CTR078208_Contract_Documents.pdf

Request for Proposal Solicitation No. BPM006966

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry 701 E. Jefferson Street

Phoenix, AZ 85034

Attachment 1 – Offer and Acceptance Form

SUBMISSION OF OFFER: The undersigned hereby offers and agrees to provide Manufacturing Services for License Plates for ASPC-Eyman in compliance with all terms, conditions, specifications, and amendments in the Solicitation and any written exceptions in the Offer indicated by the latest dated version below

CERTIFICATION: By signature in the above, Offeror certifies that it:

1. Will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246, [Arizona] State Executive

Orders 2023-09, 2023-01, 2009-09 or A.R.S. §§ 41-1461 through 41-1465;

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

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

4. Has submitted this Offer as a firm offer for 180 days following the Solicitation due date and time per the Instructions to Offers. Any extensions to the Offer Acceptance Period shall be made in accordance with the A.A.C. R2-7-C310;

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

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

ACCEPTANCE OF OFFER

The offer is hereby accepted.

The Contractor is now bound to sell the Materials or Services listed by the attached Contract and based upon the Solicitation, including all terms, conditions, specifications, amendments, etc., and the Contractor’s Offer as accepted by the State.

The Contract shall henceforth be referred to as Contract No.

The effective date of the Contract is

The Contractor is cautioned not to commence any billable work or to provide any Material or Service under this Contract until Contractor receives purchase order or written notice to proceed.

State of Arizona Awarded this day of 20

Elena Adame Interim Chief

Procurement Officer

Solicitation Attachment – Offer and Acceptance | Revision No. 6 | Revised 03-24

Offeror company name Signature of person authorized to sign Offer Date

Address Printed name and Title

City, State, ZIP Contact name and Title

Contact email address Contact phone number

Revised Offers:

Date Signature Date Signature

Best and Final Offer:

Date Signature

3M Company

3M Company

3M Center, Building 223-3N-30, St. Paul, MN 55133-1000

Maria Paraschou, Sr. Proposal & Contract Mgr.

Catherine Zaske, Contract Specialist cdzaske@mmm.com 651-467-3795 ersion below

Signature of person authorized to sig

07/11/2025

8/11/25

078208

September 29, 2025

2515th August

Request for Proposal under A.R.S. § 41-2534

Notice Page

Arizona Department of Corrections, Rehabilitation & Reentry 701 E. Jefferson Street

Phoenix, AZ 85034

Solicitation Number: BPM006966

Description: Manufacturing Services for License Plates for ASPC-Eyman

Solicitation Due Date and Time: As indicated in APP

Pre-Offer Conference: Pre-Offer Conference will not be conducted

Proposals will only be accepted online in the “State’s eProcurement System”, Arizona Procurement Portal (APP), at https://app.az.gov until the “Bid/Offer Due Date” indicated in the “State’s eProcurement System” for the Solicitation No. shown at the top of this page.

Proposals must be in the State Procurement Office’s possession online no later than that deadline.

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

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

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

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

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

Table of Contents Request for Proposal under A.R.S. § 41-2534

Solicitation No. BPM006966 Manufacturing Services for License Plates for

ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

Table of Contents

Scope of Work 3

Special Terms and Conditions 6

Addendum A to the Special Terms and Conditions 40

Addendum B to the Special Terms and Conditions 41

Uniform Terms and Conditions 45

Exhibit A 62

Scope of Work

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

1. Introduction

1.1. Mission: Our mission is to enhance public safety across Arizona through modern, effective correctional practices and meaningful engagements.

1.2. Purpose: The intent of this solicitation is to allow The Arizona Department of Corrections, Rehabilitation, and Reentry (ADCRR) to enter into a contract(s) for the procurement of the following specified service, as specified in this scope of work, at a fixed price for a twelve (12) month period.

1.3. Location: Offeror is requested to provide pricing to furnish and deliver the specified services to ASPC-Eyman: 4374 E. Butte Avenue, Florence, AZ 85132.

2. Scope of Work - Contractor shall:

2.1. Provide (per Exhibit A) all equipment, reflective material and technical service necessary for Arizona Correctional Industries (ACI) to produce production reflective graphic design license plates (size 6” X 12” or 4” X 7”) at a rate of 9,000 per 8 hours for the Arizona Department of Transportation (ADOT), Motor Vehicle Division (MVD). The projected five

(5) year plate requirements are:

2.1.1. 10,000,000 (6” x 12”)

2.1.2. 200,000 (4” x 7”)

2.1.3. ACI will provide the aluminum alloy 3003-H28 substrate in both sizes 6” x 12” and 4” x 7”. The aluminum will be coated with Bonderite 1455 SF therefore, the offerors sheeting shall be compatible with the above specified coating.

