master_agreement_and_amendments_08-14-2024.pdf

Contract Amendment

Arizona Department of Administration

State Procurement Office 100 N. 15th Avenue Phoenix, AZ 85007

Contract #: CTR058808 Contract Amendment: Six (6)

Effective Date: 8/8/2024

NASPO Mailing Equipment, Supplies, and Maintenance

Pitney Bowes

In accordance with the Special Terms and Conditions, Section 5.1, Amendments, this contract is amended as follows:

The price adjustment submitted by the Contractor has been approved in order to align with the current product line up.

RECITALS

The State and Supplier entered into that certain agreement titled Master Agreement effective as of May 15, 2022, pursuant to which Supplier is to provide Mailing Equipment, Supplies, and Maintenance.

Thereafter, Amendment One (1) and Two (2) to revise the Initial Term of the Master Agreement to two (2) years and to attach the updated price list and on-demand terms for NASPO was executed on May 15, 2022.

Thereafter, Amendment Three (3) to incorporate the updated price book “NASPO Price Book – Updated July 2023” was executed on July 12, 2023.

Thereafter, Amendment Four (4) to revise the Master Agreement Terms and Conditions, Section 2.2, Amendment Limitations was executed on October 20, 2023 and was effective as of May 15, 2022.

Thereafter, Amendment Five (5) to add additional equipment per Section 3.6 Technology Advancements and to extend the contract period from May 15, 2024 to May 14, 2025 was executed on May 15, 2024.

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED

Available online at app.az.gov Page 1 https://app.az.gov/

Contract Amendment Arizona Department of

State Procurement Office

Phoenix, AZ 85007

Contract #: CTR058808 Contract Amendment: Five (5)

Effective Date: 5/15/2024

Available online at app.az.gov

NASPO Mailing Equipment, Supplies and Maintenance

Pitney Bowes

The purpose of this amendment is to extend the contract, and add on additional items.

In accordance with Section 6: NASPO Valuepoint Master Agreement Terms and Conditions, the following items have been amended:

Pursuant to Section II, Term of Master Agreement, Section 2.1, Initial Term, the contract is hereby extended from May 15, 2024 to May 14, 2025.

In accordance with Section 3: Scope of Work, Section 3.6, Technology Advancements, the equipment and technologies below have been added and deleted from the price book, these revisions are noted on attachments “NASPO Price Book_revised January 2024” and “NASPO Supply Price List Eff 05.15.2022_Rev 12.14.2023”. The equipment that has been added is available for purchase immediately.

Added to Price Book:

