Contract_Documents.pdf

ARIZONA DEPARTMENT OF TRANSPORTATION

1655 W. Jackson Street

Phoenix, AZ 85007

Solicitation Amendment Summary SOLICITATION NO.: BPM007235 AMENDMENT NO.: One(1) DESCRIPTION: Hot Mix Products

Rev. 03/2025

Pursuant to the Uniform Instructions to Offerors, Item B.6, Solicitation Amendments, the above referenced solicitation shall be amended as follows:

1. Solicitation due date and time has been extended to Tuesday, December 2, 2025 at 3:00 PM, Arizona MST Time.

2. The bid issue date and publication begin date has been updated to reflect Monday, November 10, 2025 at 12:00 AM.

3. The following section has been revised in the Arizona Procurement Portal (APP), Solicitation General Information, Process:

A Pre-Offer Conference will be held on Wednesday November 19, 2025 at 8:00 AM Arizona Time via Google Meet. You are required to RSVP to Stacy Wiesner at swiesner@azdot.gov. Include the attendee name(s), organization, email(s) and phone number(s) for those that will be in attendance no later than Tuesday, November 18, 2025 to receive a calendar invite for the Google Meeting.

4. All other terms, conditions and provisions of this solicitation remain unchanged.

ARIZONA DEPARTMENT OF TRANSPORTATION

1655 W. Jackson Street

Phoenix, AZ 85007

Solicitation Amendment Summary SOLICITATION NO.: BPM007235 AMENDMENT NO.: Two (2) DESCRIPTION: Hot Mix Products

Rev. 03/2025

Pursuant to the Uniform Instructions to Offerors, Item B.6, Solicitation Amendments, the above referenced solicitation shall be amended as follows:

1. Line Items

Contractor shall put the total cost of their bid from the Product Pricing-Plant information attachment into Line Item One (1) in the Items tab in the Arizona Procurement Portal (APP)

2. All other terms, conditions and provisions of this solicitation remain unchanged.

Rev. 03/2025

STATE OF ARIZONA

ARIZONA DEPARTMENT OF TRANSPORTATION

1655 W. Jackson St., MD 100P Phoenix, AZ 85007

INVITATION FOR BID

SOLICITATION NUMBER: BPM007235

DESCRIPTION: Hot Mix Products

QUESTIONS: Inquiries regarding the solicitation are to be submitted online through the State’s e-Procurement system, Arizona Procurement Portal (APP) (https://app.az.gov/) using the Discussion Forum tab.

OFFERORS ARE STRONGLY ENCOURAGED TO READ THE ENTIRE SOLICITATION.

Stacy Wiesner Procurement Officer Phone: 602.712.6939 Email: swiesner@azdot.gov

This solicitation is issued in accordance with A.R.S. §41-2533 and A.A.C. R2-7-B301 et seq., Competitive Sealed Bidding.

“An Equal Opportunity Agency”

The Arizona Department of Transportation, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252.42 U.S.C. §§ 2000d-4) and the Americans with Disabilities Act (ADA), hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, national origin in consideration for an award.

Persons that require a reasonable accommodation based on language or disability should contact ADOT’s Procurement Office by phone

(602) 712-7466. Requests should be made as early as possible to ensure the State has an opportunity to address the accommodation.

Las personas que requieran asistencia (dentro de lo razonable) ya sea por el idioma o discapacidad deben ponerse en contacto con

ADOT (602) 712-7466.

TABLE OF CONTENTS

Solicitation No: BPM007235 Available online at https://app.az.gov/

SECTION PAGE

Notice 1

Table of Contents 2

Specifications 3

Special Terms and Conditions 12

Uniform Terms and Conditions 21

EXHIBITS

1 - Title VI/Non-Discrimination Assurances Appendix A 38

2 - Title VI/Non-Discrimination Assurances Appendix E 39

3 - ADOT Maintenance Boundaries 40

4 - Vendor Performance Report 41

5 - Quarterly Usage Report 42

SPECIFICATIONS

1. Statement of Need

1.1. Pursuant to the Arizona Procurement Code, A.R.S. §41-2501 et seq., the State of Arizona Department of Transportation (Department), has a requirement for Asphaltic Concrete (Hot Mix.

