BPM006737 Requirements Document.pdf

REQUEST FOR PROPOSAL

Solicitation Number: BPM006737

Solicitation Due Date / Time: February 25, 2025 Time (Local Time): 3:00 p.m. (MST)

Submittal Location: https://appstate.az.gov

Description of Procurement: USDA Foods Management Software System

Pre-Offer Conference Date None

In accordance with A.R.S. § 41-2534, the Arizona Department of Education is soliciting competitive sealed proposals pursuant to this Request for Proposal (RFP) for the materials or services specified herein.

Respondents will submit their Offers to the State Procurement Office online through the State’s e-Procurement system. Arizona Procurement Portal (https://appstate.az.gov) at the date and time posted in ARIZONA PROCUREMENT PORTAL. Proposals received by the correct time and date will be opened and the name of each Offeror will be publicly available. Proposals shall be in the actual possession of the State prior to the time and date and at the location indicated in the Notice. Late proposals will not be considered.

The Offer shall be submitted in an acceptable format, as described herein, using the State’s online e- Procurement application Arizona Procurement Portal at https://appstate.az.gov. Submission of offers by means other than the Arizona Procurement Portal system will not be accepted. Prospective Offerors with questions in this regard shall contact the Procurement Officer prior to the Solicitation’s due date and time

To submit an Offer, Offerors shall register in the Arizona Procurement Portal system. Offerors requiring assistance in the registration process or in navigating the Arizona Procurement Portal system may call the Help Desk at 602-542-7600.

OFFERORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE SOLICITATION.

Please enter a nominal amount in the items/bid tab for award consideration.

LeAnn Wong

1/21/2025 Procurement Officer Date

Steven Paulson 1/21/2025 Chief Procurement Officer Date https://procure.az.gov/ https://procure.az.gov/

Table of Contents

Solicitation No. BPM006737 USDA Foods Management Software System

Arizona Department of Education 1535 W. Jefferson Street

Phoenix, AZ 85007

TABLE OF CONTENTS

SCOPE OF WORK

SPECIAL TERMS AND CONDITIONS

UNIFORM TERMS AND CONDITIONS

ADDENDUM “A” IT WARRANTY AND REQUIREMENTS PROVISIONS

Scope of Work

Arizona Department of Education

1. MISSION STATEMENT

1.1. The Arizona Department of Education is a service organization committed to raising academic outcomes and empowering parents.

2. BACKGROUND

This document delineates the scope of work for procuring a Software as a Service (SaaS) Food Distribution (FD) management software for its United States Department of Agriculture (USDA) Foods in Schools Program (USDA Foods) at the Arizona Department of Education (ADE). USDA Foods is a federal food assistance program in which the USDA purchases domestic foods and donates them to the state distributing agencies for further distribution to eligible organizations operating the federal Child Nutrition Programs, including the National School Lunch, Summer Food Service, and Child and Adult Care Food Programs. The proposed system will maintain compliance with federal and state regulatory requirements, streamline and optimize our food distribution processes, facilitate contracted warehouse receivables, streamline integrated ordering requests by schools, accommodate variable charges, support multiple user roles, and improve overall operational efficiency.

3. OBJECTIVES

• To identify and acquire a software solution that meets the specific needs of our food distribution operations.

• To enhance tracking and reporting capabilities to facilitate informed decision-making.

• To ensure compatibility and integration with existing systems, including inventory, accounting, and customer relationship management (CRM) tools.

• To have a centralized system that enhances food distribution efficiency across Arizona schools.

• To enable seamless communication and order management between schools and their respective warehouses.

• Implement a role-based access system to enrich user management and fortify security.

