CTR054377_Contract_Documents.pdf

Procurement

OFFER AND ACCEPTANCE

Solicitation No: BPM002961 Available online at https://app.az.gov

Rev 04/2020

OFFER

TO THE STATE OF ARIZONA:

The undersigned hereby offers and agrees to perform in compliance with all terms, conditions, specifications and amendments of this solicitation and any written exceptions in the offer. Signature also acknowledges receipt of all pages indicated in the Table of Contents.

Offeror (Company) Name Signature of Person Authorized to Sign Offer

Address Printed Name Date

City State Zip Title

Email Address Phone Number

Company Email Address Fax Number

By signature in the Offer section above, the Offeror certifies that the submission of the Offer did not involve collusion or other anticompetitive practices.

ACCEPTANCE OF OFFER (FOR DEPARTMENT USE ONLY)

The Contractor is now bound to perform based upon Contract Number _________________________________including all terms, conditions, specifications, amendments, etc., and the Contractor's offer as accepted by the state.

The Contractor is hereby cautioned not to commence any billable work or provide any material, service or construction under this contract until contractor receives a purchase order document.

State of Arizona

Effective this day of 20

Procurement Officer Awarded Date

Scott Shepherd

Phoenix Pumps Inc.

12/29/20205100 S. 36th Street

Phoenix 85040AZ sshepherd@phoenixpumps.com serviceadvisors@phoenixpumps.com

Service Center Manager

602-692-5548

602-232-2995

DocuSign Envelope ID: 6B7A886D-2144-4CD5-BB44-810A6440CAD9

3/12/2021

CTR054377

12th 21 March https://app.az.gov/

STATE OF ARIZONA

ARIZONA DEPARTMENT OF TRANSPORTATION

1739 W. Jackson St., Ste. A Phoenix, AZ 85007

REQUEST FOR PROPOSAL

SOLICITATION NUMBER: BPM002961

DESCRIPTION: On-Call Storm Pump Repair Services

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.

Anita Colebrooke Procurement Officer Phone: 602-712-7827 Email: acolebrooke@azdot.gov

This solicitation is issued in accordance with A.R.S. §41-2534 and A.A.C. R2-7-C301 et seq., Competitive Sealed Proposals.

“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) 712-2089. 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) 712-2089.

Rev. 04/2020 mailto:acolebrooke@azdot.gov

TABLE OF CONTENTS

SECTION PAGE

Notice 1

Table of Contents 2

Scope of Work 3

Special Terms and Conditions 11

EXHIBITS

1 - Title VI/Non-Discrimination Assurances Appendix A 21

2 - Title VI/Non-Discrimination Assurances Appendix E 22

3- Pumps and Locations Exhibit 23-24

4- Task Assignment 25-26

5- Work and Quantities Report 27

6- Vendor Performance Report 28

7- Safety Program Plan 29-30

8- A.R.S. §28-731 Driving on Divided Highways 31

9- A.R.S. § 28-7053 32

10- Usage Report 33

SCOPE OF WORK

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 on- call repair services of storm drainage pumps and irrigation booster pumps for the Arizona Department of Transportation, in accordance with the specifications.

1.2. The Contractor shall perform all the work necessary to service, repair, install parts as needed and ensure all equipment is operational and safe to include: storm drainage pumps, roadway drainage pumps, gear heads, electric motors and or drive shafts at various geographical locations within the State of Arizona.

2. Introduction and Background

2.1. This contract is for the service and repair of the liquid end of the pumps and the electric components associated with the motors including water sensing devices and its components and air conditioning units used for the water sensing devices (transducers and components and sensing probes and components).

2.2. Service and repair of the International and Caterpillar engines is excluded from this scope of work.

2.3. The Department reserves the right to add or remove pumps and locations to this contract, as the various construction projects are completed. The Department shall notify the Contractor as pumps and locations construction projects are completed and accepted. At time of notification the Contractor shall accept responsibility for all pumps and locations.

2.4. All web links and personnel referenced throughout this solicitation are current as of the solicitation issue date, and are subject to change.

3. General Requirements

3.1. Work Locations

3.1.1. The area of coverage shall include Northcentral District, Winslow (located in Northeast District), Southwest District and within a one-hundred (100) mile radius of the Phoenix Metropolitan area, including Casa Grande. Refer to Exhibit 3, Pumps and Locations.

