CTR070573_Contract_Documents__2_.pdf

DocuSign Envelope ID: 97B098C7-D463-4B3F-B0C9-2577F6AB03B4

March

CTR070573

3/8/2024

Rev. 05/2023

Procurement

STATE OF ARIZONA

ARIZONA DEPARTMENT OF TRANSPORTATION

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

INVITATION FOR BID

SOLICITATION NUMBER: BPM005923

DESCRIPTION: Printing Services for Motor Vehicle Division

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

OFFERORS ARE STRONGLY ENCOURAGED TO READ THE ENTIRE SOLICITATION.

Edwin Ramos Procurement Officer Phone: 602-712-8595 Email: eramos@azdot.gov

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

“An Equal Opportunity Agency”

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

Persons that require a reasonable accommodation based on language or disability should contact ADOT’s Procurement Office by phone (602) 712-7466. Requests should be made as early as possible to ensure the State has an opportunity to address the accommodation.

Las personas que requieran asistencia (dentro de lo razonable) ya sea por el idioma o discapacidad deben ponerse en contacto con ADOT (602) 712-7466.

TABLE OF CONTENTS

Solicitation No: BPM005923 Available online at https://app.az.gov/

SECTION PAGE

Notice 1

Table of Contents 2

Scope of Work 3

Special Terms and Conditions 8

Uniform Terms and Conditions 26

EXHIBITS

1 - Title VI/Non-Discrimination Assurances Appendix A 43

2 - Title VI/Non-Discrimination Assurances Appendix E 44

3 - Quarterly Usage Report 45

SCOPE OF WORK

1. Statement of Need

1.1. Pursuant to the Arizona Procurement Code, A.R.S. §41-2501 et seq., the State of Arizona

Department of Transportation (Department), has a requirement for general printing services for the Motor Vehicle Division.

2. Introduction and Background

2.1. The Department has an ongoing requirement for multiple printing services. Forms and other printed materials will be required on an as-needed basis. As each specific form is needed, the Department Forms Manager will be the direct point of contact for any questions or technical issues related to these printed forms. The Department reserves the right to incorporate new forms that meet the specifications.

3. General Requirements

3.1. Forms can vary and specific specification will be provided prior to each order. Samples may be provided upon request.

3.2. The Department has estimated the annual quantities of the proposed forms based on historical usage.

3.3. The Department has provided projected quantities that can be increases or decreased at any time to meet the operational needs of the Motor Vehicle Division.

3.4. Overruns and underruns are not to exceed 10% on quantities ordered.

3.5. Although most forms will be reprints of existing stock, there may be the requirement to develop artwork or the use of the original artwork to produce a form. In such instances, the ownership of the artwork shall be that of the Department.

4. Specific Requirements

4.1. The following core items have been identified as standard forms frequently used by MVD, to include the specific requirements of each form listed. ADOT Motor Vehicle Division reserves the right to add or removed forms, as needed, to maintain operational needs of the Department’s general printing requirements.

4.1.1. Core Item #1: FTA Decal Specifications:

4.1.1.1. Form Number: 70-0403

4.1.1.2. Form Name: 2024 IFTA Decal

4.1.1.3. 2.6 mil top-coated white biaxially oriented polypropylene (BOPP)

