CTR063442 Contract Documents Gannett.pdf

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Attachment 12: Pricing

Solicitation No. BPM004938 Legal, Classified and Web Based Recruitment

Advertisement

Arizona Department of Administration State Procurement Office

100 N 15th Avenue Phoenix, AZ 85007

Company Name:

Instructions: Provide pricing as requested below. Responses of “N/A” or “Not Applicable are not acceptable.

Categories: Indicate categories Offeror is proposing service for and then complete applicable pricing section for the category chosen.

Newspaper Legal Advertising

Newspaper and Newsprint Publication Classified Advertising

Web Based Recruitment Advertising

Newspaper Legal Advertising Category Pricing Instructions: Pricing to be provided Per Column Inch (PCI)

Weekday In Column Legal Advertisement $ Sunday in Column Legal Advertisement $

Newspaper Legal and Classified Advertising Category Pricing Per Column Inch (PCI) Per Line Per Day

Weekday in column Legal

Saturday in Column Legal

Sunday in Column Legal

Weekday in Column Classified

Weekday Display Ad Classified

Saturday In Column Classified

Saturday Display Ad Classified

Sunday in Column Classified

Sunday Display Ad Classified

Multi Day Placements Monday – Friday Legal Advertisements

2 – 6 Days $ $ 7-13 Days $ $ 14 – 27 Days $ $ 28+ Days $ $

Arizona Republic BEST AND FINAL

Contractor Name:

Extras

Bold Face Font $ $ Bold Border $ $

If Ads will appear at a specific web site, list address:

Repeat in column Ad Online without link to website/email

Free or $ $

Repeat in Column Ad Online with

Repeat Display Ad Online without

Arizona Republic

Contractor Name:

Web Based Recruitment Advertising Instructions: Provide pricing for Web Job Posting for the following quantities. The table can be modified and more quantities can be added.

Pricing Table #1:

Staff Size Number Submitted Amount for Each

1-2 Per Week

3-4 Per Week

5-6 Per Week

7-10 Per Week

Pricing Table #2:

Other Services:

Insert a line with a description of the service and the cost, specify a quantity.

QTY Description Cost Unit of Measure

Newspaper Lega l Advertising: x

Newspaper and Newspr nt Publicat i on Class fied Advertising: x

Web Based Recruitment Advertising: x fill_5: 91.57 fill_7: 115.08 fill_10: 91.57 fill_11: 6.54 fill_12: 103.22 fill_13: 7.37 fill_15: 115.08 fill_16: 8.22 fill_17: 101.64 fill_18: 7.26 fill_19: 154.56 fill_20: 11.04 fill_21: 207.59 fill_22: 14.82 fill_23: 207.59 fill_24: 14.82 fill_25: 207.59 fill_26: 14.82 fill_27: 207.59 fill_28: 14.82 fill_32: 86.66 fill_33: 6.19 fill_35: 81.06 fill_36: 5.79 fill_38: 77.70 fill_39: 5.55 fill_41: 67.06 fill_42: 4.79 fill_8: no additional charge fill_9: no additional charge

If Ads will appear at a specific web site list address: www.azccentral.com undefined: Off

Free or:

fill_11_2: do not offer anymore undefined_2: Off

Free or_2:

fill_13_2: do not offer anymore undefined_3: Off

Free or_3:

fill_15_2: do not offer anymore

Staff S zeRow1: does not apply

Amount for Each12 Per Week: $249/week

Staff S zeRow2: does not apply

Amount for Each34 Per Week: $150/week

Staff S zeRow3: does not apply

Amount for Each56 Per Week: $120/week

Staff S zeRow4: does not apply

Amount for Each710 Per Week: $120/week

Staff S zeRow5: does not apply

Amount for EachRow5: $110/ week

Staff S zeRow6: does not apply

Amount for EachRow6: $105/week

QTYRow1:

Descr ptionRow1:

CostRow1:

Unit of MeasureRow1:

Company Name: Arizona Republic

710 Per WeekRow2: 15-19 week

710 Per WeekRow1: 10-14 per week

Request for Proposal

Solicitation Attachment – Offer and Acceptance | Revision No. 1 | Revised 08-22

Attachment 1: Offer and Acceptance Form SUBMISSION OF OFFER: The Undersigned hereby offers and agrees to provide Legal, Classified and Web Based Recruitment Advertisement, in compliance with all terms, conditions, specifications, and amendments in the Solicitation and any written exceptions in the Offer indicated by the latest dated version below:

Initial Offer:

Date Signature

Revised Offers:

Date Signature Date Signature

Date Signature Date Signature

Best and Final Offer:

Date Signature

Company Name Signature of Person Authorized to Sign Offer

Address Print Name and Title

City, State, ZIP Contact Name and Title

CERTIFICATION: By signature in the above, Offeror certifies that it: Contact Email Address Contact Phone Number

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

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

3. Complies with A.R.S. § 18-132 when offering electronics or information technology products, services, or maintenance;

4. Has submitted this Offer as a firm offer for 180 days following the Solicitation due date and time. After 180 days, the Offer will remain open unless revoked by Offeror via written withdrawal of Offeror’s proposal in accordance with the Arizona Procurement Code;

5. Did not and will not involve collusion or other anti-competitive practices; and

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

ACCEPTANCE OF OFFER

The Offer is hereby accepted.

The Contractor is now bound to sell the materials or services listed by the attached contract and based upon the solicitation, including all terms, conditions, specifications, amendments, etc., and the Contractor’s Offer as accepted by the State.

The Contract shall henceforth be referred to as Contract No.

The effective date of the Contract is The Contractor is cautioned not to commence any billable work or to provide any material or service under this contract until Contractor receives purchase order, contract release document or written notice to proceed.

State of Arizona Awarded this day of 20

Procurement Officer signature tmondloch

Stamp tmondloch

Stamp

Initial Offer: 10/24/22

DateRevised Offers:

DateRevised Offers_2:

DateRevised Offers_3:

DateBest and Final Offer: 10/10/2022

Print Name and Title:

Contact Name and Title: Tara Hamm Director

Offeror Name: Arizona Republic

Company Address: 200 E Van Buren St

Email Address: thamm@gannett.com

Contact Phone Number: Director

Date:

Contract Number: CTR063442

Effective Date: December 15, 2022

Number of Day: 9th

Month: December

City, State, Zip: Phoenix, AZ 85004

FY22: 22

2022-12-09T11:25:55-0700

Teena Ziegler

CONTRACT AWARD

ARIZONA REPUBLIC/GANNETT

CTR063442

Notice Page

Solicitation Requirements (rev 12/21) Page 1

CONTRACT AWARD CTR063442

Solicitation Number: BPM004938

Description: Legal, Classified and Web Based Recruitment

Solicitation Due Date and Time: As indicated in APP

Name of Contractor: Arizona Republic aka Gannett

Proposals will only be accepted online in “The State’s e-Procurement System” at https://app.az.gov until the “Bid/Offer Due Date” indicated in “The State’s e-Procurement System” for the Solicitation No. shown at the top of this page. Proposals must be in the State Procurement Office’s possession online no later than that deadline.

Submit technical inquiries about navigating and/or submitting proposals in the State’s e-Procurement System to the State’s e-Procurement System Help Desk by phone at (602) 542-7600, option 2; or by email to app@azdoa.gov

LATE PROPOSALS WILL NOT BE CONSIDERED. No extension or grace period will be given for delays or incomplete proposals caused by internet connectivity problems, file uploading difficulties, or misunderstanding of the requirements or procedures for online submission in “The State’s e- Procurement System”.

It is the responsibility of the supplier/offeror to routinely check the APP website for Solicitation Amendments. Additional instructions for preparing an Offer are included in this solicitation.

Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the Solicitation contact person. Requests shall be made as early as possible to allow time to arrange for the accommodation.

https://app.az.gov/ mailto:app@azdoa.gov

Table of Contents

CONTRACT AWARD CTR063442

Advertising - Statewide

Solicitation Requirements (rev 12/21) Page 2

Notice Page

Table of Contents

Solicitation Summary 3

Scope of Work 5

Pricing Document 10

Special Terms and Conditions 15

Uniform Terms and Conditions 53

Exhibit A 64

Note: Wrong date was put in on Best and Final, however, I will allow the date of October 10 instead of November 10 to exist on paper. I have the support from emails informing the Offeror to put the date of November 10th not October 10th. APP was not working in our favor for this solicitation.

Solicitation Summary

CONTRACT AWARD #CTR063442

Solicitation Requirements (rev 12/21) Page 3

1. What the State is Soliciting?

The Arizona Department of Administration, State Procurement Office (the State), as authorized under A.R.S. § 41-2501 is seeking to establish one or more “statewide” contracts to provide Legal, Classified and Web Based Recruitment Advertising. The contract is Statewide and includes cooperative members which is 1,411 current members, to include cities, counties, non profits and schools.

This solicitation is meant to attract a wide variety of suppliers. One section is for newspapers and the second section is for web-based solutions. Offerors do not have to respond to both sections.

The State anticipates awarding contract(s) with the intent to secure service coverage statewide. Whether or not it actually enters into any contracts, how many contracts it enters into, and how the work is awarded between those contracts are all at the State’s discretion. Furthermore, the State will use any awarded contracts on an as-needed basis, with no guarantee as to its actual spending under them.

The State reserves the right to accept any item or combination of items specified in the solicitation, unless the Offeror expressly restricts an item or combination of items in its Proposal, and conditions its response on receiving all items for which it provided a proposal. In the event of such restriction, the State will evaluate if an award on such basis will result with the best value and in the best interest for the State. The State may otherwise determine at its sole discretion that such restriction is non-responsive and deem the Offeror ineligible for further evaluation.

2. What is in the Solicitation?

2.1. At the time of publication, the following documents are included in the Solicitation:

2.1.1. Attachment: BPM004938 Solicitation Requirements

2.1.1.1. Notice / Cover Page

2.1.1.2. Table of Contents

2.1.1.3. Solicitation Summary

2.1.1.4. Scope of Work

2.1.1.5. Special Terms and Conditions

2.1.1.6. Uniform Terms and Conditions

2.1.1.7. Exhibit A

2.1.2. Attachment: BPM004938 Solicitation Instructions

2.1.2.1. Special Instructions to Offerors

2.1.2.2. Uniform Instructions to Offerors

2.1.3. Solicitation Attachments

Attachment 1 Offer and Acceptance Attachment 2 Boycott of Israel Disclosure Attachment 3 Forced Labor of Ethnic Uyghurs Ban

CONTRACT AWARD #CTR063442

Solicitation Requirements (rev 12/21) Page 4

Attachment 4 Confidential Information Designation Attachment 5 Conformance Statements Attachment 6 Key Personnel Attachment 6a Letter of Insurability Attachment 7 Organization Profile Attachment 8 Subcontractors Attachment 9 Experience and Capacity Questionnaire Attachment 10 References Attachment 11 Method of Approach Attachment 12 Pricing

2.2. The State may issue a Solicitation Amendment at any time after solicitation publication, and before the proposal due date. It is the responsibility of the supplier/offeror to routinely check the APP website for any Solicitation Amendments and revised documents.

Scope of Work Contract Award #CTR063442

Arizona Republic/Gannett

Solicitation Requirements (rev 12/21) Page 5

1. Purpose and Background

1.1. The purpose of this solicitation is to seek Contractors to provide Newspaper Legal and Classified Advertising and Web Based Recruitment Advertising for eligible Agencies, Co-operatives and the State of Arizona. This will be a multiple award and have a term of being renewed for up to a period of sixty months.

1.2. Background

1.2.1 Legal and Classified Advertising

1.2.1 (a) The State requires coverage in all geographic locations to meet various statutory requirements. The State intends to award to a Statewide newspaper for Legal and Classified Publications and individual local Newspapers to reach the appropriate target audiences.

1.2.1 (b) The following is a list of Statutory Requirements for publication. This list is not comprehensive, but demonstrates the various requirements.

(b)i Bid Solicitations in accordance with A.R.S § 41-2533.

(b)ii Disposition of Real Property in accordance with A.R.S. § 37-803.

(b)iii Child Safety Services in accordance with A.R.S. Title 8.

1.2.2 Web-Based Recruitment Advertising

1.2.2 (a) The state of Arizona is the largest employer with approximately 36,907 employees in the State. We hire approximately 5,651 annually, but that number is more of a result of the effect of the Pandemic. Pre-pandemic years, the state was approximately 7,500 a year. Please see Attachment A for numbers for the past five years.

Typically, the State will post approximately 1025 jobs per month. Attracting highly qualified new employees for those positions is critical to State operations.

1.2.2 (b) The State has a wide range of job types across many industry classifications. We have jobs for doctors, engineers, accountants, information technology professionals, plumbers, maintenance workers, and police offers as well as administrative and clerical support staff. This diversity requires us to reach many niche markets. For classified advertisements, the State is encouraging applications to include vendors who target specific markets or do not publish primarily in English.

1.2.2 (c) Our jobs are located throughout Arizona. Roughly 50% of our jobs are in the Phoenix metropolitan area, 30% in the Tucson metropolitan area, and 20% scattered throughout Arizona’s 13 non-metropolitan counties.

Approximately 25% of the positions are remote/telework or have the ability for flex work locations.

1.2.2 (d) This section of the RFP centers on advertisement of job openings and other value added services that can be used to support the cycle of advertisement. For example, ad hoc reporting for the number of clicks to the announcement or the geographical areas it was published, how many similar openings it was competing against or the type of audience the advertisement was directed toward, or the ability to translate in another language.

Solicitation Requirements (rev 12/21) Page 6

1.2.2 (e) The State of Arizona Administration Office currently has a contract with “Page Up” that provides for applicant tracking and a job board. The State has two job boards, one for State employees only and one for the general public. This solicitation is concerned with the job board for the general public and can be viewed at www.azstatejobs.gov. All agencies use the services provided by “Page Up.” Offerors are expected to work through Page Up to perform the technical side of the services offered. Page Up has integration setups’ with numerous job boards. To view the range of partners with PageUp see www.pageuppeople.com/marketplace.

1.2.3 (f) Any quantities referenced herein are considered estimates only and the state reserves the right to increase or decrease any quantities required during the term of any resultant contract. No commitment of any kind is made concerning quantities.

1.2.3(g) This solicitation is meant to attract a wide variety of suppliers. One section is for newspapers and the second section is for web based solutions. Offerors do not have to respond to both sections.

2.0 Technical Requirements

2.1 Print and publish all advertising notices received in accordance with instructions from the user.

2.2 Contractor will state type font for advertisement in response.

2.3 Variance type size shall not be greater than 5% over or under the specified size range submitted by contractor in paragraph 2.2.

2.4 Continuous wrap for text must be applied in all publication and advertising matter.

2.1 Submission of Information

2.1.1 Most advertisements will be provided electronically. Contractors without this capability may be considered non-responsive and not eligible for award consideration.

2.1.2 Some of the materials may be furnished to the contractor in hard copy; computer tape, disc, camera-ready from computer print-out.

2.1.3 Not disregarding paragraphs 2.1 – 2.3 (above) the using Agency placing the advertisement may change the requirements for a specific advertisement and order any size print or text set -up required.

3.0 Scope of Services

3.1 Newspaper Legal and Classified Advertising

3.1.1(a) Newspapers shall meet all requirements stated in A.R.S. §39-201 et al. This includes being published in the State of Arizona on a set schedule; daily; multiple publications during the week; or weekly, regularly issued for dissemination of news or a general and public character and shall be a newspaper of general circulation.

3.1.1(b) The newspaper shall be from a known office of publication and shall bear dates of issue and be numbered consecutively. It shall not be designed primarily for advertising, free circulation or circulation at http://www.azstatejobs.gov/ http://www.pageuppeople.com/marketplace

Solicitation Requirements (rev 12/21) Page 7 nominal rates, but shall have a bona fide list of paying subscribers and have been admitted under federal law second-class matter in the United States mails for at least one year.

3.1.1.(c) Shall be a paid publication, printed in English

3.1.1(d) Have demonstrated experience publishing and verifying Legal Advertisements and produce Affidavits of publication.

3.1.1(e) Advertising Placement: Legal advertisements will be published in the appropriate section of the newspaper under heading of Legal Advertisement.

3.1.1(f) Rates for Legal Advertisements shall be based on the contract rate.

3.1.1(g) Verification of Publication

(g) i. The Contractor shall furnish to the using agency, without additional cost, to the State, a copy of the legal advertisement and an affidavit of publication, within 10 days of publication, covering each legal publication published.

(g) ii. Include a copy of the actual Legal Advertisement “Tear Sheets” verifying publication and specifying the actual run date(s) thereof shall accompany each billing invoice.

(g) iii. Such proof shall be received by the using agency no later than ten

(10) days after publication.

3.1.2 Newspaper Classified Advertising

3.1.2(a) Newspaper or newspapers shall meet all requirements stated in A.R.S. 39-201 et al. This includes being published in the State of Arizona on a set schedule: daily;

multiple publications during the week; or weekly, regularly issued for dissemination of news of a general and public character and shall be a newspaper of general circulation.

3.1.2.(b) The newspaper shall be from a known office of publication and shall bear dates of issue and be numbered consecutively. It shall not be designed primarily for advertising, free circulation or circulation at nominal rates, but shall have a bona fide list of paying subscribers and have been admitted under federal law as second-class matter in the United States mails for at least one year.

3.1.2(c) Advertising Placement: Classified advertisements will be published in the appropriate section of the newspaper under heading of classified and in the appropriate sub heading, or as requested in order.

3.1.2(d) Rates for Classified Advertisements shall be based on the contract rate.

3.1.2 (e) Verification of Publication

(e) i. Offeror will describe their process for verification of publication and specifying the actual run date(s) thereof shall accompany each billing invoice.

(e) ii. Invoice with accompanying information shall be received by the using Agency no later than ten (10) days after publication.

(e) iii. Include a copy of the actual Classified Advertisement “Tear Sheets” if available.

Solicitation Requirements (rev 12/21) Page 8

3.2 Web Based recruitment Advertising

3.2.1 The vendor will provide a state or national job board that can work through the State’s applicant tracking system which is called, “Page Up.” Solutions must be a web based solution. The State Administrative Office is the main representative for the smaller agency units. Please see Exhibit A for listing of all agencies.

3.2.2 Rates for Web-based Advertisements shall be submitted through APP Tab F An additional Price Page is provided for other value added services. . (See Attachment 12 for the pricing sheet description.)

3.2.3 The Contractor can provide a variety of services and functions, but all must provide them on an on line advertising services. This contract will be awarded to multiple vendors and the web based offerors are not required to offer newspaper services. This is a standalone section that does not require a newspaper affiliation. Please provide a good description of any service offered that is an option. The price sheet does ask for a flat rate for each submittal. Please use Attachment 12 to describe what basic functions apply to each submittal. Do not allow a description for service to go beyond one 8.5 x 11 sheet of paper.

3.24 Ideally, solutions will be able to offer:

Post Job Openings on their Job Board/or provide a link to the Agency posting. (Please refer to paragraph 1.2.2 (e) where Page Up is mentioned.

Provide Agency unlimited and full-view access to Contractor’s resume database to conduct a search of the contractor’s existing resume. Unlimited and full-view access means the ability to view candidate contact information and have the ability to engage with the candidate.

Provide flexible options for a variety of job postings Provide access to a variety of reports related to the job postings.

Provide multiple role capabilities that allow easy access for all users.

Provide social recruiting capabilities for example, Facebook, Twitter.

Compatible across platforms, browsers, devices, operating systems especially IE and

Chrome.

Compatible with Google email, Google Suite and MS office work tools.

Ad hoc reporting features that describe the viewer action.

Data quality tools such as address verification.

Ability to provide a convenient, easy notification process for receipt of a response to a posting.

Automatic remove or add job postings.

Provide good feedback to the viewer for technical support.

Offer market research about the job market.

Solicitation Requirements (rev 12/21) Page 9

Statements shall infer any service offered that is not mentioned, but is meant to promote job announcements.

4.0 Data

State will own all submissions for job postings.

Pricing Document

Solicitation Requirements (rev 12/21) Page 10

1. Compensation method

Contractor will be compensated based on the final detailed written quote approved by the Customer and this will be a firm-fixed price. The firm-fixed price is the amount or amounts shown or scheduled as such in Attachment 12 to this solicitation and submitted in APP under Tab F.

There are two sections for pricing. Newspapers is one area and Web Based Recruitment is the second area. It is not a requirement to respond to both sections. Pricing is both in units of measure that is “each” and in groups. The Attachment 12 is the official Pricing sheet and will need to be uploaded into App. Each section has the ability to add price items. A blank Pricing Sheet will be included to add more information. Offerors are encouraged to offer pricing that takes into account the size of staff at the agency. In APP go into Tab F and place only a $1.00 to allow the system to recognize a required step in APP. Remember to upload the Pricing Sheet.

2. Pricing

2.1. Contractor’s Best Pricing. Supplier warrants that, for the term of the Contract, the prices and discounts set out in the APP Items (F) tab OR Attachments titled Pricing, including any subsequent agreed amendment to it (the “Contract Pricing”), will be equal to or better than the lowest prices and largest discounts, both separately and in combination, at which Contractor sells equivalent services, items of equipment and materials.

2.1.1. That price-plus-discount equivalence (“Contractor’s Best Pricing”) is intended to be irrespective of whether or not those other sales have special purchase terms, conditions, rebates or allowances.

2.1.2. If Contractor’s Best Pricing for equivalent services, items of equipment and materials is better than the Contract Pricing, then Contractor agrees to adjust the Contract Pricing to match the Contractor’s Best Pricing for all sales related to the Contractor made after the date when the Contractor’s Best Pricing was first better than the Contract Pricing.

2.1.3. For clarification of intent, that date is intended to be the date when the difference first occurred, which might have been before the difference was first identified. If it was before, then Supplier agrees to charge at less than the Contract Pricing until the extended difference that would have been realized (i.e., if the Contractor’s Best Pricing had been applied when it should have been) has been settled.

2.2. Pricing is all-inclusive, including any ancillary fees and costs required to accomplish the Scope of Work and all aspects of Contractor’s offer as accepted by State. Details of service not explicitly stated in the Scope of Work or in Contractor’s Offer, but necessarily a part of, Solicitation Requirements (rev 12/21) Page 11 are deemed to be understood by Contractor and included herein. All administrative, reporting, or other requirements, all overhead costs and profit and any other costs toward the accomplishment of the requirements in the Contract are included in the pricing provided.

2.3. Price Increase. The State may review a fully documented request for a price increase. The requested increase shall be in writing and be based upon a cost increase to the contractor that was clearly unpredictable at the time of the offer and is directly correlated to the price of the product concerned. Contractor must provide conclusive evidence of a need for any price increases such as being substantiated by the Producer Price Index, Consumer Price Index, or similar pricing guide.

2.3.1. Initial Contract prices will be honored for one year after award of Contract.

2.3.2. All written requests for price adjustments made by the contractor shall be initiated thirty (30) days in advance of any desired price increase to allow the State sufficient time to make a fair and equitable determination to any such requests.

This may be waived upon proper documentation demonstrating the urgency of the request.

2.3.3. All price adjustments will be implemented by a formal contract amendment. State shall determine whether the requested price increase or an alternate option is in the best interest of State.

2.4. Price Reductions. Price reductions shall be immediately passed along to State and may be submitted in writing to State for consideration at any time during the Contract period.

The contractor shall offer State a price reduction on the Contract product(s) concurrent with a published price reduction made to other customers. The State at its own discretion may accept a price reduction. The price reduction request shall be in writing and include documentation showing the actual reduction of cost. Sales promotions requests shall include difference in pricing, begin, and end date of promotion along with the products covered.

2.5. Additional Charges. Any charges or fees not delineated in the Contract may not be added, billed, or invoiced under the Contract.

2.6. Travel. Contractor shall get written approval prior to any travel under the Contract in which reimbursement of expenses will be requested. Contractor will be reimbursed for actual expenses incurred in accordance with the current rates specified in the State's Travel Policy. Contractor shall itemize all per diem and lodging charges. State Travel Policy, including State rates, may be located at https://gao.az.gov/travel. The Eligible Entity / Customer shall reject any claim for travel reimbursement without prior written approval.

https://gao.az.gov/travel https://gao.az.gov/travel

Solicitation Requirements (rev 12/21) Page 12

3. Funding

No particular funding considerations apart from paragraph 4.4 [Availability of Funds for the Next State fiscal year] and 4.5 [Availability of Funds for the current State fiscal year] of the Uniform Terms and Conditions have been identified as of the Solicitation date.

4. Invoicing

4.1. Invoices go to buying entity. Contractor shall submit all billing notices or invoices to the ordering Eligible Entity/Customer (e.g. Eligible Agency or Co-Op Buyer) at the address indicated on the applicable Order document or by utilizing the Buying Entity’s purchasing tool/process.

4.2. Minimum Invoice Requirements. Every invoice must include the following information:

4.2.1. Bill-to name and address

4.2.2. Contractor name and contact information

4.2.3. Remit-to address

4.2.4. Invoice number and date

4.2.5. State contract number

4.2.6. Order number (APP PO number)

4.2.7. Date the services performed

4.2.8. Applicable payment terms

4.2.9. Material or Service description (Itemized)

4.2.10. Quantity delivered or performed

4.2.11. Line item unit of measure

4.2.12. Item price

4.2.13. Extended pricing

4.2.14. Taxes (as a separate invoice line item)

4.2.15. Mailing fees (if applicable)

4.2.16. Total invoice amount due

4.3. No Invoice Without Authorization. Contractor shall not seek payment for any:

4.3.1. Materials or Services that have not been authorized on an acknowledged Order;

4.3.2. Expediting, overtime, premiums, or upcharges absent State’s express prior approval; or

4.3.3. Materials or Services that are the subject of a Contract Amendment that has not been fully signed.

Solicitation Requirements (rev 12/21) Page 13

4.4. Submitting Invoices. Contractor shall submit an invoice to the ordering Eligible Agency or Co‑Op Buyer using the form and/or process provided or required by the ordering Eligible Entity/Customer (Eligible Agency or Co-Op Buyer). Every invoice must be signed by Contractor’s authorized representative and accompanied by all supporting information and documentation required by the Contract and applicable laws.

4.5. Defective Invoices. Without prejudice to its other rights under the Contract or further obligation to Contractor, the ordering Eligible Entity/Customer (Eligible Agency or Co-Op Buyer) may, at its discretion, reject any materially defective invoice.

4.5.1. The ordering Authorize Entity/Customer (Eligible Agency or Co-Op Buyer) shall notify the Contractor within 5 (five) business days after receipt if it determines an invoice to be materially defective.

4.5.2. Invoices will be deemed automatically rejected upon delivery if they:

4.5.2.1. are sent to an incorrect address;

4.5.2.2. do not reference the correct State contract or APP Order number; or

4.5.2.3. are payable to any Person other than the Contractor.

4.5.3. The ordering Eligible Entity/Customer (Eligible Agency or Co-Op Buyer) will have no obligation to pay against a defective invoice unless and until Contractor has re-submitted it free of defects.

5. Payments

5.1. Payment. The applicable Eligible Agency or Co-Op Buyer shall pay undisputed amounts due to Contractor within the time period specified in Section 4.0 Costs and Payments of the Uniform Terms and Conditions

5.2. Joint checks or direct pay. Applicable Eligible Agency or Co-Op Buyer may, but is under no obligation to, pay by joint check or to pay directly to any Subcontractor or other creditor to whom any portion of Contractor’s requested payment is owed.

5.3. Recovery of overpayment. If applicable, Eligible Agency or Co-Op Buyer determines that an over-payment has been made to Contractor on any prior invoice, it shall inform Contractor of the amount and date of the overpayment and may deduct the overpaid amount from amounts then or thereafter due to Contractor.

5.4. Payment to subcontractors. Contractor shall make payment of all undisputed amounts due to Subcontractors within thirty (30) days of receipt of funds from applicable Eligible Agency or Co-Op Buyer applicable to their services.

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5.5. Purchasing card. Applicable Eligible Agency or Co-Op Buyer may pay invoices for some or all Orders using a purchasing card. Any and all fees related to payment using a Purchasing Card are the responsibility of the Contractor. Unless otherwise stated in the Contract there will be no additional fees or increase in prices associated with this method of payment.

5.6. Automated clearing house. Applicable Eligible Agency or Co-Op Buyer may pay invoices for some or all Orders through an Automated Clearing House (ACH). In order to receive payments in this manner from Eligible Agencies, the Contractor must complete an ACH Vendor Authorization Form (form GAO-618) within 30 (thirty) days after the effective date of the Contract. The form is available online at: https://gao.az.gov/afis/vendor-information https://gao.az.gov/afis/vendor-information https://gao.az.gov/afis/vendor-information

Special Terms and Conditions

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1. Definition of Terms: As used in the Contract, the terms listed below are defined as follows:

1.1. Acceptance: The document titled “Offer and Acceptance Form” bearing the State contract number once Procurement Officer has signed it to signify (1) State’s formal acceptance of the Accepted Offer and (2) the formation of the Contract. For clarity of intent, the foregoing is not to be confused with the term “acceptance” used throughout the Contract in the context of delivery, inspection, etc., with respect to Materials or Services.

1.2. Accepted Offer:

1.2.1. If State did not request a Revised Offer, then “Accepted Offer” means the Initial Offer.

1.2.2. If State requested a Revised Offer but not a Best and Final Offer, then “Accepted Offer” means the latest Revised Offer.

1.2.3. If State requested a Best and Final Offer, then “Accepted Offer” means the Best and Final Offer.

1.3. Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) and Arizona Administrative Code (A.A.C.) are each defined in the Instructions to Offerors.

1.4. Arizona Transaction Privilege Tax (TPT): For information, refer to the Arizona Department of Revenue (DOR) website at: https://www.azdor.gov/business/transactionprivilegetax.aspx

1.5. Attachment. Any item that:

1.5.1. The Solicitation required Offeror to submit as part of the Offer (e.g., Initial Offer, Revised Offer, or Best and Final Offer);

1.5.2. Was attached to an Offer when submitted; and

1.5.3. Was included in the Accepted Offer.

1.6. Pricing Document. Section Pricing Document of the Solicitation Requirements document of the Solicitation Documents, provided that, if there is no such Section in the Contract, then “Pricing Document” is to be construed as referring to whatever item in the Contract contains the contracted pricing and payment provisions.

1.7. Contract Amendment. A document signed by the Procurement Officer that has been issued for the purpose of making changes to the Contract after execution.

1.8. Contract Terms and Conditions. The Special Terms and Conditions and the Uniform Terms and Conditions taken collectively.

https://www.azdor.gov/business/transactionprivilegetax.aspx

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1.9. Contractor. The Person identified on the Accepted Offer who has entered into the Contract with the State.

1.10. Contractor Indemnitor. Contractor or any of its owners, officers, directors, agents, employees, or Subcontractors.

1.11. Co-Op Buyer. A member of the State Purchasing Cooperative that has entered into a “Cooperative Purchasing Agreement” with the Arizona Department of Administration State Procurement Office under A.R.S. §41-2632. Unless there is an applicable Cooperative Purchasing Agreement in effect at the time, a State Purchasing Cooperative member cannot be a Co-Op Buyer. For reference, “Co-Op Buyer” is to be construed as encompassing an “eligible procurement unit” under A.A.C. R2-7-101(23).

NOTE: Membership in the State Purchasing Cooperative is open to all Arizona political subdivisions, including cities, counties, school districts, and special districts. Membership is also available to non-profit organizations, other state governments, the federal government and tribal nations. For reference, “non-profit organizations” are defined in A.R.S. § 41- 2631(4) as any nonprofit corporation as designated by the IRS under Section 501(c)(3) through 501(c)(6) of the tax code.

1.12. Eligible Agency.

1.12.1. If the Special Terms and Conditions indicate that the Contract is a “single-agency” contract, then “Eligible Agency” means the particular State of Arizona agency, university, commission, or board identified therein.

1.12.2. If the Special Terms and Conditions indicate that the Contract is a “statewide” contract, then “Eligible Agency” means any State of Arizona department, agency, university, commission, or board.

1.12.3. If the Special Terms and Conditions indicate that the Contract is a “statewide” and “cooperative” contract, then “Eligible Agency” means any State of Arizona department, agency, university, commission, board or any Co-Op Buyer.

1.13. Indemnified Basic Claims. “Indemnified Basic Claims” means any and all claims, actions, liabilities, damages, losses, or expenses, including court costs, attorneys’ fees, costs of claim processing, investigation and litigation for bodily injury or personal injury, including death, or loss or damage to any real or tangible or intangible personal property, collectively.

1.14. Instructions to Offerors. “Instructions to Offerors” means the Solicitation Instructions document of the Solicitation.

1.15. Order. The instrument by which the State authorizes a Contractor to perform some or all of the Work. Whether the Contract will have one Order or many Orders depends on the scope

Solicitation Requirements (rev 12/21) Page 17 of the Contract and how the State will use it. The Special Terms and Conditions provide that information. Any of the following are construed as being an “Order”:

1.15.1. “Release” or “Release Purchase Order: in The State’s e-Procurement System;

1.15.2. “task order,” “service order,” or “job order” when a Release Purchase Order for Services has already been created in The State’s e-Procurement System; or

1.15.3. “purchase order” for buying by Co-Op Buyers, if co-op buying applies

1.16. The State’s e-Procurement System. The State’s official electronic procurement system, established pursuant to A.A.C. R2-7-201 as set forth in the Arizona Department of Administration State Procurement Office policy document Technical Bulletin No. 020, The State’s e-Procurement System–The Official State eProcurement System. Technical Bulletin No. 020 is available online at:

https://spo.az.gov/sites/default/files/documents/files/TB_020_APP_20181024.pdf

1.17. State. With respect to the Contract generally, “State” means the State of Arizona and its department, agency, university, commission, or board that has executed the Contract. With respect to administration or rights, remedies, obligations and duties under the Contract for a given Order, “State” means each Eligible Agency or Co-Op Buyer who has issued the Order.

1.18. State Indemnitees. Collectively, the State of Arizona, its departments, agencies, universities, commissions, and boards and, and their respective officers, agents, and employees.

1.19. Subcontractor. A.R.S. §41-2503(38), which, for convenience of reference only, is “… a person who contracts to perform Work or render service to … [C]ontractor or to another [S]ubcontractor as a part of a contract with a state governmental unit . . .” The Contract is to be construed as “a contract with a state governmental unit” for purposes of the definition. For clarity of intent, a Person carrying out any element of the Work is a Subcontractor from the moment they first carry out that element of the Work regardless of whether or not a Subcontract exists then or subsequently.

1.20. Work. The totality of the Materials and the Services and all the acts of administration, creation, production, and performance necessary to fulfill and incidental to fulfilling all of Contractor's obligations and duties under the Contract in conformance with the Contract and applicable laws.

2. Contract Interpretations

2.1. Usage. Where the Contract:

2.1.1. assigns obligations to Contractor, any reference to “Contractor” is to be construed to be a reference to the Contractor and all Subcontractors, whether they are first-

Solicitation Requirements (rev 12/21) Page 18 tier subcontractors, sub-subcontractors, suppliers, sub-suppliers, consultants, or sub-consultants, as well as all of Contractor’s and the Subcontractor’s respective agents, representatives, and employees in every instance unless the context plainly requires that it is a reference only to Contractor as apart from Subcontractors.

2.1.2. uses the permissive “may” with respect to a party’s actions, determinations, etc., the terms is to be interpreted as in A.A.C. R2-7-101(31) [Definitions]. For clarity of intent, any right given to State using “State may” or a like construction denotes discretion and freedom to act so far as any regulatory or operative constraints permit in the relevant circumstances, provided that: (a) where written “may, at its discretion,” the discretion extends to whatever is most advantageous to State; and

(b) where written only as “may,” the discretion is constrained by 1. what is fair, reasonable, and as accommodating of the respective best interests of both parties as practicable under the circumstances;

2.1.3. uses the imperative “shall” with respect to a party’s actions, duties, etc., the term is to be interpreted as in A.A.C. R2-7-101(43) [Definitions]. Conversely, the phrase “shall not” is to be interpreted as an imperative prohibition.

2.1.4. uses the term “must” with respect to a requirement, criterion, etc., the term is to be interpreted as conveying compulsion or strict necessity, and is to be read as though written “must, if [the subject] is to be entitled to have [the object] considered or credited as being compliant with, conforming to, or satisfying [the requirement, criterion, constraint, etc.], otherwise, [the object] will be considered or debited as being non-compliant, non-conforming, or unsatisfactory for its Contract-related purposes” in every instance;

2.1.5. uses the term “might” with respect to an event, outcome, action, etc., the term is to be interpreted as conveying contingency or non-discretionary conditionality; and

2.1.6. uses the term “will” or the phrases “is to be” or “are to be” with respect to an event, outcome, action, etc., the term or phrase is to be interpreted as conveying such certainty or imperativeness that “shall” is either unnecessary or irrelevant in that instance.

2.2. Contract Order of Precedence

2.2.1. Complementary Documents. All of the documents forming the Contract are complementary. If certain work, requirements, obligations, or duties are set out only in one but not in another, Contractor shall carry out the Work as though the relevant Work, requirements, obligations, or duties had been fully described in all, consistent with the other documents forming the Contract and as is reasonably inferable from them as being necessary to produce complete results.

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2.2.2. Conflicts. In case of any inconsistency, conflict, or ambiguity among the documents forming the Contract and their provisions, they are to prevail in the following order, descending from most dominate to most subordinate, provided that, among categories of documents or provisions having the same rank, the document or provision with the latest date prevails. Information being identified in one document but not in another is not to be considered a conflict or inconsistency.

2.2.2.1. Contract Amendments;

2.2.2.2. The final Solicitation Documents, in the following order:

(1) Special Terms and Conditions;

(2) Exhibits to the Special Terms and Conditions;

(3) Uniform Terms and Conditions;

(4) Scope of Work;

(5) Exhibits to the Scope of Work;

(6) Pricing Document;

(7) Exhibits to the Pricing Document;

(8) Specifications; and

(9) Any other documents referenced or included in the Solicitation;

2.2.2.3. Orders, in reverse chronological order; and

2.2.2.4. Accepted Offer.

2.2.3. Attachments and Exhibits. For clarity of intent, if an item was an Attachment in the Solicitation Documents or an Offer (either Initial, Revised, Best and Final, or Accepted) and was subsequently made into an Exhibit, or its content was incorporated into one of the other Contract documents, then that Attachment no longer exists contractually as an “Attachment” since it has at that point been made into some other Contract document. In every other case, an Attachment and the Offeror data therein remain part of the Accepted Offer for purposes of precedence and contractual effect.

2.3. Independent Contractor. Contractor is an independent contractor and shall act in an independent capacity in performance under the Contract. Neither party is or is to be construed as being the employee or agent of the other party, and no action, inaction, event, or circumstance will be grounds for deeming it to be so.

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

3. Contract Administration and Operation

3.1. Term of Contract. The term of the Contract will commence on the date indicated on the Acceptance and continue for twelve (12) months unless cancelled, terminated, or permissibly extended.

3.2. Contract Extensions. State may at its discretion extend the initial Contract term in increments of one or more months and do so one or more times, provided that the maximum aggregate term of the Contract including extensions cannot exceed the maximum aggregate term of five (5) years.

3.3. Notices and Correspondence

3.3.1. To Contractor. State shall address all Contract correspondence other than formal notices to the email address indicated as “Default for Type” for “General Mailing Address” in Contractor’s corresponding State’s e-Procurement System Vendor Profile; and address any required notices to Contractor to the “Contact Name and Title” at the “Mailing Address” indicated on the Accepted Offer, as that address might have been amended during the term of the Contract.

3.3.2. To State. Contractor shall address all Contract correspondence other than format notices to the email address indicated in “Contact Instructions” in the The State’s e-Procurement System Summary for State; and address any required notices to State to the Procurement Officer identified as “Purchaser” in the State’s e- Procurement System Summary at the following mailing address:

3.3.3. Changes. State may change the designated Procurement Officer, update contact information, or change the applicable mailing address.

3.4. Signing of Contract Amendments. Contractor’s counter-signature – or “approval” in The State’s e-Procurement System, in the case of an amendment, – is not required to give effect if the Contract Amendment only covers either:

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3.4.1. extension of the term of the Contract within the maximum aggregate term;

3.4.2. revision to Procurement Officer appointment or contact information; or

3.4.3. modifications of a clerical nature that have no effect on terms, conditions, price, scope, or other material aspect of the Contract.

In every case other than those listed in (1), (2), and (3) above, both parties’ signatures – or “approval” in The State’s e-Procurement System, in the case of an Amendment – are required to give it effect.

3.5. Click Through Terms and Conditions If either party uses a web-based ordering system, an electronic purchase order system, an electronic order acknowledgement, a form of an electronic acceptance, or any software based ordering system with respect to the Contract (each an “Electronic Ordering System”), the parties acknowledge and agree that an Electronic Ordering System is for ease of administration only, and Contractor is hereby given notice that the persons using Electronic Ordering Systems on behalf of State do not have any actual or apparent authority to create legally binding obligations that vary from the terms and conditions of the Contract. Accordingly, where an authorized State user is required to “click through” or otherwise accept or be made subject to any terms and conditions in using an Electronic Ordering Systems, any such terms and conditions are deemed void upon presentation. Additionally, where an authorized State user is required to accept or be made subject to any terms and conditions in accessing or employing any Materials or Services, those terms and conditions will also be void.

3.6. Books and Records

3.6.1. Retain Records. By A.R.S. §41-2548(B), Contractor shall retain and shall contractually require each Subcontractor to retain books and records relating to any cost and pricing data submitted in satisfaction of § 41-2543 for the period specified in the statute

3.6.2. Right To Audit. The retained books and records are subject to audit by State during that period. By A.R.S. §41-2548(B), Contractor shall retain and shall contractually require each Subcontractor to retain books and records…