2. Introduction and Background

2.1. The Department intends to establish a term contract for plant pick up of Hot Mix Products throughout the State of Arizona.

2.2. The Contractor shall provide all the necessary ongoing administrative reporting, labor, tools, equipment, materials and supplies to effectively provide the material to perform the required services.

3. General Requirements

3.1. The Contractor shall ensure that the asphaltic concrete material keeps its consistency per the specifications upon pick up for each location requesting the material.

3.2. The work under this contract shall consist of furnishing asphaltic concrete, by providing all materials, mixing and hauling a mixture of aggregates, mineral admixture and bituminous material, in accordance with the requirements of the contract’s specifications, or otherwise approved by the Department in writing.

3.3. All work is to be performed per the specifications stated herein and to the most current version of the following:

Standard Specifications – The Departments Standard Specifications for Road and Bridge Construction, current Edition, including errata and addenda:

https://azdot.gov/business/contracts-and-specifications/specifications-pay-items-list

American Association of State Highway and Transportation (AASHTO) https://transportation.org/

Occupation Safety and Health Administration (OSHA) http://www.osha.gov

American Society of Testing Materials (ASTM) http://www.astm.org/

Maricopa Association of Governments (MAG) Standard Specifications for Public Works Construction, current Edition, including errata and addenda:

https://azmag.gov/Programs/Public-works/specifications-and-details

Pima Association of Governments (PAG) Standard Specifications and Details for Public Improvements, current Edition, including errata and addenda:

https://pagregion.com/info-center/maps-and-data/data/roadway-construction-standards-and-specifications/

Coconino County Engineering Design & Construction Manual:

https://www.coconino.az.gov/838/Engineering-Services-Division

Mohave County Standards Details & Specifications:

https://www.mohave.gov/departments/public-works/divisions/engineering/standards-details-and-specifications/

Yavapai County Roadway Design Standards:

https://www.yavapaiaz.gov/files/sharedassets/public/v/3/resident-services/public-works-amp-roads/documents/final-roadway-design-standards-2020-12_w-figures.pdf

La Paz County Public Works Manuals and Design Guidelines:

https://www.lapaz.gov/635/Resources-Design-Guidelines

Pinal County & Subdivision & Infrastructure Design Manual:

https://www.pinal.gov/Documentcenter/view/7426/Pinal-County-Subdivision-and-infrastructure-design-manual-pdf

Pima County Standard & Supplemental Specifications:

https://www.pima.gov/979/supplemental-specifications

Cochise County Road Design & Construction Standards & Specifications:

https://www.cochise.az.gov/368/Engineering-transportation

Maricopa County Department of Transportation (MCDOT) Supplement to MAG:

https://www.maricopa.gov/190/Technical

Yuma County Public Works Standards Volume No. 1:

https://www.yumacountyaz.gov/government/engineering-department-flood-control-district/standards-and-engineering-regulations

Gila County Roadway Design Standards Manual:

https://www.gilacountyaz.gov/government/public_works/engineering/index.php

3.4. Work Locations

3.4.1. The work under this contract shall occur statewide. Refer to Exhibit 3, ADOT

Maintenance Boundaries.

4. Specific Requirements

4.1. Material Requirements

4.1.1. The temperature of asphaltic concrete or mineral aggregate upon discharge from the drier shall not exceed 325° degrees F, unless a higher temperature is recommended in writing by the Department, per Section 409 of the Standard Specifications.

4.1.2. Unless otherwise specified and approved by the Department in writing, all materials supplied shall comply with the Arizona Department of Transportation’s current Edition Standard Specifications for Road and Bridge Construction including but not limited to:

Section 104.12 – Environmental Analysis Section 1001 – Material Sources

4.1.3. Materials being utilized in the production of Hot Mix shall come from an ADOT approved pit. Pit Clearance information can be obtained from the ADOT Environmental Services Group at: (602)712-7767. Refer to the following link:

https://azdot.gov/business/environmental-planning/material-source-guidance

4.1.4. If the Department determines that the proposed use will have a major or significant adverse impact on cultural or historic resources, the Department shall not allow the use of the source.

