CTR068174_Unifirst_contract.pdf

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Request for Proposal

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Attachment 01 - Offer and Acceptance Form

Arizona Department of Administration

State Procurement Office 100 North 15th Avenue

Phoenix, AZ. 85007

SUBMISSION OF OFFER: The Undersigned hereby offers and agrees to provide Statewide Rental & Laundering of U ·1 T r � rn arms, Fac11ty Service Products, and Linens in comp Ia ce with all terms, conditions, specifications, and amendmen s in the Solicitation and any written exceptions in t • /dicated by the latest dated version below:

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Initial Offer:

V -f f s(gnature Date

Date Signature Date Signature Revised Offers:

Date Signature Date Signature

Best and Final Offer:

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Offeror company name • l::iJgnature oi Jrson authorized to sign Offer

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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

Order2009-9 or A.RS.§§ 41-1461 through -1465;

2. Has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, 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.RS.§ 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 Offerer's proposal in accordance with the Arizona Procurement Code;

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

6. ls 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. CTR068174 The effective date of the Contract is : December 1, 2023

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

17th October 23

Scope of Work

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

100 N 15th Avenue

Phoenix, AZ 85007

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 5 of 62

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Scope of W ork

1.0 PURPOSE AND BACKGROUND

1.1 The purpose of this Solicitation is to establish contracts for Statewide Rental &

Laundering of Uniforms, Mops, Towels, Linens and Miscellaneous Items for Eligible

Agencies, Employees, and the State of Arizona.

2.0 DEFINITIONS

2.1 ANSI/ISEA 107-1999 establishes a set of performance criteria for high-visibility apparel. The standard defines three garment categories (also known as conspicuity classes), which are based on worker hazards and tasks, complexity of the work environment or background, and vehicular traffic and speed.

2.2 Contraband: A.R.S. 13-2501 - Contraband means any dangerous drug, narcotic drug, intoxication liquor of any kind, deadly weapon, dangerous instrument, explosive or any other article whose use or possession would endanger the safety, security, or preservation of order in a correctional institution or any person therein. (Any other article includes any substance which could cause abnormal behavior, i.e. marijuana, non-prescription medication, etc.)

2.3 Flame Resistant: Flame-Resistant clothing is made from material that is inherently resistant to flames and embers. Meaning that the threads and fibers will naturally self-extinguish.

2.3 Flame Retardant: Flame-Retardant clothing is made from materials that have been chemically treated to achieve self-extinguishing properties.

2.4 Occupational Safety and Health Administration (OSHA) ensures safe and healthful working conditions for workers by setting and enforcing standards and by providing training, outreach, education and assistance.

2.5 Safety Data Sheet (SDS) is a document that lists information relating to occupational safety and health for the use of various substances and products. SDS information may include instructions for the safe use and potential hazards associated with a particular material or product, along with spill-handling procedures.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 6 of 62

3.0 GENERAL REQUIREMENTS. The Contractor shall

3.1 Customer Service

3.1.1 Provide a designated point of contact that is knowledgeable about the specifics of the State contract and who shall render service accordingly.

1. The point of contact shall be available by phone and email during normal business hours (8:00 a.m. until 5:00 p.m., Monday through Friday, excluding State observed holidays).

2. The point of contact will resolve issues including, but not be limited to, incorrect size, wrong deliveries, incomplete returns, un-repaired clothing items or dirty clothing items within five (5) business days.

3. The point of contact shall be available to setup new accounts with eligible agencies, provide training, and render continued customer service in all specifics of the contract.

3.1.2 Provide the State the ability to contact the delivery driver by phone or text.

3.2 Comply with all current federal, state, local, and Occupational Safety and Health

Administration (OSHA) rules and regulations for all equipment and supplies.

3.3 Maintain all applicable federal, state, and country required licenses and permits.

3.4 Provide eligible agencies with a Safety Data Sheet (SDS) for each chemical used when requested.

3.5 Have inventory and transportation capacities sufficient to meet statewide customer demand and contract delivery requirements as stated in this solicitation.

3.6 Have products available for ordering at the time of contract award and throughout the life of the contract. Changes to products that are available under any resultant contract cannot be made without prior written approval from the State through a contract amendment.

3.8 The Contractor may utilize its standard rental agreement forms for such possible uses as recording the relevant data for items rented under this contract. However, any terms and conditions in such Contractor’s standard rental agreement forms shall be without force or effect regardless of whether any of Contractor’s rental forms are signed by customer or its representatives. The sole terms and conditions applicable to rentals or series’ of rentals under this contract shall be those contained herein.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 7 of 62

4.0 SPECIFIC REQUIREMENTS. The Contractor shall

4.1 Initiation and authorization of any of services shall be done only at the sole discretion of the Eligible Agency.

4.2 Delivery & Pick-up Schedule

4.2.1 Work with the Eligible Agencies on the place, date and time of the weekly deliveries and pickups of the rental items and laundry.

1. If an Eligible Agency’s holiday interferes with a delivery schedule, the

Eligible Agency and Contractor shall make arrangements to deliver the items at a different time. The Contractor shall be given the Eligible Agency holiday schedule to help forecast any changes in deliveries.

2. The Contractor must notify the Eligible Agency within one (1) week prior to any route change.

4.2.2 If requested, provide inside delivery to a specific location at no extra charge.

Inside delivery shall be defined as delivery of the product inside the customer’s business, building, specific office floor or suite.

4.2.3 With pickup and delivery, the delivery person shall wait and confirm the number of items pick up or delivered, as well as discrepancies, with the eligible agency’s contact.

4.2.4 Invoices:

1. Both the Contractor and Eligible Agency location shall confirm all items delivered and picked up on the invoice provided by Contractor

2. Invoices shall identify the:

a. The Contract number;

b. The Purchase Order number;

c. Pick-up and delivery date(s);

d. The Eligible Agency’s location and contact;

e. The number of items (by description and Price Sheet Item No.)

delivered and picked up;

f. The unit rate: and the

g. Total amount due.

3. After signature, a copy of the invoice shall be provided to the Eligible

Agency location.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 8 of 62

4.2.5 Deliveries to Correctional Facilities.

1. Vehicles arriving and departing from certain secure agency facilities or grounds are subject to inspection and clearance by security personnel. All trucks must stop at the security gate. The driver must provide a valid driver’s license and must comply with the directions from the institutional security officer for delivery to the warehouse.

2. The Contractor shall and conform to all security regulations and procedures necessary to conduct business within those facilities. These requirements include, but are not limited to, the following:

a. Drugs, alcohol, and weapons cannot enter the facility. Any person who takes into or out of, or attempts to take into or out of a correctional facility or the grounds belonging to adjacent to a correctional facility, any item not specifically authorized by the correctional facility shall be prosecuted under the provisions of the Arizona Revised Statutes. All persons, including employees and visitors, entering upon these confines are subject to routine searches of their person, vehicles, property of packages.

b. Tobacco cannot enter any facility. Due to the hazards of smoking, exposure to second hand smoke and State laws prohibiting tobacco use at safe school sites (secure facilities) and other publicly owned locations, the Eligible Agency shall protect its employees and clients from the dangers of smoking in compliance to ARS § 36-601.01, 02.

Tobacco products include: Cigarettes; Cigars; Smokeless Tobacco;

Chewing Tobacco; Snuff.

In regards to Section 4.3 to 4.6, Offerors are not required to provide all of the categories.

Please notate the categories your organization is able to supply on Attachment 08, and list their pricing on Attachment 13.

4.3 Uniform Rental & Laundering. Exhibit A provides a list of uniforms that have been identified by eligible agencies. Not all agencies will require all items. The State makes no guarantees of quantities ordered on any items listed below.

4.3.1 The Eligible Agency:

1. Will provide the quantities needed per location and these numbers are given for Contractor guidance only with no minimum amount guaranteed or implied.

2. Reserves the right to add or delete additional employees and rental services and locations at any time during the term of this contract. These

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 9 of 62 additions or deletions shall be made at no extra charge, except for the weekly costs involved.

3. Notify the Contractor when an employee has terminated employment.

4. Reserves the right to request all or individual employee’s uniforms to be replaced with new uniforms as determined necessary.

4.3.2 The Contractor shall provide necessary accommodations for 9X and lower, as well as petite and tall employees.

4.3.3 The Contractor shall have a name or identification number system that identifies each employee and garment. The identification system shall also insure an accurate method of tracking garments for invoicing purposes.

4.3.4 The threads and zippers used for uniforms, linens, and laundry bags shall be capable of withstanding a minimum of one-hundred (100) commercial washings.

4.3.5 The Contractor shall have a Garment Protection plan that covers normal wear and tear of damaged garments

4.3.6 The Contractor shall provide shirts and pants specifically tailored for women when requested. Shirts shall button on the appropriate side and may have five

(5) buttons, and top snap if available.

4.3.7 When there is a discrepancy with the uniform (i.e. incorrect size, wrong deliveries, incomplete returns, un-repaired clothing items or dirty clothing items), the Contractor shall provide loaner clothing to the employee, at no cost to the Eligible Agency, until the discrepancy is resolved.

4.3.8 When notified of a termination, the Contract shall delete the employee name(s) from the list and collect all clothing items assigned to that individual and make appropriate adjustments to the account within forty-eight (48) hours or before the next invoice to the Eligible Agency.

4.3.9 If an employee is on extended leave and the clothing item(s) are turned in pending a return to work date, a credit adjustment shall be made on the invoice/delivery ticket.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 10 of 62

4.3.10 New employees. The Contractor shall

1. Ensure that the initial outfitting of clothing items shall be new for newly hired personnel as determined by the Eligible Agency

2. Do all fittings on site at the requested location in an effort to ensure proper sizing.

3. Measure new employees for uniforms within two (2) business days from the date of request.

4. Have samples of each type of uniform in all sizes available for personnel to try on to ensure that the uniform to be provided will fit the employee.

5. Provide the new employee with uniforms within ten (10) business days of the date measured. Any tailoring required to assure a proper fit for each individual will be done at no additional cost to the State.

4.3.11 Emblems/Patches:

1. Embroidery/Silk-Screening: Various garments require embroidery or silk-screening of a Patch or Patches that depict the Eligible Agency’s name, Logo, and/or employee name. The Eligible Agency’s contact shall furnish the Contractor with patch requirements and placement specific for their

Agency.

a. The name patches will either be the employee’s initial and last name, first name, or both first and last name.

b. Patch application shall meet industry standards and be applied in accordance with Eligible Agency’s requirements as to location and color layout. Contractor shall verify patch requirements with Eligible

Agency’s contact prior to processing all orders.

2. Agency provided patches: The Eligible Agency’s may request to have

Agency-provided patches applied to the uniform. If requested, the

Contractor shall heat seal and reinforce seal patches by sewing outside perimeter of patch. Patch location and number(s) will be provided by the requesting Agency. If requested, the Agency will pay application/sewing charges for such requests as necessary. This cost should be annotated in the provided space in Attachment 13_Pricing Document.

4.3.12 Exchanges: If requested, the Contractor shall exchange all regular (sizes up to

3XL for shirts and 48” waist for pants) garments within seven (7) days after notification, and exchange non-standard size garments (petite sizes, or big and tall sizes (sizes above 3XL for shirts and 48” waist for pants) within fourteen (14) days after notification.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 11 of 62

4.3.13 Clothing Item Wear & Tear

1. Clothing items shall be removed from inventory when found to be worn out and/or not presentable with damages such as tears, patches, seam flaws, missing buttons, bad zippers, emblems, as determined by the Contractor’s quality control area or the Eligible Agency representative.

a. Those items removed from inventory shall be replaced with new uniforms, and the Eligible Agency’s emblem shall be sewn on all replacement clothing items.

2. The Contractor shall replace all garments determined by the Eligible

Agency to be in a worn (non-repairable, impaired or damaged by normal use or wear) condition at no additional charge. Charges may be assessed for any damages beyond normal wear and tear.

4.3.14 Repairs

1. The Contractor shall maintain all rental clothing items in a reasonable condition that includes the replacement of buttons, sewing of all seams with holes and replacement of ripped/torn clothing items. The interpretation and definition of reasonable condition, as used herein, shall be unconditionally that of the State and the Contractor shall unconditionally accept said interpretations.

2. Any clothing item tagged for repairs shall be returned in a professionally repaired condition or shall be replaced with a new clothing item within one week (next delivery) at no cost to the Eligible Agency.

a. All replacement clothing items shall be new clothing items.

b. Clothing items delivered with rips, holes, missing buttons, soil spots, etc. will be sent back and no rental charge shall be paid for that item until it is returned in acceptable condition.

3. Provide damage repair tags and a communication log book for each Eligible

Agency location at no cost to the State.

4.3.15 Laundering.

1. The Contractor shall provide, free of charge, cloth laundry bags and nylon bio-hazard bags for eligible agencies to utilize for the storage of dirty laundry.

2. Items must be washed in full accordance with State and Federal regulations and requirements governing commercial and industrial laundries.

3. Items must be laundered using detergents or cleaners that are environmentally safe and leave the garment odor free. Clothing items that

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 12 of 62 retain an offensive smell or residual odor after laundering will not be acceptable.

4. All clothing items must be treated for mildew prevention.

5. All lab coats shall be washed in a hot water cycle of greater than 160 degrees Fahrenheit (71 degrees Celsius) without bleach (recommended).

If the water temperature is less than 160 degrees Fahrenheit (71 degrees

Celsius), bleach must be used to ensure proper disinfection of the fabric.

a. Softener shall not be used to ensure no breaks in the surface tension of the fabric, which may cause it to leak and reduce proper barrier protection.

b. The laundry cycle shall be 25 minutes or more for both the wash and dry cycles.

5. For those Eligible Agency locations that do not have lockers, the

Contractor shall provide heavy-duty hanger racks, hampers and/or heavy-duty duffle bags free of charge.

4.4 Rental of Facility Service Products. Exhibit B provides a list of facility service products that have been identified by eligible agencies. Not all agencies will require all items. The State makes no guarantees of quantities ordered on any items listed below.

4.4.1 Floor mats, industrial towels, and other miscellaneous items such as microfiber pads and mops heads, shall be provided to various locations and departments within the Eligible Agencies.

4.4.2 Product Wear & Tear

1. Rental products shall be removed from inventory when found to be worn out and/or not presentable with damages such as worn areas, tears, patches, flaws, as determined by the Contractor’s quality control area or the Eligible Agency representative.

2. The Contractor shall replace all products determined by the Eligible

Agency to be in a worn (non-repairable, impaired or damaged by normal use or wear) condition at no additional charge. Charges may be assessed for any damages beyond normal wear and tear.

4.5 Linen Rental & Laundering. Exhibit C provides a list of linens that have been identified by eligible agencies. Not all agencies will require all items. The State makes no guarantees of quantities ordered on any items listed below.

4.5.1 Linens shall be provided to various locations and departments within the

Eligible Agencies.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 13 of 62

4.5.2 Deliver protected folded linens of first line quality, which are free from debris and extraneous materials.

4.5.3 Product Wear & Tear

1. Rental products shall be removed from inventory when found to be worn out and/or not presentable with damages such as worn areas, tears, patches, flaws, as determined by the Contractor’s quality control area or the Eligible Agency representative.

2. The Contractor shall replace all products determined by the Eligible

Agency to be in a worn (non-repairable, impaired or damaged by normal use or wear) condition with new items at no additional charge. Charges may be assessed for any damages beyond normal wear and tear.

4.5.4 Laundry

1. The Contractor shall provide, free of charge, cloth laundry bags and nylon bio-hazard bags for eligible agencies to utilize for the storage of dirty laundry.

2. Items must be washed in full accordance with State and Federal regulations and requirements governing commercial and industrial laundries.

3. Items must be laundered using detergents or cleaners that are environmentally safe and leave the garment odor free. Clothing items that retain an offensive smell or residual odor after laundering will not be acceptable.

4. Acceptance or rejection of the laundered items shall be at the sole discretion of the Eligible Agency.

5.0 PRICING

5.1 Prices shall be inclusive of all miscellaneous charges or fees (i.e., shop supplies, environmental fees, licensing, service calls, travel, mileage, gas, etc.)

6.0 REPORTING

6.1 The Contractor shall maintain complete and accurate records required to substantiate services provided to the Eligible Agency.

1. All records shall, at a minimum, be able to inventory and track all items issued to an Eligible Agency. This list shall track all items delivered, rented, returned, picked up for cleaning, mending, repair or replacement during the contract period. Such

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 14 of 62 records shall be made available to the Eligible Agency upon request at no additional charge.

Special Terms and Conditions

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 15 of 62

The Special Terms and Conditions modify the Uniform Terms and Conditions. It can modify them by replacing, deleting, appending to, or revising the text of an existing provision or by inserting a new paragraph into an existing article. No other document modifies or adds to the Uniform Terms and Conditions, except as may subsequently be otherwise and expressly agreed and incorporated by Contract Amendment.

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: The Arizona Procurement Code consists of Arizona Revised

Statutes (A.R.S.) §§ 41-2501 et seq. and Arizona Administrative Code (A.A.C.) R2-7-101 et seq. There is additional information in the Solicitation Instructions regarding how to access these state statutes and rules.

1.4. Arizona Risk and Authorization Management Program (AZRAMP): is used by the Arizona

Department of Homeland Security to evaluate Cloud services and Contractors that will transfer, process, or store state data outside of state-managed or controlled networks, and has three levels of control review:

1.4.1. AZ Mandatory Control Baseline: 35 Controls

1.4.2. NIST Low Impact Control Baseline: Public Data Classification

1.4.3. NIST Moderate Impact Control Baseline: Confidential Data Classification

1.5. Arizona Transaction Privilege Tax (TPT): For information, refer to the Arizona Department of Revenue (DOR) website at: https://azdor.gov/transaction-privilege-tax-tpt https://azdor.gov/transaction-privilege-tax-tpt

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 16 of 62

1.6. Attachment. Any item that:

1.6.1. The Solicitation required Offeror to submit as part of the Offer (e.g., Initial

Offer, Revised Offer, or Best and Final Offer);

1.6.2. Was attached to an Offer when submitted; and

1.6.3. Was included in the Accepted Offer.

1.7. Cloud Services: Cloud or Cloud Services means any Software as a Service (SaaS), Infrastructure as a Service (IaaS), or Platform as a Service (Paas) involving the transfer, processing, or storage of state Data outside the control of state-managed and controlled networks.

1.8. Contract Terms and Conditions: The Special Terms and Conditions and the Uniform

Terms and Conditions taken collectively.

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 I.R.S. under

Section 501(c)(3) through 501(c)(6) of the tax code.

1.12. Data Breach: Data Breach is used herein as defined as stated in A.R.S. Title 18, chapter

5, article 4 (Data Security Breaches), or in any relevant state or federal standard, to indicate an unauthorized acquisition of and unauthorized access that materially compromises the security or confidentiality of unencrypted and un-redacted computerized personal information maintained as part of a database of personal information regarding multiple individuals.

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 17 of 62

1.13. Eligible Agency:

1.13.1. 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.

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

1.13.3. If the Special Terms and Conditions indicate that the Contract is a

“cooperative” contract available for use by Co-Op Buyers, then “Eligible

Agency” means any State of Arizona department, agency, university, commission, board, or any Co-Op Buyer.

1.14. Federal Risk and Authorization Management Program (FedRAMP): A federal government program that provides a standardized approach to security assessment, authorization, and continuous monitoring specifically for Cloud products and services relied upon by federal entities that store, process and transmit federal information.

1.15. Instructions to Offerors: The Solicitation Instructions document of the Solicitation.

1.16. Order: The instrument by which the Eligible Agency or Co-Op Buyer 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 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 an “Order”: “Purchase order,” “task order,” “service order,” or “job order”.

1.17. State’s eProcurement 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 eProcurement 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

1.18. 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.

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

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 18 of 62

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

1.20. StateRAMP: A non-profit organization that provides a uniform approach to verifying that the cybersecurity of Cloud service providers (CSPs) meets the standards and regulations needed to do business with state and local governments.

1.21. 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-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(32) [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 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(44) [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;

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Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 19 of 62

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.

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) Specifications; and

(7) Any other documents referenced or included in the

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 20 of 62

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.

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 two (2) years unless canceled, terminated, or permissibly extended.

3.2. Contract Extensions. State may at its discretion extend the initial Contract term in increments of one (1) 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 eProcurement 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

State’s eProcurement System Summary for State; and address any required notices to State via email to the Procurement Officer identified as “Purchaser” in the State’s eProcurement System and via mail to the following mailing address:

Arizona Department of Administration

State Procurement Office

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

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100 N 15th Avenue, Suite 305

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 eProcurement System, in the case of an amendment) is not required to give effect if the Contract Amendment only covers either:

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

3.4.2. 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 3.4.1 and 3.4.2 above, both parties’ signatures

(or “approval” in the State’s eProcurement 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 System, 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. In addition to the audit rights detailed in the Uniform Terms and Conditions, State also requires that, pursuant to 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. Usage Information. Additionally, any and all information (including, but not limited to, documentation or Data) related to Eligible Agency and Co-Op Buyer

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 22 of 62 usage retained solely within the Contractor’s system (for example, related to punch-out or Contractor catalog sales) shall be considered public information or information that can be shared with and distributed by the State freely and for any purpose under the State’s government purpose rights detailed in

Section 3 of the Uniform Terms and Conditions [Ownership of Intellectual

Property]. Any modifications to this Contract notwithstanding, the State shall have free use of any and all information related to Eligible Agency or Co-Op

Buyer purchasing. Upon request by the State, Contractor shall promptly provide the State with any usage information requested and shall not attempt to limit the State's use in any way.

3.6.3. Right To Audit. The retained books and records are subject to audit by State during that period. Pursuant to A.R.S. § 41-2548(B), Contractor shall retain and shall contractually require each Subcontractor to retain books and records relating to performance under the Contract for the period specified in the statute and those retained books and records are subject to audit by State during that period.

3.6.4. Auditing. Contractor or Subcontractor shall either make all such books and records under subparagraphs 3.6.1 and 3.6.2 available to State at all reasonable times or produce the records at a designated State office on State’s demand, the choice of which being at State’s discretion. For the purpose of this paragraph, “reasonable times” are during normal business hours and in such a manner so as to not unreasonably interfere with normal business activities.

3.7. Subcontract

3.7.1. Initial list. At the time of Contract execution, Contractor’s candidate

Subcontractors were identified in Attachment Proposed Subcontractors to the

Accepted Offer [Proposed Subcontractors]. Agreeing to them being included in the Accepted Offer signified Procurement Officer’s advance consent for

Contractor to enter into a Subcontract with each candidate, which Contractor shall do as promptly as necessary to ensure its ability to carry out the Work in a timely manner.

3.7.2. Additional names. Contractor shall not enter into a Subcontract to perform

Work under the Contract, without first obtaining Procurement Officer’s written consent with any prospective Subcontractor that (a) was not listed on the

Attachment Proposed Subcontractors at time of Contract execution or (b) is for any Materials or Services categories other than the ones for which they were previously consented. For either case (a) or (b), Contractor shall submit a written request sufficiently in advance of the need date for those materials or

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

Solicitation Requirements | Revision No. 5 | Revised 05-23 | Page 23 of 62 services so that performance under the Contract is not impaired. Procurement

Officer may request any additional information he or she determines is necessary to assess the submittal, and may withhold consent pending it.

Approval of additional subcontractors shall be added to the Contract by a bilateral Contract Amendment.

3.7.3. Flow-down. Contractor shall incorporate the provisions, terms, and conditions of the Contract into every Subcontract by inclusion or by reference, as appropriate. When making any post-execution consent requests, Contractor shall include its warrant that it will do the same for the pending Subcontracts covered by the request. Entering into Subcontracts will not relieve Contractor of any of its obligations or duties under the Contract, including, among other things, the duty to supervise and coordinate the work of Subcontractors.

Nothing contained in any Subcontract will create or is to be construed as creating any contractual relationship between State and the Subcontractor.

3.8. Orders

3.8.1. Order Sufficiency. The Contract was awarded in accordance with the Arizona

Procurement Code; the transactions and procedures required by the Arizona

Procurement Code for competitive source selection have been met. An Order issued that cites the correct State contract number will suffice to authorize the

Contractor to provide the Materials and perform the Services covered by that

Order.

3.8.2. Order Terms. All Orders are subject to the Contract Terms and Conditions; an

Order cannot modify the Contract Terms and Conditions. Any Contractor terms added to quotes or otherwise unilaterally added to Eligible Agency or Co-Op

Buyer Orders are null and void.

3.8.3. Orders are Obligatory. Until the expiration or earlier termination of the Contract, State may issue and Contractor shall accept Orders that make proper reference to the Contract and are permissible hereunder, provided that, Contractor is not obliged to accept any Order that is not consistent with the then-current pricing, lead times, specifications, or payment provisions of the

Contract. Contractor shall fulfill and complete any Orders that are begun but not yet completed as of expiration or earlier termination of the Contract unless

State instructs otherwise at the time.

3.8.4. No Minimums or Commitments. (a) Contractor shall not impose any minimum dollar amount, item count, services volume, or services duration on Orders; (b)

State makes no commitment of any kind concerning the quantity or monetary

Solicitation No. BPM005406

Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

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(c) Contractor shall only deliver or perform as authorized by Orders; and (d)

State is not limited as to the number of Orders it may issue for the Contract.

For clarity of intent, the foregoing applies equally whether an Eligible Agency issues the Order or, if applicable, a Co-Op Buyer issues it.

3.8.5. Non-contracted Materials or Services. Any attempt to knowingly represent for sales, marketing, or related purposes that Materials or Services not specifically awarded are under a State contract is a violation of the Contract and law.

3.9. Order Cancellations. State may cancel Orders within a reasonable period after issuance and at its discretion. The same method used for ordering will be used for cancellation.

3.9.1. If State cancels an Order, then State shall:

3.9.1.1. pay Contractor for any portion of the Materials and Services from that Order that have been properly delivered or performed as of the cancellation effective date; and

3.9.1.2. reimburse Contractor for actual, documented costs incurred in fulfilling the Order up to the cancellation effective date and the cost of any obligations incurred in fulfilling the Order up to the cancellation effective date that demonstrably cannot be canceled or that have pre-established cancellation penalties specified in the relevant Subcontracts, to the extent the penalties are reasonable and customary for the work in question.

3.9.2. Contractor shall not charge or be entitled to charge State for any new costs it incurs after receiving the cancellation notice; State is not liable for any

Materials that were produced, shipped, or delivered, or Services that were performed before Contractor had acknowledged the corresponding Order.

3.9.3. State shall also be able to cancel Orders freely and without any further obligation at any time prior to Contractor’s formal acknowledgement of the

Order.

3.10. The Contract is a mandatory statewide contract (per A.A.C. R2-7-607) for multiple purchases, projects, or assignments, and a cooperative contract (per A.R.S. § 41-2632 and A.A.C. R2-7-1002(B)) that can be purchased against by some or all Eligible Agencies and any Co‑ Op Buyers that elect to participate. Even if only one Eligible Agency needs or elects to purchase against the Contract, it is to be construed as being a cooperative contract hereunder.

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Statewide Rental & Laundering of Uniforms, Facility Service Products, and Linens

Arizona Department of

Administration

State Procurement Office

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3.10.1.