4. MANDATORY REQUIREMENTS

4.1. Offerors are required to complete the AZRAMP Level 1 Prerequisite Control Sheet (https://azdohs.gov/sites/default/files/azramp-level-1-prerequisite-control-sheet_0.xlsx) and submit as part of their Offer. Arizona Department of Homeland Security (AZDOHS) Cyber Command will evaluate and rank submitted Arizona Baseline Infrastructure Security Controls for completeness, attention to detail, and understanding of National Institute of Standards and Technology (NIST) security controls and framework. AZDOHS Cyber Command will forward assessment results https://azdohs.gov/sites/default/files/azramp-level-1-prerequisite-control-sheet_0.xlsx https://azdohs.gov/sites/default/files/azramp-level-1-prerequisite-control-sheet_0.xlsx

Arizona Department of Education and recommendations to the Procurement Officer. Results of these IT security control reviews are for internal use only and will not be shared with responding bidders, though the results may be used by the Procurement Officer to determine Offeror susceptibility for award.

4.2. Pursuant to State Data Classification Policy P8110, and the Data classification defined in the Special Terms and Conditions, the Contractor will have access to the following type of Data as part of its work under the Contract:

x Public State Data (AZRAMP 125 / NIST Low Impact) ☐ Confidential State Data (AZRAMP 325 / NIST Moderate Impact)

5. CONTRACTOR REQUIREMENTS

Contractor shall:

5.1 Provide a SaaS solution that meets the following functional requirements:

5.1.1 The solution shall provide for Inventory Management that tracks inventory levels, expiration dates, and stock movement. It shall have the following required components:

a. The ability to track product inventory from the moment it is ordered from the USDA until it arrives at distribution facilities and is ultimately delivered to recipient agencies.

b. The capability to adjust, transfer, and manage our product inventory, accompanied by comments or equivalent notations.

c. The capability to transfer product inventory from the previous program year to the current program year each July 1.

While not required, the following components are preferred:

d. The capability of creating unique product inventory materials, which would include USDA Direct Delivery Materials and Bulk Materials for further processing.

e. The capability of modifying product inventory with comments.

5.1.2 The solution shall provide for Order Management. It shall have the following required components:

a. The ability to manage entitlement utilization by the recipient agency across all USDA Foods options, the Department of Defense Fresh Fruit and Vegetable Program (DoD Fresh), Processing Diversion, and Direct Delivery.

b. The capability of receiving and sending EDI, TXT, and XML files for all orders.

https://azdohs.gov/information-security-policies-standards-and-procedures

Arizona Department of Education

c. The capability to allow the ADE to create product catalogs or similar for pre-orders by recipient agencies of USDA Direct Delivery Materials and Bulk Materials for further processing.

d. The capability to allow managing pre-orders from recipient agencies in the form of product catalogs or similar.

e. The capability of managing orders from recipient agencies to the contracted warehouse, covering the entire process from initiation to delivery.

f. The capability of managing orders from recipient agencies to the contracted warehouse, covering the entire process from initiation to delivery.

5.1.3 The solution shall provide for Entitlement Management. It shall have the following required components:

a. The ability for total Arizona federal entitlement in January and at any time throughout the program year contingent on federal revisions.

b. The ability for further distribution of entitlement to the recipient agency based on a per-meal rate corresponding to the total lunch counts for the program.

c. The ability for the state agency to view the following program years, current, two subsequent, and all preceding years up to five.

d. The capacity to indicate entitlement by unique Child Nutrition Programs.

e. The capacity to utilize entitlement each July 1 for the appropriate program year.

f. The ability to allow entitlement management by program year:

i. National School Lunch Program- July 1 to June 30

ii. Summer Food Service Program- May 1 to September 30

iii. Child and Adult Care Food Program- October 1 to September

g. The ability to allow for internal creation of program years.

h. The ability to allow for manual input of per-meal rate, total lunch counts by state agency and recipient agency and indicate participation in Child Nutrition Programs.

5.1.4 The solution shall provide for Distribution Planning. It shall have the

Arizona Department of Education

a. The system must be able to allow shipping locations and addresses.

b. The system must be able to allow direct shipments from USDA to a delivery site or location.

5.1.5 The solution shall provide for Reporting and Analytics that generates reports on inventory usage, sales, and distribution efficiency. It shall have the

a. The ability to generate shipping and entitlement ad hoc reports.

b. The ability to generate data analytic reports.