4.2. Asphaltic Concrete Mix Design Criteria

4.2.1. Utilizing mineral aggregate which has been crushed, processed, separated and stockpiled, each mix design shall be formulated and submitted by the Contractor under a cover letter signed by the Contractor for each order. The mineral aggregate samples used for mix design purposes shall be representative of aggregate materials to be used during production.

4.2.2. Each mix design shall be based on the mix design criteria and other requirements specified herein, or specified and approved otherwise by the Department, utilizing asphalt cement and mineral admixture of the type and from the sources proposed for use in the production of asphaltic concrete.

4.2.3. Each mix design shall be prepared under the direct supervision of the Contractor’s Professional Engineer experienced in the development of mix designs and mix design testing. Each mix design shall be provided in a format that clearly indicates all the mix design requirements and shall be sealed, signed and dated by the Contractor’s Professional Engineer with each order.

4.2.4. Each mix design shall be prepared by a mix design laboratory that has met the requirements of the Department’s “Systems for the Evaluation of Testing Laboratories”. The requirements may be obtained from ADOT Materials Group, 1221 North 21st Avenue, Phoenix, Arizona 85009, or 602.712.2595.

4.2.5. Test results used in the formulation of each mix design must be from testing performed no earlier than forty-five (45) days prior to the date the mix design is signed by the Contractor’s Professional Engineer with each order. Historical abrasion values may be supplied on sources provided the testing was conducted within the past two

(2) years.

4.2.6. Each mix design shall meet the following criteria, unless specified and approved otherwise by the Department, when tested in accordance with the requirements of the following test methods:

Criteria Requirement Arizona Test Method

1 Voids in Mineral Aggregate: %, Range 14.5 – 18.5 (See Note)

2 Effective Voids: %, Range 3.8 – 4.2 (See Note)

3 Absorbed Asphalt: %, Range 0 – 1.0 (See Note)

Note: For mixes without RAP, Arizona Test Method 815. For mixes with RAP, Arizona Test Method 833.

4.2.7. The Department reserves the right to adjust the asphalt content during production from the mix design value without additional compensation to the Contractor in order to obtain desirable effective voids. The adjustments are to be within the listed range above.

4.3. Conformance of Asphaltic Concrete

4.3.1. The asphaltic concrete will be considered to be in reasonable conformance for asphalt cement content, gradation, and effective voids, if it meets the following requirements when tested in accordance with Arizona Test Method 427 and Arizona Test Method 424.

Measured Characteristics Lower Limit Upper Limit

Gradation (Sieve sizes)

3/8” TV – 6.0 TV + 6.0

No. 8 TV – 6.0 TV + 6.0

No. 40 TV – 5.0 TV + 5.0

No. 200 TV – 2.0 TV + 2.0

Asphalt Cement Content TV – 0.50 TV + 0.50

Effective Voids TV – 2.0 TV + 1.50

4.3.2. The target value (TV) for each measured characteristic shall be as specified in each approved mix design, unless specified and approved otherwise by the Department in writing.

4.4. Sample and Testing

4.4.1. Sampling and testing the materials and mixture for quality control purposes shall be the Contractor’s responsibility. The Contractor shall perform sufficient testing to assure that mineral aggregate and asphaltic concrete are produced which meet all specified requirements. The Department reserves the right to sample and test the materials and mixture when necessary to determine that they reasonably conform to the requirements specified herein.

4.4.2. The gradation will be determined in accordance with AASHTO T 11 and AASHTO 27, and shall conform to the table below:

Mix Design Grading Limits

Percent Passing

Sieve Size 1/2 Inch Mix 3/4 Inch Mix

Without Admixture With Admixture Without Admixture With Admixture

1 – 1/4 Inch __ __ __ __

1 Inch __ __ 100 100

3/4 Inch 100 100 90 - 100 90 - 100

1/2 Inch 90 - 100 90 - 100 __ __

3/8 Inch 67 - 82 67 - 82 62 - 77 62 - 77

No. 8 40 - 48 41 - 49 37 - 46 38 - 47

No. 40 10 - 18 11 - 19 10 - 18 11 - 19

No. 200 1.5 – 4.5 2.5 – 6.0 1.5 – 4.5 2.5 – 6.0

4.4.3. The Contractor may propose the use of a mix design that has been developed for a previous project. The Contractor shall provide evidence that the asphalt cement and mineral admixture type and source of supply, and the source and methods of producing mineral aggregate, have not changed since the formulation of the previous mix design. The Contractor shall also provide current test results for all specified characteristics of the mineral aggregate proposed for use.