360 API BASE SUBSCRIPTION

360 API BASIC SENDING

ADVANCED ACCOUNTING

CONNECTOR - EPIC HEALTH

CONNECTOR - MCKESSON

CONNECTOR - SCRIPTPRO

CONNECTOR BASE B SUBSCRIPTION ANNUAL

CONNECTOR PER USAGE FEE - TIER 2

CORDLESS HANDHELD SCANNER FOR LOCKERS

DATA RETAIN SENDING

DATA RETAIN SENDING 0

DATA RETAIN SENDING 1

DATA RETAIN SENDING 10

DATA RETAIN SENDING 11

DATA RETAIN SENDING 12

DATA RETAIN SENDING 2

DATA RETAIN SENDING 3

DATA RETAIN SENDING 4

DATA RETAIN SENDING 5

DATA RETAIN SENDING 6

DATA RETAIN SENDING 7

DATA RETAIN SENDING 8

DATA RETAIN SENDING 9

EXTERIOR ANCHOR BRACKETS

HIGH VOLUME 4" LABEL PRINTER

HIGH VOLUME 4" LABEL PRINTER

INDOOR PARCELPOINT DUAL ADD-ON MMMMM

INDOOR PARCELPOINT DUAL ADD-ON XX

INDOOR PP DUAL KIOSK MSSMKSL MSSMSSSSSSL

INDOOR PPOINT DUAL ADD-ON MSSSSSSSSML

LOW VOLUME 4" LABEL PRINTER

LOW VOLUME 4" LABEL PRINTER

MCKESSON ENTERPRISERX CONNECTOR SUBSCRTN

MCKESSON ENTERPRISERX USAGE SUBSCRIPTION

NUMBER OF MONTHS RETAIN

OUTDOOR ROOF KIT

OVERAGE VOLUME BAND - $0.09 PER LABEL

OVERAGE VOLUME BAND - $0.125 PER LABEL

OVERAGE VOLUME BAND - $0.15 PER LABEL

PARCELPOINT

PITNEYANALYTICS

PITNEYSHIP MAILCENTER INTEGRATION

PS ENTERPRISE-100 TRANSACTIONS MONTH

PS ENTERPRISE-1000 TRANSACTIONS MONTH

PS ENTERPRISE-10000 TRANSACTIONS MONTH

PS ENTERPRISE-100000 TRANSACTIONS MONTH

PS ENTERPRISE-150000 TRANSACTIONS MONTH

PS ENTERPRISE-200000 TRANSACTIONS MONTH

PS ENTERPRISE-2500 TRANSACTIONS MONTH

PS ENTERPRISE-25000 TRANSACTIONS MONTH

PS ENTERPRISE-250000 TRANSACTIONS MONTH

PS ENTERPRISE-300000 TRANSACTIONS MONTH

PS ENTERPRISE-400000 TRANSACTIONS MONTH

PS ENTERPRISE-50 TRANSACTIONS MONTH

PS ENTERPRISE-500 TRANSACTIONS MONTH

PS ENTERPRISE-5000 TRANSACTIONS MONTH

PS ENTERPRISE-50000 TRANSACTIONS MONTH

PS ENTERPRISE-500000 TRANSACTIONS MONTH

PS ENTERPRISE-600000 TRANSACTIONS MONTH

PS ENTERPRISE-700000 TRANSACTIONS MONTH

PS ENTERPRISE-7500 TRANSACTIONS MONTH

PS ENTERPRISE-AUDIT LOGGING SUBSCRIPTN

PS ENTERPRISE-CARRIER MGMT SUBSCRIPTN

PS ENTERPRISE-LOW CODE SUBSCRIPTN

PS ENTERPRISE-REGION CARRIER SUBSCRIPTN

PS PRO - 50 TRANSACTIONS PER MONTH

PSE Single Sign On Services

RUGGED BOOT TRACKING ASSISTANT

SCRIPTPRO – SUBSCRIPTION AND SFTP

SCRIPTPRO USAGE SUBSCRIPTION

SPE LTL SUB - CUSTOM CARRIER

SPE LTL SUB - FEDEX FREIGHT

SPE LTL SUB - OTHER SUPPORTED

SPE LTL SUB - UPS FREIGHT

SPE LTL SUBSCRIPTION

TA TRIGGER, REQUIRES BOOT

USPS NEGOTIATED RATE LVL 01

USPS NEGOTIATED RATE LVL 01

USPS NEGOTIATED RATE LVL 01

USPS NEGOTIATED RATE LVL 02

USPS NEGOTIATED RATE LVL 02

USPS NEGOTIATED RATE LVL 02

USPS NEGOTIATED RATE LVL 03

USPS NEGOTIATED RATE LVL 03

USPS NEGOTIATED RATE LVL 03

XD5-40 SST LOW VOLUME LABEL PRINTER

ZD621 SST MID VOLUME LABEL PRINTER

Deleted from Price Book:

ACTIVATION FOR MOLS

ACTIVATION FOR TOLS

CROSSGRADE PP OFFICE - CONNECT PERPETUAL

CROSSGRADE PP PRODUCTION TO CONNECT

ENHANCED RECEIVE AND DELIVER

HIGH VOLUME 4IN. LABEL PRINTER

HIGH VOLUME 4IN. LABEL PRINTER

HOSTING LEVEL 1

HOSTING LEVEL 2

HOSTING LEVEL 3

OL CONNECT SEND MAX 5000 USERS BACKUP

OL CONNECT SEND-MAX 1000 USERS BACKUP

OL CONNECT SEND-MAX 1000 USERS DEV/TEST

OL CONNECT SEND-MAX 1000 USERS

OL CONNECT SEND-MAX 2000 USERS

OL CONNECT SEND-MAX 2000 USERS BACKUP

OL CONNECT SEND-MAX 2000 USERS DEV/TEST

OL CONNECT SEND-MAX 5000 USERS

OL CONNECT SEND-MAX 5000 USERS DEV/TEST

PERFORMANCE PACK

PERFORMANCE PACK BACK-UP

PERFORMANCE PACK DEV/TEST

PITNEYANALYTICS SOLUTION

PLANETPRESS CONNECT

PLANETPRESS SEND UP TO 100 USER DEV/TEST

PLANETPRESS SEND UP TO 100 USERS

PLANETPRESS SEND UP TO 100 USERS BACK-UP

State Procurement Office Phoenix, AZ 85007

Contract #: CTR058808 Contract Amendment: Five (5)

Effective Date: 5/15/2024

Available online at app.az.gov Page 1

PP CONNECT BACKUP LICENSE

PP CONNECT DEVELOPMENT & TEST LICENSE

PP CONNECT IMAGING

PP IMAGING BACKUP LICENSE

PP IMAGING DEVELOPMENT & TEST LICENSE

PP OPTIMIZED OUTPUT

PP OPTIMIZED OUTPUT BACKUP LICENSE

PP OPTIMIZED OUTPUT DEV & TEST LICENSE

PP PCL INPUT

PP PCL INPUT BACKUP LICENSE

PP PCL INPUT DEVELOPMENT & TEST LICENSE

PRES

PRES BACK-UP

PRES PCL INPUT

PRES PCL INPUT BACK-UP

PRES DEV/TEST

PRES PCL INPUT DEV/TEST

PRES PERF PACK

PRES PERF PACK BACK-UP

PRES PERF PACK DEV/TEST

RECEIVE

RECEIVE AND DELIVER

RECEIVING - ENHANCED (50 RECIPIENTS)

RECEIVING - STANDARD (5 RECIPIENTS)

RECEIVING - WITH NOTIFY (150 RECIPIENTS)

RUGGED BOOT T764/5, T6MD/E

SNAP-ON TRIGGER HANDLE T764/5, T6MD/E

Signature Signature

Title Title

Date Date

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED

Signature

Bill Walter Digitally signed by Bill Walter Date: 2023.12.19 13:59:02 -07'00'

State Procurement Office

100 N. 15th Avenue

Phoenix, AZ 85007

Contract #: CTR058808 Contract Amendment: Four (4)

Effective Date: 5/15/2022

Available online at app.az.gov Page 1

NASPO Mailing Equipment, Supplies, and Maintenance

Pitney Bowes Inc.

In accordance with the NASPO Valuepoint Master Agreement Terms and Conditions, Section 2.2, Amendment Limitations, this contract is amended as follows:

II. Term of Master Agreement, Section 2.1, Initial Term has been revised as follows:

The initial term of this Master Agreement is for two (2) years. The term of this Master Agreement may be amended beyond the initial term for three (3) additional years at the Lead State’s discretion and by mutual agreement and upon review of requirements of Participating Entities, current market conditions, and Contractor performance.

Signature

LEAD Contract Administrator

Title

10/13/2023

Date

Administration

State Procurement Office

100 N. 15th Avenue

Contract: CTR058808 Contract Amendment: Three (3)

Effective Date: July 12, 2023

Mailing Equipment, Supplies, and Maintenance

Pitney Bowes, Inc.

This Addendum 3 modifies the Master Agreement (“Master Agreement”) awarded to Pitney Bowes Inc.

(“Contractor’) by the Lead State in connection with Solicitation No. BPM003137. All terms of the Master

Agreement not modified in this Addendum remain in full force and effect.