5.1.6 The solution shall provide for User Role Management. It shall have the

a. Provide for ADE, recipient agency, and warehouse security access.

b. Provide for multiple-user role management.

i. Role Definition: Clearly define the roles and their associated permissions.

ii. Access Control: Implement access control mechanisms to ensure users can only access the resources and perform the actions allowed by their roles.

iii. User Management: Provide an interface for administrators to manage users and assign roles.

iv. Scalability: Provide a system that can handle a growing number of users and roles without performance degradation.

5.2 Provide a SaaS solution that meets the following technical requirements:

5.2.1 Integration Capabilities: The system shall be compatible with ADE’s current technology stack systems (CNP application system, MS Outlook, ADEConnect).

5.2.2 The ability to ingest and submit federal XML file requirements. Current Federal Requirements are listed in 7 CFR 250.11 and 7 CFR 250.58. In the event the Requirements change, Contractor shall provide a system that meets the new Federal Requirements.

5.2.3 Scalability: The system shall support future growth in terms of users and inventory.

5.2.4 Provide for single sign on capabilities through integration with ADE’s ADE Connect system

5.2.5 Have a minimum five-year data retention

5.2.6 Provide SQL data migration from current systems

5.2.7 Ability to import and export data via an XML format

5.2.8 The system will be available 24 hours a day, seven days a week.

5.3 Provide a SaaS solution that meets the following User Requirements:

https://www.ecfr.gov/current/title-7/subtitle-B/chapter-II/subchapter-B/part-250/subpart-B/section-250.11 https://www.ecfr.gov/current/title-7/subtitle-B/chapter-II/subchapter-B/part-250/subpart-E/section-250.58

Arizona Department of Education

5.3.1 User-Friendly Interface: Provide an intuitive design for easy navigation with customer, state distributing agency, and contracted warehouse web ordering portals.

5.3.2 Provide an editable landing page to manage information from the state agency; the landing page will allow external users to view general state agency communications such as food recalls.

5.3.3 Provide entity specific dynamic dashboard displaying data such as but not limited to: USDA Foods order status, upcoming deliveries, and current entitlement status.

5.3.4 The service provider will be available for system support from Monday to Friday, between 7 AM and 7 PM Mountain Standard Time. For software issues deemed critical, an immediate response , with the objective of resolving the issue within 24 hours is required. A critical incident is defined as one that significantly impacts the business, including, but not limited to, complete system outages, major security breaches, or critical infrastructure failures.

5.4 Provide a SaaS solution that meets the following business requirements:

5.4.1 Enable ADE to update reference data tables as necessary through the administrative console, including meal rates, product codes, product descriptions, pricing indices, and carryover. Additionally, the system shall provide links to federal requirements related to the data elements in these tables.

5.4.2 Enable ADE to meet all Federal statutory requirements for Child Nutrition programs, including the ability to adapt to any New Child Nutrition Program regulatory requirements throughout the duration of the contract.

5.4.3 Be compatible with both federal and ADE systems throughout the duration of the contract.

5.5 Provide Implementation Services

5.5.1 Provide to ADE for review and approval a detailed timeline for the implementation of the service within one month of contract award.

5.5.1.2 Initial implementation of the system shall be completed by

August 29, 2025.

5.5.1.3 The system shall be in full production, to the satisfaction of

ADE, by December 30, 2025.

5.5.2 Provide to ADE for review and approval a conceptual Architectural diagram describing the system components and interactions with ADE systems within one month of contract award.

5.5.3 Provide to ADE for review and approval a final Architectural diagram describing the system components and interactions with ADE systems within two months of contract award.

Arizona Department of Education

5.5.4 Provide to ADE the system component environment details, including a template and examples within one month of contract award.

5.5.5 Provide a detailed Cutover (clean cut) plan to support nonparallel operation of the system within two months of contract award.

5.5.6 The final timeline dates may be revised only with the written consent of

ADE.