3.2. Work Details

3.2.1. The Contractor shall furnish and warrant labor, materials, and supplies utilized to complete all work in accordance with the requirements of the specifications and Task Assignment, Exhibit 4, for this project and any awarded alternates.

3.2.2. The Contractor shall provide documented storm pump repair experience with positive reference reviews from prior work performed with Bid submission. Provide any previous successful ADOT storm pump repair projects.

3.2.3. The Contractor shall provide a Safety Plan prior to commencing any work and shall furnish all required permits including Confined Space Work permits to the Department Representative before any work can begin.

3.3. Call Out Notification

3.3.1. The Department shall notify the Contractor by phone or email that a repair is needed and issue a Task Assignment, advising the Contractor of work location and the extent of the repairs required.

3.3.2. The Contractor has forty-eight (48) hours (excluding weekends and State holidays) to respond to the Task Assignment and provide the Department with a response reflecting the number of estimated hours for the repairs, anticipated start work and completion date, equipment required, parts and supplies, cause of equipment failure and cost to perform service.

3.3.3. The Contractor shall begin repairs within fourteen (14) days (excluding weekends and State holidays) of receiving an approved Task Assignment and PO, unless otherwise approved by the Department Contract Representative.

3.3.4. In emergency cases, the response time shall be within two (2) hours of notification and repairs shall begin within four (4) hours of notification unless otherwise agreed to by the Department Contract Representative.

3.3.5. A written Task Assignment and Contract Purchase Order for each project are required before any work can proceed on any project.

3.3.6. No work shall begin until the quote is approved by the Department. Deviation from the amount reflected on the quote which results in an increased cost to the Department must be approved in writing prior to the commencement of work.

3.3.7. The Contractor shall verify quantities prior to the start of any project. All changes must be approved by the Department Contract Representative prior to the start of work. Any changes to the quantities and/or scope encountered once the project begins shall be immediately brought to the attention of the Department Contract Representative. The changes must be reviewed and approved in writing before any additional and/or new work is done. Any work that is done beyond the approved Task Assignment/Contract

Purchase Order will not be eligible for payment, including any associated traffic control.

4. Specific Requirements

4.1. Parts and Supplies

4.1.1. For all parts and supplies approved by the Department Contract Representative, as indicated on the Task Assignment, the Contractor will be paid actual invoice cost of the parts and supplies to include any freight and expedited freight charges, less all applied discounts, and rebates when available.

4.2. Corrective Re-Work

4.2.1. The Contractor shall carry on operations in such a manner as to comply with the existing policies of this and other agencies work and safety requirements.

4.2.2. The Department shall notify the Contractor, verbally and in writing, of any deficiencies found within the contract limits and of corrective re-work If deficiencies are noted. A copy of the completed Vendor Performance Report, Exhibit 6, shall be forwarded to the Procurement Officer and a copy shall be furnished to the Contractor. When written notice of performance deficiencies is delivered to the contractor, the contractor shall, at no cost to the Department, correct the deficiencies to the approval of the Department.

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

4.3. Work Schedule

4.3.1. The Contractor shall adhere to the work schedule specified on the approved Task Assignment.

4.4. Equipment

4.4.1. Contractor shall provide and maintain all equipment sufficient in number(s), operational condition and capacity to efficiently perform the work and render the services required by this contract during the entire period of this contract. This includes sufficient “back-up” equipment to provide uninterrupted service when equipment breakdown occurs.

4.4.2. The Contractor shall be solely responsible for any back-up equipment breakdown repair cost associated with this service.

4.4.3. Contractor’s equipment shall comply with all applicable local, state, federal, and tribal laws, statutes, ordinances, rules and regulations, and the acts, codes, orders and decrees of any administrative bodies, councils or tribunals.

4.4.4. The Contractor shall provide and maintain all required safety and equipment permits, i.e. Confined Space Work and equipment safety plans.

4.4.5. All vehicles shall have two-way radio (or suitable intercom) capabilities. Communication devices shall be fully operational and available for immediate use during all work operations.

4.4.6. The Department reserves the right to inspect equipment at any time and require the replacement or repair of any equipment with system failure that can affect the safe operation of that equipment.