Amendment Purpose:

The purpose of this amendment is to amend Pitney Bowes’ Price Book

Modification of Master Agreement:

The “NASPO Price Book - Updated July 2023” has been added to the Master Agreement and incorporated herein.

RECITALS

The State and Supplier entered into that certain agreement title Master Service Agreement effective as of May 15, 2022 pursuant to which Supplier is to provide NASPO Mailing Equipment, Supplies, and Maintenance.

Thereafter, Amendment Number 1 & 2 to extend the contract term from May 16, 2022 to May 15, 2023, and to attach updated price list and on-demand terms for NASPO.

Administration

State Procurement Office

100 N. 15th Avenue

Contract: CTR058808 Contract Amendment: Three (3)

Effective Date: July 12, 2023

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN

UNCHANGED

Administration State Procurement Office

100 N. 15th Avenue, Suite 402 Phoenix, AZ 85007

CTR058808 Amendment # 2

Effective Date: November 30, 2022

Mailing Equipment, Supplies, and Maintenance Pitney Bowes

This Contract Amendment Number 1 is to extend the contract term. In accordance with the NASPO ValuePoint Master Agreement Uniform Terms and Conditions, Paragraph 5, Contract Changes, 5.1 Amendments, The above referenced contracts shall be amended as follows

Add the following documents

NASPO Price Book – Submitted – November 2022 (1) NASPO Supply Price List Eff 05.15.2022_Rev 10.24.2022_DMK (1) On-Demand terms for NASPO – PB 10-28-22 Option A – NASPO State Local Lease to Own Terms and Conditions NOV 2022 10.27.22 v2 Option B - NASPO Fair Market Value Rental Terms and Conditions NOV 2022 10.27.22 v2 (002) Option C - NASPO Fair Market Value Lease Terms and Conditions NOV 2022 10.27.22 v2

SendTech U.S. Sales-Lease Internet Terms for NASPO NOV 2022 10.27.22 (002)

RECITALS

The State and Supplier entered into that certain agreement title Master Service Agreement effective as of May 15, 2022 pursuant to which Supplier is to provide NASPO Mailing Equipment, Supplies, and Maintenance.

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED

This amendment shall be fully executed upon the electronic approval in the State e-Procurement system by an authorized representative of the Contractor and applied to the contract in the State e-

Procurement systems by the Procurement Officer or delegate.

Available online at app.az.gov Page | 1

1 | Page (Rev 06-05-15)

The State of Arizona State Procurement Office

In conjunction with

NASPO ValuePoint Master Agreement for Mailing Equipment, Supplies and

Maintenance

(Effective May 15, 2022)

Resulting from Request for Proposals Arizona Solicitation Number BPM003137

Request for Proposal Solicitation No. BPM003137

Description:

Mailing Equipment, Supplies, and Maintenance

Arizona Department of Administration

State Procurement Office 100 N 15th Ave., Suite402

Phoenix, AZ 85007

Attachment 1

Offer and Acceptance Form

SUBMISSION OF OFFER: Undersigned hereby offers and agrees to provide Mailing Equipment, Supplies, and Maintenance in compliance with the Solicitation indicated above and our Offer indicated by the latest dated version below:

Initial Offer:

Revised Offers:

Best and Final Offer:

1.

2.

5.

8.

8/30/21

Date

X date#1

X date#4

X

Date

Pitney Bowes Inc.

Offeror company name

3001 Summer St.

Address

Stamford, CT 06926

City I State I ZIP

06-0495050

Federal tax identifier (EIN or SSN)

AA

initial

X initial

X initial

X initial

3.

6.

:1, X X 4. X date#1 initial date #1

X X 7. X date#5 initial date#6

Arthur E. Adams Jr., Director, Government Contract Compliance

Printed name and title

Bill Walter, Vice President, Government and GPOs

Contact name and title

Bill.walter@pb.com 480-206-2984

Contact Email Address Contact phone number

CERTIFICATION: By signature in the above, Offerer certifies that it:

X initial

X initial

1. will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246, [Arizona] State Executive Order 2009-9 or A.RS.§§ 41-1461 through 1465;

2. has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, Mure employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted offer. Failure to provide a valid signature affirming the stipulations required by this clause will result in rejection of the Offer. Signing the Offer with a false statement will void the Offer, any resulting contract, and may be subject to legal penalties under law;

3. complies with A.RS. § 41-3532 when offering electronics or information technology products, services, or maintenance; and

4. is not debarred from, or otherwise prohibited from participating in any contract awarded by federal, state, or local government.

ACCEPTANCE OF OFFER: State hereby accepts the initial Offer, Revised Offer, or Best and Final Offer identified by the latest date and number at the top of this form (the Accepted Offer). Offerer is now bound (as Contractor) to carry out the Work under the attached Contract, of which the Accepted Offer forms a part. Contractor is cautioned not to commence any billable work or to provide any material or perform any service under the Contract until Contractor receives the applicable Order or written notice to proceed from Procurement Officer.

State's Contract No. is: _____ _

PART 3 of the Solicitation Documents Template version 6.0 (18-NOV-2019)

A v ailable

The effective date of the Contr.act is: ..._ ___ contract awarded ..._ __ _.

o n I n e a t

Date Date

SECTION 3-B: Offer Forms

Page 9 of60

APP . AZ . go v

II

CTR058808 5/15/2022 1/25/2022

Nyesha Daley, PhD

Request for Proposal Solicitation No. BPM003137

Description:

Mailing Equipment, Supplies, and Maintenance

Arizona Department of Administration

State Procurement Office 100 N 15th Ave., Suite 402

Phoenix, AZ 85007

PART 3 of the Solicitation Documents Template version 6.0 (18-NOV-2019)

SECTION 3-B: Offer Forms Page 25 of 60 3

A v a i l a b l e o n l i n e a t : A P P . A Z . g o v

Attachment 3-A Method Proposal (Method of Approach)

The Offeror shall provide a narrative response to each question that demonstrates their understanding of the Scope of Work requirements and describes your company’s overall method of approach for providing the service stated in this solicitation. If there is a question that is not applicable to the services required by the Scope of Work, you may mark it N/A.