4.4.4. The Department will determine and approve of previously used mix designs suitable for the intended use. Should the Department disapprove the use of the previously used mix design, the Contractor shall prepare and submit a new mix design proposal in accordance with the requirements of these specifications, unless otherwise specified and approved by the Department in writing.

4.4.5. A previously used mix design older than two (2) years from the date it was formulated, sealed, signed, and dated shall not be allowed for use.

4.5. Mineral Aggregate

4.5.1. Mineral aggregate shall conform to the following requirements when tested in accordance with the applicable test methods:

Mineral Aggregate Characteristics Test Method Requirement

Combined Bulk Oven Dry Specific Gravity

Arizona Test Method 251 2.350 – 2.850

Combined Water Absorption Arizona Test Method 251 0 – 3.0%

Abrasion AASHTO T 96 100 Rev., Max 9% 500 Rev., Max 40%

Sand Equivalent AASHTO T 176 (After thoroughly sieving the sample, no additional cleaning of the fines from the plus No. 4 material is required.)

Minimum 55

Fractured Coarse Aggregate Particles

AASHTO T 335 Minimum 85% with at least two fractured faces and minimum 92% with at least one fractured face (plus No. 4 material)

Uncompacted Void Content AASHTO T 304 Method A Minimum 45.0%

Carbonates (1) Arizona Test Method 238 Maximum 20%

(1): Testing for carbonates only applies if either of the following conditions exist:

(a) The asphaltic concrete is the designed final pavement surface normally used by traffic.

(b) The asphaltic concrete, temporary or otherwise, will be subject to traffic for more than 60 days.

4.6. Bituminous Material

4.6.1. Bituminous Material (i.e. asphalt cement) shall be performance grade (PG) asphalt binder, conforming to the requirements of Section 1005 of the current Edition Standard Specifications for Road and Bridge Construction, unless otherwise specified and approved by the Department in writing. The type of asphalt binder shall be PG 64-28, PG 70-10, PG 70-22, or PG 76-16 in accordance with where the mixture will be placed.

4.6.2. The percent of asphalt cement used shall be based on the weight of total mix (asphalt cement, mineral aggregate and mineral admixture).

4.7. Mineral Admixture

4.7.1. Mineral Admixture shall be in accordance with Standard Specifications, Section 409- 2.03, unless otherwise specified and approved by the Department in writing.

Material Requirement

Portland Cement, Type I or II ASTM C 150

Blended Hydraulic, Cement, Type IP ASTM C 595

Hydrated Lime ASTM C 1097

4.7.2. The mineral admixture content shall be 2.0 percent, by weight, of the mineral aggregate. However, a minimum of 1.0 percent mineral admixture may be used if the Contractor submits test information showing a lowered percentage of mineral admixture produces mix design results for Index of Retained Strength of at least 60 percent (70 percent if the average elevation of the project is above 3,500 feet) and a Minimum Wet Strength of 150 PSI when tested in accordance with Arizona Test Method 802.

4.7.3. The certification and acceptance of Portland cement, blended hydraulic cement, and hydrated lime shall be in accordance with ADOT Materials Practice and Procedure Directive No. 13, “Certification and Acceptance of Hydraulic Cement, Fly Ash, Natural Pozzolan, Silica Fume, and Lime”. Refer to the following link:

https://apps.azdot.gov/files/materials-manuals/Policy-Procedure- Directives/ppd13a.pdf

4.8. Weight Tickets

4.8.1. Each load shall have a certified weight ticket; and the cost shall be reflected in the unit cost of the material. Weight tickets shall indicate gross, tare and net weight in pounds.

Loads shall not exceed legal limits.

