CTR076437_Contract_Documents.pdf

ATTACHMENT 1

OFFER AND ACCEPTANCE

Solicitation No: BPM006549 Available online at https://app.az.gov

Rev 09/2022

OFFER

TO THE STATE OF ARIZONA:

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

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

Address Printed Name Date

City State Zip Title

Email Address Phone Number

Company Email Address Fax Number

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

ACCEPTANCE OF OFFER (FOR DEPARTMENT USE ONLY)

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

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

State of Arizona

Effective this day of 20

Procurement Officer Awarded Date

Dovetail Consulting Inc

1777 Phoenix Pkwy Ste 306 Mignon Allen 2/23/2025

College Park GA 30349 President, Dovetail Consulting Inc mallen@dovetailconsulting.net 770-603-3113 nonemallen@dovetailconsulting.net

Docusign Envelope ID: A9F89CFC-7734-4FE5-87AB-057D5650FCE9

CTR076437

4/8/2025

April 8th 25

STATE OF ARIZONA

ARIZONA DEPARTMENT OF TRANSPORTATION

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

REQUEST FOR PROPOSAL

SOLICITATION NUMBER: BPM006549

DESCRIPTION: Light Rail/Streetcar Safety and Security Oversight

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.

Matthew Martinez Procurement Officer Phone: 602.712.4398 Email:mmartinez12@azdot.gov

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

“An Equal Opportunity Agency”

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

Persons that require a reasonable accommodation based on language or disability should contact ADOT’s Procurement Office by phone (602) 712-7466. 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.

https://app.az.gov/ mailto:mmartinez12@azdot.gov

TABLE OF CONTENTS

SECTION PAGE

Notice 1

Table of Contents 2

Scope of Work 3

Special Terms and Conditions 15

Uniform Terms and Conditions 30

Federal Provisions 49

EXHIBITS

1 - Title VI/Non-Discrimination Assurances Appendix A 81

2 - Title VI/Non-Discrimination Assurances Appendix E 82

3 - Usage Report 83

4 - Billing Summary and Reimbursement Form 84

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 services of a qualified firm or individual, herein referred to as Contractor to assist the Department with safety and security oversight requirements for each rail fixed guideway system operated in the State.

2. Introduction and Background

2.1. The Department is the State Safety Oversight Agency (SSOA) for the State of Arizona and is committed to achieving compliance with the statutory requirements specified in the following federal laws and rules:

2.1.1 49 U.S. Code § 5329, Public Transportation Safety Program / Fixing America’s Surface

Transportation (FAST) Act;

2.1.2 49 CFR Part 674, State Safety Oversight, Final Rule;

2.1.3 49 CFR Part 673, Public Transportation Agency Safety Plan, Final Rule;

2.1.4 49 CFR Part 672, Interim Safety Certification Training Program Provisions, Final Rule;

2.1.5 49 CFR Part 670, National Public Transportation Safety Program, Final Rule; and

2.1.6 49 CFR Parts 625 and 630, National Transit Database / Transit Asset Management, Final

Rule.

2.1.7 With this solicitation, the Department is seeking to advance the fulfillment of its objectives to address the explicit mandates found in 49 U.S.C. Section 5329(e), State Safety Oversight Program.

3. General Requirements

3.1. The Federal Transit Administration (FTA) has established the federal safety and security requirements for the all rail fixed guideway public transportation systems in the United States, including Valley Metro and Sun Link in the State of Arizona. As the SSOA, the Department establishes and manages the Program Standard for Rail Safety and Security Oversight to ensure compliance with these federal requirements by the rail transit agencies in the State of Arizona. The effective oversight of the program by the Department will result in the identification, elimination, mitigation and control of safety and security hazards, incidents, accidents/safety events, risks, threats and vulnerabilities.

3.2. The Department is also responsible for ensuring compliance to the Program Standard and the development and implementation of rail safety and security programs, plans, and procedures established by the rail transit agencies operating within the State of Arizona. The effective implementation of safety and security practices by the rail transit agencies is essential to compliance with all local, state, and federal laws. As such, the oversight activities of the Department address all phases of safety and security including design, engineering, construction, testing, operations, and maintenance of the facilities and systems of Valley Metro and Sun Link.

