Arizona Department of Agriculture Arizona Department of Agriculture

1110 W Washington Suite 450

Phoenix, AZ 85007

Solicitation No: BPM007016-1 Page

Description: Salt River Horse Management

Request for Proposal (RFP)

Competitive proposals for the Services specified will be received online by the Arizona Department of Agriculture (AZDA) through the State’s e-Procurement system, APP (https://app.az.gov/) at the date and time listed below.

Description: The Arizona Department of Agriculture is requesting proposals for the management of the Salt River Horse Herd (SRHH).

Objective: To secure an entity to manage the SRHH in cooperation with the Arizona Department of Agriculture and the US Forest Service. Costs for this contract are to be borne by the successful respondents.

Pre-Offer Conference: A mandatory bidder’s meeting will be held on Wednesday July 30, 2025 at 2:00 PM. Any vendor interested in responding to this solicitation shall have 1 representative attend this meeting. Email the Chief Procurement Officer, Doug Marsh (dmarsh@azsal.gov) prior to 10:00 AM MST, July 30, 2025 to reserve a place at this meeting and receive further details. This meeting will include a virtual tour of the Salt River Horse Management Area conducted by the USFS. Attendees of the bidder’s meeting will be asked to sign a form proclaiming they have attended the meeting and are committed to abiding by the RFP Instructions.

Notification of intent to participate: Vendors that intend to submit a proposal for this solicitation shall notify the procurement officer, Doug Marsh. Such intent shall be submitted by email to the Chief Procurement Officer, Doug Marsh (dmarsh@azsal.gov) on/before August 15, 2025.

Due Date and Time: Offers shall be received until 03:00 p.m. MST on August 25, 2025.

Submittals: All submittals must be made utilizing the State of Arizona’s procurement portal, APP. For step-by-step instructions for doing business with the State and registering in APP, please read: How to do business with the state.

Additional information regarding submittal instructions is located within this document in the Special Instructions section on page 27. The Uniform Instructions and Uniform Terms and Conditions are included within and/or by reference available on the following website: https://spointra.az.gov/resources/standard-forms-and-documents

Questions: All Inquiries regarding this Solicitation shall be made in the discussion section of the RFP, BPM007016.

Vendors are strongly encouraged to carefully read the entire solicitation.

https://app.az.gov/ about:blank about:blank http://app.az.gov/ https://spo.az.gov/suppliers/how-do-business-state https://spointra.az.gov/resources/standard-forms-and-documents

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Background

The State of Arizona is proud of its western heritage represented by the Salt River Horse Herd. Viewing these horses in a natural habitat is a joy for locals and visitors to our great state.

On May 11, 2016, Governor Ducey signed H.B. 2340 (Laws 2016, 2nd Regular Session, Chapter 136), which amends Arizona Revised Statute (A.R.S) to add A.R.S. § 3-1491, that protects the Salt River horse herd (SRHH), as follows;

A. A person shall not harass, shoot, injure, kill or slaughter a horse that is part of the Salt river horse herd.

B. A person shall not interfere with, take, chase, capture or euthanize a horse that is part of the Salt river horse herd without written authorization from either the department or the county sheriff. The department or the county sheriff may provide written authorization pursuant to this subsection only for humane purposes.

C. If an incident occurs that requires interaction with the Salt river horse herd in order to protect the safety or health of a horse that is or horses that are part of the Salt river horse herd or the public, a private or public entity may address the incident after obtaining written authorization from either the department or the county sheriff.

D. If a horse has any brand or other mark that indicates ownership, the department shall attempt to prove ownership of the horse or the county sheriff shall contact the department to attempt to establish ownership of the horse. If the department cannot prove ownership of the horse, the department or the county sheriff may provide written authorization pursuant to this section.

E. This state shall enter into an agreement pursuant to section 11-952 with the United States forest service to implement this article or to address any issue relating to the Salt River Horse Herd.