5.6 Provide Training Services

5.6.1 Prepare and provide comprehensive virtual and recorded video training to state agency, schools and warehouses.

5.6.2 Prepare and provide ADE, LEA and Warehouse specific training plans and materials.

5.6.3 Have the virtual and recorded video trainings prepared and provided by the following dates:

5.6.3.1 ADE training by May 31, 2025.

5.6.3.2 LEA trainings by August 31, 2025.

5.6.3.3 Warehouse trainings by September 30, 2025.

5.6.4 The training dates may be revised only with the written consent of ADE.

5.7 Provide Termination Services.

5.7.1 In the event of the termination of services under this contract for any reason, Contractor shall cooperate fully with ADE and any successor vendor to ensure the continued functioning of ADE’s food distribution management and for the safe and secure transfer of any ADE data.

6. REQUIRED QUALIFICATIONS

Contractor shall:

6.1 Have a proven track record in the food distribution industry

6.2 Provide a system that has been in use and has a proven record success.

7. REPORTING REQUIREMENTS

Contractor shall:

7.1 Prepare a final report, which will outline project outcomes and lessons learned at the end of the implementation phase.

7.2 Prepare all reports as shall be required by ADE to fulfill its reporting requirements.

8. DELIVERABLES

Contractor shall:

8.1 Provide all implementation services provided in the final timeline on or before the dates of the final timeline provided in Section 5.5.1.3.

Arizona Department of Education

8.2 Provide all implementation services required under Sections 5.5.2 through 5.5.5 on or before the dates listed in those provisions or as modified in writing pursuant to Section 5.5.6.

8.3 Provide all training service required under Section 5.6 on or before the dates listed in those provisions or as modified in writing pursuant to Section 5.6.4.

Special Terms and Conditions

Arizona Department of Education

1. Glossary Terms

1.1. “ADE” means the Arizona Department of Education

1.2. “Department” means the Arizona Department of Education

1.3. “LEA” means Local Educational Agency which consists of Arizona public school districts, charter schools, and accommodation schools.

1.4. “AI” means the science and engineering of making machines capable of performing tasks that are typically associated with human intelligence, such as learning and problem-solving, and includes without limitation: AI systems, classic AI, external AI, generative AI, and large language model

(LLM) AI.

1.5. “Arizona Risk and Authorization Management Program (AZRAMP) is used by the Arizona Department of Homeland Security to evaluate Cloud services and Contractors that will transfer, process, or store state data outside of state-managed or controlled networks, and has three levels of control review:

1.5.1 AZRAMP Level 1 Prerequisite: 35 Controls

1.5.2 AZRAMP Level 2 Low Impact: Public Data Classification

1.5.3 AZRAMP Level 3 Moderate Impact: Confidential Data Classification

2. Purpose

Pursuant to provisions of the Arizona Procurement Code, A.R.S. § 41 2501 et seq., the State of Arizona intends to establish a Contract for services as listed herein for services on behalf of the LEA’s.

3. Term of Contract

The term of the contract shall commence upon award and shall remain in effect for (1) one year, unless terminated, canceled or extended as otherwise provided herein.

Pursuant to Arizona law, while the Contract is effective upon award, no work is authorized under this Contract until a valid purchase order is issued by the Arizona Department of Education. Work performed prior to the issuance of a valid purchase order may not be compensated.

4. Contract Extensions

The Contractor agrees that the State shall have the right, at its sole option, to renew the contract in accordance with any extensions the State may receive for supplemental periods up to a maximum contract term of (5) five years. In the event that the State exercises such right, all terms, conditions and provisions of the original contract shall remain the same and apply during the renewal period with the exception of price.

5. Price Increase

ADE may review a fully documented request for a price increase only after the contract has been in effect for three (3) years. A price increase adjustment shall only be considered at the time of a contract extension and shall be a factor in the extension review process. ADE shall determine whether the requested price increase or an alternate option is in the best interest of the State. The price increase adjustment, if approved, will be effective upon the effective date of the contract extension.

The request shall be submitted at least 60 days prior to the contract renewal date and shall be a factor in the extension review process.

Arizona Department of Education

Failure to submit the request within the stated timeframe and/or failure to supply adequate information with the request may result in the State not considering the request.

The State, at its sole option shall determine whether the requested price adjustment or an alternate option is in the best interest of the State.

6. Price Reductions

Price reductions may be submitted to the State for consideration at any time during the contract period. The State at its own discretion may accept a price reduction.