Question 1: Proposed Offering:

Bidder shall identify which categories are being offered.

X Postage Meter Rental (to include Legacy Postage Meters) X Mailing Systems, Ultra Low Volume X Mailing Equipment, Mailing Systems, Low Volume X Mailing Equipment, Mailing Systems, Medium Volume X Mailing Systems, High Volume X Mailing System, Production X Integrated Postal Scales X Letter Openers, Low Volume X Letter Openers, High Volume X Letter Folders, Low Volume X Letter Folders, High Volume X Inserters, Production X Folder/Inserters, Low volume X Folders/Inserters, Medium Volume X Folders/Inserters, High Volume X Folders/Inserters, Production

Envelope Mail Labeler, Low Volume Envelope Mail Labeler, Medium Volume Envelope Mail Labeler, High Volume Envelope Mail Labeler, Production

X Envelope Addressing System, Ink Jet, Low Volume X Envelope Addressing System, Ink Jet, Medium Volume X Envelope Addressing System, Ink Jet, High Volume

Envelope Addressing System, Ink Jet, Production Tabbers, Low Volume Tabbers, Medium Volume

X Tabbers, High Volume Tabbers, Production Check Imprinting/Endorsing Pressure Sealing, Production Bursting Equipment, Production Pre-sorting Equipment, Production Extractors

X Mailing Furniture (general) X Software, License and Subscription X Software Integration

2 | Page (Rev 06-05-15)

Table of Contents

Section 1 NASPO ValuePoint Solicitation - General Information

Section 2 Solicitation Requirements, Information and Instructions to Offerors

Section 3 Scope of Work

Section 4 NASPO ValuePoint Master Agreement Statement of Compliance

Section 5 Price and Cost Proposal

Section 6 NASPO ValuePoint Master Agreement Terms and Conditions

Section 7 Lead State (State of Arizona) Terms & Conditions

7.1 State of Arizona Special Terms and Conditions

7.2 State of Arizona Uniform Terms and Conditions

Attachments Additional Participating States’ Terms and Conditions

3 | Page (Rev 06-05-15)

REQUEST FOR PROPOSAL

Mailing Equipment, Supplies and Maintenance

Solicitation # BPM003137

Section 1: NASPO ValuePoint Solicitation - General Information

1.1. Purpose

The State of Arizona, State Procurement Office (“Lead State”) is requesting proposals for Mailing Equipment, Supplies and Maintenance in furtherance of the NASPO ValuePoint Cooperative Purchasing Program. The purpose of this Request for Proposals (RFP) is to establish multiple Master Agreements, by category with qualified Offerors to provide Mailing Equipment, Supplies and Maintenance to meet the mailing needs for all Participating States.

The objective of this RFP is to leverage the collective volume of potential purchases by numerous state and local government entities to obtain best value, and achieve more favorable pricing than is obtainable by an individual state or local government entity. The Master Agreement(s) resulting from this procurement may be used by state governments (including departments, agencies, institutions), institutions of higher education, political subdivisions (e.g., colleges, school districts, counties, cities, etc.), the District of Columbia, territories of the United States, and other eligible entities subject to approval of the individual state procurement director and compliance with local statutory and regulatory provisions. The initial term of the Master Agreement shall be two (2) years with renewal provisions as outlined in Section 6, NASPO ValuePoint Program Provisions, 3. Term of the Master Agreement NASPO ValuePoint Master Terms and conditions.

It is anticipated that this RFP may result in Master Agreement awards to multiple contractors, in the Lead State’s discretion.

This RFP is designed to provide interested Offerors with sufficient information to submit proposals meeting minimum requirements, but is not intended to limit a proposal's content or exclude any relevant or essential data. Offerors are encouraged to expand upon the specifications to add service and value consistent with state requirements.

This RFP is a replacement for the expiring Mailroom Equipment, Supplies and Maintenance Master Agreements for the State of Arizona and NASPO ValuePoint.

1.2. Lead State, Solicitation Number and Lead State Contract Administrator

The State of Arizona, State Procurement Office is the Lead State and issuing office for this document and all subsequent Amendments relating to it. This solicitation (RFP) is a competitive process, in accordance with the Arizona Procurement Code available at https://spo.az.gov/. The Arizona Procurement Code is a compilation in one place of https://spo.az.gov/

4 | Page (Rev 06-05-15)

Arizona Revised Statues (ARS) 41-2501 et seq. and administrative rules and regulations A.A.C. R2-7-1010 et seq. The solicitation # BPM003137 must be referred to on all proposals, correspondence, and documentation relating to this RFP.

The Lead State Contract Administrator identified below is the single point of contact during this procurement process. Offerors and interested persons shall direct to the Lead State Contract Administrator all questions concerning the procurement process, technical requirements of this RFP, contractual requirements, requests for brand approval, changes, clarifications, and protests, the award process, and any other questions that may arise related to this solicitation and the resulting Master Agreement. The Lead State Contract Administrator designated by the State of Arizona, State Procurement Office is:

Nyesha Daley, PhD, Statewide Procurement Manager State of Arizona, State Procurement Office 100 N. 15th Avenue Phoenix, Arizona 85007 Email: nyesha.daley@azdoa.gov Phone: 602-542-4907

1.3 Schedule of Events

All dates and times are listed in the State’s e-procurement system Solicitation Release: July 6, 2021 Pre-Proposal Conference: July 19, 2021 Closing Date and Time: August 17, 2021 Anticipated Award Date: November 1, 2021

All times are Mountain Standard time unless indicated otherwise.

1.4. Definitions of Terms

The following definitions apply to this solicitation. Section 6 also contains definitions of terms used in this solicitation and the NASPO ValuePoint Master Agreement terms and conditions.

1.1 Arizona

Procurement Code;

A.R.S.;

A.A.C.