F. This state may enter into an agreement with a private entity to address any issue relating to the Salt river horse herd.

G. A horse that is part of the Salt River horse herd is not a stray animal as defined in section 3-1401 and is not subject to sections 3-1371 and 3-1402.

H. A person who violates subsection A of this section is guilty of a class 1 misdemeanor.

I. For the purposes of this section, "Salt River horse herd" includes the horses that inhabit and that have historically lived in and around the lower Salt River and saguaro lake areas in the tonto national forest and that do not have a brand or other mark that indicates ownership.

Upon inception of the statute, the SRHH has been managed by AZDA in cooperation with the USFS and a contracted third party.

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Scope of Work

A. Components of a Humane SRHH Management Plan (“MP”)

A successful applicant will provide a comprehensive proposal for an MP, which, if accepted will be implemented by a management agreement between AZDA and the successful bidder. The proposed MP must address all aspects of herd health and welfare, including the physical well-being of animals and how they are coping with their environment with regard to nutrition, access to water, and freedom from injury and disease, as well as promotion of natural behaviors. A successful proposal will cover the following provisions:

1. Development and implementation of an MP is a major component of this solicitation. Utilizing a birth control program, natural attrition and humane adoption, the objective of the MP is to maintain herd health, herd and public safety, and genetic/age diversity as prescribed by the overall range ecology. The MP shall include an intended herd size goal for the optimum health of the herd and the time frame for attaining the goal. The herd is currently approximately 280 horses that reside in the area defined by the Tonto National Forest as the Salt River Horse Management Area (SRHMA) (currently 19,000 acres). A successful MP should contain the following components:

a. An assessment of the optimum herd size to protect the availability of suitable nutrition to protect the health and safety of the herd. Such an assessment should be based on natural range conditions and prescribe any possible necessity of supplemental feed. The assessment should propose a program for reduction of the herd if necessitated for herd health. For example, such an assessment may propose the removal of existing adult animals at a 3:1 ratio, i.e., for every foal that is born and survives past 180 days, 3 adult horses shall be removed from the herd through one of the approved methods described in Item number A(1)(b) until optimum herd size is achieved. The MP shall also demonstrate a plan for maintaining the optimum herd size once it is achieved. This should include what actions shall be taken to maintain the herd size within plus or minus 5% of the goal.

AZDA has not conducted nor contracted for a survey of the current state of the available natural forage within the SRHMA. AZDA possesses a 2018 Forage Assessment and a 2019 Carrying Capacity Study for the SRHMA. AZDA is aware the USFS in conjunction with the University of Arizona conducted a “Reading of the Range” report in 2025. These 3 reports as well as the Annual Herd reports from the two most recent years are included in the RFP documents folder.

b. A plan for humane removal of horses from the herd to protect threats to the health and safety of the herd arising from lack of forage or water, fire danger, or other threats to the herd’s health and welfare. Such a proposed plan shall set forth the humane basis for herd reduction. Such plan should include:

(1) All viable proposed removal options, namely “humane adoption” options, which include private or public adoption or transfer to sanctuaries or wild horse refuges. For purposes of this contract, the term “humane adoption” means the transfer of beneficial possession by the State of Arizona to another party with a signed guarantee that the adopted horse(s) will not be exported from the United States and will not be sold or donated for

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(2) Demonstrated capability to carry out the plan, including established contacts or agreements with potential recipients of removed horses.

(3) Methods for ensuring that any removed animal will not be exported from the United States and will not be sold or donated for the purpose of slaughter, which shall include permanent identification of the removed animal utilizing a standard industry practice as approved by AZDA.

(4) Proposal for a method for tracking horses which leave the containment area and return.

(5) A proposal for an equine birth control program, such as use of Porcine Zone Pellucida, or PZP, GonaCon-Equine, or other humane methods to maintain the optimum population of the SRHH as discussed in item A(1)(a). Such proposal should demonstrate that the bidder has the appropriate medical expertise and regulatory permits and certifications to administer the birth control program. For example, use of PZP requires a pesticide management certification or license.