7. Transitions

7.1 During commencement, Contractor shall attend transition meetings with any outgoing suppliers to coordinate and ease the transition so that the impact on State’s operations is kept to a minimum. State may elect to have outgoing suppliers complete some or all of their Work or Orders in progress, even if that Work could be covered under the incoming supplier’s Contract. Conversely, the State may have a continued need for the same Materials and Services upon expiration or earlier termination of the Contract. Accordingly, the Contractor shall work closely with any incoming supplier and State to ensure as smooth and complete a transition transfer as is practicable.

7.2 Eligible Agency or State’s representative will coordinate all transition activities and facilitate joint development of a comprehensive transition plan by both Contractor and the incoming supplier. As with the incoming transition, State may permit Contractor, when Contractor is outgoing, to complete work or orders in progress to ease the transition as is safest and most efficient in each instance.

7.3 Data Requirements

If the Contractor shall either directly or through a successor or affiliate cease to provide the maintenance or warranty services provided ADE under the Contract or any paid up maintenance agreement, or if the Contractor shall be declared insolvent by a court of Competent jurisdiction ADE shall have the right to obtain, and Contractor shall provide, for ADE’s own and sole use only a single copy of the current version of the source code supplied under the contract and a single copy of the documentation associated therewith, at Contractor’s expense.

7.3.1 Data Ownership: All data provided by ADE and any data generated during the course of the contract shall remain the exclusive property of ADE.

7.3.2 Data Return Upon Termination: In the event of contract termination, whether initiated by ADE or Contractor, Contractor agrees to return all data to ADE within 30 days of the termination notice. The data must be provided in a format agreed upon by both parties and must include all necessary documentation to ensure usability.

7.3.3 Data Destruction: Upon confirmation of data receipt by ADE, Contractor shall permanently delete all copies of the data from their systems and certify in writing that this has been completed within 30 days of the termination of the Contract.

8. Contract Type

Firm fixed price, indefinite quantity.

9. Multiple Award

ADE reserves the right to make a multiple award to more than one Offeror.

Arizona Department of Education

10. Estimated Usage

The Contract shall be on an as needed, if needed basis. The State makes no guarantee as to the amount of usage that may occur under a resultant contract.

11. Non-Exclusive Contract

Any Contract resulting from this solicitation shall be awarded with the understanding and agreement that it is for the sole convenience of the State of Arizona. The State reserves the right to obtain like goods or services from another source, when necessary, or when determined to be in the best interest of the State.

12. 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.

13. Licenses

Contractor shall maintain in current status all Federal, State and Local licenses and permits required for the operation of a business conducted by the contractor.

14. Order Process

The award of a Contract shall be in accordance with the Arizona Procurement Code. Any attempt to represent any material and/or service not specifically awarded as being under contract with the State is a violation of the Contract and the Arizona Procurement Code. Any such action is subject to the legal and contractual remedies available to the State inclusive of, but not limited to, contract cancellation, suspension and/or debarment of the Contractor.

15. Changes

ADE reserves the right to revise the delivery schedule and make other changes within the Scope of Work as may be deemed necessary to best serve the interest of ADE. All changes shall be documented by formal amendments to the Contract. Changes made without benefit of a formal amendment will not be valid.

16. Purchase Orders

Work under this Contract will be funded and ordered through separate purchase orders issued by ADE. No work is to be performed until a valid purchase order is received by the Contractor.

17. Payment

Payment will be made pursuant to Attachment III, Price Sheet.

18. Payment/Invoices & Mailing of Payments

Arizona Department of Education

The Contractor shall submit invoices to accountspay@azed.gov and the invoices shall include:

• Company Name

• Complete Address

• Telephone Number

• Contact Person

• Itemized services, description, quantity, unit of measure, unit price, and extended price of supplies delivered

(including dates services were performed)

• Purchase Order Number

• Invoice Date

• Contract Number

• Invoice Number

• Shipping and Payment Terms

The Contractor is responsible to ensure that all invoices submitted for payment are completed with the above information and in strict accordance with the price(s) offered on the Proposal’s Cost Form.