4.4.7. Equipment, machinery, component or system failures that affect the safe operation of any equipment shall be corrected prior to using the equipment.

4.4.8. The Contractor’s vehicles and mobile equipment shall be clearly marked with company name and/or logo and an identification number.

4.4.9. Vehicles used within the scope of this contract shall be equipped with amber rotating beacons or strobe lights. Rotating amber beacon lights shall be equal to code three, 6105 rectangular and/or 550 round for uniformity. Lights shall be visible to the oncoming traffic at all times and not be blocked by material in truck beds and trailers.

4.5. Maintenance & Protection of Traffic Control

4.5.1. The Department shall supply traffic control when required.

4.6. Brand Name or Equal

4.6.1. There are currently a number of products that have been determined, through evaluation and/or testing, to be equivalent to the requirements of these specifications.

The listing of these brands is not intended to limit or restrict competition. Rather, it is to set the standard quality, design, performance and characteristics of the products herein specified.

4.6.2. Any bid which proposes products that are of equal quality, type of material, design and performance will be considered if sufficient evidence and information is given to establish it as an equal, and the Department determines the product to be an equal to the named brand and these specifications.

4.6.3. A listing of the product brand(s) which have performed acceptably and meet

Departments standards for storm pumps and related components to be utilized for use on this contract are as follows:

4.6.4. Additional products may be approved upon request and evaluated by the Department.

Johnson Cascade Flygt

Scan Aurora Waukesha

Veriline Peerless Fairbank Morse Berkley

Paco Couch Byron Jackson Holloshaft-US Motors

Lane/Bowler

4.7. Reports

4.7.1. The Contractor shall prepare and submit a Work and Quantities Report, Exhibit 5, within two working days, at the request of the Department Contract Representative. This report may be modified at any time to meet the needs of the Department. Additionally, the Contractor shall commit to keeping an accurate, timely accounting of the type and quantity of materials applied per day per project. The Contractor shall coordinate and fully cooperate with the Department Contract Representative to this regard.

4.7.2. The Work and Quantities Report, Exhibit 5, shall include, but is not limited to, the following: Contract name and number, date, site locations (route and milepost markers), names of employees, work schedules, equipment type and hourly usage, and time and details of unusual activity (such as accidents and vandalism). All available information regarding accidents, incidents, unusual occurrences that take place in the work locations should be recorded. This information may include: name, address, physical description, age, license plate number, vehicle descriptions, etc., of victims, suspects and witnesses, Additional information may include circumstances, time, location, and other pertinent information regarding the situation.

4.8. Safety, Sanitary, & Health Conditions

Contract Specifications require all Contractor employees follow all OSHA Safety Rules and Regulation Requirements in regards to job site including but not limited to:

4.8.1. 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.

4.8.2. 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.

4.8.3. All Contractor’s employees working within the State Right-of-Way will be required to wear

PPE (Personal Protective Equipment) consisting at a minimum of a Hard hat, Safety Vest (Type III) and protective footwear unless working in confined spaces. Employees working inside confined spaces shall wear appropriate PPE per OSHA regulations.

4.9. Confined and Non-Confined Space Requirements

4.9.1. Entry into confined spaces must comply with Occupational Safety and Health

Administration (OSHA) Permit Required Confined Spaces and its revisions.

4.9.2. The Contractor shall provide a written safety plan addressing the hazards likely to be encountered. The safety plan shall be submitted for review to the Department prior to commencing work. Confined Space Entry procedures for recovery of inspection equipment without personnel entry into the confined space shall be defined in the written safety plan.

https://www.osha.gov/pls/oshaweb/owadisp.show_document?p_table=STANDARDS&p_id =9797 https://www.osha.gov/Reduction_Act/CON-SPA3.html

4.10. Contractor’s Responsibilities

4.10.1. The Department shall not pay for mileage or travel time.

https://www.osha.gov/pls/oshaweb/owadisp.show_document?p_table=STANDARDS&p_id=9797 https://www.osha.gov/pls/oshaweb/owadisp.show_document?p_table=STANDARDS&p_id=9797 https://www.osha.gov/Reduction_Act/CON-SPA3.html

4.10.2. The Contractor shall comply with the Social Security Act, Workers’ Compensation laws, and

Unemployment laws of the State of Arizona as well as all State, Local, Federal and Tribal legislation, rules and regulations associated with maintenance and construction relevant to the Contractor's business.