(6) The management plan shall include the criteria for implementation of an emergency plan for animal injuries, health, drought, predation, and other situations, including veterinary assistance.

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B. Contractor Management Requirements

1. A SRHH health assessment shall be conducted and a report provided to AZDA biannually on Jan 31 and

July 31. The assessment shall contain information on the available forage and water, herd size, including a detailed herd inventory, and statistics for horses humanely adopted, lost through natural attrition and removed for any other reason. The assessment shall also contain a narrative discussing the progress towards the plan objectives specified in Item number A(1)(a) above.

2. There shall be no selective breeding allowed. Selective breeding is defined as purposefully breeding a specific stallion with a specific mare. This does not include choosing which mares, if any, to exclude from the birth control program.

3. The Contractor shall be required to monitor, identify, and seek veterinary treatment for any injured or ill

Salt River horses. Horses that receive human intervention for injuries caused by a human can remain in the herd. If a horse receives treatment for a non-human caused injury or illness, the horse must be removed from the herd by one of the methods proposed in Item A(1)(b)

4. If a horse leaves the SRHMA, it shall no longer be considered part of the SRHH and shall be removed pursuant to AZDA approval, from the SRHMA by the Contractor if/when they return.

5. Pertaining to the maintenance of the fences forming the perimeter or internal to the SRHMA, the Contractor shall be responsible for the labor to repair existing fences utilizing materials provided by the USFS. No new fencing can be added to the management area without specific permission of AZDA and the USFS. The current fence conditions will be discussed during the virtual tour provided at the pre-conference meeting.

6. The Contractor shall be responsible for providing and overseeing euthanasia of sick or injured horses with approval of the AZDA.

7. The Contractor shall record known instances of predation or human cruelty involving the herd, and shall report that information to AZDA.

8. The Contractor shall be responsible for the removal of dead horses from the Salt River horse management area.

9. The Contractor shall provide and distribute any necessary supplemental feed and/or water if necessary to maintain herd health while optimum herd size is being attained. All supplemental feeding and water sites must be coordinated with the USFS and AZDA. Any supplemental feed must be certified “weed free” unless otherwise approved by AZDA in consultation with USFS. The Contractor shall be responsible for determining and paying costs of the necessary feeding and watering program necessary to maintain herd health. AZDA in conjunction with the Tonto National Forest will make every effort to provide appropriate management needs such as storage of supplemental feed or equipment on a case-by-case basis working within the USFS management plan. Supplemental feed shall not be used to delay or impede efforts to attain healthy herd size according to Item A(1)(a).

10. The Contractor shall notify AZDA of any domestic horses, such as branded and/or gelded/spayed horses, so they may be removed from the SRHMA.

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11. The Contractor shall ensure prior written authorization is obtained from the AZDA or MCSO before removal of any horses.

12. The Contractor shall be responsible for a written agreement with agents or volunteers, including a waiver and a release of liability, which meets the approval of AZDA. A proposed version of this written agreement shall be submitted as part of the response to this solicitation.

13. The Contractor shall ensure written authorization is obtained from AZDA or MCSO prior to a member of the public interacting with a Salt River horse.

14. The Contractor shall remove Salt River horses with a dangerously low Henneke Body Condition Score, as determined by AZDA’s SRHH liaison officer. Health permitting, horses with a low body condition score shall be removed through one of the methods outlined in Item A(1)(b).

15. The Contractor shall ensure that any use of surveillance cameras by the contractor must be authorized by

AZDA in coordination with the USFS. Per Tonto National Forest regulations, a commercial entity shall obtain a special use permit from the USFS prior to any placement of camera systems. The contractor shall maintain the approved list of locations for all existing cameras for review. The location and movement of such cameras shall be pre-approved by AZDA.