3.3. The purpose of the SSOA is to evaluate the effectiveness and level of compliance of safety and security programs for each rail fixed guideway public transportation system. The Department Project Manager (DPM) will review findings and recommendations and recommend corrective actions to the Rail Transit Agencies (RTAs) to address deficiencies.

3.4. Task Assignments or Request for Project Quotes will be distributed to include work focus, any minimum tasks to be performed, deliverables, deadlines, and other work project requirements, and response submission requirements. Work shall not be considered as assigned until the task assignment or request for project quote is processed and notice to proceed (a purchase order).

4. Specific Requirements

4.1. The designated SSOA is required to perform several distinct functions as discussed below. The following activities constitute the core of FTA’s State Safety Oversight Rule but are not limited to:

4.2. Task 1 - Program Standard (Development and Implementation)

This program area addresses the responsibilities of the SSOA, which is required to develop, implement, update and maintain a Program Standard, a written document developed and adopted by the oversight agency that describes the policies, objectives, responsibilities, and procedures used to provide safety and security oversight to the RTAs within the State of Arizona.

The Program Standard addresses the fourteen SSO program areas identified by FTA:

● Program Standard

● Public Transit Agency Safety Plan (PTASP)

● Security Emergency Preparedness Plan (SEPP)

● Internal Safety and Security Audit Program

● Hazard Management Process

● Accident/Safety Event Notification, Investigation, and Reporting

● Three-Year On-Site Safety and Security Review

● Corrective Action Plans

● FTA Reporting

● Safety and Security Certification

● Safety Training Program

● Transit Asset Management Plan

● Engineering and Construction

● Risk Based Inspection

4.2.1. To support this program area, the Contractor may review and update the Program

Standard, and assist the Department in implementing its requirements and monitoring the compliance of the RTAs with the program requirements.

4.2.2. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to its requirements.

4.3. Task 2 - Public Transportation Agency Safety Plan (PTASP)

4.3.1. This program area specifies the minimum requirements to be contained in the RTA’s Public Transportation Agency Safety Plan (PTASP). This program area is consistent with the requirements of § 674.29. It also involves the process and timeframe through which the Department must receive, review, and approve the RTA’s PTASP and require annual updates.

4.3.2. To support this program area, annually, the Contractor shall update the checklist to review the RTA’s PTASP, Emergency Management Plan (EMP), and Accident/Safety Event and shall review, comment, and approve (or require revisions to) the RTA PTASP, EMP, and

AIIP.

4.3.3. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process, and procedures of this program area and adhere to its

4.4. Task 3 - Security and Emergency Preparedness Plan (SEPP)

4.4.1. This program area specifies the minimum requirements to be included in the RTA’s Security and Emergency Preparedness Plan (SEPP). It also involves the process by which the Department will review and approve the RTA SEPP and require annual updates.

4.4.2. To support this program area, annually, the Contractor shall update the checklist to review RTA’s SEPP and shall review, comment, approve (or require revisions to) the RTA’s SEPP.

4.4.3. The Contractor will refer to the Arizona Program Standard for more details on the

4.5. Task 4 - Internal Safety and Security Audit Program

4.5.1. This program area specifies the role of the Department in requiring and overseeing the RTA’s Internal Safety and Security Audit process. It also involves the process used by the Department to receive RTA checklists and procedures and approve the RTA’s annual reports on findings, which must be submitted under the signature of the RTA’s Accountable Executive. This program area also addresses all other requirements specified for the Internal Safety and Security Audit process (§ 674.27(a)(4)).

4.5.2. To support this program area, the Contractor may be requested to:

4.5.2.1. Review, comment, and approve (or require revisions to) the RTA’s proposed internal safety/security audit schedule for the current fiscal year.

4.5.2.2. Review, comment, and approve (or require revisions to) the RTA’s annual internal safety/security audit reports conducted to date;

4.5.2.3. Review, comment, and approve (or require revisions to) the RTA’s internal safety/security audit materials (e.g., pre-audit checklists, post-audit findings, and follow-up)

4.5.2.4. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process, and procedures of this program area and adhere to its requirements.

4.6. Task 5 - Hazard Management Process

4.6.1. This program area specifies the process by which the RTA will provide on-going reporting of hazard resolution activities to the Department. It also specifies information to be included in the affected RTA’s System Safety Program Plan relating to the hazard management process, including requirements for ongoing communication and coordination relating to the identification, categorization, resolution, and reporting of hazards to the Department. This program area also addresses all other requirements related to the hazard management process that are consistent with § 674.29.