“Arizona Procurement Code” means, collectively, Title 41 Chapter 23, et. sequitur, in the Arizona Revised Statutes (abbreviated “A.R.S.”) and administrative rules R2-7-101 et.

sequitur in the Arizona Administrative Code (abbreviated “A.A.C.”).

NOTE: There are frequent references to the Arizona Procurement Code throughout the Solicitation Documents, mailto:nyesha.daley@azdoa.gov

5 | Page (Rev 06-05-15) therefore, you will need to be familiar with its provisions to be able to understand the Solicitation Documents fully.

The Arizona Department of Administration State Procurement Office provides a reference compilation of the Arizona Procurement Code on its website:

https://spo.az.gov/administration-policy/state-procurement-resource/procurement-regulations

The Arizona State Legislature provides the official A.R.S. online at:

http://www.azleg.gov/ArizonaRevisedStatutes.asp

The Office of the Arizona Secretary of State provides the official A.A.C. online at:

http://www.azsos.gov/rules/arizona-administrative-code

1.2 Clarifications “Clarifications” means, per A.A.C. R2-7-C313, communications between the Procurement Officer and Offeror for the purpose of providing a greater mutual understanding of the Offer.

Clarifications may include demonstrations, questions and answers, or elaborations on previously-submitted information.

1.3 Contract “Contract” is defined in paragraph 1.2 of the Uniform Terms and Conditions.

1.4 Contract

Amendment

“Contract Amendment” is defined in paragraph 1.3 of the Uniform Terms and Conditions.

1.5 Contract Terms

and Conditions

Contract Terms and Conditions” is defined in paragraph 1.8 of the Special Terms and Conditions.

1.6 Contractor “Contractor” is defined in paragraph 1.4 of the Uniform Terms and Conditions.

1.7 Evaluation “Evaluation” means, per A.A.C. R2-7-C316, the process whereby the Procurement Officer will determine which Responsive offers, revised offers, and best and final offers are the most advantageous to State taking into consideration the evaluation factors set forth in the Solicitation Documents.

1.8 Negotiation “Negotiation” means, per A.A.C. R2-7-101(32), an exchange or series of exchanges between State and an offeror for the purposes set forth in A.A.C. R2-7-C314.

http://www.azsos.gov/rules/arizona-administrative-code

6 | Page (Rev 06-05-15)

1.9 Not Susceptible

for Award

“Not Susceptible for Award” means, per A.A.C. R2-7-C311, that the relevant offer has been determined by the Procurement Officer to fail one or more of the tests and comparisons set forth therein. NOTE: A determination of Not Susceptible for Award and a determination of Responsive are mutually exclusive.

1.10 Offer:

Initial Offer;

Revised Offer;

Best and Final Offer (BAFO)

“Initial Offer” means, per A.A.C. R2-7-101(33), Offeror’s proposal submitted to State in response to the Solicitation, as initially submitted.

“Revised Offer” means any revised versions of the Initial Offer that Offeror has submitted to State at State’s request as permitted under A.A.C. R2-7-C314 and R2-7-C315.

“Best and Final Offer” (“BAFO”) means, per A.A.C. R2-7- 101(8), the Revised Offer submitted after negotiations have been completed that contain Offeror’s most favorable terms for price, service, and products to be delivered.

Reference to “an Offer, “the Offer,” or “your Offer” means any of the Initial Offer, a Revised Offer, or the Best and Final Offer.

1.11 Offeror “Offeror” is the Person submitting an Offer; instructions addressed to “you” and references to “your” items are to be construed as being synonymous with “Offeror” and “Offeror’s” throughout these Instructions to Offerors.

1.12 Pricing

Document

“Pricing Document” means Section 2-B of the Solicitation Documents. Also known as Pricing Document as defined in the Special Terms and Conditions.

1.13 The State’s e-

Procurement System

“The State’s e-Procurement System” is defined in paragraph

1.16 of the Special Terms and Conditions.

1.14 Procurement

Officer

“Procurement Officer” means the person, or his or her designee, who has been duly authorized by State to administer the Solicitation and make written determinations with respect to the Solicitation. The Procurement Officer is identified in The State’s e-Procurement System.

1.15 Small Business

1.16 Solicitation

“Small Business” means a for-profit or not-for-profit organization, including its affiliates, with fewer than 100 full-time employees or gross annual receipts of less than $4 million for the last complete fiscal year.

“Solicitation” means this procurement solicitation, which State is issuing as either:

7 | Page (Rev 06-05-15)

1. an invitation for bids (“IFB”) under A.R.S. § 41-2533;

2. a request for proposals (“RFP”) under A.R.S. § 41-2534;

3. a request for quotations (“RFQ”) under A.R.S. § 41-2535;

or

4. a request for qualifications under A.R.S. §41-2558.

Refer to the Solicitation Summary for which of the foregoing is this Solicitation.

1.17 Solicitation

Amendment

“Solicitation Amendment” means, per A.A.C. R2-7-101(15), a change to the Solicitation that has been issued by Procurement Officer.

1.18 Solicitation

Summary

“Solicitation Summary” means Section 1 of the Solicitation Documents.

1.19 State “State” is defined in paragraph 1.11 of the Uniform Terms and Conditions.

1.20 Subcontract “Subcontract” is defined in paragraph 1.13 of the Uniform Terms and Conditions.

1.21 Subcontractor “Subcontractor” is defined in paragraph 1.19 of the Special Terms and Conditions.

Lead State means the State conducting this cooperative procurement, evaluation, and award.

Offeror means the company or firm who submits a proposal in response to this Request for Proposal.

Proposer has the same meaning as Offeror

Proposal means the official written response submitted by an Offeror in response to this Request for Proposal.

"Request for Proposals" or "RFP" or “Solicitation” means the entire solicitation document, including all parts, sections, exhibits, attachments, and Amendments.

8 | Page (Rev 06-05-15)

1.5. NASPO ValuePoint Background Information

NASPO ValuePoint (formerly known as WSCA-NASPO) is a cooperative purchasing program of all 50 states, the District of Columbia and the territories of the United States.