16. The Contractor shall develop and maintain a horse identification and informational database for all horses in the herd, which should include photographic records of individual horses. This activity will be a requirement of the management agreement resulting from this RFP. All herd data collected pursuant to SRHH management during the contract shall be considered property of AZDA. AZDA makes no claim of ownership to operating systems or applications used to create such a database. Upon ending of this contract, the vendor shall provide AZDA with pertinent herd data collected during the contract period.

Items that must be included in the database and provided to AZDA at the conclusion of the contract include: inventory listing (including age, gender, description, birth control status, and photos); individual health assessment or condition; and any other information pertinent to management of the herd.

17. The Contractor shall be responsible for notifying AZDA immediately of any suspected cases of communicable disease within the SRHH.

18. The Contractor’s management of the SRHH herd shall always adhere to the Tonto Forest Plan Standards and Guidelines (Attachment A).

19. Except for emergency situations directly affecting USFS interests, such as crimes, injuries to users of recreational areas, wildfires, or flooding, the contractor shall route all communications related to the management of the SRHH through AZDA and not directly to the USFS.

20. AZDA reserves the right to audit the contractor’s expenditures, donations, executed volunteer agreements, or other data utilized for the furtherance of this contract, and the Contractor shall provide such information upon request of AZDA.

21. Any activities not included in the SRH management agreement require prior permission from AZDA.

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C. Respondent’s Qualifications:

A party interested in responding to this RFP shall provide examples of their knowledge, skills, and abilities and a description of situations where they were involved with:

1. Interacting with horses that have not had direct or hands-on human contact

2. Maintaining ecological diversity and managing horses on large areas of land

3. Monitoring the health and needs for horses at different stages of life

4. Providing hands-on care to an undomesticated horse in the event of an emergency

5. Necessary certificates or licenses to conduct all facets of the MP

D. Other Qualifications:

A party interested in responding to this RFP shall provide the following information:

1. Organization profile including any proposed sub organizations

2. Organization background and history

3. 501c3 information, if applicable

4. Education, resumes and applicable licenses and certifications

5. At least three business and three personal references for key personnel.

6. A description of the system which will be used for tracking horses

7. Demonstrated ability to seek and obtain charitable donations to fund the program.

E. Respondent Emergency Plan

A party interested in responding to this RFP shall provide a written action plan for emergencies. Please include who will respond from your entity and their experience, the veterinarian that will attend, the equipment that you have available, and how the organization would cover costs incurred with the emergency.

F. Financial Plan

Please provide a sample financial plan for funding the costs associated with managing non-domesticated horses on public lands. The plan shall include financial information including funding resources, profit and loss statements, and balance statements.

G. Required Submissions

A complete submission to this solicitation will include:

1. A proposed SRHH management plan addressing all items listed on pages 3 through 7 of this solicitation

2. A proposed liability release form for volunteers/sub-contractors to sign prior to working with the contractor.

3. Documentation of the Respondent’s Qualifications covering Items C and D above

4. Proposed Emergency Plan as described above covering Item E above

5. Financial Plan as described above in Item F

6. A completed FORCED LABOR OF ETHNIC UYGHURS BAN (Attachment B)

7. A completed Boycott of Israel Disclosure Form (Attachment C)

8. A signed Offer Form from the end of the solicitation (Attachment D)

9. A signed Pre-offer Conference Acknowledgement Form (Attachment E)

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Special Terms and Conditions

1. Definition of Key Words Used in the RFQ:

1.1. "A.A.C." means the Arizona Administrative Code.

1.2. "A.R.S." means the Arizona Revised Statutes.

1.3. “Agent” means any person who is engaged by the Contractor to perform services on the Contractor’s behalf, and who is governed by the written agreement required in the Scope of Work, Section B(12).

1.4. "Best and Final Offer" means a revision to an Offer submitted after negotiations are completed that contains the Vendor’s most favorable terms for price, service, and products to be delivered, which is sometimes referred to as the Final Proposal Revision.