4.10.3. The Contractor shall carry on their operations in such a manner that meets the

Department’s Safety and Standard business practices, https://azdot.gov/node/14143, and insures that damage is not inflicted to existing grounds, utilities, highway milepost markers, signs, delineators or other structures. The contractor shall repair or replace any highway property damaged by work operations at their own expense and as directed by the Department. If the damage has to be repaired or replaced by the Department, the cost of such work shall be deducted from the contractor's final payment.

4.10.4. Damage to stop signs, yield signs, railroad crossing or other regulatory signs shall be reported to the Department Contract Representative and the District Regional Signing and Striping Supervisor immediately. Immediate is considered to be within one (1) hour of occurrence. Damage to delineators shall be repaired within forty-eight (48) hours of occurrence.

4.10.5. No payment will be made to the contractor until all damage has been repaired or replaced.

4.10.6. The Contractor shall commit to having sufficient local resources (materials, personnel and equipment) and/or access to additional resources that are necessary to do a project within fourteen (14) calendar days of request, and within four (4) hours of request for emergency call outs.

4.11. Contractor’s Employees

4.11.1. The Contractor shall provide mentally alert, physically fit, adequately trained and qualified employees to ensure contracted services progress in a safe, orderly and timely manner.

4.11.2. The Contractor shall provide an adequate number of qualified and experienced employees to complete the work.

4.11.3. All persons engaged in performance of work under this contract shall be, unless otherwise approved by the Department, direct bona fide employees of the contractor and shall not be leased employees, sub-contractors, or independent contractors. The Department may require verification of the nature of employment of the employees. This requirement is not intended to preclude the use of sub-contractors for specialty services.

4.11.4. Employees shall be neat, clean and appropriately dressed in an approved, clean, uniform with an identification badge or patch that contains the Contractor’s name and employee’s name, at all times while on duty. The identification badge shall be worn on the outer garment.

https://azdot.gov/node/14143

4.11.5. Due to the nature of the work performed, Contractor employees, in a particular sense, will represent the State to the motoring public. Employees shall treat motorists in a friendly, courteous manner. Employees should keep well informed on local road conditions, detours, points of interest, and services available, but shall refrain from recommending any retail service over another.

4.11.6. All Contractors’ employees shall take all necessary operational and safety precautions during the performance of services to prevent accidents from occurring. Contractor shall ensure all of its employees are properly licensed to operate Contractor’s equipment and are properly trained in its use.

4.11.7. Employees and other individuals are prohibited from having firearms or weapons in their possession while on duty or performing the contracted services as stated herein.

4.11.8. No visitors, spouses or children of the contractor’s employees will be allowed in the work locations during working hours unless they are bona fide employees of the Contractor.

4.11.9. Parking of employee (personal) vehicles within the right-of-way will not be permitted.

4.11.10. Employees are required to comply with A.R.S. §28-731, Exhibit 8 which prohibits driving over, across, or within a highway median.

4.11.11. The Contractor and Contractor’s employees are strictly prohibited from operating or advertising any commercial enterprise or activity on any premises that are the subject of this contract, except as may be provided under other contracts to which the Department is a signatory A.R.S. § 28- 7053, Exhibit 9.

4.11.12. The Contractor’s On‐Site Supervisor and additional personnel assigned to the project as deemed necessary by the Department Contract Representative must be literate and fluent in the English Language. This is not meant to require that all Contractor personnel speak, read and write English.

Some tasks may require only the on‐site supervisor, crew leader or a crewmember to speak, read and write English. Other activities that involve contact and interaction with the public may require that more workers speak English. This requirement is necessary due to the following reasons that include but are not limited to:

4.11.12.1. Warnings of emergencies and hazards.

4.11.12.2. Preparation of reports.

4.11.12.3. Communication with Department personnel

4.11.13. Due to the significance of the above listed reasons, the English requirement is being made with the intent that communications between the Contractor’s employees, Department personnel and the public will be understood.

4.12. Supervision

4.12.1. An On-Site Supervisor shall be in the work area at all times when work operations are taking place. The On-Site Supervisor shall have authority to make decisions concerning day-to-day operations and shall assist the Department Contract Representative in making on-site inspections and in coordinating other operational requirements.