4.6.2. To support this program area, if requested by the Department for a particular hazard or set of hazards, the Contractor may be requested to :

4.6.2.1. Review, approve (or require revisions to) the RTA’s initial, status and final hazard investigation reports,

4.6.2.2. Review, approve (or require revisions to) the RTA’s Hazard Log, and

4.6.2.3. Provide technical assistance and advice to the RTA to facilitate the closure of corrective action plans that are currently outstanding and those that may arise from the hazard management process.

4.6.2.4. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to

4.7. Task 6 – Accident/Safety event Notification, Investigation, and Reporting

4.7.1. This program area includes the specific requirements for the RTA to notify the Department of accidents/safety events. It also includes required timeframes, methods of notification, and the information to be submitted by the RTA with notification. This section addresses all other requirements specified for accident/safety event notification in § 674.33. In addition, this program area contains the Department’s identification of the thresholds for accidents/safety events that require SSOA investigation. The program area defines the roles and responsibilities for conducting investigations and addresses all other requirements specified for accident/safety event investigation and reporting in § 674.35 and § 674.39, and corrective action planning specified in § 674.37.

4.7.2. To support this program area, if requested by the Department for a particular accident/ safety event or sets of accidents/safety event, the Contractor may be requested to:

4.7.2.1. Review, approve (or require revisions to) RTA initial, status and final accident/ safety event investigation reports,

4.7.2.2. Review RTA Collision Log, and

4.7.2.3. Provide technical assistance and advice to RTA to facilitate the closure of corrective action plans that are currently outstanding and those that may arise from the accident/safety event investigation process.

4.7.2.4. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to

4.8. Task 7 - Three-Year On-Site Safety and Security Audits

4.8.1. This program area explains the process and criteria used by the Department, every three years, in conducting a complete audit of each affected RTA’s implementation of its System Safety Program Plan and Security Emergency Preparedness Plan as specified in § 674.31. It also includes the process used by the affected RTA and the oversight agency to manage findings and recommendations from this review. The program area includes applicable procedures that support integration of the RTA’s internal safety and security audit process into the Department’s three-year Safety and Security Review process.

4.8.2. To support this program area, the Contractor may serve as the audit team and prepare a schedule, procedures and a checklist to guide the review process. The contractor shall establish criteria through which the Department can evaluate the RTA’s implementation of its PTASP and SEPP. The Contractor in partnership with the Department will conduct the on-site audit. At the conclusion of the audit, the Contractor shall prepare and issue a Draft Report and a Final Report containing findings and recommendations resulting from the audit, which will analyze the effectiveness of the PTASP and SEPP and whether either should be updated. The Contractor will assist the Department SSO and RTA in the preparation of corrective actions required as a result of this audit.

4.8.3. The Contractor will refer to the Arizona Program Standard for more details on the

4.9. Task 8 - Corrective Action Plans

4.9.1. This program area specifies the criteria for the development of RTA corrective action plan(s) and the process for Department SSO’s review and approval of these plans. It also identifies the Department’s policies for the verification and tracking of Corrective Action implementation. This program area specifies the Department’s process for managing conflicts with the RTA relating to investigation findings and corrective action plan development. Finally, this program area addresses all additional requirements for corrective action plans included in § 674.37.

4.9.2. To support this program area, Contractor may be requested to:

4.9.2.1. Review, comment, approve (or require revisions to) RTA quarterly Corrective

Action Plan Monitoring Log, and

4.9.2.2. Provide technical assistance and advice to RTA to facilitate the closure of corrective action plans that may arise from the implementation of other program areas including hazard management, accident/safety event investigations, internal safety and security audits, and three-year on-site safety and security reviews audits.