1.5. "Contract," as defined in the Uniform Terms and Conditions, also includes any written clarifications included in the Offer or Solicitation.

1.6. "eProcurement (Electronic Procurement)" means conducting all or some of the procurement function over the Internet. Point, click, buy and ship Internet technology is replacing paper-based procurement and supply management business processes. Elements of eProcurement also include Invitation for Bids, Requests for Proposals, and Request for Quotations.

1.7. “Important" indicates the requirement is of great importance to the Department of Agriculture's evaluation of the bid, but the Department of Agriculture does not intend to disqualify a bid if the requirement is not met.

1.8. "Key Personnel" means the individuals listed in the Vendor’s Attachment 2.

1.9. "Department of Agriculture" means the Arizona Department of Agriculture, and includes the State of Arizona.

1.10. “Materials” means, in addition to the definition in the Uniform Terms and Conditions, any products provided under a contract resulting from an award of this solicitation.

1.11. "May" indicates something that is not mandatory but permissible.

1.12. "Offer" means a response to a Solicitation.

1.13. "Vendor" means a person who responds to a Solicitation.

1.14. "Person" means any corporation, business, individual, union, committee, club, or other organization or group of individuals.

1.15. "Shall, Must" indicates a mandatory requirement. Failure to meet these mandatory requirements may result in the rejection of a bid as non-responsive.

1.16. “Should" indicates something that is recommended but not mandatory. If the Vendor fails to provide recommended information, the Department of Agriculture may, at its sole option, ask the Vendor to provide the information or evaluate the bid without the information.

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1.17. "Small business" means a for-profit or not-for-profit organization, including its affiliates, with fewer than100 fulltime employees or gross annual receipts of less than $4 million for the last complete fiscal year.

1.18. "Solicitation" means an Invitation for Bids ("IFB"), a Request for Technical Offer, a Request for Proposal ("RFP"), a Request for Quotation ("RFQ"), or any other invitation or request issued by the purchasing agency to invite a person to submit an Offer.

1.19. "Solicitation Amendment" means a change to a Solicitation issued by the Procurement Officer.

1.20. “Subcontractor” is any person who, or entity that, has a Subcontract with the State under this Solicitation.

1.21. “Volunteer” means any person who is engaged by the Contractor to provide services on behalf of the Contractor, and who is governed by the written agreement required in the Scope of Work, Section B(12).

2. Term of Contract

The term of any resultant contract shall commence on the date of award and shall continue until the completion of the contract not to exceed one year. Extensions are possible as mentioned in item 4 below.

3. Offer Acceptance Period

Proposals shall be irrevocable offers for ninety (120) days after the bid due date, or, in the case of a Best and Final Offer, a respondent shall hold its Offer open for ninety (120) days from the Best and Final Offer due date.

4. Contract Extensions

In accordance with A.R.S. § 41-2546, this contract shall not exceed 5 years in total length. The contract may be renewed for one year intervals during the 5 year total length.

5. Price Increase

This is anticipated to be a zero cost contract to the State of Arizona with all costs borne by the successful contractors.

6. Insurance

6.1 Indemnification Clause

To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount arising out of, or

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Solicitation No: BPM007016-1 Page

10 of recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona.

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

6.2 Insurance Requirements

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.

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.

6.3 Minimum Scope and Limits of Insurance

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

6.3.1 Commercial General Liability (CGL) – Occurrence Form

Policy shall include bodily injury, property damage, and broad form contractual liability coverage. Policy shall include coverage for acts by volunteers.

• 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

6.3.1.1. 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.

6.3.1.2. The 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.

6.3.2. Business Automobile Liability

Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract with a combined Single Limit (CSL) $1,000,000.

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6.3.2.1. 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.

6.3.2.2. 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.

6.3.3. Workers’ Compensation and Employers' Liability

● Employers' Liability Workers' Compensation Statutory

● Each Accident $1,000,000

● Disease – Each Employee $1,000,000

● Disease – Policy Limit $1,000,000

6.3.3.1 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.