2.1.4. Provide all tooling and equipment required to produce the reflective graphic design license plates, including the Plate Builder, Digital License Plate (DLP) system and a blanking line.

3. Material Requirements:

3.1. The retro-reflective license plate shall consist of up to four primary colors. Retro-reflective sheeting (“reflective”) that is digitally printed with Ultra Violet Ink (UV ink) and laminated to a specified aluminum substrate, according to the sheeting manufacturer’s recommendations.

3.2. The reflective sheeting shall consist of lens elements enclosed within a transparent resin and shall have a pre-coated pressure sensitive adhesive backing protected by a removable liner.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

3.3. The reflective sheeting, when applied to the license plate substrate and blanked to finish size, shall contain identifying marks for purposes of on-vehicle traceability, warranty enforcement and anti-counterfeiting in accordance with these specifications:

3.3.1. Warranty marks shall be buried below the material surface for durability.

3.3.2. Shall incorporate the manufacturer’s production run numbers that designates:

3.3.2.1. The source of manufacture.

3.3.2.2. The year of manufacture.

3.3.2.3. The specific lot from which the material was supplied.

3.3.2.4. The warranty marks shall not interface or detract from the graphic design or reduce sheeting brightness.

3.3.2.5. Shall be durable for the service life of the license plate.

3.4. A three-dimensional security thread runs from the top of the bottom of the plate or from the left to the right side of the plate. The security image shall consist of a double sine wave pattern where one wave appears to float above and one wave appears to float below the directional warranty image of the reflective sheeting. The virtual security thread shall be durable for the service life of the license plates.

3.5. The virtual security thread shall be verifiable under both daylight and retro-reflected light.

3.5.1. Shall not interfere or conflict with the plate legibility.

3.5.2. Shall not reduce sheeting brightness levels below minimum standards in accordance with American Society for Testing and Materials (ASTM) E808 and

ASTM E809.

3.6. The reflective sheeting shall conform to the design, colors and sheeting type as approved by the State and reflective sheeting manufacturer. When using white background sheeting, all graphics inks shall be transparent to facilitate the same daytime/nighttime appearances.

3.7. The virtual security thread shall be visible in the unprinted areas of the plate from within a standard police vehicle under high beam headlight illumination.

3.7.1. Shall be visible outside of the vehicle on a license plate properly affixed to the vehicle’s designated mounting area, from an approximate distance of 0 to 40 feet (0 to 12 meters) at a head-on viewing angle.

3.7.2. The two sinusoidal wave images shall be visibly distinct from an approximate distance of 0 to 20 feet (0 to 6 meters)

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

3.7.3. The virtual security thread shall not be visible when viewed at an angle greater than 45 degrees from the head-on viewing position.

3.8. The ADCRR reserves the right to have the contractor change or make additions to the number of graphic design plates.

3.9. The specifications contained herein shall apply to all standard size plate classifications and are inclusive of all special category plates issued by the State of Arizona wherein reflective material is requested.

4. Qualifications - Offerer shall:

4.1. Have extensive knowledge and experience with the development, installation and maintenance of equipment for the production of graphic reflective vehicle license plates:

4.2. Have a minimum of five (5) years of experience providing these materials and services

4.3.

4.4. Provide evidence of successful application of license plate sheeting, thermal transfer ribbons, and protective clear over-laminate as parts of a totally integrated license plate system.

4.5. Provide evidence of successfully supplying reflective sheeting and digital license plate production systems for license plate manufacturing in other states with comparable production volume.

4.6. Provide state of the art (best available) application and positioning equipment, as a component of a totally integrated license plate production system. The successful offeror shall show evidence of successful use of this equipment in other states.

4.7. Provide experienced employees with full time positions:

4.7.1. Design

4.7.2. Customer Service

4.7.3. Technical Service

4.7.4. Sales Service

5. Specifications - Offerer shall:

5.1. Provided a list of equipment and flow diagrams.

5.2. Provide qualified, experienced installation service and on-site technical service within 48 hours at no charge.

5.3. Provide toll-free call-in service.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

5.4. Provide independent test lab data demonstrating that the offeror’s products conform to all performance requirements of this specification. Additional testing will be conducted by the State’s designated test lab.