4.9.2.3. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to

4.10. Task 9 - FTA Reporting and Certification

4.10.1. Annual Submission / Annual Certification: On or before March 15, the SSOA is required to prepare an annual submission to the FTA. The report must meet FTAs requirement includes:

4.10.1.1. A report summarizing its oversight activities for the preceding twelve months, including a description of the causal factors of investigated accidents/ safety event, status of corrective actions, updates and modifications to RTA program documentation, and the level of effort used by the Department to carry out its oversight activities;

4.10.1.2. A report documenting and tracking findings from three-year safety review activities and whether a three-year safety review has been completed since the last annual report was submitted;

4.10.1.3. Program Standard and supporting procedures that have changed during the preceding year;

4.10.1.4. Certification that any changes or modifications to the RTA PTASP or SEPP have been reviewed and approved by the Department;

4.10.1.5. With its annual submission, the Department will certify to the FTA that it has complied with the requirements of 49 CFR 674. The Department will submit this certification electronically to the FTA using a reporting mechanism specified by the FTA. The Department will maintain a signed copy of each annual certification submitted to the FTA, subject to audit by the FTA.

4.10.2. To support this program area, Contractor may assist the Department with its submission of the Annual Report(s) and Annual Certification electronically to FTA and will maintain a signed copy in its document control files.

4.10.3. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to its

4.11. Task 10 - Safety and Security Certification

4.11.1. This program area specifies the minimum requirements to be included in the Safety and Security Certification Plan (SSCP) for each capital project implemented by the RTA. It also involves the process by which the Department will review and approve the RTA’s SSCPs and require updates during the implementation of the SSCPs from design through revenue service.

4.11.2. To support this program area, the Contractor may be requested to prepare a checklist to review the RTA’s SSCPs and will review, comment, approve (or require revisions to) the RTA’s SSCPs.

4.11.3. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to its requirements.

4.12. Task 11 - Safety Training Program

4.12.1. This program area specifies the minimum requirements to be developed and implemented according to the Departments Technical Training Plan (TTP) as defined in 49 CFR Part 672, Interim Safety Certification Training Program Provisions.

4.12.2. The Contractor will refer to the Arizona Program Standard for more details on the

4.13. Task 12 – Transit Asset Management

4.13.1. This program area specifies the minimum requirements to be included in the RTA’s Transit Asset Management Plan (TAMP) as defined in 49 CFR Part 625. It also involves the process by which the Department will review and approve the RTA’s TAMP and require annual reviews and periodic updates.

4.13.2. To support this program area, if updated, the Contractor may prepare a checklist to review the RTA’s TAMP and will review, comment, approve (or require revisions to) the RTA’s TAMP.

4.13.3. The Contractor will refer to the Arizona Program Standard for more details on the requirements, process and procedures of this program area and adhere to its

4.14. Task 13 - Engineering and Construction Phase

4.14.1. For projects in the design, construction, testing, start-up and training phase, the following are typical tasks to be undertaken by an SSOA Contractor:

4.14.2. FTA Safety and Security Operational Readiness Review (SSRR): At a time designated by the FTA Office of Safety and Security prior to revenue service operations, the Department anticipates that FTA will conduct a Safety and Security Readiness Review (SSRR) of the Arizona Department of Transportation (ADOT) and the RTA. The purpose of the SSRR will be to:

4.14.2.1. Assess the readiness of the Department and Rail Transit Agency to implement

49 CFR 674 requirements;

4.14.2.2. Assess the progress of the RTA Safety and Security Certification Program, including activities to coordinate certification with the projects integrated and startup testing program, and RTA service activation program; as well as Offer technical assistance based on effective practices used by other Rail Transit Agency projects and State Safety Oversight Agencies.

4.14.2.3. The Department anticipates that FTA’s report will provide the results of the on-site assessment and will offer recommendations to the Department and RTA on topics addressed in the SSRR. The Department also anticipates that the FTA will conduct a pre-assessment document review; interviews with key management personnel from the Department and RTA, who are responsible for safety, testing, operations, maintenance, and security/emergency preparedness; and participate in tours of the alignment, the maintenance shop, and the rail yard.

4.14.2.4. To implement this task, the Contractor shall assist the Department and RTA to provide materials requested by FTA; attend the review; review and comment on the draft and final reports; and coordinate with RTA to address the findings and prepare corrective actions, as required.

4.14.3. Design Criteria Conformance

4.14.3.1. The Contractor shall verify the project’s design conformance to the latest revision of applicable federal, state, and/or local standards, codes, regulations, guidelines, and/or requirements.

4.14.3.2. To accomplish this, the Contractor may attend design meetings during the design development phase as needed to perform the design oversight responsibilities. The Contractor will review and comment on the Design Criteria Manual for each major capital project requiring safety and security certification by the RTA.