6.3.3.2 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).

6.4 Additional Insurance Requirements

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

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).

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

6.5 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).

6.6 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”

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12 of 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.

6.7 Verification of Coverage

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.

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.

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.

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.

6.8 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.

6.9 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.

6.10 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.

7. Eligible Agencies

This Contract shall be for the exclusive use of the Arizona Department of Agriculture.

8. Non-Exclusive Contract

8.1. This Contract has been awarded with the understanding and agreement that it is for the sole convenience of the Department of Agriculture. The Department of Agriculture reserves the right to obtain like goods or Services from another source when necessary. Off-Contract purchase authorization(s) may be approved by either the Department of Agriculture

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(within its delegated authority) or by the State Procurement Office. Approvals shall be at the exclusive discretion of the Department of Agriculture and shall be final. Off-Contract procurement shall be consistent with the Arizona Procurement Code or the Department of Agriculture Procurement Code.

8.2. Contractor shall fully cooperate and carefully coordinate its work with the work of other contractors. The Contractor shall not commit or permit any act which will interfere with the performance of work by any other contractor.

9. Contract Type

This shall be a zero cost, service contract.

10. Multiple Awards

In order to ensure adequate coverage of the requirements of Department of Agriculture, multiple awards may be made.

11. Negotiation Negotiations may be conducted with Offeror(s) who submit offer(s) determined to be reasonably susceptible of being selected for award. If negotiations are conducted, the Offeror(s) may revise their offer in writing during negotiations. If no revision is received following the negotiations, then the immediate previous written offer will be accepted as the final offer.

Awards may be made without negotiations; therefore, offers shall be submitted complete and on most favorable terms.

12. Contract Modifications/Amendments

12.1. Any change in the Contract, including but not limited to the specifications described herein, whether by modification or supplementation, must be accomplished by a formal contact amendment signed and approved by and between the dully authorized representatives of the Contractor and the Department of Agriculture and implemented through the State of Arizona purchasing portal. The Contractor expressly and explicitly understands and agrees that no other method nor other document, including correspondence, acts, and oral communications by or from any person, shall be used or construed as an amendment, modification, or supplementation to the Contract.

12.2. Contractor agrees to make changes in a timely manner in such instance where the State of Arizona or federal legislature enacts legislation that impacts Department of Agriculture and require such changes.

12.3. The Procurement Officer may modify at any time, by written order, and without notice to the sureties, the general scope of this Contract in any one or more of the following ways:

12.3.1. Drawings, designs or specifications, if supplies to be furnished are to be specially manufactured for the Department of Agriculture in accordance with the drawings, designs or specifications;

12.3.2. Method of shipment or packing of supplies; and

12.3.3. Place of delivery.

12.4. If any such modification causes an increase or decrease in the cost of, or the time required for the performance of any part of the work under this Contract, whether changed or not changed by the order, the Procurement Officer shall consider an equitable adjustment in the Contract price, the delivery schedule, or both. The Contractor must assert its right to a price adjustment under this clause within thirty (30) days from the date of receipt of the written order.

12.5. The Department of Agriculture may clarify the Contract following award. This clarification shall not substantially alter the contents of the Contract, but shall only edit and reformat the Contract in a manner that will facilitate ease of use, 1110 W Washington

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Contract administration, and performance of the parties.

12.6. Any Contract Amendment shall specify an effective date, any increases or decreases in the amount of the Contractor’s compensation, if applicable, and shall be signed by the Contractor and the Procurement Officer.

13. Good Faith Cooperation

13.1. The Contractor shall cooperate fully, in good faith and professionally with the Department of Agriculture as may be required in the performance of this Contract. This shall include attendance at meetings, discussion, and hearings, as may be required; presentation of data, as may be requested by the Department of Agriculture to affect such cooperation; and compliance with all directives issued by the Department of Agriculture. The Contractor shall not commit or permit any act which will interfere with the performance of work by State employees, unless approved by the Department of Agriculture.