4.8.2. All tickets must be signed by the Department for payment to be processed.

4.9. Plant Pick Up of Material

4.9.1. The Department will pick up Asphaltic Concrete (Hot Mix) from the Contractor’s designated approved material plant. The Contractor shall provide hot mix at a temperature specified by the Project Manager. Temperatures will range from 275° degrees F – 325° degrees F.

4.9.2. The Department shall notify the Contractor by phone or email when materials are needed. The requested materials shall be made as soon as possible but no later than 14 calendar days after receipt of order (ARO).

4.9.3. A short load fee may only be applied if the minimum tonnage requirement per material is not met. The short load fee will be a flat rate fee per order.

4.10. Corrective Action

4.10.1. The Department shall notify the Contractor, verbally and in writing, of any deficiencies found within the contract limits and of the need for corrective action. If deficiencies are noted, a Vendor Performance Report, Exhibit 4, shall be completed and submitted to the Procurement Officer. A copy of the report will also be furnished to the Contractor.

4.10.2. The Contractor, at no cost to the Department, shall correct the deficiencies to the approval of the Department.

4.10.3. Repeated deficiencies or Contractor’s failure to improve documented performance deficiencies may result in the termination of the Contract by the Department.

4.11. Safety, Sanitary & Health Conditions

4.11.1. The Contractor shall notify the Department immediately of any incidents or conditions relative to public health or safety.

4.11.2. The Contractor shall provide and maintain in a neat and sanitary condition such accommodations for the use of the Contractor’s employees as may be necessary to comply with the requirements and regulations of the Arizona State Department of Health Services or other authorities having jurisdiction therein.

4.11.3. Contractor shall comply with all applicable laws and regulations governing safety, health and sanitation. Attention is directed to Federal, State and local laws, rules and regulations concerning construction, safety and health standards. The Contractor shall not require any workers to work in surroundings or under conditions that are unsanitary, hazardous or dangerous to their health or safety.

5. Contractor’s Responsibilities

5.1. General

5.1.1. The Contractor shall acquire and make all arrangements for a source or sources of material, furnish mix designs which will meet the design criteria specified hereinafter, and provide all the equipment, materials, and labor necessary to complete the work.

5.1.2. The Contractor is responsible for all expenses of any product that is applied which is found to be contaminated and is a cause of environmental concerns.

5.1.3. All services performed shall conform to the requirements of this contract and shall be performed by qualified personnel in accordance with the highest professional standards.

5.1.4. The Contractor shall notify the Department and Procurement Officer of any changes to the plant locations, Product Pricing and Plant Location Attachment, for the purposes of:

Changes to locations – any new plant opening, addition, acquisition, joint venture, merger, and or dissolution or closure of Contractor’s plant locations.

Changes shall be incorporated by Contract Amendment.

Changes affecting the supply of materials.

Contractor’s plant location(s) shall include neighboring states and counties closest to ADOT Maintenance Districts or work locations.

6. Department’s Responsibilities

6.1. Acts of Nature

6.1.1. The Department may suspend work operations at any time, when in their judgement, present or impending weather conditions are such that work operations cannot be carried out in a safe, effective manner.

6.2. Inspection

6.2.1. The Department may reject the material if problems are noted and immediately halt the loading process. If this occurs, the Department will not be responsible for the rejected product.

6.2.2. The Department shall perform periodic inspections to ascertain the Contractor’s compliance with contract requirements.

6.3. The Department shall address all questions which may arise as to the quality and acceptability of any material received under this contract.

SPECIAL TERMS AND CONDITIONS

1. Contract Term

The term of any resultant contract shall commence on the effective day of award and shall continue for a period of twelve months (12) thereafter, unless terminated, cancelled or extended as otherwise provided herein.

2. Contract Extension

By mutual written contract amendment, any resultant contract may be extended for supplemental periods of up to a maximum of forty-eight (48) months.

3. Eligible Agencies

This contract shall be for the exclusive use of the Arizona Department of Transportation.

4. Non-Exclusive Contract

This contract shall be for the sole convenience of the Department. The Department reserves the right to obtain like goods or services from another source when necessary. The Off- Contract Purchase Authorization and subsequent procurement shall be considered with the Arizona Procurement Code.

5. Ordering Process

The Department shall issue a purchase order to the Contractor. Each purchase order must cite the contract number. This purchase order shall be the only document required for the Department to order and the Contractor to deliver the material and/or service.

Any attempts to represent any material and/or service not specifically awarded as being under contract is a breach of the contract and a violation of the Arizona Procurement Code. Any such action is subject to the legal and contractual remedies available to the State inclusive of but not limited to contract cancellation, suspension and/or debarment of the Contractor.

6. Inspection and Acceptance

Each item shall be subject to a complete inspection by the Department. Inspection criteria shall include, but not limited to, conformity to the specifications, workmanship, quality and materials.

The Contractor shall be responsible for the material for the correction of items or workmanship not in compliance with the specifications.

Product returned for corrective action may delay payment. Invoices will be processed for payment only after the product is accepted.

7. Invoicing and Payment

Separate invoices are required for each shipment of product or delivery of service and shall include at a minimum:

Department Location’s Name and Address Vendor Name, Remit to Address and Contact Information Contract Number Purchase Order Number Invoice Number and Date Date the items were shipped to the Department Contract Line Item Number Line Item Description or Item or Service Quantity Purchased Line Item Unit of Measure Price per Unit and Total per Unit Catalog or Other Discount (if applicable) Net Unit Price and Total per Unit (if applicable) Applicable taxes Applicable Shipping/Freight Charges Total Invoice Amount Due

Invoices not sent to the proper address, or not containing the necessary and required information may delay payment. A Contractor whose payments are delayed due to improper invoicing shall make no claim against the Department or the State for late or finance charges.

The Department will make every effort to process payment for the purchase of product within thirty (30) calendar days after the Department has conducted the necessary reviews, inspections and acceptance as described herein.

The Department acceptance date will be the valid date for starting the thirty (30) calendar day payment period.

Payment due dates, including discount periods, will be computed from the date of acceptance or date of correct invoice (whichever is later) to the date the Department’s warrant is mailed.

8. Estimated Usage

The Department anticipates considerable usage under this contract. The Department reserves the right to increase or decrease actual quantities ordered as circumstances may require. No guarantees are made concerning actual purchases under this contract.

9. Price Reduction

A price reduction adjustment may be offered at any time during the term of a contract and shall become effective upon notice through a written contract amendment.

10. Price Increase

The Department will review fully documented requests for price increases for any contract which will or has been in effect for twelve (12) months. The request shall be submitted no less than 60 days prior to the contract renewal date. The Contractor shall provide fully documented information which supports the price increase request. Fully documented means that the request shall present detailed information and calculations that make it clear how the claimed increase has an impact on the contract unit prices. All assumptions regarding cost factors that have an impact on the requested increase shall also be clearly identified and justified. The requested price increase must be based upon a cost increase that was clearly unpredictable at the time of the offer and can be shown to directly affect the price of the item concerned. Any price increase adjustment request prior to the time of contract extension will be a factor in the extension review process. The Department will determine whether the requested price increase or an alternate option, is in the best interest of the State.

11. Bituminous Price Adjustment

The term “Bituminous Material” as used herein shall include asphalt cement, liquid asphalt and emulsified asphalt.

Liquid asphalt prices shall be adjusted monthly, in accordance with the “Price Adjustment for

Bituminous Material” index published by Contracts and Specifications Services Section published by the Asphalt Weekly Monitor, a publication of Poten & Partners, Inc. Price changes shall only be effective after a change order in the Procurement Portal (APP) has been applied. All price changes will be effective the 1st of the month.

The tons of bituminous material incorporated in Asphaltic Concrete (Hot Mix) to which an adjustment will be applicable will be considered to equal (5.5%) percent of the quantity, measure in tons, of Asphaltic Concrete (Hot Mix), regardless of the actual percentage of bituminous material incorporated into the mix. Determination of the eligible quantities of bituminous material will be based on the calculations as listed below for 3/8”, 3/4" and 1/2” Hot Mix. Eligible Adjustment “Base Price” +/- “Adjustment for Bituminous Material” index published by Contracts and Specifications Services Section, published by the Asphalt Weekly Monitor, a publication of Poten and Partners, Inc.” =Difference X 5.5% Eligible Price Adjustment.