19. Travel

No compensated travel is included in this contract.

20. Acceptance

Upon receipt of Products and Services, and/or commencement of continual Services, ADE shall determine whether all delivered Products and Services meet the applicable Product and Services specifications and quality requirements established herein.

21. Inclusive Offeror

Offeror(s) are encouraged to make every effort to utilize subcontractors that are small, women-owned and/or minority-owned business enterprises. This could include subcontracts for a percentage of Administrative or Billing needs. Offerors who are committing a portion of their work to such subcontractors shall do so by identifying the type of service and work to be performed by providing detail concerning your organization's utilization of small, women-owned and/or minority-owned business enterprises. Emphasis should be placed on specific areas that are subcontracted and percentage of contract utilization and how this effort will be administered and managed, including reporting requirements.

22. Offshore Performance of Work Prohibited

Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or overhead services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers.

23. Confidentiality of Records

The Contractor shall establish and maintain procedures and controls acceptable to the State for the purpose of assuring that information or data in its possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner by it, its agents, officers, or employees. This includes information contained in its records obtained from the State or others, necessary for contract performance. The contractor shall take all mailto:accountspay@azed.gov

Arizona Department of Education reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of duties under the contract.

24. Disabilities Act

The Contractor shall comply with the Americans with Disabilities Act of 1990 (Public Law 101-336) and the Arizona Disability Act of 1992 (A.R.S. §§ 41-1492 et. seq.), which prohibits discrimination on the basis of physical or mental disabilities in delivering contract services or in the employment, or advancement in employment of qualified individuals.

25. Non-Discrimination

ADE is an Equal Employment Opportunity Agency. The Contractor shall comply with any and all applicable Federal and State laws regarding discrimination in employment and the provision of services.

26. Family Education Rights and Privacy Act of 1974 (FERPA)

If applicable, both parties agree to comply with the federal Family Educational Rights and Privacy Act of 1974.

This applies to all provisions of this Agreement which involves identifiable individual student data.

27. Assignment

The Contractor agrees and understands that the contract shall constitute an assignment by the contractor to the State of Arizona of all rights, title and interest in and to all causes of action that the contractor may possess under the antitrust laws of the United States or the State of Arizona for which causes of action have accrued or will accrue as the result of or in relation to the goods or services purchased or procured by the contractor in the fulfillment of the contract with the State of Arizona.

28. Compliance Requirements for A.R.S. § 41-4401, Government Procurement; E Verify Requirement

The Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. (That subsection reads: “After December 31, 2007, every employer, after hiring an employee, shall verify the employment eligibility of the employee through the e-verify program.). A breach of a warranty regarding compliance with immigration laws and regulations shall be deemed a material breach of the contract and the Contractor may be subject to penalties up to and including termination of the contract. Failure to comply with a State audit process to randomly verify the employment records of contractors and subcontractors shall be deemed a material breach of the contract and the Contractor may be subject to penalties up to and including termination of the contract.

The ADE retains the legal right to inspect the papers of any employee who works on the contract to ensure that the Contractor or subcontractor is complying with the warranty.

29. Warranty of Services

i. The Contractor warrants that all services provided hereunder will conform to the requirements of the Contract, including all descriptions, specifications, attachments, and exhibits made a part of this Contract. The ADE's acceptance of services or goods provided by the Contractor shall not relieve the Contractor from its obligations under this warranty.

ii. In addition to its other remedies, the ADE may, at the Contractor's expense, require prompt correction of any services failing to meet the Contractor's warranty herein. Services corrected by the Contractor shall be subject to all the provisions of this Contract in the manner and to the same extent as services originally furnished hereunder.

Arizona Department of Education

iii. The warranty period will not be contingent upon the phases of the production date; it will encompass any system functions that fail to operate correctly during production testing.

30. Participation in Boycott of Israel

Contractor warrants it is not engaged in a boycott of Israel as defined by A.R.S. § 35-393.01.

31. Participation in Forced Labor of Ethnic Uyghurs Ban

Contractor warrants that it is in compliance with the A.R.S. § 35-394.