5.5. The acceptability of the blanks shall be determined by ADOT/MVD in conjunction with the license plate management.

5.6. Provide all necessary samples for the ADOT/MVD or their designated testing facility to certify the material compliance with these specifications.

5.7. All license plate sheeting UV inks and protective clear laminate purchased by the State shall be covered by the sheeting manufacturer’s ISO 9001 Registration.

5.8. Submit technical data defining characteristics of all materials proposed to include:

5.8.1. Detailed processing conditions for each phase of license plate manufacturing.

5.8.2. Temperatures and speed required for saturation of ink and printer control in the production of completed license plates.

6. Support Services - Offeror shall:

6.1. Provide technical service and product information.

6.2. Provide the State Tag Plant with a minimum of one day of technical maintenance service per 100 days of actual production.

6.3. Provide on-site technical service with 48 hours of being notified of production difficulties.

6.4. Throughout the life of the contract, the Offeror may, by amendment of the State, incorporate technological improvements that better optimize the license plate production process and/or license plate performance.

7. Equipment Offeror shall:

7.1. Provide all necessary equipment to laminate unprinted or pre-printed sheeting to the substrate inclusive of, but not limited to, the reflective sheeting applicator including stretch control mechanism and corresponding registry feed controls.

7.2. Provide Digital License Plate equipment and software, and the blanking line.

7.3. Provide training and install operational equipment within thirty (30) days of notice of award of contract.

7.3.1. Installation and training shall be acceptable upon consistently running the required line(s) at representative speeds not to exceed 100 strokes per minute with a rejection rate of 2% or less.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

7.3.2. If the application and registry control equipment is not installed in the manner as specified above, any provided materials to make the plates i.e. sheeting, ink, etc. should meet required specifications.

If the application and registry control equipment is not installed in the time and manner as specified above or if any sheeting or ink fails to meet specifications, the entire contract is subject to cancellation and the State, shall incorporate technological improvements that better optimize the license plate production process and/or license plate performance at the expense of the Offeror.

7.4. Offerors shall submit their standards of performance and reliability for the system proposed.

7.5. Schedule replacement of equipment that is substandard.

7.6. Ship replacement parts by express carrier within twelve (12) hours of notification of equipment failure.

8. Performance Standard - Offerer shall:

8.1. Provide License Plate Sheeting - Substrate: The sheeting shall be laminated to aluminum substrate recommended by the sheeting manufacturer.

8.2. Diffuse Daytime Color: Through instrumental color testing, the diffuse daytime color of the reflective material shall conform to color requirements as determined:

8.2.1. Spectrophotometrically in accordance with ASMT International E-1164 and E-1349, utilizing either 45/0 or 0/45 degree illumination/viewing conditions as described in E-1164 and E-1349 for retro-reflective materials.

8.2.2. Chromaticity and the Luminance Factor based on CIE tristimulus values for the 2⁰ observer and illuminant D65 shall be calculated in accordance with ASTM E-308.

8.2.3. The color specification limits for the white license plate sheeting are listed on the following chart.

Pairs White Corner Points Luminance Factor Y %

X Y

1 .303 .287 42 min

2 .368 .353

3 .340 .380

4 .274 .316

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

8.3. Adhesive and protective liner shall form a durable bond to flat conversion coated license plate surfaces as recommended by the reflective sheeting manufacturer and shall be removable by peeling without soaking in water or other solvents. It shall be easily removed after accelerated conditioning for four hours at 150⁰F (66⁰C) under weight of 2.5 lbs per square inch (1.14KG per 6.45 sq.cm). The liner shall be non-printed to permit reuse.

8.4. The reflective sheeting shall be printable with UVcurable ink supplied by the manufacturer.

8.5. Offeror shall provide a complete line of UVink, that allow the license plate shop to print the graphic designs and variable information required by the State.

8.6. Provide a protective clear overlaminate film that will be laminated to the sheeting in-line with the printing process.

8.7. To assist the license plate shop with inventory control problems, the sheeting manufacturer shall mark the sheeting with an integral, directional image that incorporates the lot number so that the tag plant can employ first in - first out principles.

8.8. The coefficient of retroreflection for the sheeting shall be measured on a flat, clean, finished license plate test panel and shall have the following minimum values at 0.2⁰ observation angle, expressed as candelas per lux per square meter of materials:

8.8.1. Measurements shall be conducted in accordance with ASTM E-810, “Standard Test Method for Coefficient of Retroreflection of Retroreflective Sheeting.”

8.8.2. Measurements on reflective sheeting with a preprinted graphic design shall be taken in an unprinted sheeting area:

Color Entrance Angle

-4⁰ 40⁰

50 16

8.9. The sheeting shall be weather resistant and show no appreciable discoloration, crazing, cracking, blistering, lifting or dimensional change.

8.10. The surface shall continue to be smooth to provide direct application of validation stickers, determined after the following accelerated weathering test.

8.11. Laboratory Testing - 2,000 hours in Xenon-arc weatherometer using ASTM G155 Cycle 1.

Samples shall maintain 70% of retroreflective table values shown in 8.2.3.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

8.12. Samples shall be placed in a 24 month unprotected outdoor exposure, facing the equator and positioned vertically. Retroreflective measurements taken after cleaning shall result in 70% or more retention of the table values shown in 3.5.1.2.

8.13. The Coefficient of Retroreflection of the same finished license plate test panels, measured on the same flat area of the test panels, totally wet by rain, shall not be less than 90 percent of the values specified above. The photometric performance during a rainfall shall be determined as follows:

8.13.1. Test set-up for rainfall performance:

8.13.1.1. Place the test panel in an upright position 6 inches (15.2cm) below and 4 inches (10.1cm) in front of the nozzle as shown below.

8.13.1.2. Apply sufficient water pressure so that the upper surface of the spray envelope strikes the top of the panel.

8.13.1.3. With water falling on the panel, measure the coefficient of the retroreflection. Wet performance measurements shall be conducted at 0.2⁰ observation and -4⁰ entrance angles in accordance with ASTM E-810.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

8.14. To assist in positive daytime/nighttime identification of license plates, the color of the reflective background of the sheeting, including any pre-printed design or digitally printed design shall be similar in daylight and by illumination at night.

8.15. The sheeting shall, when correctly applied to treated aluminum, (if applicable) conform to the minimum/maximum tolerances for an embossed rim or flange as used by the manufacturing facility that supplies finished plates to the State and as recommended by the sheeting manufacturer.

8.16. Finished license plates shall show appreciable wrinkling, cracking or squirming at or around the embossed rim of flange.

8.17. Finished license plates manufactured in accordance with the recommendations of the reflective sheeting manufacturer shall be easily cleansed of normal dirt accumulation by washing with water and mild detergent. A test panel shall be sprayed with water-suspended soils collected from the underside of vehicle fenders, mixed with water in the proportion of five pounds (2.27 kg) of soil to one gallon (3.78 liters) of water, and poured through a paint strainer.

8.18. The mixture shall then be sprayed onto the panel while particles are in suspension. After the panel is thoroughly dry, it shall be cleaned by washing with a mixture of water and mild detergent, rinsed with clean water and wiped dry for examination. The panel shall show no appreciable difference when compared to a new clean panel.

8.19. License plate panels shall be sufficiently solvent resistant to withstand exposure to numeral spirits and turpentine without wrinkling, puckering or edge lifting.

8.20. Test panels shall be 1 inch x 6 inch strips cut from license plate blanks. Strips of the license plate shall be exposed as follows: mineral spirits and turpentine - submerged in a container with 4 inches of solvent for 10 minutes.

8.21. Samples shall be allowed to dry and be examined for any wrinkling, puckering, blistering, or edge lifting. Failure of samples shall be caused for rejection.

8.22. Substandard Performance. The system shall be considered as functioning in a substandard manner when:

8.22.1. Over a period of 30 consecutive working days, there are more than 24 hours of interruption in production due to equipment failure in any part of the system.

8.22.2. Over a period of 90 consecutive working days there are more than 32 hours of interruption in production due to equipment failure in any part of the system.

8.22.3. The original manufacturer’s serial number shall not have been altered in any way.

8.22.3.1. ACI reserves the right to reject any altered equipment.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

8.23. Finished license plate test panels 6” x 12” (15.2cm x 30.5cm) shall be provided for testing and evaluation within 10 calendar days if required by the State.

8.23.1. Shall be produced of the same materials, on the same equipment and by the same general processes of substrate preparation as the production plates.

8.23.2. Test panels shall be provided with and without uv ink printed graphics and variable information required by the State.

8.24. Quality Conformance: Failure of the reflective sheeting to meet any requirement specified herein shall be cause for refusal to accept materials until evidence has been provided by the manufacturer that corrective action has been taken to eliminate deficiencies.

8.25. Processing: The reflective processing shall be in accordance with the recommendations of the manufacturer. All processing procedures for reflective material, uv ink and clear protective laminate shall be compatible or made compatible at the vendor’s expense with equipment and procedures currently employed by the State.

8.26. Packing and Shipping:The offeror shall ensure easy access and proper inventory control.

The reflective sheeting shall be shipped in bulk packages.

8.26.1. To prevent roll damage, each pallet of bulk packages shall be designed to prevent double stacking by the shipper.

8.26.2. Production run sequence numbers shall be affixed to the outside of each shipping package that corresponds to the materials contained therein.

8.26.3. Each roll shall be additionally designated by a core identifier stamped or affixed with a permanent label to the inside of each core.

8.26.4. A shipping or packaging list shall be affixed to one box on a pallet identifying all production runs contained within the shipment.

8.27. The first expected delivery of reflective sheeting shall be no later than 45 days following official notification of contract award, initial order and receipt of State approved artwork.

8.28. All subsequent orders shall be F.O.B. destination with expected delivery within 30 days after receipt of order.

8.29. All over-run materials remaining in the manufacturer’s possession after discontinuation of any design or the contract’s cancellation shall be destroyed and used for no other purpose.

8.30. Safety Standard: All items supplied on this contract must comply with the current applicable Occupational Safety and Health Standards of the State of Arizona Industrial Commission, the National Electric Code, and the National Fire Protection Association Standards.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

8.30.1. Provide Material Safety Data Sheets (MSDS) on all materials supplied under this contract.

Special Terms and Conditions

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

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

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

1.2. Accepted Offer:

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

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

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

1.3. “AI” means the science and engineering of making machines capable of performing tasks that are typically associated with human intelligence, such as learning and problem-solving, and includes without limitation: AI systems, classic AI, external AI, generative AI, and large language model (LLM) AI.

1.4. Arizona Procurement Code: The Arizona Procurement Code consists of Arizona Revised Statutes (A.R.S.) §§ 41-2501 et seq. and Arizona Administrative Code (A.A.C.)

R2-7-101 et seq. There is additional information in the Solicitation Instructions regarding how to access these state statutes and rules.

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

1.6. Attachment. Any item that:

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

1.6.2. Was attached to an Offer when submitted; and

1.6.3. Was included in the Accepted Offer.

https://azdor.gov/transaction-privilege-tax-tpt

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

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

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

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

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

1.11. Data Breach: Data Breach is used herein as defined as stated in A.R.S. Title 18, chapter 5, article 4 (Data Security Breaches), or in any relevant state or federal standard, to indicate an unauthorized acquisition of and unauthorized access that materially compromises the security or confidentiality of unencrypted and unredacted computerized personal information maintained as part of a database of personal information regarding multiple individuals.

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

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

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

1.15. Order: The instrument by which the Eligible Agency authorizes a Contractor to perform some or all of the Work. Whether the Contract will have one Order or many Orders depends on the scope of the Contract and how the State will use it. The Special Terms and Conditions provide that information. Any of the following are construed as an “Order”: “Purchase order,” “task order,” “service order,” or “job order”.

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

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

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

1.17. State: With respect to the Contract generally, “State” means the State of Arizona and its department, agency, university, commission, or board that has executed the Contract.

With respect to administration or rights, remedies, obligations and duties under the Contract for a given Order, “State” means each Eligible Agency who has issued the Order.

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

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

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

2. Contract Interpretations

2.1. Usage. Where the Contract assigns obligations to Contractor, any reference to “Contractor” is to be construed to be a reference to the Contractor and all Subcontractors, whether they are first-tier Subcontractors, sub-subcontractors, suppliers, sub-suppliers, consultants, or sub-consultants, as well as all of Contractor’s and the Subcontractor’s respective agents, representatives, and employees in every instance unless the context plainly requires that it is a reference only to Contractor as apart from Subcontractors.

2.1.1. Uses the permissive “may” with respect to a party’s actions, determinations, etc., the term is to be interpreted as in A.A.C. R2-7-101(32) [Definitions]. For clarity of intent, any right given to State using “State may” or a like construction denotes discretion and freedom to act so far as any regulatory or operative constraints permit in the relevant circumstances, provided that: (a) where written “may, at its discretion,” the discretion extends to whatever is most advantageous to State; and (b) where written only as “may,” the discretion is constrained by what is fair, reasonable, and as accommodating of the respective best interests of both parties as practicable under the circumstances;

2.1.2. Uses the imperative “shall” with respect to a party’s actions, duties, etc., the term is to be interpreted as in A.A.C. R2-7-101(44) [Definitions]. Conversely, the phrase “shall not” is to be interpreted as an imperative prohibition.

Manufacturing Services for License Plates for ASPC-Eyman

Arizona Department of Corrections, Rehabilitation & Reentry

2.1.3. Uses the term “must” with respect to a requirement, criterion, etc., the term is to be interpreted as conveying compulsion or strict necessity;

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

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

2.2. Contract Order of Precedence

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

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

2.2.2.1. Contract Amendments;

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

(1) Special Terms and Conditions;

(2) Exhibits to the Special Terms and Conditions;

(3) Uniform Terms and Conditions;

(4) Scope of Work;

(5) Exhibits to the Scope of Work;

(6) Specifications; and

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

2.2.2.3. Orders, in reverse chronological order; and

2.2.2.4. Accepted Offer.

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Arizona Department of Corrections, Rehabilitation & Reentry

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

3. Contract Administration and Operation

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

3.2. Contract Extensions. State may at its discretion extend the initial Contract term in increments of one (1) or more months and do so one or more times, provided that the maximum aggregate term of the Contract including extensions cannot exceed the maximum aggregate term of five (5) years.

3.3. Notices and Correspondence

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

3.3.2. To State. Contractor shall address all Contract correspondence other than formal notices to the email address indicated in “Contact Instructions” in the State’s eProcurement System Summary for State; and address any required notices to State via email to the Procurement Officer identified as “Purchaser” in the State’s eProcurement System:

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

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

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

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

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Arizona Department of Corrections, Rehabilitation & Reentry

In every case other than those listed in 3.4.1 and 3.4.2 above, both parties’ signatures (or “approval” in the State’s eProcurement System in the case of an Amendment) are required to give it effect.

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

3.6. Books and Records

3.6.1. Retain Records. In addition to the audit rights detailed in the Uniform Terms and Conditions, State also requires that, pursuant to A.R.S. § 41-2548(B), Contractor shall retain and shall contractually require each Subcontractor to retain books and records relating to any cost and pricing Data submitted in satisfaction of § 41-2543 for the period specified in the statute.

3.6.2. Usage Information. Additionally, any and all information (including, but not limited to, documentation or Data) related to Eligible Agency usage retained solely within the Contractor’s system (for example, related to punch-out or Contractor catalog sales) shall be considered public information or information that can be shared with and distributed by the State freely and for any purpose under the State’s government purpose rights detailed in Section 3 of the Uniform Terms and Conditions [Ownership of Intellectual Property]. Any modifications to this Contract notwithstanding, the State shall have free use of any and all information related to Eligible Agency purchasing. Upon request by the State, Contractor shall promptly provide the State with any usage information requested and shall not attempt to limit the State's use in any way.

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

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Arizona Department of Corrections, Rehabilitation & Reentry the statute and those retained books and records are subject to audit by State during that period.

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

3.7. Subcontract

3.7.1. Initial list. At the time of Contract execution, Contractor’s candidate Subcontractors were identified in Attachment Proposed Subcontractors to the Accepted Offer [Proposed Subcontractors]. Agreeing to them being included in the Accepted Offer signified Procurement Officer’s advance consent for Contractor to enter into a Subcontract with each candidate, which Contractor shall do as promptly as necessary to ensure its ability to carry out the Work in a timely manner.

3.7.2. Additional names. Contractor shall not enter into a Subcontract to perform Work under the Contract, without first obtaining Procurement Officer’s written consent with any prospective Subcontractor that (a) was not listed on the Attachment Proposed Subcontractors at time of Contract execution or (b) is for any Materials or Services categories other than the ones for which they were previously consented. For either case (a) or (b), Contractor shall submit a written request sufficiently in advance of the need date for those materials or services so that performance under the Contract is not impaired. Procurement Officer may request any additional information he or she determines is necessary to assess the submittal, and may withhold consent pending it.

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

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

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

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Arizona Department of Corrections, Rehabilitation & Reentry

3.8. Orders

3.8.1. Purchase Orders: Contractor shall not commence any billable work or provide any Material or Service under this Contract until Contractor receives a purchase order.

3.8.2. Order Sufficiency. The Contract was awarded in accordance with the Arizona Procurement Code; the transactions and procedures required by the Arizona Procurement Code for competitive source selection have been met. An Order issued that cites the correct State contract number will suffice to authorize the Contractor to provide the Materials and perform the Services covered by that Order.

3.8.3. Order Terms. All Orders are subject to the Contract Terms and Conditions; an Order cannot modify the Contract Terms and Conditions. Any Contractor terms added to quotes or otherwise unilaterally added to Eligible Agency Orders are null and void.

3.8.4. Orders are Obligatory. Until the expiration or earlier termination of the Contract, State may issue and Contractor shall accept Orders that make proper reference to the Contract and are permissible hereunder, provided that, Contractor is not obliged to accept any Order that is not consistent with the then-current pricing, lead times, specifications, or payment provisions of the Contract. Contractor shall fulfill and complete any Orders that are begun but not yet completed as of expiration or earlier termination of the Contract unless State instructs otherwise at the time.

3.8.5. No Minimums or Commitments. (a) Contractor shall not impose any minimum dollar amount, item count, services volume, or services duration on Orders; (b) State makes no commitment of any kind concerning the quantity or monetary value of activity actually initiated or completed during the term of the Contract;

(c) Contractor shall only deliver or perform as authorized by Orders; and (d) State is not limited as to the number of Orders it may issue for the Contract..

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

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

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

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

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Arizona Department of Corrections, Rehabilitation & Reentry

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

3.9.2. Contractor shall not charge or be entitled to charge State for any new costs it incurs after receiving the cancellation notice; State is not liable for any Materials that were produced, shipped, or delivered, or Services that were performed before Contractor had acknowledged the corresponding Order.

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

3.10. This contract is a single-agency contract for the sole use of ADCRR.

3.10.1. Contractor shall acknowledge each Order from Eligible Agencies within one

(1) business day after receipt by either: (a) “approving” the Order electronically in the State’s eProcurement System, which will indicate Contractor’s unqualified acceptance of the Order as‑issued; or (b) “rejecting” the Order electronically in the State’s eProcurement System, with a concurrent explanation by email to relevant originator as to the reason for rejecting it. By way of reminder, the only grounds on which the Contractor may reject or refuse an Order are those set out in subparagraph 3.8.4 [Orders are Obligatory]. Unless and until Contractor has approved the Order in the State’s eProcurement System, it will have no effect under the Contract and will not oblige either State or Contractor. If the relevant Eligible Agency explicitly instructs at the time that a verbal acceptance is sufficient because of urgency or other unusual circumstances and Contractor duly gives its verbal acceptance, then Contractor will be deemed to have accepted the Order immediately upon commencing performance, provided that, Contractor must follow-up its verbal acceptance by accepting the Purchase Order electronically in the State’s eProcurement System within three (3) business days. Contractor shall thereafter be barred from subsequently rejecting the Order in the State’s eProcurement System and if it does so the rejection will be void.

3.11. Multiple-Use Provisions. Eligible Agencies may issue Orders for Services in several forms, all of which become final and effective by a Purchase Order in the State’s eProcurement System. State may, at its discretion in each instance, determine the scope, schedule, and price for each Order in any of the following ways:

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Arizona Department of Corrections, Rehabilitation & Reentry

3.11.1. By choosing some or all of the Materials or Services items covered by the

Contract for which a price is established in the Contract, then preparing an Order using those prices (e.g. filling out an order form), and sending it to the Contractor;

3.11.2. By instructing Contractor to provide a comprehensive proposal of item quantities, combinations, etc., or services hours, personnel, etc., for a defined scope using those established prices as a basis, then validating and negotiating the proposal with Contractor and issuing an Order if and when reaching agreement;

3.11.3. As described in 3.11.2 above but requesting the proposal from both Contractor and other vendors who are contracted within the applicable scope categories and locations, either sequentially or concurrently, then selecting the proposal or proposals combination that is most advantageous to State; or

3.11.4. As described in 3.11.3 above but introducing ad-hoc commercial competition by making the selection and ordering conditional on obtaining more favorable prices than the contractually-established ones.

3.12. Work on State Premises

3.12.1. Compliance With Rules. Contractor is responsible for ensuring that its personnel comply with State’s rules, regulations, policies, documented practices, and documented operating procedures while delivering or…