4.1.1.4. Clear coat - Clear weather varnish

4.1.1.5. CTM v#45 Curwood Polyester Film Dry Surface.

4.1.1.6. Service Ranges : -65 F to 160 F.

4.1.1.7. Weatherable Varnish added to protect from elements as well as UV Rays from the Sun.

4.1.1.8. Performance promised for an 18 month span

4.1.1.9. Background flood: Pantone Red 485C (must match Sunfast Inks)

4.1.1.10. White Border approximately 1/8"

4.1.1.11. Black Numerical Sequences on both decals

4.1.1.12. Numeric Sequence Range

4.1.1.13. Serial number of each decal shall be no less than 3/16"

4.1.1.14. Liner 3.2 semi-bleached super calendered Kraft liner

4.1.1.15. Black text on back liner

4.1.1.16. High-tack Rubber based Permanent Adhesive

4.1.1.17. Precoated & Pressure Sensitive

4.1.1.18. Sets of two - Packed in 200 sets

4.1.1.19. Sheeted (2) 3" x 3" across 3" x 6"

4.1.1.20. Scored down the middle

4.1.1.21. Projected annual quantities ordered is 35,000 each, unit price per thousand.

4.1.2. Core Item #2: Driver license/Identification Specifications:

4.1.2.1. Form # 40-5122

4.1.2.2. Overall size 8 ½” X 11” 20# white paper, 1 part

4.1.2.3. Printed 2 sided , 1 color

4.1.2.4. Shrink wrapped 500 per pack

4.1.2.5. Boxed in quantities of 3,000 each

4.1.2.6. Quantity ordered in Fiscal Year 2023 was 750,000 each

4.1.2.7. Projected annual quantities ordered is 200,000 each, unit price per thousand.

4.1.3. Core Item #3: Arizona Secure Power Of Attorney Form Specifications:

4.1.3.1. Form # 48-0600

4.1.3.2. Overall size 8 ½” X 6 1/8” (includes 5/8” glued stub along top 8 ½” edge)

4.1.3.3. 4-part snap out form

4.1.3.4. Sheet 1 and 2 are 8 ½” X 6 1/8 (includes 5/8” glued stub) 26# white Defensa paper with carbon sheet in-between

4.1.3.5. Sheet 1 and 2 Defensa paper must include; visible and invisible fibers; large fibers visible only under UV (black) light; color reaction triggered by use of bleach, oxidizers, solvents, acid or alkali materials; two-sided true chain link fourdrinier watermark making cutting and pasting impossible; prevention of toner/ink removal (erasure sensitive) Sheets 1 and 2 have blue void security screen pantagraph background on face; background pantagraph must be consistent with all other MVD secure forms.

4.1.3.6. Part 3 is 8 ½” X 6 1/8” 15# white CB paper

4.1.3.7. Part 4 is 8 ½” X 6 1/8” 15# white CF paper

4.1.3.8. All 4 sheets printed 1 side; 1 color

4.1.3.9. Marginal word located centered along bottom of all 4 sheets in black ink

4.1.3.10. Shrink wrapped in packs of 100

4.1.3.11. Projected annual quantities ordered is 50,000 each, unit price per thousand.

4.1.4. Core Item #4: Assigned Identification Labels Specifications:

4.1.4.1. Form # 00-0130

4.1.4.2. Overall size 3.5” X 1” adhesive metallic labels

4.1.4.3. Two alpha/numeric consecutive numbers per label

4.1.4.4. Blue anodized ink

4.1.4.5. Stamped 8 labels per 9.5” X 3.75” sheet

4.1.4.6. 100 sheets per shrink wrapped pack

4.1.4.7. Projected annual quantities ordered is 5,000 each, unit price per thousand.

4.1.5. Core Item #5: Secure Odometer Disclosure Specifications:

4.1.5.1. Form # 96-0165

4.1.5.2.

part snap out Form 4.1.5.3.

4.1.5.4. Sheet 1 Defensa paper must include; visible and invisible fibers; large fibers visible only under UV (black) light; color reaction triggered by use of bleach, oxidizers, solvents, acid or alkali materials; two-sided true chain link fourdrinier watermark making cutting and pasting impossible; prevention of toner/ink removal (erasure sensitive).

4.1.5.5. Sheets 1 have blue void security screen pantograph background on face;

background.