32. Indemnification and Insurance

32.1 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, and any jurisdiction or agency issuing permits for any work included in the project, and their respective directors, officers, officials, agents and employees (hereinafter referred to as "Indemnitee") from and against any and all claims, actions, liabilities, costs, losses, or expenses, (including reasonable attorney's fees), (hereinafter collectively referred to as "Claims") arising out of actual or alleged bodily injury or personal injury of any person (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 Contractor's directors, officers, agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount arising or recovered under the Workers' Compensation Law or arising out of the failure of 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. This indemnification will survive the termination of the above listed contract with the Contractor.

This indemnity shall not apply if the contractor or sub-contractor(s) is/are an agency, board, commission or university of the State of Arizona.

32.2 Insurance Requirements

32.2.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.

32.2.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance.

Arizona Department of Education

32.3 Minimum Scope and Limits of Insurance

Contractor shall provide coverage with limits of liability not less than those stated below.

32.3.1 Commercial General Liability (CGL) – Occurrence Form

Policy shall include bodily injury, property damage, and broad form contractual liability coverage.

• General Aggregate $2,000,000

• Products – Completed Operations Aggregate $1,000,000

• Personal and Advertising Injury $1,000,000

• Damage to Rented Premises $50,000

• Each Occurrence $1,000,000

a. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor.

b. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

32.3.2 Business Automobile Liability

Bodily Injury and Property Damage for any owned, hired, and/or non- owned automobiles used in the performance of this Contract.

• Combined Single Limit (CSL) $1,000,000

a. Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non-owned by the Contractor.

b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

32.3.3 Workers’ Compensation and Employers’ Liability

• Workers' Compensation Statutory

• Employers' Liability

Arizona Department of Education o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000

a. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

b. This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23-901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor).

32.3.4 Technology Errors & Omissions Insurance

• Each Claim $2,000,000

• Annual Aggregate $2,000,000

a. Such insurance shall cover any, and all errors, omissions, or negligent acts in the delivery of products, services, and/or licensed programs under this contract.

b. Coverage shall include copyright infringement, infringement of trade dress, domain name, title or slogan.

c. In the event that the Tech E&O insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years, beginning at the time work under this Contract is completed.

32.3.5 Network Security (Cyber) and Privacy Liability

• Each Claim $2,000,000

• Annual Aggregate $2,000,000

a. Such insurance shall include, but not be limited to, coverage for third party claims and losses with respect to network risks (such as data breaches, unauthorized access or use, ID theft, theft of data) and invasion of privacy regardless of the type of media involved in the loss of private information, crisis management and identity theft response costs. This should also include breach notification costs, credit remediation and credit monitoring, defense and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, computer program and electronic data restoration expenses coverage (data asset protection), network business interruption, computer fraud coverage, and funds transfer loss.

b. In the event that the Network Security and Privacy Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract

Arizona Department of Education and, either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed.

c. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to vicarious liability of the insured arising out of the activities performed by or on behalf of the Contractor.

d. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

32.4 Additional Insurance Requirements

The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:

32.4.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the

Contractor shall be primary and that any insurance carried by the Department, its agents, officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E).

32.4.2 Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract.

32.5 Notice of Cancellation

Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative’s Name, Address & Fax Number).

32.6 Acceptability of Insurers

Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII. The State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.

32.7 Verification of Coverage

Arizona Department of Education

Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.

32.7.1 All such certificates of insurance and policy endorsements must be received by the State before work commences. The State’s receipt of any certificates of insurance or policy endorsements that do not comply with this written agreement shall not waive or otherwise affect the requirements of this agreement.

32.7.2 Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.

32.7.3 All certificates required by this Contract shall be sent directly to the Department. The

State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time.

32.8 Subcontractors

Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of this contract, proof from the Contractor that its subcontractors have the required coverage.

32.9 Approval and Modifications

The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.

32.10 Exceptions

In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply.

33. Assurance of Civil Rights Compliance

The Contractor hereby agrees that it will comply with: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C.