The Program is facilitated by the NASPO Cooperative Purchasing Organization LLC, a nonprofit subsidiary of the National Association of State Procurement Officials (NASPO), doing business as NASPO ValuePoint. NASPO is a non-profit association dedicated to strengthening the procurement community through education, research, and communication. It is made up of the directors of the central purchasing offices in each of the 50 states, the District of Columbia and the territories of the United States. NASPO ValuePoint facilitates administration of the cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all states, the District of Columbia, and territories of the United States. For more information consult the following websites www.naspovaluepoint.org and www.naspo.org.

1.6. Participating States

In addition to the Lead State conducting this solicitation, the following Participating States have requested to be named in this RFP as potential users of the resulting Master Agreement:

• California

• Hawaii

• Illinois

• Iowa

• Maryland

• Ohio

• Tennessee

• Texas

• Virginia

• Washington

• Wyoming

Other entities may become Participating Entities after award of the Master Agreement.

Some States may have included special or unique terms and conditions for their state that will govern their state Participating Addendum. These terms and conditions are being provided as a courtesy to Proposers to indicate which additional terms and conditions may be incorporated into the state Participating Addendum after award of the Master Agreement. The Lead State will not address questions or concerns or negotiate other States’ terms and conditions. The Participating States shall negotiate these terms and conditions directly with the awarded supplier. State-specific terms and conditions are included in Attachments.

1.7. Anticipated Usage

No minimum or maximum level of sales volume is guaranteed or implied.

http://www.naspovaluepoint.org/ http://www.naspo.org/

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Section 2: Solicitation Requirements, Information and Instructions to Offerors

2.1. Pre-Offer Conference

A Pre-Offer Conference will be held at the time and place indicated in the solicitation’s “Pre-Bid Conference” field as found within the State of Arizona’s e-procurement system APP (https:app.az.gov); attendance is not required. The purpose of this conference will be to clarify the contents of the solicitation in order to prevent any misunderstanding of the State of Arizona’s position. Any doubt as to the requirements of the solicitation or any apparent omission or discrepancy should be presented to the State of Arizona at the conference. The State of Arizona will then determine the appropriate action necessary, if any, and issue a written amendment to the solicitation if required. Oral statements or instructions will not constitute an amendment to the solicitation. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, or this document in an alternative format, by contacting the State of Arizona’s Procurement Office listed on page 3. Requests should be made as early as possible to allow sufficient time to arrange for accommodation.

2.2. Inquiries

2.2.1 Solicitation Contact Person. Any inquiry related to this Solicitation, including any requests for inquiries regarding standards referenced in the Solicitation, shall be directed solely to the State of Arizona’s Procurement Officer.

2.2.2 Submission of Inquiries. All inquiries to the State of Arizona’s Procurement Officer related to the Solicitation are required to be submitted in the State of Arizona’s E-Procurement System, APP (https:app.az.gov). All interested Proposers shall utilize the Q&A functionality provided through APP (https:app.az.gov). All responses to inquiries will be answered in the State’s eProcurement system. Any inquiry related to the Solicitation should reference the appropriate solicitation page and paragraph number.

2.2.3 Duty to Examine. It is the responsibility of each Offeror to examine the entire Solicitation, seek clarification in writing (inquiries), and examine its Offer for accuracy before submitting an Offer. Lack of care in preparing an Offer shall not be grounds for modifying or withdrawing the Offer after the Offer due date and time.

2.2.4 Timeliness. Any inquiry or exception to the Solicitation shall be submitted as soon as possible and should be submitted at least seven days before the offer due date and time for review and determination by the State of Arizona. Failure to do so may result in the inquiry not being considered for a solicitation amendment.

2.2.5 No Right to Rely on Verbal or Electronic Mail Responses. An Offeror shall not rely on verbal or electronic mail responses to inquiries. A verbal or electronic mail reply to an inquiry does not constitute a modification of the solicitation.

https://procure.az.gov/

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2.3. Preparation of Proposals

2.3.1 Electronic Documents. This solicitation document is provided in an electronic format. Any unidentified alteration or modification to any solicitation documents, to any attachments, exhibits, forms, charts or illustrations contained herein shall be null and void. In those instances, where modifications are identified, the original document published by the State of Arizona shall take precedence.

2.3.2 Attachment Formats. All attachments shall be submitted in a format acceptable to the Lead State. Acceptable formats include .doc (Microsoft Word document), .xls (Microsoft Excel spreadsheet), and .pdf (Adobe Acrobat portable document format).

Prospective Offerors that wish to submit attachments in other formats shall submit an inquiry to the Procurement Officer.

2.3.3 Confidential, Protected or Proprietary Information

All information identified in the “Confidential” section shall be subject to review by the Lead State in accordance with the procedures prescribed by the Lead State’s open records statute, freedom of information act, or similar law.

2.3.3.1 If a person believes that any portion of a proposal, bid, offer, specification, protest or correspondence contains a trade secret or other proprietary information that should be withheld, the Offeror shall clearly designate the trade secret and other proprietary information, using the term “Confidential” and, the State of Arizona’s Procurement Officer shall be so advised in writing. An Offeror shall provide a statement detailing the reasons why the information should not be disclosed including the specific harm or prejudice that may arise upon disclosure. Such material shall be identified as “Confidential” wherever it appears. Until a written determination is made, the State of Arizona’s Procurement Officer shall not disclose information designated as “Confidential” except to those individuals deemed to have a legitimate State interest. In the event the State of Arizona’s Procurement Officer denies the request for confidentiality, the Offeror may appeal the determination to the State of Arizona’s Procurement Administrator within the time specified in the written determination. The State of Arizona, pursuant to A.A.C.. R2-7-103, shall review all requests for confidentiality and provide a written determination. If the confidential request is denied, such information shall be disclosed as public information, unless the person, requests a review of that determination under A.A.C. R2-7-103(D). Contract terms and conditions, pricing, and information generally available to the public are not considered confidential information.

2.3.3.2 All Confidential, Protected or Proprietary information must be included in one section of your response. Do not incorporate

11 | Page (Rev 06-05-15)

Confidential, Protected or Proprietary information throughout the Proposal.

2.3.3.2.1 In the event that a limited amount of “Confidential, Protected or Proprietary” information is deemed necessary by the Offeror to respond to solicitation, any such information must be included in a separate section of the Offeror’s proposal response which is clearly marked as “Confidential”. In addition, provide a reference in the proposal response directing reader to the specific area of this protected information section.

2.3.3.2.2 Offerors should be aware that marking any portion of an Offer as “Confidential”, may exclude the Offer from evaluation or consideration for award.

2.3.3.2.3 Elements of the proposal that define the contractual requirements, such as approaches to the statement of work, prices, and schedule, may not be marked as “Confidential”. Proposals not complying with these instructions for identification and segregation of confidential and proprietary information may be rejected.

2.3.3.2.4 Information included in the “Confidential” section of an Offeror’s proposal is not automatically accepted and protected.

2.3.4 Exceptions to Terms and Conditions.

All exceptions included with the Offer shall be submitted in the State of Arizona’s eProcurement system in the Conformance Statements included in Part 3 of the Offer in which the Offeror clearly identifies the specific paragraphs of the Solicitation where the exceptions occur. Any exceptions not included in such a section shall be without force and effect in any resulting Contract unless such exception is specifically accepted by the State of Arizona’s Procurement Officer in a written statement. An Offeror shall provide a statement detailing a justification for each exception item request. The Offeror’s preprinted or standard terms will not be considered by the State of Arizona as part of any resulting Contract. All exceptions that are contained in the Offer may negatively impact an Offeror’s susceptibility for award. An Offer that takes exception to any material requirement of the solicitation may be rejected.

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2.3.5 Evidence of Intent to be Bound.

The Offer and Acceptance form within the Solicitation shall be submitted with the Offer in the State of Arizona’s eProcurement system and shall include a signature by a person authorized to sign the Offer. The signature shall signify the Offeror’s intent to be bound by the Offer and the terms of the Solicitation and that the information provided is true, accurate and complete. The Offer and Acceptance Form shall be submitted electronically with the submitted Offer no later than the Offer due date and time. Failure to return an Offer and Acceptance Form will result in rejection of the offer.

2.3.6 Subcontractors.

Offerors shall clearly list any proposed subcontractors. Include with their list of proposed subcontractors:

• Subcontractor’s contact information;

• Subcontractor’s certifications and or licenses required for the performance of the Contract; and,

• Subcontractor’s proposed responsibilities under the Offeror’s proposal.

2.3.7 Cost of Offer Preparation.

The State of Arizona will not reimburse any Offeror the cost of responding to a Solicitation.

2.3.8 Federal Excise Tax.

The State of Arizona is exempt from certain Federal Excise Tax on manufactured goods. Exemption Certificates will be provided by the Lead State.

2.3.9 Identification of Taxes in Offer.

The State of Arizona is subject to all applicable state and local transaction privilege taxes. If the products and/or services specified require transaction privilege or use taxes or other applicable taxes, they shall be described and itemized separately on the Offer. Arizona transaction privilege tax shall not be considered for evaluation.

2.3.10 Disclosure.

If the Offeror has been debarred, suspended or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the Offeror shall fully explain the circumstances relating to the preclusion or proposed preclusion in the Offer. The Offer shall set forth the name and address of the governmental unit, the effective date of the suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating to the suspension of debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above shall be provided.

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2.3.11 Unit Price Prevails.

In the case of discrepancy between the unit price or rate and the extension of that unit price or rate, the unit price or rate shall govern.

2.3.12 Delivery.

Unless stated otherwise in the Solicitation, all prices shall be F.O.B. Destination and shall include all freight, delivery and unloading at the destination(s).

2.3.13 Federal Immigration and Nationality Act.

By signing of the Offer, the Offeror warrants that both it and all proposed subcontractors are in compliance with federal immigration laws and regulation (FINA) relating to the immigration status of their employees. The State of Arizona may, at its sole discretion require evidence of compliance during the evaluation process. Should the State of Arizona request evidence of compliance, the Offeror shall have five days from receipt of the request to supply adequate information.

Failure to comply with this instruction or failure to supply requested information within the timeframe specified shall result in the Offer not being considered for contract award.

2.3.14 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 date 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. Offerors shall declare all anticipated offshore services in the Offer.

2.4. Submission of Offer

2.4.1 Offer Submission, Due Date, and Time.

Offers in response to this solicitation shall be submitted within the Lead State’s e- Procurement system, APP (https:app.az.gov). Offers shall be received before the date/time listed in the solicitation’s ‘Bid Due Date' field.

Offers submitted outside of APP, or those that are received on or after the date/time stated in the ‘Bid Opening Date’ field, shall be rejected. Questions about the submission date and/or time shall be directed to the State of Arizona’s Procurement Officer or to the APP Help Desk (app@azdoa.gov or 602.542.7600).

2.4.2 Offer Amendment or Withdrawal.

An Offer may not be amended or withdrawn after the offer due date and time except as otherwise provided under applicable law.

2.4.3 Electronic Submission of Offer.

2.4.3.1 The successful submission of your offer in APP is critical in https://procure.az.gov/ mailto:(app@azdoa.gov mailto:(app@azdoa.gov

14 | Page (Rev 06-05-15) order for it to be completely/properly received and evaluated.

Prior review of the guides available via https:app.az.gov and on https://spo.az.gov/ “Vendor Resources” tab can be of assistance in understanding the electronic submission process.

2.4.3.2 The Lead State (State of Arizona) accepts no responsibility for a prospective Offeror not receiving solicitation documents and/or revisions to the solicitation. It is the responsibility of the prospective Offeror to monitor their emails for such notices and to monitor APP (https:app.az.gov) to obtain RFP addenda or other information relating to the RFP.

2.4.4 Non-collusion, Employment, and Services.

By signing the Offer and Acceptance form or other official contract form, the Offeror certifies that:

2.4.4.1 The Offeror did not engage in collusion or other anti-competitive practices in connection with the preparation or submission of its Offer; and,

2.4.4.2 The Offeror does not discriminate against any employee or applicant for employment or person to whom if provides services because of race, color, religion, sex, national origin, or disability, and that it complies with applicable federal, state and local laws and executive orders regarding employment.

2.4.5 Waiver and Rejection Rights:

Notwithstanding any other provision of the Solicitation, the State reserves the right to:

2.4.5.1 Waive any minor informality;

2.4.5.2 Reject any and all Offers or portions thereof; or,

2.4.5.3 Cancel the Solicitation. If the Lead State (State of Arizona) determines such action to be in the collective best interests of Participating States, this solicitation may be canceled at any time, up until the time of award of the Master Agreement(s).

2.4.6 A responsive, responsible Offeror shall submit the following:

2.4.6.1 Offer and Acceptance. Offers shall include a signed Offer and Acceptance form. The Offer and Acceptance form shall be signed with a signature by the person authorized to sign the Offer, and shall be submitted in the State of Arizona’s eProcurement system with the Offer no later than the Solicitation due date and time. Failure to return an Offer and Acceptance form will result in rejection of the Offer.

2.4.6.2 Acknowledgement of Solicitation Amendments. Offeror shall acknowledge Solicitation Amendments electronically in APP

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(https:app.az.gov) no later than the Offer due date and time.

Failure to acknowledge all/any Solicitation Amendments may result in rejection of the Offer.

2.4.6.2.1 Alternately to the electronic acknowledgement

in APP, the Offeror can attach a counter-signed copy of each Amendment in APP as part of their Offer.

2.4.6.3 Offer Forms: Offerors shall include all Offer Forms in part 3 of the solicitation, completed accurately, in the format provided and according to the instructions. Failure to follow Offer Form instructions will result in rejection of Offer.

2.5. References and Experience

The Offeror agrees that by submitting an Offer, the State of Arizona or its designated agent may contact any entities listed in the Offer or any entities known to have a previous business relationship with the Offeror for the purpose of obtaining references relative to past performance and verifying experience or other information submitted with the Offer. In addition, by submitting an Offer, the Offeror is agreeing to give permission to the entity to provide information and the Offeror will take whatever action is necessary to facilitate, encourage or authorized the release of information, if necessary, the Offeror shall sign a release to obtain information.

2.6 Responsibility

In accordance with A.R.S. §41-2534(G), A.A.C. R2-7-C312 and R2-7-C316, the State of Arizona shall consider, at a minimum, the following in determining Offeror’s responsibility, as well, as the Offeror’s responsiveness and acceptability for contract award.

2.6.1 Whether the Offeror has had a contract within the last five (5) years that was terminated for cause due to breach or similar failure to comply with the terms of the contract;

2.6.2 Whether the Offeror’s record of performance includes factual evidence of failure to satisfy the terms of the Offeror’s agreements with any party to a contract. Factual evidence may consist of documented vendor performance reports, customer complaints and/or negative references;

2.6.3 Whether the Offeror is legally qualified to contract with the State of Arizona and the Offeror’s financial, business, personnel, or other resources, including subcontractors;

2.6.3.1 Legally qualified includes if the vendor or if key personnel have been debarred, suspended or otherwise lawfully

16 | Page (Rev 06-05-15) prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body.

2.6.4 Whether the Offeror promptly supplied all requested information concerning its responsibility;

2.6.5 Whether the Offer was sufficient to permit evaluation by the State of Arizona, in accordance with the evaluation criteria identified in this Solicitation or other necessary offer components. Necessary offer components include: attachments, documents or forms to be submitted with the offer, an indication of the intent to be bound, reasonable or acceptable approach to perform the Scope of Work, signed Solicitation Amendments, references to include experience verification, adequacy of financial/business/personal or other resources to include a performance bond and stability including subcontractors and any other data specifically requested in the Solicitation;

2.6.6 Whether the Offer was in conformance with the requirements contained in the Scope of Work, Terms and Conditions, and Instructions for the Solicitation and its Amendments, including the documents incorporated by reference;

2.6.7 Whether the Offer limits the rights of the State;

2.6.8 Whether the Offer includes or is subject to unreasonable conditions, to include conditions upon the State of Arizona or necessary for successful Contract performance. The State of Arizona shall be the sole determiner as to the reasonableness of a condition;

2.6.9 Whether the Offer materially changes the contents set forth in the Solicitation, which includes the Scope of Work, Terms and Conditions, or Instructions; and,

2.6.10 Whether the Offeror provides misleading or inaccurate information.

2.7. Responsiveness and Acceptability

Proposals that do not contain information sufficient to evaluate the proposal in accordance with the factors identified in the solicitation or other necessary proposal components may not be considered responsive and/or acceptable.

Necessary components include an indication of the Offeror’s intent to be bound, price proposal, solicitation amendments, bond and reference data as required.

2.8. Opening

Proposals received by the correct time and date will be opened and the name of

17 | Page (Rev 06-05-15) each Offeror will be publicly available through the State of Arizona’s eProcurement system (https:app.az.gov). Proposals will not be available on the eProcurement system until after contract award.

2.9. Offer Acceptance Period

Responses to this RFP, including proposed costs, will be considered firm for one hundred and eighty (180) days after the proposal due date and time.

2.10. Clarifications

Upon receipt and opening of proposals submitted in response to this solicitation, the State may request oral or written clarifications, including demonstrations or questions and answers, for the sole purpose of information gathering or for eliminating minor informalities or correcting nonjudgmental mistakes in proposals.

Clarifications shall not otherwise afford Offerors the opportunity to alter or change their proposal.

2.11 Oral Presentations

The State of Arizona may request oral presentations. If requested, the Offeror shall be available for oral…