4.12.2. The On-Site Supervisor shall be competent in all matters relating to the specific job tasks, including required licenses, permits and certifications, traffic control plans, devices, and services required under this contract.

4.12.3. A copy of this contract and any amendments thereto shall be in the possession of the On-

Site Supervisor at all times when performing work under this service contract.

4.13. Communication

4.13.1. The On-Site Supervisor shall possess a means of communications with the Department in advance of and while performing any work under this contract. This form of communication may be a cellular telephone with hands free capability or a mobile radio.

4.13.2. The cost of cellular communication shall not be the responsibility of the Department.

4.13.3. If the work location is within an area that is known to not receive cellular signal, communication by the On-Site Supervisor and the Department Contract Representative shall be in writing.

4.13.4. The contractor shall provide the Department with the names and telephone numbers of all On- Site supervisory personnel.

4.14. Removal of Contractor’s Employees

4.14.1. The Contractor agrees to utilize only experienced, responsible and capable people in the performance of the work. The Department may require that the Contractor remove from the job, covered by this contract, employees who endanger person(s) or property or whose continued employment under this contract is inconsistent with the interest of the Department.

4.15. Department’s Responsibilities

The Department shall be responsible for the following:

4.15.1. Damage from Acts of Nature

4.15.2. The Department will be responsible for all damage caused by acts of nature. If the damage is so severe that extended closure of the roadway is necessary, the contractor's duties and compensation may be suspended for the closure period.

4.16. Inspection

4.16.1. The Department shall perform periodic inspections to ascertain Contractor's compliance with contract requirements. The Department Contract Representative reserves the right to inspect equipment at any time and require the replacement of any equipment that does not meet minimum serviceability and safety standards.

4.17. Work Acceptance

4.17.1. The Department Contract Representative shall decide all questions which may arise as to the quality and acceptability of any work performed under the contract.

4.18. Suspension of Work

4.18.1. The Contractor shall suspend operations if weather or road conditions are such that work operations cannot be carried out in a safe and effective manner, or will pose an environmental hazard. If such suspension occurs, the Contractor shall immediately notify the Project Manager or appointed Designee.

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

4.18.3. The Department Contract Representative shall immediately suspend operations when work performance is observed in violation of safety rules, regulations or practices.

4.18.4. Violation of safety rules, regulations or practices may be considered grounds for termination of the contract.

4.19. Operational Plans Meeting

4.19.1. Prior to commencement of work, the Department Contract Representative will arrange a meeting with the Contractor to discuss operational plans for execution of the contracted work. At this meeting, the Contractor shall provide:

4.19.1.1. Personnel List - The Contractor shall submit a list with names and contact numbers of key personnel and On-Site Supervisor(s) who will be accountable for day to day decisions.

4.19.1.2. Safety Plan - The Contractor shall submit a copy of the Safety Program

Plan, Exhibit 7, to the Department at this meeting.

SPECIAL TERMS AND CONDITIONS

1. CONTRACT TERM

The term of any resultant contract shall commence on the effective date of award and shall continue for a period of twelve (12) months 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 consistent 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 and Task Assignment Exhibit 4, shall be the only documents 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. INVOICING REQUIREMENTS

Separate invoices are required for each 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 within thirty (30) calendar days after acceptance of services. Delivery of the service to the Department does not constitute acceptance.

The date the Department accepts delivery of services shall 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.

7. 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.

8. PRICE REDUCTION

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

9. 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.

10. CONTRACT ADMINISTRATION

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

11. 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 1739 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 other 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.

12. CANCELLATION FOR POSSESSION OF WEAPONS ON ADOT PROPERTY

This Contract may be cancelled if the 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 devices, knives or blades of more than three (3) inches, or any other instrument designed for lethal or disabling use) is prohibited on ADOT property.

Further, if the Contractor or any subcontractors or others in the employ of under the supervision of the Contractors or subcontractors, are asked by an 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.”

13. REVIEW OF CONTRACTOR’S WORK

Work performed by the Contractor shall be subject to periodic reviews and partial acceptance at various stages. The Department reserves the right to make such reviews and pass upon the acceptability of the Contractor’s work. Partial acceptance shall not relieve the Contractor’s obligation to correct, without charge, any errors in the work performed under this contract.