2000d et seq.); ii. Title IX of the Education Amendments of 1972 (20 U.S.C. 1681 et seq.); iii. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794); iv. Age Discrimination Act of 1975 (42 U.S.C. 6101 et

Arizona Department of Education seq.); v. Title II and Title III of the Americans with Disabilities Act (ADA) of 1990 as amended by the ADA Amendment Act of 2008 (42 U.S.C. 12131-12189); vi. Executive Order 13166, "Improving Access to Services for Persons with Limited English Proficiency." (August 11, 2000); vii. All provisions required by the implementing regulations of the Department of Agriculture (USDA) (7 CFR Part 15 et seq.); viii.

Department of Justice Enforcement Guidelines (28 CFR Parts 35, 42 and 50.3); ix. Food and Nutrition Service (FNS) directives and guidelines to the effect that, no person shall, on the grounds of race, color, national origin, sex (including gender identity and sexual orientation), age, or disability, be excluded from participation in, be denied the benefits of, or otherwise be subject to discrimination under any program or activity for which the Program applicant receives Federal financial assistance from USDA; and hereby gives assurance that it will immediately take measures necessary to effectuate this Agreement. x. The USDA non-discrimination statement that in accordance with Federal civil rights law and U.S. Department of Agriculture (USDA) civil rights regulations and policies, the USDA, its Agencies, offices, and employees, and institutions participating in or administering USDA programs are prohibited from discriminating based on race, color, national origin, religion, sex, gender identity (including gender expression), sexual orientation, disability, age, marital status, family/parental status, income derived from a public assistance program, political beliefs, or reprisal or retaliation for prior civil rights activity, in any program or activity conducted or funded by USDA (not all bases apply to all programs).

This assurance is given in consideration of and for the purpose of obtaining any and all Federal financial assistance, grants, and loans of Federal funds, reimbursable expenditures, grant, or donation of Federal property and interest in property, the detail of Federal personnel, the sale and lease of, and the permission to use Federal property or interest in such property or the furnishing of services without consideration or at a nominal consideration, or at a consideration that is reduced for the purpose of assisting the recipient, or in recognition of the public interest to be served by such sale, lease, or furnishing of services to the recipient, or any improvements made with Federal financial assistance extended to the Program applicant by USDA. This includes any Federal agreement, arrangement, or other contract that has as one of its purposes the provision of cash assistance for the purchase of food, and cash assistance for purchase or rental of food service equipment or any other financial assistance extended in reliance on the representations and agreements made in this assurance.

By accepting this assurance, the Contractor agrees to compile data, maintain records, and submit records and reports as required, to permit effective enforcement of nondiscrimination laws and permit authorized USDA personnel during hours of program operation to review and copy such records, books, and accounts, access such facilities and interview such personnel as needed to ascertain compliance with the nondiscrimination laws. If there are any violations of this assurance, the Department of Agriculture, FNS, shall have the right to seek judicial enforcement of this assurance. This assurance is binding on the Contractor, its successors, transferees and assignees as long as it receives assistance or retains possession of any assistance from USDA. The person or persons whose signatures appear below are authorized to sign this assurance on behalf of the Contractor.

Uniform Terms and Conditions

Arizona Department of Education

1. Definition of Terms. As used in this solicitation and any resulting Contract, the terms listed below are defined as follows:

1.1. “AI” means the science and engineering of making machines capable of performing tasks that are typically associated with human intelligence, such as learning and problem-solving, and includes without limitation:

AI systems, classic AI, external AI, generative AI, and large language model (LLM) AI.

1.2. “Attachment” means any item the Solicitation which requires the Offeror to submit as part of the Offer.

1.3. “Contract” means the combination of the Solicitation, including the Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments.

1.4. “Contract Amendment” means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract.

1.5. “Contractor” means any person who has a Contract with the State.

1.6. “Data” means recorded information, regardless of form or the media on which it may be recorded. The term may include technical Data and computer software. The term does not include information incidental to contract administration, such as financial, administrative, cost or pricing, or management information.

1.7. “Days” means calendar days unless otherwise specified.

1.8. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the

Solicitation generally containing maps, schematics, examples of reports, or other documents that will be used to perform the requirements of the Scope of Work…