13.2. The Contractor shall fully coordinate his or her activities in the performance of the Contract with the

Department of Agriculture’s needs. As the work of the Contractor progresses, advice and information on matters covered by the Contract shall be made available by the Contractor to the Department of Agriculture throughout the effective period of the Contract. Contractors shall perform the duties of this contract in a professional manner with all stakeholders including the US Forest Service and shall ensure that all of Contractor’s agents or volunteers, as defined herein, shall abide by the requirements of this contract.

13.3. Removal of Personnel – Notwithstanding the Contractor is in every circumstance responsible for the hiring, assigning, managing, training, disciplining, and rewarding its personnel, including volunteers, the State may at its discretion and without the obligation to demonstrate cause instruct Contractor to remove any of its personnel or volunteers from State facilities or from further assignment under the Contract. In such cases, Contractor shall promptly replace them with other personnel having equivalent qualifications, experience, and capabilities.

14. Termination/Suspension

14.1. In addition to the termination rights listed in the Uniform Terms and Conditions, termination may occur in one of the following ways:

14.1.1. The Contract may be terminated at any time by the Contractor with mutual consent of both the Contractor and the Department of Agriculture. However, the Contractor must provide the Department of Agriculture with at least thirty (30) day’s written notice of said termination.

14.1.2. The Contract may be terminated by the Department of Agriculture if the Contractor engages in any action that might create or result in the appearance of impropriety, such as (a) inappropriately using or divulging of information gathered or discovered pursuant to the performance of its duties under the Contract; (b) acting on behalf of the Department of Agriculture without appropriate authorization; (c) treating anyone with unfair preference or disfavor; (d) exercising discretion in a way that shows partiality, or that could have a political consequence for the Department of Agriculture; (e) taking any action that could affect the public confidence regarding the integrity of the Department of Agriculture.

14.1.3. The Contractor fails to carry out any term, promise, or condition of the Contract. The Department of Agriculture will issue a written seven (7) day notice of default to the Contractor for acting or failing to act as in any of the following:

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14.1.3.1. The Contractor provides products that do not meet the requirements of the Contract or are of unacceptable quality to the Department of Agriculture,

14.1.3.2. The Contractor fails to perform the Services required in the Contract adequately and within the time stipulated.

14.1.3.3. The Contractor fails to furnish the required product or Services within the time stipulated in the Contract,

14.1.3.4. The Contractor fails to make progress in the performance of the requirements of the Contract and/or gives the Department of Agriculture a positive indication that they will not or cannot perform the requirements of the Contract,

14.1.3.5. If the Contractor does not correct the above problem(s) within seven (7) days after receiving the notice of default, the Department of Agriculture may cancel the Contract. If the Department of Agriculture cancels the Contract pursuant to this clause, the Department of Agriculture reserves all rights or claims to damages arising from breach of the Contract.

14.2. The time of completion of performance may be extended due to a force majeure event under the Uniform Terms and Condition, but the final termination date of the Contract will not be changed by a delay caused by a force majeure incident.

15. New Equipment and Materials

Any equipment or materials purchased by the contractor shall remain their property and any cost shall be borne by the contractor. However, AZDA reserves the right to review and approve such equipment and materials if AZDA feels the quality of such items is pertinent to the success of the Contract.

16. Inspection and Acceptance

All Services or Materials are subject to final inspection, review, evaluation and acceptance by the Department of Agriculture. Services or Materials failing to conform to the specifications or requirements of this Contract shall be held at the Contractor's risk and may be returned to the Contractor. If so returned, all costs are the responsibility of the Contractor.

The Department of Agriculture may withhold payment for Services or Materials that do not meet Contract standards or Specifications requirements as determined by the Department of Agriculture.