4.1.5.6. Pantograph must be consistent with all other MVD secure forms CB paper

4.1.5.7. P

4.1.5.8. P

4.1.5.9. All 3 sheets print 1 side; 1 color (plus the pantograph on part in bluish green)

4.1.5.10. Marginal word located centered along bottom of all 3 sheets in red ink

4.1.5.11. Shrink wrapped in packs of 100

4.1.5.12. Boxed in quantities of 2,000 each

4.1.5.13. Projected annual quantities ordered is 500,000 each, unit price per thousand.

4.1.6. Core Item #6: Disability Parking Placards (Permanent) Specifications:

4.1.6.1. Form # 40-4308, Disability Parking Placards - Permanent

4.1.6.2. 12 tooth on vertical perf, 8 tooth on hanging loop

4.1.6.3. 8.5" x 5.5" with vertical perf at 3.875

4.1.6.4. 8mil (7.7) Revlar Premium Select Synthetic Poly - Matte Coated Version

4.1.6.5. Prints 1/1 - Reflex Blue/Reflex Blue

4.1.6.6. Double hit ink to ensure toner adhesion/quality in hot vehicles

4.1.6.7. Shrink wrapped in packs of 200

4.1.6.8. Boxed in quantities of 2,400 each

4.1.6.9. Projected annual quantities ordered are 175,000 each per year.

4.1.7. Core Item #7: Disability Parking Placards (Temporary) Specifications:

4.1.7.1. Form #40-4306, Disability Parking Placard - Temporary

4.1.7.2. 12 tooth on vertical perf, 8 tooth on hanging loop

4.1.7.3. 8.5" x 5.5" with vertical perf at 3.875

4.1.7.4. 8mil (7.7) Revlar Premium Select Synthetic Poly - Matte Coated Version

4.1.7.5. Prints 1/1 - Red 185/Red 185

4.1.7.6. Double hit ink to ensure toner adhesion/quality in hot vehicles

4.1.7.7. Shrink wrapped in packs of 200

4.1.7.8. Boxed in quantities of 2,400 each

4.1.7.9. Material Specs

4.1.7.10. 7.7 Mil Polyester Paper

4.1.7.11. 250 GSM +/-5

4.1.7.12. Solid Core (exclude cavitated cores/air filler cores)

4.1.7.13. Laser Printer Compatible

4.1.7.14. PrintGuard Top Coat: Toner Anchoring and Static Reducing Coating (trademark

Pending)

4.1.7.15. Opacity 96%

4.1.7.16. Brightness 94%

4.1.7.17. Melting Point 450 Degrees Fahrenheit

4.1.7.18. Projected annual quantities ordered are 175,000 each per year.

4.1.8. Core Item #8: Temporary License Plate Specifications:

4.1.8.1. Form # 08-0601

4.1.8.2. Overall size is 8 ½” X 11”

4.1.8.3. 7.7 Mil Polyester Paper

4.1.8.4. 250 GSM +/-5

4.1.8.5. No print required on sheet.

4.1.8.6. Sheet must be micro perforated and hole punched to accommodate both standard and motorcycle size license plates with a detachable registration portion.

4.1.8.7. Solid Core (exclude cavitated cores/air filler cores)

4.1.8.8. PrintArmor Top Coat: Toner Anchoring and Static Reducing Coating (trademark

Pending).

4.1.8.9. Opacity 96%

4.1.8.10. Brightness 94%

4.1.8.11. Melting Point 450 Degrees Fahrenheit

4.1.8.12. Laser Printer Compatible

4.1.8.13. Sheets are shrink wrapped packages in sets of 100 each.

4.1.8.14. Boxed in quantities of 500 each

4.1.8.15. Specifications are important because altering from these specifications will decrease runnability (higher static content) and reduce durability.

4.1.8.16. Projected annual quantities ordered per year are 1,750,000 each.

4.1.9. Core Item #9: PVC Poster Specifications:

4.1.9.1. Form # N/A

4.1.9.2. Overall size is 24” X 36” 3mm (1/8”)

4.1.9.3. PVC material that is smooth, bright white rigid plastic that is lightweight, yet very durable and weather resistant that has a low-glare, matte appearance.

4.1.9.4. Ink is a 4CP and bleeds on all sides.

4.1.9.5. Projected annual quantities ordered are 300 each, unit price per each.

4.1.10. Core Item #10: Form Core Poster Specifications:

4.1.10.1. Form # N/A

4.1.10.2. Overall size is 48” X 32”

4.1.10.3. White adhesive vinyl; economy gloss (54); high end latex inket on 1 side;

mounted to substrate white foam core 3/16”

4.1.10.4. Projected annual quantities ordered are 300 each, unit price per each.

4.1.11. Core Item #11: Permit Test @ Home Pamphlet Specifications:

4.1.11.1. Form # 15-0701

4.1.11.2. Overall size 10 5/8” X 8 1/2"

4.1.11.3. Tri-fold pamphlet 80lb white gloss .

4.1.11.4. 4CP with no bleed on both front and back.

4.1.11.5. Packaged in shrink wrapped packs of 100 each.

4.1.11.6. Projected annual quantities ordered are 100,000 each, unit price per each.

5. Contractor’s Responsibilities

5.1. The Contractor shall not provide any services before a purchase order is provided.

6. Department’s Responsibilities

6.1. The Department shall review the quality and acceptability of any work performed under the contract.

6.2. The Department shall inform the contractor of any changes or updates to forms or printed documents.

SPECIAL TERMS AND CONDITIONS

1. CONTRACT TERM

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

2. CONTRACT EXTENSION

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

3. ELIGIBLE AGENCIES

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

4. NON-EXCLUSIVE CONTRACT

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

5. ORDERING PROCESS

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

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

6. SHIPPING TERMS

Delivery shall be F.O.B. Destination to the location designated herein. Contractor shall retain title and control of all goods until they are delivered. All risk of transportation and related charges shall be the responsibility of the Contractor. All claims for visible or concealed damage shall be filed by the Contractor. The Department will notify the Contractor promptly of any damaged goods and shall assist the Contractor in arranging for inspection.

7. DELIVERY

Deliveries shall be completed In accordance with the requirements of the contract.

Delivery of the product does not constitute acceptance.

8. INSPECTION AND ACCEPTANCE

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

If the delivered product is not accepted and returned for corrective action, an additional fifteen (15) calendar days shall be allowed for inspection of the corrected or replacement product.

The Contractor shall be responsible for the transport of the material to and from the Department for the correction of items or workmanship not in compliance with the specifications.

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

9. INVOICING and PAYMENT

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

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

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

The Department will make every effort to process payment for the purchase of product within thirty

(30) calendar days after the Department has conducted the necessary reviews, inspections and acceptance as described herein.

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

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

10. ESTIMATED USAGE

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

11. PRICE REDUCTION

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

12. PRICE INCREASE

The Department will review fully documented requests for price increases for any contract which will or has been in effect for twelve (12) months. The request shall be submitted no less than 60 days prior to the contract renewal date. The Contractor shall provide fully documented information which supports the price increase request. Fully documented means that the request shall present detailed information and calculations that make it clear how the claimed increase has an impact on the contract unit prices.

All assumptions regarding cost factors that have an impact on the requested increase shall also be clearly identified and justified. The requested price increase must be based upon a cost increase that was clearly unpredictable at the time of the offer and can be shown to directly affect the price of the item concerned. Any price increase adjustment request prior to the time of contract extension will be a factor in the extension review process. The Department will determine whether the requested price increase or an alternate option, is in the best interest of the State.

13. SAFETY STANDARDS

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

14. WARRANTY

The Contractor warrants:

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

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

3. The warranty period on workmanship and materials shall be based on a minimum of twelve (12) months from the time of acceptance by the Department.

15. CURRENT PRODUCTS

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

16. PRODUCT DISCONTINUANCE

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

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

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

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

6.3. 4. Documentation that provides clear and convincing evidence that the replacement will be compatible with all the functions or uses of the discontinued product or model.

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

17. CONTRACT ADMINISTRATION

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

18. NOTICES

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

a. If intended for the State, to:

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

Phoenix, Arizona 85007-3276

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

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

19. CANCELLATION FOR POSSESSION OF WEAPONS ON ADOT PROPERTY

This contract may be cancelled if Contractor or any subcontractors or others in the employ or under the supervision of the Contractor or subcontractors is found to be in possession of weapons.

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

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

20. INDEMNIFICATION CLAUSE

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

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

21. INSURANCE

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

21.1 Insurance Requirements

21.1.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.

21.1.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance.

21.2 Minimum Scope and Limits of Insurance

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

21.2.1 Commercial General Liability (CGL) – Occurrence Form

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

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

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

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

21.2.2 Business Automobile Liability

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

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

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

b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards,

21.2.3 Workers’ Compensation and Employers' Liability

Workers' Compensation Statutory Employers' Liability o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000

a. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards,

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

21.3 Additional Insurance Requirements

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

21.3.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the

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

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

21.4 Notice of Cancellation

Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative’s Name, Address & Fax Number).

21.5 Acceptability of Insurers

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

21.6 Verification of Coverage

Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.

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

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

21.6.3 All certificates required by this Contract shall be sent directly to the Department. The certificate shall state that the insurance applies to any and all work performed for or on the behalf of the State of Arizona/ADOT.

21.7 Subcontractors

Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of the Contract, proof from the Contractor that its subcontractors have the required coverage.