14. ACCURACY OF WORK

The Contractor shall be responsible for the accuracy of the work and shall promptly make all the necessary revisions or corrections resulting from errors and omissions on the part of the Contractor without additional compensation. Acceptance of the work by the Department shall not relieve the Contractor of the responsibility for subsequent correction of any such errors and clarification of ambiguities.

15. 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) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees 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 judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona.

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

16. INSURANCE REQUIREMENTS

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

16.2. 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.

16.3. 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.

17. MINIMUM SCOPE AND LIMITS OF INSURANCE

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

17.1. Commercial General Liability (CGL) – Occurrence Form

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

• General Aggregate $2,000,000

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

• Personal and Advertising Injury $1,000,000

• Damage to Rented Premises $50,000

• Each Occurrence $1,000,000

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

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

17.2. Business Automobile Liability

Bodily Injury and Property Damage for any owned, hired, and/or nonowned 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.

17.3. 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).

18. ADDITIONAL INSURANCE REQUIREMENTS

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

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

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

19. NOTICE OF CANCELLATION

Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two

(2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to the Department.

20. 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.

21. 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.

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

21.2. 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.

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

22. SUBCONTRACTORS (Insurance)

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.

23. APPROVAL AND MODIFICATIONS

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

24. 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.

25. WARRANTY

25.1. The Contractor warrants:

25.1.1. 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.

25.1.2. That all items furnished hereunder shall conform to the requirements of this contract and shall be free from defects in design, materials and workmanship.

25.1.3. The warranty period on workmanship and materials shall be in accordance with the

Manufacturer’s warranty.

25.1.4. The contractor agrees that he/she will at his their own expense, provide all labor and parts required to remove, repair or replace and reinstall any such defective workmanship and/or materials which becomes or is found to be defective during the term of this warranty. The contract shall guarantee the equipment to be supplied complies with all applicable regulations.

26. KEY PERSONNEL

26.1. It is essential that the Contractor provides adequate experienced personnel, capable of and devoted to the successful accomplishment of work to be performed under this contract. The Contractor must agree to assign specific individuals to the key positions.

26.2. The Contractor agrees that, once assigned to work under this contract, key personnel shall not be removed or replaced without written notice to the Procurement Officer and the Department Contract Representative. The Contractor shall immediately notify the Procurement Officer of key personnel changes.

Replacement personnel shall be of equal ability and qualifications. All key personnel changes are subject to the written concurrence of the Procurement Officer prior to any billable work being performed.

27. SUBCONTRACTORS

27.1. The Contractor may subcontract to third party vendors to meet requirements as set forth in this solicitation.

A third party vendor is defined as being completely owned and operated separately from the Contractor.

Offerors are encouraged to utilize subcontractors that are small, women-owned and/or minority owned business enterprises.

27.2. The Contractor shall not enter into any Subcontract under this Contract for the performance of this contract without the advance written approval of the Department Contract Representative or the Procurement Officer. The Contractor shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this Contract. All Subcontractors shall be licensed in accordance with the State of Arizona contractor licensing requirements and must meet the licensing requirements set forth in this solicitation.

27.3. The Contractor shall notify the Department of change of subcontractor(s), supply new references and copies of any appropriate licenses. The Department will permit no other subcontractors without prior approval.

28. USAGE REPORTS

28.1. 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 10. Usage reports shall be submitted to the Procurement Officer no later than 30 days after the end of each quarter.

28.2. Usage report quarters shall be defined as follows:

28.2.1. January through March – Report due April 30

28.2.2. April through June – Report due July 30

28.2.3. July through September – Report due October 30

28.2.4. October through December – Report due January 30

EXHIBIT 1

Title VI/Non-Discrimination Assurances

Appendix A

During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows:

1. Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, the Federal Highway Administration, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

2. Non-discrimination: The contractor, with regard to the work performance by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21.

3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and Regulations relative to Non-discrimination on the grounds of race, color, or national origin.

4. Information and Reports: The contractor will provide all information and reports required by the Acts, the

Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the Federal Highway Administration to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the Federal Highway Administration, as appropriate, and will set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non-discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the Federal Highway Administration, may determine to be appropriate, including, but not limited to:

a. withholding payments…