prohibition.

2.1.4. uses the term “must” with respect to a requirement, criterion, etc., the term is to be interpreted as conveying compulsion or strict necessity;

2.1.5. uses the term “might” with respect to an event, outcome, action, etc., the term is to be interpreted as conveying contingency or non-discretionary conditionality;

and

2.1.6. uses the term “will” or the phrases “is to be” or “are to be” with respect to an event, outcome, action, etc., the term or phrase is to be interpreted as conveying

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 16 of 55 such certainty or imperativeness that “shall” is either unnecessary or irrelevant in that instance.

2.2. Contract Order of Precedence

2.2.1. Complementary Documents. All of the documents forming the Contract are complementary. If certain work, requirements, obligations, or duties are set out only in one but not in another, Contractor shall carry out the Work as though the relevant Work, requirements, obligations, or duties had been fully described in all, consistent with the other documents forming the Contract and as is reasonably inferable from them as being necessary to produce complete results.

2.2.2. Conflicts. In case of any inconsistency, conflict, or ambiguity among the documents forming the Contract and their provisions, they are to prevail in the following order, descending from most dominate to most subordinate, provided that, among categories of documents or provisions having the same rank, the document or provision with the latest date prevails. Information being identified in one document, but not in another, is not to be considered a conflict or inconsistency.

2.2.2.1. Contract Amendments;

2.2.2.2. The final Solicitation Documents, in the following order:

(1) Special Terms and Conditions;

(2) Exhibits to the Special Terms and Conditions;

(3) Uniform Terms and Conditions;

(4) Scope of Work;

(5) Exhibits to the Scope of Work;

(6) Specifications; and

(7) Any other documents referenced or included in the Solicitation;

2.2.2.3. Orders, in reverse chronological order; and

2.2.2.4. Accepted Offer.

2.2.3. Attachments and Exhibits. For clarity of intent, if an item was an Attachment in the Solicitation Documents or an Offer (either Initial, Revised, Best and Final, or Accepted) and was subsequently made into an Exhibit, or its content was incorporated into one of the other Contract documents, then that Attachment no longer exists contractually as an “Attachment” since it has at that point been

Solicitation No. BPM005267 UST Inspections

Arizona Department of Administration State Procurement Office

Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 17 of 55 made into some other Contract document. In every other case, an Attachment and the Offeror data therein remain part of the Accepted Offer for purposes of precedence and contractual effect.

3. Contract Administration and Operation

3.1. Term of Contract. The term of the Contract will commence on the date indicated on the Acceptance and continue for twelve (12) months unless canceled, terminated, or permissibly extended.

3.2. Contract Extensions. State may at its discretion extend the initial Contract term in increments of one (1) or more months and do so one or more times, provided that the maximum aggregate term of the Contract including extensions cannot exceed the maximum aggregate term of five (5) years.

3.3. Notices and Correspondence

3.3.1. To Contractor. State shall address all Contract correspondence other than formal notices to the email address indicated as “Default for Type” for “General Mailing Address” in Contractor’s corresponding State’s eProcurement System Vendor Profile; and address any required notices to Contractor to the “Contact Name and Title” at the “Mailing Address” indicated on the Accepted Offer, as that address might have been amended during the term of the Contract.

3.3.2. To State. Contractor shall address all Contract correspondence other than format notices to the email address indicated in “Contact Instructions” in the State’s eProcurement System Summary for State; and address any required notices to State via email to the Procurement Officer identified as “Purchaser” in the State’s eProcurement System and via mail to the following mailing address:

Arizona Department of Administration State Procurement Office 100 N 15th Avenue, Suite 305

3.3.3. Changes. State may change the designated Procurement Officer, update contact information, or change the applicable mailing address.

3.4. Signing of Contract Amendments. Contractor’s counter-signature (or “approval” in the State’s eProcurement System, in the case of an amendment) is not required to give effect if the Contract Amendment only covers either:

3.4.1. extension of the term of the Contract within the maximum aggregate term; or

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3.4.2. modifications of a clerical nature that have no effect on terms, conditions, price, scope, or other material aspect of the Contract.

In every case other than those listed in 3.4.1 and 3.4.2 above, both parties’ signatures (or “approval” in the State’s eProcurement System in the case of an Amendment) are required to give it effect.

3.5. Click-through Terms and Conditions. If either party uses a web-based ordering system, an electronic purchase order system, an electronic order acknowledgement, a form of an electronic acceptance, or any software based ordering system with respect to the Contract (each an “Electronic Ordering System”), the parties acknowledge and agree that an Electronic Ordering System is for ease of administration only, and Contractor is hereby given notice that the persons using Electronic Ordering Systems on behalf of State do not have any actual or apparent authority to create legally binding obligations that vary from the terms and conditions of the Contract. Accordingly, where an authorized State user is required to “click through” or otherwise accept or be made subject to any terms and conditions in using an Electronic Ordering System, any such terms and conditions are deemed void upon presentation. Additionally, where an authorized State user is required to accept or be made subject to any terms and conditions in accessing or employing any Materials or Services, those terms and conditions will also be void.

3.6. Books and Records

3.6.1. Retain Records. In addition to the audit rights detailed in the Uniform Terms and Conditions, State also requires that, pursuant to A.R.S. § 41-2548(B), Contractor shall retain and shall contractually require each Subcontractor to retain books and records relating to any cost and pricing data submitted in satisfaction of § 41-2543 for the period specified in the statute.

3.6.2. Usage Information. Additionally, any and all information (including, but not limited to, documentation or Data) related to ADEQ usage retained solely within the Contractor’s system (for example, related to punch-out or Contractor catalog sales) shall be considered public information or information that can be shared with and distributed by the State freely and for any purpose under the State’s government purpose rights detailed in Section 3 of the Uniform Terms and Conditions [Ownership of Intellectual Property]. Any modifications to this Contract notwithstanding, the State shall have free use of any and all information related to ADEQ purchasing. Upon request by the State, Contractor shall promptly provide the State with any usage information requested and shall not attempt to limit the State's use in any way.

3.6.3. Right To Audit. The retained books and records are subject to audit by State during that period. Pursuant to A.R.S. § 41-2548(B), Contractor shall retain and

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Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 19 of 55 shall contractually require each Subcontractor to retain books and records relating to performance under the Contract for the period specified in the statute and those retained books and records are subject to audit by State during that period.

3.6.4. Auditing. Contractor or Subcontractor shall either make all such books and records under subparagraphs 3.6.1 and 3.6.2 available to State at all reasonable times or produce the records at a designated State office on State’s demand, the choice of which being at State’s discretion. For the purpose of this paragraph, “reasonable times” are during normal business hours and in such a manner so as to not unreasonably interfere with normal business activities.

3.7. Subcontract

3.7.1. Initial list. At the time of Contract execution, Contractor’s candidate Subcontractors were identified in Attachment Proposed Subcontractors to the Accepted Offer [Proposed Subcontractors]. Agreeing to them being included in the Accepted Offer signified Procurement Officer’s advance consent for Contractor to enter into a Subcontract with each candidate, which Contractor shall do as promptly as necessary to ensure its ability to carry out the Work in a timely manner.

3.7.2. Additional names. Contractor shall not enter into a Subcontract to perform Work under the Contract, without first obtaining Procurement Officer’s written consent with any prospective Subcontractor that (a) was not listed on the Attachment Proposed Subcontractors at time of Contract execution or (b) is for any Materials or Services categories other than the ones for which they were previously consented. For either case (a) or (b), Contractor shall submit a written request sufficiently in advance of the need date for those materials or services so that performance under the Contract is not impaired. Procurement Officer may request any additional information he or she determines is necessary to assess the submittal, and may withhold consent pending it. Approval of additional subcontractors shall be added to the Contract by a bilateral Contract Amendment.

3.7.3. Flow-down. Contractor shall incorporate the provisions, terms, and conditions of the Contract into every Subcontract by inclusion or by reference, as appropriate.

When making any post-execution consent requests, Contractor shall include its warrant that it will do the same for the pending Subcontracts covered by the request. Entering into Subcontracts will not relieve Contractor of any of its obligations or duties under the Contract, including, among other things, the duty to supervise and coordinate the work of Subcontractors. Nothing contained in

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Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 20 of 55 any Subcontract will create or is to be construed as creating any contractual relationship between State and the Subcontractor.

3.8. Orders

3.8.1. Order Sufficiency. The Contract was awarded in accordance with the Arizona Procurement Code; the transactions and procedures required by the Arizona Procurement Code for competitive source selection have been met. An Order issued that cites the correct State contract number will suffice to authorize the Contractor to provide the Materials and perform the Services covered by that Order.

3.8.2. Order Terms. All Orders are subject to the Contract Terms and Conditions; an Order cannot modify the Contract Terms and Conditions. Any Contractor terms added to quotes or otherwise unilaterally added to ADEQ.

3.8.3. Orders are Obligatory. Until the expiration or earlier termination of the Contract, State may issue and Contractor shall accept Orders that make proper reference to the Contract and are permissible hereunder, provided that, Contractor is not obliged to accept any Order that is not consistent with the then-current pricing, lead times, specifications, or payment provisions of the Contract. Contractor shall fulfill and complete any Orders that are begun but not yet completed as of expiration or earlier termination of the Contract unless State instructs otherwise at the time.

3.8.4. No Minimums or Commitments. (a) Contractor shall not impose any minimum dollar amount, item count, services volume, or services duration on Orders; (b) State makes no commitment of any kind concerning the quantity or monetary value of activity actually initiated or completed during the term of the Contract;

(c) Contractor shall only deliver or perform as authorized by Orders; and (d) State is not limited as to the number of Orders it may issue for the Contract. For clarity of intent, the foregoing applies equally whether an ADEQ issues it.

3.8.5. Non-contracted Materials or Services. Any attempt to knowingly represent for sales, marketing, or related purposes that Materials or Services not specifically awarded are under a State contract is a violation of the Contract and law.

3.9. Order Cancellations. State may cancel Orders within a reasonable period after issuance and at its discretion. The same method used for ordering will be used for cancellation.

3.9.1. If State cancels an Order, then State shall:

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3.9.1.1. pay Contractor for any portion of the Materials and Services from that Order that have been properly delivered or performed as of the cancellation effective date; and

3.9.1.2. reimburse Contractor for actual, documented costs incurred in fulfilling the Order up to the cancellation effective date and the cost of any obligations incurred in fulfilling the Order up to the cancellation effective date that demonstrably cannot be canceled or that have pre-established cancellation penalties specified in the relevant Subcontracts, to the extent the penalties are reasonable and customary for the work in question.

3.9.2. Contractor shall not charge or be entitled to charge State for any new costs it incurs after receiving the cancellation notice; State is not liable for any Materials that were produced, shipped, or delivered, or Services that were performed before Contractor had acknowledged the corresponding Order.

3.9.3. State shall also be able to cancel Orders freely and without any further obligation at any time prior to Contractor’s formal acknowledgement of the Order.

3.9.4. Contractor shall acknowledge each Order from Eligible Agencies within one (1) business day after receipt by either: (a) “approving” the Order electronically in the State’s eProcurement System, which will indicate Contractor’s unqualified acceptance of the Order as‑issued; or (b) “rejecting” the Order electronically in the State’s eProcurement System, with a concurrent explanation by email to relevant originator as to the reason for rejecting it. By way of reminder, the only grounds on which the Contractor may reject or refuse an Order are those set out in subparagraph 3.11.3 [Orders are Obligatory]. Unless and until Contractor has approved the Order in the State’s eProcurement System, it will have no effect under the Contract and will not oblige either State or Contractor. If the relevant Eligible Agency explicitly instructs at the time that a verbal acceptance is sufficient because of urgency or other unusual circumstances and Contractor duly gives its verbal acceptance, then Contractor will be deemed to have accepted the Order immediately upon commencing performance, provided that, Contractor must follow-up its verbal acceptance by accepting the Purchase Order electronically in the State’s eProcurement System within three (3) business days. Contractor shall thereafter be barred from subsequently rejecting the Order in the State’s eProcurement System and if it does so the rejection will be void.

3.10. Single-Use Provisions. ADEQ may issue Orders for Services in several forms, all of which become final and effective by a Purchase Order in the State’s eProcurement System.

Regardless of origin, Orders must cite the State contract number to be valid. State may, Solicitation No. BPM005267 UST Inspections

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Solicitation Requirements | Revision No. 3.2 | Revised 02-23 | Page 22 of 55 at its discretion in each instance, determine the scope, schedule, and price for each Order in any of the following ways:

3.10.1. By choosing some or all of the Materials or Services items covered by the Contract for which a price is established in the Contract, then preparing an Order using those prices (e.g. filling out an order form), and sending it to the Contractor;

3.10.2. By instructing Contractor to provide a comprehensive proposal of item quantities, combinations, etc., or services hours, personnel, etc., for a defined scope using those established prices as a basis, then validating and negotiating the proposal with Contractor and issuing an Order if and when reaching agreement;

3.10.3. As described in 3.11.2 above but requesting the proposal from both Contractor and other vendors who are contracted within the applicable scope categories and locations, either sequentially or concurrently, then selecting the proposal or proposals combination that is most advantageous to State; or

3.10.4. As described in 3.11.3 above but introducing ad-hoc commercial competition by making the selection and ordering conditional on obtaining more favorable prices than the contractually-established ones.

3.11. Work on State Premises

3.11.1. Compliance With Rules. Contractor is responsible for ensuring that its personnel comply with State’s rules, regulations, policies, documented practices, and documented operating procedures while delivering or installing Materials or performing Services on State’s grounds or in its facilities. For clarity of intent, the foregoing means that if Contractor is required to comply with certain security requirements in order to deliver, install, or perform at that particular location, then it shall do so nonetheless and without entitlement to any additional compensation or additional time for performance if those particular requirements are not expressly stated in the Contract. Contractor is reminded that violation of the prohibition under A.R.S. § 13-1502 against possession of weapons on State’s property by anyone for whom Contractor is responsible is a material breach of contract and grounds for termination for default.

3.11.2. Protection Of Grounds And Facilities. Contractor shall deliver or install the Materials and perform the Services without damaging any State grounds or facilities. Contractor shall repair or replace any damage it does cause promptly and at its own expense, subject to whatever instructions and restrictions State needs to make to prevent inconvenience or disruption of operations. If Contractor fails to make the necessary repairs or replacements in a timely manner, State will be entitled to exercise its remedies under paragraph 8.5 of the Uniform Terms and Conditions [Right of Offset].

3.12. Transitions

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3.12.1. During commencement, Contractor shall attend transition meetings with any outgoing suppliers to coordinate and ease the transition so that the impact on…