17. Safety Standards

All items supplied under this Contract must comply with the current applicable occupational safety and health standards of the State of Arizona Industrial Commission, applicable building and electrical codes, and The National Fire Protection Association Standards.

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UNIFORM TERMS AND CONDITIONS

1.0 Definition of Terms

As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows:

1.1 Accepted Offer

“Accepted Offer” means the Offer, any amended Offer and any Best and Final Offers.

1.2 Attachment

“Attachment” means any item that: (a) the Solicitation required Offeror to submit as part of the Offer; (b) was attached to the Offer when submitted; and (c) was attached, with or without modification from the initial submission, as the case may be, to the Accepted Offer following acceptance by the State.

1.3 Contract

“Contract” means the combination of the Solicitation, the Accepted Offer, and any Contract Amendments.

1.4 Contract Amendment

"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

“Contractor” means the Person identified one the signed Offer and Acceptance Form who has entered into the Contract with the State.

1.6 Days

“Days” means calendar days unless otherwise specified.

1.7 Exhibit

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

1.8 Gratuity

“Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received

1.9 Materials

“Materials” means all property, including equipment, supplies, printing, insurance, and leases of property but does not

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1.10 Procurement Officer

“Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract.

1.11 Services

“Services” means the furnishing of labor, time, or effort by a contractor or subcontractor which does not involve the delivery of a specific end product other than required reports and performance, but does not include employment agreements or collective bargaining agreements.

1.12 Solicitation

“Solicitation” means the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, the Scope of Work Document, as applicable, any Specifications, the Compensation Document, and any Solicitation Amendments.

1.13 Subcontract

“Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract.

1.14 State

“State” means the State of Arizona and Department or Agency of the State that executes the Contract.

1.15 State Fiscal Year

“State Fiscal Year” means the period beginning with July 1 and ending June 30.

2.0 Contract Interpretation

2.1 Arizona Law

This Contract shall be governed by and shall be interpreted in accordance with the laws of the State of Arizona including the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7 without consideration of conflict laws principles.

2.2 Implied Contract Terms

Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it.

2.3 Contract Order of Precedence

In the event of a conflict in the provisions of the Contract, as accepted by the State and as they may be amended, the following shall prevail in the order set forth below:

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1. the Special Terms and Conditions;

2. any Exhibits to the Special Terms and Conditions

3. the Uniform Terms and Conditions;

4. the Scope of Work Document;

5. any Exhibits to the Scope of Work Document;

6. the Compensation Document;

7. any Exhibits to the Compensation Document;

8. any Specifications;

9. any other documents referenced or included in the Solicitation; and

10. The Offer.

NOTE: The Scope of Work Document may be labeled or referred to in other Contract documents as the “Statement of Work” or “Scope of Work,” but for purposes of applying the foregoing order of precedence, those alternate titles are to be construed as being synonymous with “Scope of Work Documents” wherever they might occur.

2.4 Independent Contractor

The Contractor is an independent contractor and shall act in an independent capacity in performance of this Contract.

Neither party to this Contract shall be deemed to be the employee or agent of the other party to the Contract.

2.5 Severability

Any term or condition deemed illegal or invalid shall be stricken from the Contract and shall not affect any other term or condition of the Contract.

2.6 Complete Integration

This Contract, including any documents incorporated by reference, is intended by the parties as a final and complete expression of their agreement. There are no prior, contemporaneous, or additional agreements, either oral or in writing, pertaining to this Contract

2.7 Waiver of Rights

Either party’s failure to insist on strict performance of any term or condition of the Contract shall not be deemed a waiver of that term or condition and shall not prevent enforcement of any term and condition.

3.0 Contract Administration and Operation

3.1 Records

Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require each subcontractor to

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3.2 Non-Discrimination

The Contractor shall comply with State Executive Order No. 2009-09 and all other applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act.

3.3 Facilities Inspection and Materials Testing

The Contractor agrees to permit access to its facilities, subcontractor facilities and the Contractor’s processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract.