CTR078030_Contract_Documents.pdf

ATTACHMENT #1

OFFER AND ACCEPTANCE

Solicitation No: BPM006856 Available online at https://app.az.gov

Rev 11/2024

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.

Parsons Transportation Group Inc.

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

1050 West Washington Street, Suite 114

Daniel Lukasik, PE April 30, 2025

Address Printed Name Date

Tempe AZ 85288

Vice President

City State Zip Title

Daniel.Lukasik@parsons.com

949.333.4546 Email Address Phone Number

Daniel.Lukasik@parsons.com

N/A

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

Docusign Envelope ID: 9868C9BF-ABF7-411E-B460-AD8C98AD8881

August 251

CTR078030

8/1/2025 https://app.az.gov/

Rev. 11/2024

STATE OF ARIZONA

ARIZONA DEPARTMENT OF TRANSPORTATION

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

REQUEST FOR PROPOSAL

SOLICITATION NUMBER: BPM006856

DESCRIPTION: Loop 101 Mobility Project- ICM Decision Support System (DSS)

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.

Kelly Greene Procurement Officer Phone: 602-712-4879 Email: kgreene@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.

TABLE OF CONTENTS

SECTION PAGE

Notice 1

Table of Contents 2

Scope of Work 3

Special Terms and Conditions 17

Uniform Terms and Conditions 37

Federal Provisions 57

EXHIBITS

1 - Title VI/Non-Discrimination Assurances Appendix A 83

2 - Title VI/Non-Discrimination Assurances Appendix E 84

3- Usage Report 85

4- 310PS DBE Certification of Final Payments 86

5- Loop 101 Mobility ICM Concept of Operations Attached

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 (ADOT and/or Department), has a requirement for a qualified firm or firms (Contractor) to design, furnish, integrate, and support a Decision Support System (DSS) for the Loop 101 Corridor Integrated Corridor Management (ICM) System. ICM shall facilitate improved real-time freeway-arterial coordination when incidents impact Loop 101 (L101) and divert traffic onto arterial streets.

2. Introduction and Background

2.1. The Arizona Department of Transportation (ADOT) and Maricopa County Department of

Transportation (MCDOT) partnered to successfully secure funding through the Federal Highway Administration (FHWA) Advanced Transportation Congestion Management and Technology Deployment (ATCMTD) program in 2017 to implement an Integrated Corridor Management (ICM) system on the Loop 101 corridor in the Phoenix metropolitan area. The Loop 101 Mobility project is the first ICM deployment in the Phoenix metropolitan area.

2.2. The Loop 101 Mobility partner agencies, led by ADOT and MCDOT, have identified the Loop 101 corridor as a candidate to pilot ICM strategies, including improved agency notifications and coordination among freeway, arterial and transit operations; improved coordination with emergency responders during incidents; and support to help make routing and diversion strategy decisions based on real-time traffic and incident conditions. Many of these strategies shall be supported by the DSS.

2.3. The Loop 101 Mobility project is co-managed by ADOT and MCDOT, with oversight by FHWA.

ADOT has overall program management and administrative responsibilities to fulfill the ATCMTD grant requirements. MCDOT provides technical leadership for ICM operational planning and DSS concepts and design, technical management of the AZTech Regional Information System (ARIS).

2.4. Additional key partners and stakeholders in the Loop 101 Mobility Project include several local agencies near the Loop 101 corridor, including the cities of Chandler, Glendale, Mesa, Peoria, Phoenix, Tempe; Maricopa Association of Governments; Salt River Pima-Maricopa Indian Community; Valley Metro/Regional Public Transportation Authority; Arizona Department of Public Safety. Per Exhibit 4, Loop 101 Mobility ICM Concept of Operations, any agency not specifically involved in this initial phase of the project are considered eligible to opt-in at a later phase.

2.5. The focus of the Loop 101 Mobility DSS is to support enhanced agency notifications, multi-agency coordination, and safe diversion of freeway traffic to adjacent arterials when there is an unplanned incident that closes the Loop 101 freeway in either direction. ICM in the Phoenix metropolitan area is focused primarily on non-recurring congestion, which includes traffic incidents, and congestion related to work zones and large-scale pre-planned special events.

Future strategies could include ICM for recurring congestion.

2.6. Additional objectives for the DSS are to support accurate and timely traveler information, and to support more robust system performance management.

2.7. The main functionality of the DSS shall be to use existing data and a rules algorithm to evaluate and rank response plans while offering a platform for collaboration and monitoring across agencies.

2.8. Loop 101 is a 61-mile urban freeway around the Phoenix metropolitan area that connects major cities, freeways and destinations, including major event venues, in the region. Figure 1 provides a map of the Loop 101 Corridor.

Figure 1: Loop 101 Project Map

2.9. Loop 101 Mobility partners and stakeholders have developed a Concept of Operations for ICM

(Exhibit A). This Concept of Operations outlines how stakeholders envision a DSS supporting information sharing, decision-making and communications for real-time traffic management decisions when incidents impact the L101 corridor and initiate an ICM response to divert traffic from the freeway onto adjacent arterials. The Concept of Operations outlines existing systems that shall interact with the DSS. Figure 2 shows the envisioned system interactions and data flows from key systems to the DSS.

Figure 2 - Loop 101 ICM System High Level Architecture (from Loop 101 Final Concept of Operations, January 2025)

2.10. Loop 101 Mobility partners and stakeholders have developed High-Level System Requirements

Specifications for the DSS. These high-level requirements are to be used as a starting point for design and shall require additional detail and prioritization to be developed in coordination with project stakeholders.

2.11. There shall not be any field infrastructure deployed as part of this contract to design and develop a DSS for ICM on Loop 101.

2.12. The Department anticipates the Loop 101 Mobility DSS shall be developed and implemented in phases. The design task of this contract shall define, in collaboration with partners and stakeholders, what elements shall be part of the initial DSS development and implementation phase. Future phases are not guaranteed and currently not programmed. However, future phases are envisioned to include geographic expansion beyond Loop 101, automation of response plan implementation, integrating new data types, or use of the DSS for planned events. The Department reserves the right to adjust deliverables to accommodate for budget constraints.

3. General Requirements

3.1. Core Services – The Contractor shall be required to provide all Core Services:

3.1.1. Project Management and Administration

3.1.2. DSS Design

3.1.3. DSS Development, Deployment and Integration

3.1.4. DSS Operations and Maintenance

3.2. Additional/Optional Services- At the discretion of the Department and in agreement with the Contractor additional services may be requested.

4. Specific Requirements

4.1. Core Services

4.1.1. Project Management and Administration – The Contractor shall:

4.1.1.1. Develop a Project Management Plan to document how the Contractor shall manage project scope, stakeholder communications, quality control/quality assurance, schedule, and costs.

4.1.1.2. Develop a Systems Engineering Management Plan in accordance with Federal requirements for ITS projects.

4.1.1.3. Develop a project schedule for DSS design, development integration, and operations tasks.

4.1.1.4. Develop, maintain, and update a risk register.

4.1.1.5. Develop a staffing plan.

4.1.1.6. Lead project management meetings related to the Loop 101 DSS design and development activities. These meetings shall include a kick-off meeting, biweekly status meetings, stakeholder input and review meetings, and project close-out.

The Contractor shall lead other meetings as needed and as requested by ADOT during the Contractor’s period of performance. For meetings that the Contractor leads, Contractor is expected to develop an agenda, meeting materials, and a meeting summary of key discussion and action items.

4.1.1.7. Participate in a partnering meeting, provide updates on DSS design and development activities during other Loop 101 stakeholder meetings, and participate in other meetings as requested by ADOT during the Contractor’s period of performance.

4.1.1.8. Prepare and submit status and activity updates to ADOT as part of monthly invoicing and progress reporting. Provide input for the quarterly and annual reports that ADOT submits to FHWA (requirement for ATCMTD recipients).

4.1.2. DSS Design – The Contractor shall:

4.1.2.1. Design a DSS that addresses ICM data needs; priority functions for ICM situational awareness; decision support for stages of the ICM lifecycle; and a user interface for the Loop 101 Mobility partners and stakeholders.

4.1.2.2. Work with agencies at the initiation of the design tasks to identify data that is available to integrate into the DSS. The Contractor shall conduct a comprehensive analysis to identify the specific data requirements for the DSS. This analysis shall encompass the needs of all relevant stakeholders and user groups.

4.1.2.3. Provide and define an IT Governance Framework that enables agencies to manage their IT risks effectively, and ensure that the activities associated with information and technology are aligned with the overall business objectives of the project.

4.1.2.4. Develop a plan for software development, identifying tools and methodologies that shall be used for software development lifecycle management.

4.1.2.5. Develop a plan for engaging Loop 101 Mobility stakeholders to develop, refine, and prioritize System Requirements Specifications through design review meetings as well as individual stakeholder meetings. Topics of discussion shall include but not be limited to specific functional needs, user needs, priorities, and operating preferences. As part of this plan, the Contractor shall work with ADOT and Loop 101 Mobility partners and stakeholders to establish issue resolution strategies.

4.1.2.6. Develop logic and system functions to facilitate priority capabilities of the Loop

101 DSS including but not limited to: ICM triggering events; notifications, alerts and updates; distributing recommended response plans; status updates and response plan updates; and other functions to be determined during the design processes.

4.1.2.7. Develop a High-Level System Design document, including network diagrams to illustrate information flows, show sequence of events, and show relationships between key systems and the Loop 101 DSS. As part of the initial phase, the Contractor shall confirm data that shall be integrated into the DSS. The data shall include, but may not be limited to: ADOT freeway management and operations systems, ARIS (to include county, transit and local agency data), and third-party data. The Contractor shall document the final architecture in an Interface Control Document.

4.1.2.8. Facilitate the development of standard data sharing agreements in collaboration with all stakeholders involved in the project. These agreements shall serve as the foundation for inter-agency data sharing activities.

4.1.2.9. Create a framework for data sharing administration. This framework shall clearly outline the responsibilities of participating agencies, as well as mechanisms for decision-making, conflict resolution, and change management.

4.1.2.10. Support the requirements outlined for system data functionality, standards, and customizations.

4.1.2.11. Develop a Data Governance Framework that defines structure that directs the implementation of guidelines, protocols, processes and rules for the data required and/or utilized for decision support. This shall serve as the foundation of a data governance program between agencies and participants. This framework shall include data categorization, data retention and any requirements for data preservation for archival purposes and which agency shall be assigned data custodial accountability and responsible for ongoing administrative support and management of said data.

4.1.2.12. Develop a requirements matrix to demonstrate traceability to user needs and priorities. Contractor shall facilitate requirements review meetings and implement a process, in collaboration with the Department, for acceptance/sign-off on requirements.

4.1.2.13. Develop a user interface to support stakeholder communications, coordination, and response updates through the DSS. The user interface shall be customizable to allow end users (agencies) to configure preferences for alerts, frequency, and method, such as email and text.

4.1.2.14. In coordination with the Department, identify cloud storage requirements, communications requirements, security requirements, connections, and other interfaces to enable communications and data sharing with the DSS. Contractor shall document operational requirements and costs.

4.1.2.15. Develop the overall system and subsystems testing plans and provide the Department for review. Once approved by the Department, the Contractor shall facilitate system and subsystem testing at appropriate intervals during system development.

4.1.2.16. Prepare design phase documentation and submit to the Department for review.

Documents shall include but not be limited to the following:

4.1.2.16.1. Design Engagement Plan

4.1.2.16.2. IT Governance Framework

4.1.2.16.3. Plan for Software Development

4.1.2.16.4. High-Level System Design Document, including Network Diagrams and Flow Charts

4.1.2.16.5. Interface Control Document

4.1.2.16.6. System Requirements Specifications

4.1.2.16.7. Data Governance Framework

4.1.2.16.8. Requirements Traceability Matrix

4.1.2.16.9. Phasing strategy for system development

4.1.2.16.10. Proposed system and subsystem testing plans

4.1.2.16.11. Design meeting agendas, materials and summaries

4.1.3. DSS Development, Deployment and Integration – The Contractor shall:

4.1.3.1. Develop DSS software, logic, algorithms, and thresholds for DSS activation, and establish data interfaces in accordance with the phasing plan and agreed-upon priority functions established during the design phase. The Contractor shall work with ADOT and MCDOT to establish required data connections from ADOT data sources and MCDOT ARIS as identified during the design task. Initial DSS deployment and testing shall be restricted to an internal development environment before migrating to a production environment.

4.1.3.2. Coordinate with the Department during development, integration with ADOT’s data sources and network, and to address all of the Department’s security requirements. Contractor shall coordinate with MCDOT to integrate the ARIS data feed with DSS subsystems.

4.1.3.3. Implement phased development and testing of DSS capabilities including:

notifications, alerts and acknowledgements; response formulation strategy and recommendations; DSS processes for assessing and revising recommended response strategies; user interface; and a Loop 101 Operations Dashboard.

4.1.3.4. Provide incremental demonstrations to ADOT and L101 Mobility partners and stakeholders for review/feedback on functions, usability, user interface. These sessions shall include ADOT, MCDOT and other L101 Mobility stakeholders in acceptance testing.

4.1.3.5. Facilitate tabletop exercises to simulate ICM operations in the test environment, including walking through an incident scenario to demonstrate usability and capabilities of the DSS. Tabletop exercises shall include testing connectivity to data sources, testing key processes (notifications, alerts, acknowledgements, response plan formulation, response plans updates, incident close out). Contractor shall identify and document gaps identified during tabletop exercises and establish a plan to address identified issues and implement changes to DSS in response to identified issues.

4.1.3.6. Complete full system acceptance test with ADOT, MCDOT, Loop 101 Mobility partners and stakeholders and obtain sign-off on system testing phase.

4.1.3.7. Migrate the DSS from the test environment to the operational environment at ADOT. Once successfully migrated and tested, the Contractor shall prepare a plan to roll out the DSS user interface to other Loop 101 Mobility partner agencies.

4.1.3.8. Prepare Development and Integration Documentation and submit to the

Department for review. Documents shall include but not be limited to the following:

4.1.3.8.1. Materials and summaries for development status meetings

4.1.3.8.2. Materials and summaries for demonstration and testing sessions

4.1.3.8.3. Updated requirements traceability matrix

4.1.3.8.4. Summary of full system acceptance tests and sign-off

4.1.3.8.5. Deployed DSS ready for operations

4.1.4. DSS System Operations and Maintenance - The Contractor shall:

4.1.4.1. Develop training manuals, training resources, and conduct training via workshops on DSS functions. Trainings for ADOT and MCDOT collectively shall include content for operating, maintaining, and managing the system. Trainings for all Loop 101 Mobility partners and stakeholders shall include content for only operating the system.

4.1.4.2. Develop tools and resources to support stakeholder troubleshooting and interactions with the DSS user interface and DSS components.

4.1.4.3. Prepare an Operations Manual with details showing each display and use case scenarios.

4.1.4.4. Provide operational support that shall begin once implementation is complete and last for the length of this contract. Operational support includes, but is not limited to: implementing quarterly system updates to address software bugs and new capabilities; updates to response plans, DSS logic and algorithms; additional support to identified by the Contractor. The Contractor shall monitor connectivity to data sources, ensuring real-time DSS capabilities are working, including user interface, dashboard, data feeds and DSS functions (alerts, updates, notifications).

4.1.4.5. Provide a minimum of a two (2) year warranty support on all software and equipment to begin after full implementation has completed, with options to renew annually for the term of the contract.

4.1.4.6. Implement a process for users to submit issues or problems they are experiencing.

At a minimum, the Contractor shall evaluate the resolution required and communicate receipt of any issued ticket within one (1) hour with a commitment of resolution. Contractor shall implement alerts and notifications to signal that there may be issues with DSS operations, data connections, or availability.

Response and resolution times for resolving issues shall be outlined in a service level agreement (SLA). At a minimum a response and resolution are required within one (1) hour (for major functionality failure, significant performance slowdown, or complex error message, or the like), within a few hours (moderate performance issues, minor functionality errors, configuration questions, etc.), or next business day (cosmetic issues, minor compatibility problems, basic troubleshooting, etc.).

4.1.4.7. Respond to issues, malfunctions, and system interruptions. Contractor shall provide support, issue diagnostics and issue fixes during the week between the hours of 6:00 AM through 7:00 PM (AZ time). Contractor shall have resources available to diagnose issues outside of those hours, including evenings, Saturday, Sunday and Federal holidays. Any system maintenance or troubleshooting that would cause a system wide outage needs to be communicated and coordinated with respective DSS/ICM partners that the system shall be unavailable and a time estimated for outage. Any issue, malfunction, or system interruption that cannot be resolved virtually shall be dealt with in-person.

4.1.4.8. Participate in up to three (3) after-action reviews in the first year of operations of major incidents on Loop 101 where ICM is triggered and the DSS is used. ADOT and MCDOT shall schedule an after-action review meeting with affected L101 Mobility partners and stakeholders to discuss DSS operations. Contractor shall note any issues raised and integrate with the DSS maintenance plan, including identifying priority issues requiring immediate attention.

4.1.4.9. Upon DSS implementation, participate in in-person annual workshops with all

Loop 101 Mobility partners and stakeholders to discuss DSS performance, usability, and functionality. Contractor shall facilitate the discussion, document issues noted by users, and discuss potential strategies to address identified issues.

4.1.4.10. Provide a monthly report to the Department of issues, issue tickets and summary of response times, diagnoses and issue resolution. This report shall be reviewed as part of status meetings.

4.1.4.11. Develop a recommended strategy and recommendations for proceeding with subsequent phases of the Loop 101 DSS if the Department is able to fund future enhancements and expansions, defining each phase including options, included functions, costs, and timelines.

4.1.4.12. Prepare Operations and Maintenance Documentation and submit to the

Department for review. Documents shall include, but not be limited to the following: Training materials, Operations Manual, Monthly summaries of issues encountered and responses, and Future Loop 101 expansion recommendations and costs.

4.2. Additional/Optional Services

4.2.1. Additional and/or optional services may be requested of the Contractor if it is determined by the Department to be a “value add” to the overall Core Services as outlined in this scope of work. Such additional and/or optional services may include, but not be limited to:

4.2.1.1. Integration of additional data types

4.2.1.2. Additional partner agencies

4.2.1.3. Additional types of traveler information services

4.2.1.4. Geographic expansion beyond Loop 101

4.2.1.5. Additional corridors for data collection

4.2.1.6. Integration with social media traveler information services

4.2.1.7. Automation of response plan implementation

4.2.1.8. Use of DSS for planned events

4.2.1.9. New functions or services not specified in the Concept of Operations

5. Contractor’s Responsibilities

5.1. The work shall be performed in accordance with the requirements of the following documents:

5.1.1. Federal National Environmental Policy Act (NEPA) of 1969

5.1.2. ADOT Intelligent Transportation System Design Guideline, March 2019 (Final 20180301 v2

ITS Design Guide (azdot.gov))

5.1.3. Arizona Statewide ITS Architecture, 2024 (or most recent version) (2024 Arizona Statewide ITS Architecture - Welcome (azdot.gov)

5.1.4. Freeway Management System Communications Master Plan 2010 (FMS Comm Master

Plan (azdot.gov))

5.1.5. ADOT System Engineering Checklist (Systems Engineering Checklist (azdot.gov))

5.1.6. IEEE STD 1028-1997 IEEE Standard for Software development and Reviews.

5.2. The Contractor shall:

5.2.1. Designate a project manager and key team members.

5.2.2. Notify the Department of any changes to key team members within five (5) business days during the duration of the contract. Any changes in staff must be requested by the Contractor through the ADOT Project Manager and approved by the Department’s procurement officer via contract amendment.