4.14.3.3. At the various stages of design development (contractor design review submittals), the Contractor shall review the design documents (drawings, specifications, and calculations) that are distributed to RTA staff for review and comment in accordance with agency’s policies and procedures. The Contractor shall review the designs to ensure that the safety and security requirements in the design criteria are included in the design of the various project facilities and systems. These reviews will be in accordance with the 49 CFR Part 633, 49 CFR Part 674, and other related FTA design, safety, and security guidance.

4.14.3.4. The Contractor shall also review designs that have changes or deviations from the baseline criteria. The Contractor shall ensure that RTA has considered and addressed changes that may impact project safety and security prior to these changes being incorporated into the final design.

4.14.3.5. The Contractor shall review the testing and inspection requirements for the project.

4.14.3.6. The Contractor may be requested to manage the logging and tracking of identified corrective actions to closure.

4.14.4. Construction Specification Conformance

4.14.4.1. The Contractor shall verify the project’s construction specification conformance.

4.14.4.2. To accomplish this, the Contractor staff shall conduct field observations, during construction, after work completion, and during testing and acceptance by RTA.

The purpose of these field observations is to assess the effectiveness of the RTA Safety and Security Certification Program.

4.14.4.3. The Contractor shall advise RTA and its contractors regarding which project elements require field observation. The Contractor will schedule each on-site field observation at intervals appropriate to the stage of construction in advance through appropriate RTA personnel. The Contractor shall verify RTA’s construction safety and security oversight activities are being carried out in accordance with its Construction Safety and Security Plan. The Contractor shall submit reports to the Department detailing its observations, findings, recommendations, and corrective actions.

4.14.4.4. The Contractor shall manage the logging and tracking of identified corrective actions to closure.

4.14.5. Operations and Maintenance

4.14.5.1. The Contractor shall review the safety and security related operational plans and documents developed by RTA for revenue operation in accordance with the SSO Safety and Security Program Standard, 49 CFR 674, and other applicable requirements and guidelines. The Contractor shall provide review comments to SSO for various plans, which may include the following:

4.14.5.2. Standard Operating Procedures (SOP)

4.14.5.3. Security Emergency Preparedness Plan (SEPP)

4.14.5.4. Rule Book

4.14.5.5. Operations and Maintenance Plan

4.14.5.6. Right-of-Way Safety Training

4.14.5.7. The Contractor shall support the Department internal reviews and comment resolution meetings with the RTA and FTA.

4.14.5.8. The Contractor shall implement operational plan and document reviews in accordance with FTA approved Program Standard.

4.14.5.9. The Contractor shall also manage the logging and tracking of identified corrective actions to closure.

4.14.5.10. Testing, Start-Up and Training

4.14.5.11. The Contractor will review plans and documents developed by RTA for the testing, pre- revenue operation, and start-up phases of the project. The Contractor shall provide review comments to the Department for each individual plan and/or document, including the following:

4.14.5.12. Training and Qualification Program Plans

4.14.5.13. System Integration Test Plan (SITP)

4.14.5.14. Pre-Revenue Operations (PRO) Plan

4.14.5.15. The Contractor will review tabletop exercise and emergency drill plans and procedures developed by RTA. The Contractor shall provide review comments to the Department.

4.14.5.16. The Contractor will witness and observe the RTA tabletop exercises and emergency drills as directed by the Department. The Contractor shall verify tabletop exercises and emergency drills are being conducted in accordance with approved plans and procedures and are consistent with standard industry practice. The Contractor shall submit reports to the Department detailing its observations, findings, recommendations, and corrective actions.

4.14.5.17. The Contractor will witness and observe RTA training and qualification programs as directed by the Department. The Contractor shall verify training and qualification programs are being implemented in accordance with approved plans and procedures and are consistent with standard industry practice.

4.14.5.18. The Contractor shall submit reports to the Department detailing its observations, findings, recommendations, and corrective actions.