No additional compensation will be made for any additional or increase charges, costs, expenses taxes, etc. which the Contractor may have incurred since the time of bidding and which may be the result of any increase in the “initial cost” of the bituminous material.

12. Safety Standards

Items supplied under this contract shall comply with all current applicable safety standards and regulations including the Occupational Safety and Health Standards of the State of Arizona Industrial Commission, the National Electric Code and the National Fire Protection Association Standards.

13. Warranty

The Contractor warrants:

1. That all services performed hereunder shall conform to the requirements of this contract and shall be performed by qualified personnel in accordance with the highest professional standards.

2. That all items furnished hereunder shall conform to the requirements of this contract and shall be free from defects in design materials and workmanship. Any defects of design, workmanship or materials shall be fully corrected by the Contractor (including parts and labor) without cost to the Department.

3. The warranty period on workmanship and materials shall be based on a minimum of twelve

(12) months from the time of acceptance by the Department.

14. Current Products

All products supplied under this contract shall be in current and ongoing production; shall have been formally announced for general marketing purposes; shall be a model or type currently functioning in a user (paying customer) environment and capable of meeting or exceeding all specifications and requirements set forth in the contract.

15. Product Discontinuance

In the event that a product or model is discontinued by the manufacturer, the Department at its sole discretion may allow the Contractor to provide a substitute for the discontinued item. The Contractor shall request authorization to substitute a new product or model and provide the following:

1. A formal announcement from the manufacturer that the product or model has been discontinued.

2. Documentation from the manufacturer that names the replacement product or model.

3. Documentation that provides clear and convincing evidence that the replacement meets or exceeds all specifications required by the original solicitation.

4. Documentation confirming that the price for the replacement is the same as or less than the discontinued product or model.

16. Contract Administration

The Contractor shall contact the assigned Procurement Officer for guidance or direction in matters of contract interpretation or questions regarding the terms, conditions or scope of the contract.

17. Notices

All notices, requests, demands, consents, approvals, and other communications which may or are required to be served or given hereunder (for the purposes of this provisions collectively called “Notices”), shall be in writing and shall be sent by certified United States mail, return receipt requested, or by any other method that provides evidence of receipt, addressed to the party or parties to receive such notice as follows:

a. If intended for the State to:

Arizona Department of Transportation, Procurement Group 1655 W. Jackson Street, MD 100P

Phoenix, Arizona 85007-3276

b. If intended for the Contractor, to the address as identified in the Contractor’s electronic vendor profile.

Or to such address as either party may from time to time furnish in writing to the other by notice hereunder. Any notice so mailed shall be deemed to have been given as of the date such notice is received as shown on the return receipt. Furthermore, such notice may be given by delivering personally such notice, if intended for the State, to the Arizona Department of Transportation, Procurement Officer and, if intended for the Contractor, to the person named on the Offer & Contract Award of this contract, or to such other person as either party may from time to time furnish in writing to the other by notice hereunder. Any notice so delivered shall be deemed to have been given as of the date such notice is personally delivered to the other party.

18. Cancellation for Possession of Weapons on ADOT Property

The Contractor or any subcontractors are prohibited from having weapons in their possession or on their person within the building. Weapons shall be stored securely, consistent with A.R.S. §13-3118, in the Contractor’s or any subcontractor’s vehicle if there are no storage amenities available at the ADOT facility. This contract may be cancelled if Contractor or any subcontractors or others in the employ or under the supervision of the Contractor or subcontractors is found to be in possession of weapons.

Possession of weapons (firearms, explosive device, knife or blade of more than three inches, or any other instrument designed for lethal or disabling use) is prohibited on ADOT property except in the manner stated above.

Further, if the Contractor or any subcontractors or others in the employ or under the supervision of the Contractors or subcontractors are asked by ADOT official to leave the ADOT property, they are advised that failure to comply with such a request shall result in cancellation of the contract and anyone who refuses, whether armed or not, is subject to prosecution under A.R.S. §13-1502, “Criminal trespass in the third degree; classification.”

19. Indemnification

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) (hereafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgement costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona.

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

20. Insurance

The Contractor shall furnish Certificate(s) of Insurance inclusive of the following requirements to the Department. Certificate(s) shall be received with five (5) calendar days of notification of contract award by the Procurement Officer.

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.

A. Minimum Scope and Limits of Insurance

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

1. Commercial General Liability (CGL) – Occurrence Form

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

General Aggregate $2,000,000 Products – Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Damage to Rented Premises $50,000 Each Occurrence $1,000,000

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

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

2. Business Automobile Liability

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

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

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

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

3. Workers’ Compensation and Employers’ Liability

Workers’ Compensation Statutory Employers’ Liability

Each Accident $1,000,000 Disease – Each Employee $1,000,000 Disease – Policy Limit $1,000,000

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

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

B. Additional Insurance Requirements

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

a. 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).

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

C. 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 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 Arizona Department of Transportation, Procurement Group, 1655 W. Jackson Street, Phoenix, Arizona 85007-3276.

D. Acceptability of Insurers

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

E. 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.

1. All such certificates of insurance and policy endorsements must be received by the State before the 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.

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

3. All certificates required by this Contract shall be sent directly to the Department. The certificate shall state the insurance applies to any and all work performed for or on behalf of the State of Arizona/ADOT. The State of Arizona reserves the right to require complete copies of all insurance policies required by this contract at any time.

F. 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 the Contract, proof from the Contractor that its subcontractors have the required coverage.

G. Approval and Modifications

The Contracting Agency, in consultation with State Risk, reserves the right to review and 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.

H. 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.

21. Licenses, Permits, Certifications

Contractor, at their expense, shall maintain in current status without any violations, complaints or suspensions during the term of this contract all Federal, State and local licenses, permits and certifications required for the operation of a business conducted by the Contractor.

22. Usage Report

The Contractor shall furnish the Department a quarterly report showing purchasing activity under this contract. This usage report shall be provided in a form substantially equivalent to Exhibit 5. Usage reports shall be submitted to the Procurement Officer no later than 30 days after the end of each quarter.

Usage report quarters shall be defined as follows:

January through March – Report due April 30 April through June – Report due July 30 July through September – Report due October 30 October through December – Report due January 30

23. Post Award Meeting

At the discretion of the Department, the Contractor, at their expense, shall attend and participate in post award meetings as scheduled by the Procurement Officer.

UNIFORM TERMS AND CONDITIONS

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

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

(LLM) AI.

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

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

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

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

1.6. “Data” means recorded information, regardless of form or the media on which it may be recorded. The term may include technical data and computer software.

The term does not include information incidental to contract administration, such as financial, administrative, cost or pricing, or management information.

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

1.8. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation generally containing maps, schematics, examples of reports, or other documents that will be used to perform the requirements of the Scope of Work after contract award.

1.9. “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.

1.10. “Materials” means all property, including equipment, supplies, printing, insurance and leases of property but does not include land, a permanent interest in land or real property or leasing space.

1.11. “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.

1.12. “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.

1.13. “State” means any department, commission, council, board, bureau, committee, institution, agency, government corporation or other establishment or official of the executive branch or corporation commission of the State of Arizona that executes the Contract.

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

1.15. “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 Materials or any Services required for the performance of the Contract.

1.16. “Subcontractor” means a person who contracts to perform work or render Services to a Contractor or to another Subcontractor as a part of a Contract with the State.

2. Contract Interpretation

2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and 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.

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:

2.3.1. Special Terms and Conditions;

2.3.2. Uniform Terms and Conditions;

2.3.3. Statement or Scope of Work;

2.3.4. Specifications;

2.3.5. Attachments;

2.3.6. Exhibits; then

2.3.7. Any other documents referenced or included in the Solicitation including, but not limited to, any Bid or Offer documents provided by the Contractor that do not fall into one of the above categories.

2.4. Relationship of Parties. The Contractor under this Contract is an independent

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

2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid shall not affect any other term or condition of the Contract.

2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding.

2.7. No Waiver. 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 even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it.

3. 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 retain any and all Data and other “records” relating to the acquisition and performance of the Contract for a period of five (5) years after the completion of the Contract.