5.2.3. Develop and manage a project schedule to identify timelines, key milestones and critical path items during development, testing and implementation. Implement project monitoring and control strategies.

https://azdot.gov/sites/default/files/2019/06/its-design-guide-030119.pdf https://azdot.gov/sites/default/files/2019/06/its-design-guide-030119.pdf https://apps.azdot.gov/files/its-architecture/ https://apps.azdot.gov/files/its-architecture/ https://azdot.gov/sites/default/files/2019/06/fms-commmstrplan-20100823.pdf https://azdot.gov/sites/default/files/2019/06/fms-commmstrplan-20100823.pdf https://azdot.gov/sites/default/files/2023-07/Systems-Engineering-Checklist.pdf

5.2.4. Coordinate and work closely with the ADOT ATMS contractor and MCDOT contractors who are responsible for data system implementation and management for DSS integration.

5.2.5. Schedule and coordinate meetings, reviews and partner agency engagement with ADOT’s project manager.

5.2.6. Submit monthly status reports to ADOT project manager highlighting work accomplished, work in process, and any risks or issues encountered.

5.2.7. Submit quarterly reports to the ADOT project manager highlighting activities and tasks completed during the quarter.

5.2.8. Provide detailed software design and integration with complete software system design documentation.

5.2.9. Coordinate with ADOT and MCDOT to establish data connections to the DSS operating environment; actively coordinate with ADOT and MCDOT throughout the design, implementation, testing and operations phases.

5.2.10. Coordinate with additional L101 Mobility partnering agencies during design, implementation, testing and operations.

5.2.11. Design and implement a DSS for the Loop 101 Corridor consistent with user expectations as defined during the design process.

5.2.12. Test all capabilities of the DSS, identify and address any functional or operational issues, and confirm adherence to requirements.

5.2.13. Implement a configuration and change management system.

5.2.14. Develop training materials and operations manuals and provide to the Department.

5.2.15. Provide training to ADOT, MCDOT and local agency staff, as appropriate.

5.2.16. Maintain and support the DSS service for the duration of the contract.

6. Department’s Responsibilities

6.1. Project Management and Administration will:

6.1.1. Designate a main Point of Contact.

6.1.2. Monitor the overall project schedule, development process, and progress.

6.1.3. Establish a working group comprised of ADOT, MCDOT, and L101 Mobility agency representatives to provide technical guidance and feedback during DSS software design, testing and implementation.

6.1.4. Review, comment, and approve software documentation and other deliverables prepared by the Contractor.

6.1.5. Provide the Contractor with facility access for on-site meetings at Department offices and facilities.

6.1.6. Work with the Contractor to identify risks, issues and mitigation strategies.

6.1.7. Review and approve the Contractor’s progress report and billings/invoices in accordance with ADOT invoicing processes.

6.1.8. Review quarterly progress reports provided by contractor and provide to FHWA as part of required reports.

6.1.9. Coordinate with appropriate ADOT groups to extend or renew any Right of Way, Utility, or

Environmental clearances.

6.2. Technical Coordination and Engagement will:

6.2.1. Designate a technical contact from within the Department to provide guidance and direction on Department and State Policies for data, information sharing, system operations, security requirements, and processes.

6.2.2. Provide the Contractor with existing documentation in ADOT’s possession on the ADOT equipment and systems that shall interface with the L101 DSS and ICM.

6.2.3. Coordinate a partnering meeting, coordinate after-action review meetings and coordinate annual workshops with Loop 101 Mobility partners and stakeholders.

6.2.4. Review and comment on correspondence with the public and agencies prior to the Contractor's mailing of any correspondence.

6.2.5. Facilitate partnering with L101 Mobility partners and stakeholders during the course of the DSS design, development, testing, implementation and operations.

6.2.6. Acquire pre-determined alternate routing and response signal timing plans from Loop 101 Mobility partners and stakeholders.

6.2.7. Participate in requirements reviews, integration testing, acceptance testing, training, implementation, and operations of the DSS.

6.2.8. Coordinate between vendors and other contractors involved with the L101 Mobility project, including the General Engineering Consultant, and vendors and developers of existing Department systems that shall interface with the DSS.

6.2.9. Acquire all off-the-shelf hardware and software required to implement the functional capabilities of the project.

6.2.10. Provide hardware, commercial software, and communication infrastructure under ADOT jurisdiction.

6.2.11. Provide all data interface APIs and Static Data required (under ADOT’s possession) for the

ICM.

6.2.12. Maintain a project website for posting all official documents (public information) produced by the Project.

6.2.13. Provide an integration testbed environment on ADOT network for testing all software functions.

6.2.14. Performance, security, and other system functions shall be tested in a controlled pre-production environment during the system test phase which shall mirror the production environment.

6.2.15. Provide test systems and simulators under ADOT jurisdiction to support the unit and system testing of the DSS.

SPECIAL TERMS AND CONDITIONS

1. CONTRACT TERM

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

2. CONTRACT EXTENSION

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

3. ELIGIBLE AGENCIES

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

4. NON-EXCLUSIVE CONTRACT

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

5. ORDERING PROCESS

The Department shall issue a purchase order to the Contractor. Each purchase order must cite the contract number. This purchase order 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. INVOICING REQUIREMENTS

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

• Department Location’s Name and Address

• Vendor Name, Remit to Address and Contact Information

• Contract Number

• Purchase Order Number

• Invoice Number and Date

• Date the items were shipped to the Department

• Contract Line Item Number

• Line Item Description or Item or Service

• Quantity Purchased

• Line Item Unit of Measure

• Price per Unit and Total per Unit

• Catalog or Other Discount (if applicable)

• Net Unit Price and Total per Unit (if applicable)

• Applicable taxes

• Applicable Shipping/Freight Charges

• Total Invoice Amount Due

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

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

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

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

7. ESTIMATED USAGE

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

8. PRICE REDUCTION

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

9. 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.

10. 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.

11. CANCELLATION FOR POSSESSION OF WEAPONS ON ADOT 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 ADOT facility. 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 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 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."

12. 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.

13. 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.

14. 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, and any jurisdiction or agency issuing permits for any work included in the project, and their respective directors, officers, officials, agents and employees (hereinafter referred to as "Indemnitee") from and against any and all claims, actions, liabilities, costs, losses, or expenses, (including reasonable attorney's fees), (hereinafter collectively referred to as "Claims") arising out of actual or alleged bodily injury or personal injury of any person (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 Contractor's directors, officers, agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount arising or recovered under the Workers' Compensation Law or arising out of the failure of 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. This indemnification will survive the termination of the above listed contract with the Contractor.

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.

15. INSURANCE

15.1 The Contractor shall furnish Certificate(s) of Insurance inclusive of the following requirements to the Department. Certificate(s) shall be received within ten (10) calendar days of notification of contract award by the Procurement Officer.

15.2 Insurance Requirements

15.2.1 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.

15.2.2 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.

15.3 Minimum Scope and Limits of Insurance

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

15.3.1 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.

15.3.2 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.

15.3.3 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, 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).

15.3.4 Technology Errors & Omissions Insurance

• Each Claim $2,000,000

• Annual Aggregate $2,000,000

a. Such insurance shall cover any, and all errors, omissions, or negligent acts in the delivery of products, services, and/or licensed programs under this contract.

b. Coverage shall include copyright infringement, infringement of trade dress, domain name, title or slogan.

c. In the event that the Tech E&O 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.

15.3.5 Network Security (Cyber) and Privacy Liability

• Each Claim $2,000,000

• Annual Aggregate $2,000,000

a. Such insurance shall include, but not be limited to, coverage for third party claims and losses with respect to network risks (such as data breaches, unauthorized access or use, ID theft, theft of data) and invasion of privacy regardless of the type of media involved in the loss of private information, crisis management and identity theft response costs. This should also include breach notification costs, credit remediation and credit monitoring, defense and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, computer program and electronic data restoration expenses coverage (data asset protection), network business interruption, computer fraud coverage, and funds transfer loss.

b. In the event that the Network Security and Privacy 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.

c. 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 vicarious liability of the insured arising out of the activities performed by or on behalf of the Contractor.

d. 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.

15.4 Additional Insurance Requirements

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

15.4.1 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).

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

15.5 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).

15.6 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.

15.7 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.

15.7.1 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.

15.7.2 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.

15.7.3 All certificates required by this Contract shall be sent directly to the Department. The

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