4.15. Task 14 - Risk Based Inspection

4.15.1. The Contractor will either perform or support the following activities will occur under this task:

4.15.1.1. On-going development of the Departments Risk Based Inspection program

4.15.1.2. Authority to Perform Risk-Based Inspections

4.15.1.3. Risk-Based Inspection Policies and Procedures

4.15.1.4. Data Sources and Collection

4.15.1.5. Inspection Prioritization

4.15.1.6. Risk-Based Inspection Programs Are Commensurate with Number, Size, and

Complexity of each RTA

4.15.1.7. SSO Staffing, Qualifications, and Training

4.15.2. The Contractor will refer to the Arizona Program Standard for more details on the

4.16. Task 15 - Supplemental Safety Activities

4.16.1. The following activities will occur under this task:

4.16.1.1. Three-year audit of the Departments enhanced State Safety Oversight Program

4.16.1.2. Under Part 674 FTA will be conducting a three-year audit of the Departments enhanced State Safety Oversight Program.

4.16.1.3. The Contractor shall gather information requested by FTA and prepare for audit and develop a response to FTA’s report of findings and recommendations. The Contractor shall prepare a draft report for the Departmentss review and approval prior to responding to FTA.

4.16.1.4. Any other identified duties not covered in another area/task

4.16.1.5. FTA Safety Advisories - The Contractor shall also prepare and or assist with the preparation of responses to FTA Safety Advisories. Such examples include:

4.16.1.6. Roadway Worker Protection Assessment

4.16.1.7. Stop Signal Overruns Assessments

4.16.1.8. Between Car Barriers (BCBs) Information Request

4.16.1.9. Other supplemental safety activities shall include, but are not limited to, extended study and analysis of factors related to accident/ safety event and hazard investigations. Responding to inquiries about the Program, preparing briefing materials, and assisting the Department with issues related to the implementation of the Program.

4.16.2. The proposing Contractor shall submit a level of effort and cost estimate related to such audits, safety advisories, accidents / safety events and hazard investigations.

5. Contractor’s Responsibilities

5.1. The Contractor Shall:

5.1.1. Complete and use the Billing Summary and Reimbursement Form (BSR) as the cover / first page of each invoice packet.

5.1.2. Be diligent in maintaining open communications with the Department, and especially the

DPM, MPD Contracts, and MPD Finance or the Departments Project Accounting, as necessary. Work shall be completed in a responsible and professional manner and in accordance with the specifications, schedules, work plan, performance indicators, and operating standards as designated in each task assignment and/or the Arizona Program Standard.

5.1.3. Be responsible for submitting deliverables to the DPM as required. All deliverables will be reviewed and commented on by the DPM. The DPM will compile comments and provide direction to the Contractor, who will revise the deliverable(s) to the DPM’s satisfaction.

5.1.4.

5.1.5. Participate in various meetings at the request of the Department as necessary to ensure the satisfactory completion of the projects.

5.1.6. Must provide upon demand any data, reports, records or documents created or used in performing work. No data, reports, records or documents used in performing scoped work may be considered proprietary to the Contractor.

5.1.7. Comply with the requirements for federally-funded projects: Pursuant to 23 CFR 420.121, the Department shall own the copyright to any books, publications, or other copyrightable materials developed in the course of the work. The funding Federal agency reserves a royalty-free, nonexclusive and irrevocable right to reproduce, publish, or otherwise use, and to authorize others to use, the work for Government purposes.

5.1.8. The Contractor shall submit written progress reports as required by the Department and as specified in any Task Assignment. The report shall include, at a minimum:

5.1.8.1. Date, Agency’s Contract Number, MPD Tracking Number, Project Title, Contact

Information (Name, Address, Phone Number, Email Address), and Purchase Order Number.

5.1.8.2. Narrative description of the status of each task and its percent completion

5.1.8.3. Problems encountered,

5.1.8.4. Proposed solutions,

5.1.8.5. And any efforts on the project, schedule, budget or scope

6. Department’s Responsibility

6.1 The Department shall be responsible for:

6.1.1. Distributing task assignments or requests for quotes that describes the scope of work and administrative requirements.

6.1.2. Emailing Contractor’s Project Manager, a work assignment scope requesting Tasks, stating objectives, deadlines, customer information, deadline for responding, and other pertinent details. The Department will review the response and will either: cancel the work assignment, negotiate the provided response, or issue a purchase order as Notice to Proceed.

6.1.3. Assigning a department project manager (DPM) who is responsible for directing, reviewing and approving a Contractor’s work products and invoices.

6.1.4. Making available all relevant documents and information necessary to perform assigned work.

6.1.5. Reviewing and approving Contractor’s documents and submittals.

6.1.6. Completing vendor performance reports. The Department’s project manager must complete a Vendor Performance Report at the conclusion of each work project to document either positive or negative concerns or interactions. Additional Vendor Performance Reports may be completed at any time during the term of the project.