21.8 Approval and Modifications

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

21.9 Exceptions

In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply.

22. USAGE REPORT

The Contractor shall furnish the Department a quarterly report showing purchasing activity under this contract. This usage report shall be provided in a form substantially equivalent to Exhibit 3. Usage reports shall be submitted to the Procurement Officer no later than 30 days after the end of each quarter.

Usage report quarters shall be defined as follows:

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

23. KEY PERSONNEL

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

The Contractor agrees that, once assigned to work under this contract, key personnel shall not be removed or replaced without written notice to the Procurement Officer. The Contractor shall immediately notify the Procurement Officer of key personnel changes. Replacement personnel shall be of substantially equal ability and qualifications. All key personnel changes are subject to the written concurrence of the Procurement Officer prior to any billable work being performed.

24. POST AWARD MEETING

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

25. STATE IT ARCHITECTURE AND STANDARDS

To support standardized, interoperable IT environments, the state developed enterprise architecture (EA). Enterprise architecture and subsequent security policies, and standards, can be accessed via the state of Arizona Department of Homeland Security’s website, referenced here:

https://azdohs.gov/information-security-policies-standards-and-procedures. Technical solutions developed by the Contractor shall conform to state security policy, standards, and EA standards.

In accordance with ADOT Information Technology Group policy 03.01, Information System Authorization Policy, the Contractor shall assist with the completion of a security plan within a template prescribed by the Department. Prior to deploying the Contractor solution, a Department risk assessment must be completed. Certification results must also be completed by the Department to comply with system lifecycle process requirements.

26. NON-DISCLOSURE

The Contractor shall meet the requirements of all applicable State of Arizona and Department policies, standards and procedures for securing, managing and handling information. As such, the Contractor shall:

Only access information and files for which it has been given specific authority.

Not discuss, divulge, copy, release, sell or loan any Departmental information unless authorized by the Department.

Not misuse or carelessly handle Departmental information.

Not release or disclose Departmental information to unauthorized personnel.

Store, send, and dispose of system and written information in a secure manner with proper regard for privacy and confidentiality and in accordance with applicable policies, standards and procedures.

Not disclose any personal information contained in any system of record except as authorized.

Safeguard all user password(s) and any other security mechanism(s) granted by the Department and used to access Departmental information.

Protect all Departmental information in accordance with applicable state and federal laws.

Report any security system breach, computer infection or theft of information immediately to the Department.

The Contractor shall secure paper-based, sensitive information by locking it in secure containers and applying user-privilege restriction mechanisms. The Contractor shall be responsible and accountable for all actions undertaken on a Department information technology resource (e.g., computer system, or application system, etc.). The Contractor shall not utilize its network connections with the Department for any purpose other than the purpose specified herein.

The Contractor shall secure paper-based, sensitive information by locking it in secure containers and applying user-privilege restriction mechanisms. The Contractor shall be responsible and accountable for all actions undertaken on a Department information technology resource (e.g., computer system, or application system, etc.). The Contractor shall not utilize its network connections with the Department for any purpose other than the purpose specified herein.

A. Personnel Security

Identify roles and responsibilities of technical support personnel.

Ensure separation of duties based on technical support personnel responsibilities.

Ensure technical support personnel are trained in securely handling personally identifying information (PII).

Adhere to Department non-disclosure and acceptable use agreements.

B. Configuration Management

Ensure system documentation (e.g., application configuration, network definitions, data flow diagrams, entity relationship diagrams, etc.) is maintained and up-to-date.

Ensure formal change control is implemented and coordinated with the Department.

C. Prevent loss, modification or misuse of user data

Ensure Department PII is encrypted at rest (where stored).

Ensure Department PII is encrypted in transit (where transmitted).

Ensure Department PII is not stored on any portable device.

D. Security Plan & State Security Requirements

The Contractor shall assist with Security Plan completion during the application design phase of the project.

The security plan shall be approved by the department prior to the commencement of project construction activities

The Contractor shall ensure the system security plan complies with:

o NIST security framework o State of Arizona statewide standards o Arizona Department of Transportation policy o ASET Arizona NIST Baseline Security Controls

E. System Development

If developing software for the Department, the contractor shall:

Maintain the security of application system software and data.

Ensure secure coding practices comply with the Open Web Application Security Project Top 10 and SANS Top 25.

Ensure application security by scanning, identifying and correcting: Command Injection, SSL Injection, Malicious CGI Scripts, Buffer Overflows, Client Side Vulnerabilities, Directory Indexing, Server misconfigurations, Malicious Downloads, Malicious Affiliations (Links), Phishing Scams, Browser Exploits, Misuse of personal information, Annoyances (excessive Pop-ups), SQL Injection, Blind SQL Injection, SQL Database Error Disclosure, Local File and Remote File Includes, Directory Traversals, Improper Error Handling and Application Source Code Disclosure on an ongoing basis.

Applications developed by the Contractor (for the Department) shall be assessed by the Department prior to a production implementation. Application security weaknesses identified as part of an application security review must be corrected immediately by the Contractor.

F. Network Services

Retain and make log history available according to Department policy for data retention.

Respond to requests from the department for information from event logs pertaining to specific incidents to assist in investigations.

Ensure network components that require continuous availability are implemented with clustering to avoid outages.

Ensure failover devices are installed and configured correctly to avoid unplanned downtime.

G. Confidentiality

The Contractor shall keep confidential and secure all information concerning individual end-users (notwithstanding aggregate usage statistics used for reporting purposes). The Contractor shall not under any conditions resell, transfer or convey information about end-users to any third party. The Contractor shall not retain or reuse information about the end-users in their own operations. Due to the sensitive nature of the information maintained by the department, the Contractor acknowledges that all information disclosed to it concerning the department’s operations during performance of the contract and after the full term of the contract shall not be disclosed without the department’s prior written consent. All proprietary information and all copies thereof shall be returned to the department upon completion of the work for which they were obtained or developed.

27. ACCEPTABLE USE

The Contractor understands that end user identification and password combinations are the means of access to Department electronic information systems and that contracted individuals are accountable for actions undertaken with assigned User IDs. Contracted individuals will agree to abide by all applicable federal laws, state laws, statewide and Department policies; and will not:

A. Reveal Department password(s) to anyone;

B. Use another person’s Department password(s);

C. Ask another person to reveal their Department password(s);

D. Reveal Department data to any person or entity unless in conjunction with state business;

E. Attempt to or access Department data not related to prescribed job duties.

The Contractor agrees there shall be no unauthorized duplication or distribution of software on Department electronic computer equipment. This includes the duplication or distribution of software licensed to the Department for private use or for sale to third parties. The Contractor agrees the performance of such unauthorized duplication or distribution shall be subject to civil and criminal penalties under both state and federal statutes. Contractor personnel that require agency network accounts are required to sign individual acceptable use and nondisclosure agreements.

28. ACCEPTANCE FOR EQUIPMENT AND SOFTWARE

Determination of the acceptability of the product will be made by the sole judgment of the Department.

Acceptance shall be in writing, verbal acceptance for product will not be allowed. All products delivered will be inspected and tested for acceptance. Acceptance shall be 100% functionality, which will be determined by the Department. Acceptance criteria shall include but not be limited to conformity to the specifications, functionality, and quality of materials. Nonconformance to any of the acceptance criteria of the products shall result in delay for payment. Payment shall not be made until nonconformance to the criteria is corrected as determined by the Department.

29. CONFIDENTIALITY OF RECORDS

The contractor shall establish and maintain procedures and controls acceptable to the Department for the purpose of assuring that information or data in its possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner by it, its agents, officers, or employees. This includes information contained in its records obtained from the Department or others, necessary for contract performance. The contractor shall take all reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of duties under the contract.

30. CONFIDENTIALITY (END-USERS)

Notwithstanding aggregate usage statistics used for reporting purposes, Contractor shall keep confidential all information concerning individual end-users. Contractor shall not, under any conditions, resell, transfer or convey information about end-users to any third party. Contractor shall not retain or reuse information about the end-users in their own operations.

31. DATA DESTRUCTION

Upon termination, cancellation, expiration or other conclusion of the Contract, the Contractor shall return the data to the Department unless the Department requests that such data be destroyed. This provision shall also apply to data that is in the possession of subcontractors or agents of Contractor. The Contractor shall complete such return or destruction not less than thirty (30) days after the conclusion of this Contract. Within such a thirty (30) day period, the Contractor shall certify in writing to the Department that such return or destruction has been completed.

All subcontractors utilized to perform the activities authorized by this Contract must abide by the same security and access requirements as the Contractor. The Contractor must disclose and obtain Department approval of any existing and/or contemplated strategic alliances, partnerships, Intergovernmental Agreements or subcontracting agreements the Contractor has or will enter into which involve the processing and/or use of Department data acquired pursuant to this Contract.

32. INCIDENT NOTFICATION

The Contractor agrees to notify the Department immediately when the Contractor system that may access, process, or store Department data is subject to unintended access. Unintended access includes compromise (e.g., computer malware, unauthorized access to agency data, password compromise) or access by an individual or automated program due to a failure to secure a system or adhere to established security procedures.

The Contractor agrees to notify the Department immediately if there is a threat to the Contractor's program or product as it pertains to the use, disclosure, and security of Department data. If an unauthorized use or disclosure of any personal information occurs, the Contractor shall provide written notice within twenty four (24) hours after Contractor's confirmed discovery of such use or disclosure.

The Contractor written notice shall be sent via email and US mail to:

security@azdot.gov

AZ Department of Transportation Attn: Chief Information Officer Information Technology Group 206 S 17th Avenue Phoenix, AZ 85007

33. ENCRYPTION

The Contractor shall implement encryption technologies to protect Department data. Data encrypted at rest shall use, at a minimum, Advanced Encryption Standard, 256-bit key encryption. Data transmissions shall use Transport Layer Security (TLS) and/or IP Security (IPsec) encryption. Backups for storage on-site and/or off-site shall be encrypted to protect against accidental or intentional disclosure. Encryption keys shall be kept separate from backups they encrypt. The Contractor shall apply full disk encryption to devices that store Department information.

34. ACCESS CONSTRAINTS AND AUTHORIZATIONS REQUIREMENTS

Contractor access to the Department’s information technology environment and resources shall be properly authorized, based on business need and will be restricted to least possible privilege. Upon approval of access privileges, the Contractor shall maintain strict adherence to all prescribed security policies, standards and procedures.

Failure of the Contractor, its agents or subcontractors to comply with prescribed security policies, standards and procedures including any person who commits an unlawful breach of computer security or harmful access will be subject to prosecution under appropriate state and/or federal law.

Any and all recovery costs or reconstruction costs or other direct liabilities associated with an unlawful breach of computer security or harmful access wherein the Contractor is a proximate cause shall be paid by the Contractor.

35. NON-ADOT INFRASTRUCTURE

ADOT prohibits the installation and use of personally-owned or contractor/subcontractor-owned equipment or software on the Department’s network. If non-ADOT owned equipment must be used to fulfill the requirements of this contract, it must be stated in the contract. All of the security controls required for ADOT equipment must be utilized in approved Contractor equipment and must be funded and maintained by the owner. Software must be kept current, including all critical updates and patches.

36. SOFTWARE APPLICATIONS

The standard installation, operation, maintenance, updating and patching of software shall not alter the configuration settings from the ADOT approved configuration. Applications designed for end users shall run in standard user context without elevated system administration privileges. The Contractor shall ensure the security of all procured or developed systems and technologies, including their subcomponents (hereinafter referred to as “Systems”), throughout the life of this contract and any extension, warranty, or maintenance periods. This includes, but is not limited to workarounds, patches, hotfixes, upgrades, and any physical components (hereafter referred to as Security Fixes) which may be necessary to fix all security vulnerabilities published or known to the vendor anywhere in the Systems, including operating systems and firmware. The vendor shall ensure that Security Fixes shall not negatively impact the Systems.

The Contractor shall provide, at no additional charge, all new releases and updates of the software or application while under a maintenance agreement. Release shall be defined as any collection of enhancements or updates which the contractor generally makes available to its installed base of customers of such programs.

A software or application error is defined as any failure of the Contractor program to perform according to prescribed business requirements and/or design specifications. Following the Department’s written acceptance of the Contractor’s solution or subsequent enhancements, the contractor shall correct any software or application error at no charge to the Department.

37. CODE REVIEW

The Contractor shall conduct annual code reviews of each internally-developed application to ensure programming errors have been mitigated in accordance with the SANS top 25…