SPECIAL TERMS AND CONDITIONS

1. CONTRACT TERM

The term of any resultant contract shall commence on the effective date of award and shall continue for a period of eighteen (18) months thereafter, unless terminated, canceled 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 sixty (60) 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 attempt to represent any material and/or service not specifically awarded as being under contract is a breach of the contract and a violation of the Arizona Procurement Code. Any such action is subject to the legal and contractual remedies available to the State inclusive of but not limited to contract cancellation, suspension and/or debarment of the Contractor.

6. INVOICING REQUIREMENTS

Invoicing shall be submitted using the provided MPD Billing Summary and Reimbursement (BSR) form in such a way that payment may be completed on any active purchase order no more than monthly and no less than quarterly. A single PDF package, assembled in the order with the Billing Report as the first page in landscape format, followed by all required forms of the BSR and then with all other support documentation, and named according to the file naming convention:

AgencyName INVxxx MPDnnnn-yy DateSubmitted.pdf shall be submitted to MPDTransit@azdot.gov. The BSR will be emailed to the Contractor once the purchase order(s) have been generated via an NTP Confirmation Email. Assistance completing the BSR may be obtained by requesting training at MPDContracts@azdot.gov.

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

https://app.az.gov/ mailto:MPDTransit@azdot.gov mailto:MPDContracts@azdot.gov

• 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 MPDTransit@azdot.gov or not containing the necessary and required information may delay payment. A Contractor whose payments are delayed due to improper invoicing shall make no claim against the Department or the State for late or finance charges.

The Department will make every effort to process payment within thirty (30) calendar days after acceptance of services. Delivery of the service to the Department does not constitute acceptance.

The date the Department accepts delivery of services shall be the valid date for starting the thirty (30) calendar day payment period.

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

7. ESTIMATED USAGE

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

8. PRICE REDUCTION

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

9. PRICE INCREASE

The Department will review fully documented requests for price increases for any contract which will or has been in effect for twelve (12) months. The request shall be submitted no less than 60 days prior to mailto:MPDTransit@azdot.gov 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. Approved Price Increases shall not alter on-going task assignment pricing.

10. CONTRACT ADMINISTRATION

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

11. NOTICES

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

a. If intended for the State, to:

Arizona Department of Transportation, Procurement Group

1739 W. Jackson Street, MD 100P Phoenix, Arizona 85007-3276

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

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

12. CANCELLATION FOR POSSESSION OF WEAPONS ON DEPARTMENT PROPERTY

The Contractor or any subcontractors are prohibited from having weapons in their possession or on their person within the building. Weapons shall be stored securely, consistent with A.R.S. § 13-3118, in the Contractor’s or any subcontractor’s vehicle if there are no storage amenities available at the Department s facility. This contract may be canceled 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 the Departments property except in the manner stated above.

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

13. REVIEW OF CONTRACTOR’S WORK

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

14. ACCURACY OF WORK

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

15. INDEMNIFICATION

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

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

16. INSURANCE

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

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

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

A. Minimum Scope and Limits of Insurance

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

1. Commercial General Liability (CGL) – Occurrence Form

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

• General Aggregate $2,000,000

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

• Personal and Advertising Injury $1,000,000

• Damage to Rented Premises $50,000

• Each Occurrence $1,000,000

a. The policy shall be endorsed, as required by this written agreement, to include the

State of Arizona, 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.

2. Business Automobile Liability

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

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

a. Policy shall be endorsed, as required by this written agreement, to include the State of

Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non-owned by the Contractor.

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

3. Workers’ Compensation and Employers' Liability

• Workers' Compensation Statutory

• Employers' Liability

• Each Accident $1,000,000

• Disease – Each Employee $1,000,000

• Disease – Policy Limit $1,000,000

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

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

4. Professional Liability (Errors and Omissions Liability)

• Each Claim $2,000,000

• Annual Aggregate $2,000,000

a. In the event that the Professional Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of two (2) years beginning at the time work under this Contract is completed.

b. The policy shall cover professional misconduct or negligent acts for those positions defined in the Scope of Work of this contract.

5. Additional Insurance Requirements

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

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

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

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

6. Notice of Cancellation

Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance…