Part 3A Special Terms and Conditions Aircraft Maintenance Technician.pdf

Request for Proposals Special Terms and Conditions

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

1 of 10 Aircraft Maintenance Technician

SECTION 3-A:

Authority to Contract: This contract is issued under the authority of DPS. No alteration of any portion of the contract, any items or services awarded, or any other agreement that is based upon this contract may be made without express written approval of DPS Purchasing Department’s Chief Procurement Officer or authorized designee in the form of an official contract amendment. Any attempt to alter any documents on the part of DPS or the contractor is a violation of the contract and 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.

1. Eligible Agency: DPS.

2. Contract Type: Fixed price term, indefinite quantity type contract.

3. Non-Exclusive Contract: This is a non-exclusive, convenience contract. The State shall reserve the right, at its sole discretion to obtain like goods or services from another source or sources when necessary.

4. Term of Contract: The term of the resultant contract shall commence upon award or as specified in the award documents and shall remain in effect for one (1) year unless terminated, canceled, or extended as otherwise provided herein.

5. Contract Extension (48 months): DPS reserves the right, upon mutual written contract amendment between DPS and Contractor, to extend the contract period for four (4) additional years for up to a maximum of total contract term not to exceed five (5) years. In the event that DPS exercises such rights, all terms, conditions and provisions of the original contract shall remain the same and apply during the period of performance.

6. Estimated Quantities: The contract references quantities as a general indication of the needs of DPS.

Although DPS anticipates routine usage during the term of the contract, the quantities referenced herein are estimates only. No commitment of any kind is expressed or implied as to quantities actually purchased during the resultant contract term.

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

8. Taxes Not Included in Price: Contract prices shall not include applicable state and local taxes. The state shall pay all applicable taxes. Taxes must be listed as a separate item on all invoices.

9. Appropriation of funds Every payment obligation of the Agency under this Contract is conditioned upon the availability of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and available for the continuance of this Contract, this Contract may be terminated by the Agency at the end of the period for which funds are available. No liability shall accrue to the Agency or the State of

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

2 of 10 Aircraft Maintenance Technician

Arizona in the event this provision is exercised, and neither the Agency nor the State shall be obligated or liable for any future payments or for any damages as a result of termination under this paragraph.

10. Assignment: The contractor represents that it is an independent contractor offering such services to the general public and shall not present himself or his employees as an employee of the State of Arizona. Therefore, the contractor shall assume all legal and financial responsibility for taxes, FICA, employee fringe benefits, workmen’s compensation, employee insurance, minimum wage requirements, overtime and agree to indemnify, save, and hold the state of Arizona, its officers, agents, and employees, harmless from and against, any and all loss; cost (including attorney fees);

and damage of any kind related to such matters.

11. Cancellation The State reserves the right to cancel the whole or any part of the contract due to failure of the Contractor to carry out any term, promise, or condition of the contract. The State will issue a written ten (10) day notice of default to the Contractor for acting or failing to act as in any of the following:

The Contractor provides personnel that do not meet the requirements of the contract.

The Contractor fails to perform adequately the services required in the contract.

The Contractor attempts to impose on the State, personnel, which are of an unacceptable quality.

The Contractor fails to furnish the required product within the time stipulated in the contract.

The Contractor fails to make progress in the performance of the requirements of the contract and/or gives the State a positive indication that the Contractor will not or cannot perform to the requirements of the contract.

If the Contractor does not correct the above problem(s) within ten (10) days after receiving the notice of default, the State may cancel the contract. If the State cancels the contract pursuant to this clause, the State reserves all rights or claims to damage for breach of contract.

12. Cancellation For Possession Of Weapons On State Property This contract may be cancelled if contractor or any subcontractors or others in the employ or under the supervision of the contractor or subcontractors is found to be in possession of weapons.

Possession of weapons (firearms, explosive device, knife or blade of more than three inches, or any other instrument designed for lethal or disabling use) is prohibited on ADOX property pursuant to ADOX Policy, PER 6.04, 'Weapons in the Workplace.' Such property includes ADOX owned or leased office building, yards, parking lots, construction sites or State owned vehicles.

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 ADOX official to leave the ADOX property, they are advised that failure to comply with such a request shall result in cancellation of the contract and

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

3 of 10 Aircraft Maintenance Technician anyone who refuses, whether armed or not, is subject to prosecution under A.R.S. § 13-1502, Criminal trespass in the third degree; classification.

13. COMPLIANCE REQUIREMENTS FOR A.R.S. § 41-4401, GOVERNMENT PROCUREMENT;

E-VERIFY REQUIREMENT.

The Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. (That subsection reads: “After December 31, 2007, every employer, after hiring an employee, shall verify the employment eligibility of the employee through the e-verify program.). A breach of a warranty regarding compliance with immigration laws and regulations shall be deemed a material breach of the contract and the Contractor may be subject to penalties up to and including termination of the contract. Failure to comply with a State audit process to randomly verify the employment records of contractors and subcontractors shall be deemed a material breach of the contract and the Contractor may be subject to penalties up to and including termination of the contract. The State Agency retains the legal right to inspect the papers of any employee who works on the contract to ensure that the Contractor or subcontractor is complying with the warranty

14. Contract Assignment Contractor may not assign, transfer or convey any of its rights or obligations under this Contract without the written permission of the Agency.

15. Ordering Process: DPS may purchase the specific materials contractually covered through contract direct release purchase orders issued by DPS to the Contractor. No work shall be performed without a duly authorized/issued purchase order(s). Any attempt to represent any material and/or service not specifically awarded under the contract is a violation of the contract and the Arizona Procurement Code. Any such action shall be subject to all legal and contractual remedies available to the state inclusive of, but not limited to, contract termination, cancellation, suspension and/or debarment of the Contractor.

16. Price Adjustment: All pricing shall be held firm for the first year of the contract. DPS may review a fully documented request for a price increase only after the contract has been in effect for one (1) year. A price increase adjustment shall only be considered at the time of a contract extension and shall be a factor in the extension review process. All written requests for price adjustments made by the contractor shall be initiated 90 days in advance of the contract extension date. The requested increase shall be based upon a cost increase to the contractor that was clearly unpredictable at the time of the offer and is directly correlated to the price of the product concerned. DPS shall determine whether the requested price increase or an alternate option is in the best interest of the State.

Documentation submitted as part of the request may include but is not limited to:

• A formal announcement from the manufacturer that the cost of the contract product has been increased.

• Documentation, i.e., published cost lists, from the manufacturer showing, to the satisfaction of the state, the actual cost increase.

17. Price Reductions: Price reductions may be submitted to the state for consideration at any time during the contract period. The contractor shall offer the state a price reduction on the contract

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

4 of 10 Aircraft Maintenance Technician product(s) concurrent with a published price reduction made to other customers. The state at its own discretion may accept a price reduction. The price reduction request shall be in writing and include the following;

• Documentation, i.e., published cost lists, from the manufacturer showing, to the satisfaction of the state, the actual cost reduction.

• Documentation showing that the published cost reductions have been offered to other distributors.

• Sales promotions requests shall include difference in pricing, begin and end date of promotion along with the products covered.

18. Billing: All billing invoices shall, at a minimum include the contract number, the contracted payment terms, the purchase order number, material or product numbers, nomenclature, quantities and contracted pricing.

19. Warranty: Shall be per 5.0 of the Scope.

20. Safety Standards: All materials and products supplied under the contract shall comply with all 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.

21. Contractor Personnel During the course of the contract, the State reserves the right to require the contractor to reassign or otherwise remove from the project any contractor employees found unacceptable by the State.

22. Order Acknowledgement Contractor shall acknowledge receipt of all Orders. Contractor shall notify the Customer, in writing or electronically, within two (2) days of Order receipt. Customers may accept verbal Order acknowledgment when time and circumstances require.

23. Removal of Contractor’s Employees The Contractor agrees to utilize only experienced, responsible and capable people in the performance of the work. The State may require that the Contractor remove from the job covered by this contract, employees who endanger persons or property or whose continued employment under this contract is inconsistent with the interest of the State.

24. Subcontractors Supplemental to the Subcontractor term in the Uniform Terms and Conditions, Contractor shall not enter into any Subcontract under this Contract, for the provision of supplies or performance of services under this Contract, without the advance written approval of the Procurement Officer. When requesting the Procurement Officer's approval, the Contractor shall list all new subcontractors, their contact information, certifications required of them, their Minority and Women Owned Enterprise status (cite any certifications use in determining such status) as well as the subcontractor's proposed responsibilities under the Contract. With the request, Contractor shall certify that all Subcontracts

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

5 of 10 Aircraft Maintenance Technician incorporate by reference the terms and conditions of this Contract.

25. Termination for Convenience The State reserves the right to terminate the Contract, in whole or in part at any time, when in the best interests of the State without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2-7-701 shall apply.

26. Payment: Payments shall be made in accordance with A.R.S. Titles 35 and 41.

27. Licensing: Contractor(s) performing work within the State of Arizona shall, as applicable be properly licensed for the Scope of Work in which they are contracting.

28. Safety Standards: All items and/or services 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.

29. Criminal History Records/Fingerprint Background Clearance and Drug Screening: All proposed, new, replacement and/or subcontract personnel designated to work “on site” shall be subject to:

• A DPS and/or alternate law enforcement agency criminal history records clearance review;

• A DPS and/or alternate law enforcement agency fingerprint clearance review;

•A DPS initiated drug screen/testing and clearance review.

All administrative, processing, testing, travel, per diems and all other related costs shall be borne by the Contractor.

All proposed on-site Contract personnel and/or subcontract personnel shall:

• Complete and submit a DPS confidential background/drug screening questionnaire/affidavit form;

• Produce picture identification, such as a current state-issued driver’s license to validate the individual’s identity (required at time of fingerprinting/drug screening);

• Be subject to being fingerprinted;

• Be subject to drug screening.

Upon review of individual results, DPS shall issue either an “Eligible to Work” or “Not Eligible to Work” determination to the Contractor and Contract Coordinator for that individual. Examples of areas that may result in “not eligible to work” determinations are, but may not be limited to, certain:

• Felony convictions;

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

6 of 10 Aircraft Maintenance Technician

• Misdemeanor convictions (not including traffic or parking violations);

• Outstanding warrants (including traffic and parking violations);

• Current parole or probation statutes;

• Current law enforcement investigative statutes; and

• Driving history reports.

In accordance with state law, all information obtained by these services shall not be divulged to any individual, employer or unauthorized party. Contractor and Contract Coordinator shall only be advised of an individual’s “Eligible to Work” or “Not Eligible to Work” status. Determinations shall be made on a case-by-case basis and shall be final.

DPS Human Resources Section will assist the Contractor with testing facility locations and times.

Although every effort will be made to minimize Contractor travel and processing times, no timeframes are expressed or implied. DPS may also, at its sole discretion, request additional annual and/or periodic clearance reviews of on-site Contract personnel. All associated costs shall be borne by the Contractor.

30 Retention of records, inspection/auditing by others: Contractor shall retain all records to facilitate inspections and auditing by DPS for a period of five (5) years from the date of termination of the contract. Contractor shall make all records available within 24 hours of DPS request.

31 I.T. 508 Compliance: Unless specifically authorized in the Contract, any electronic or information technology offered to the State of Arizona under this contract shall comply with A.R.S.

§41-2531 and §41-2532 and Section 508 of the Rehabilitation Act of 1973, which required that employees and members of the public shall have access to and use information technology that is comparable to the access and use by employees and members of the public who are not individuals with disabilities.

32 Illegal/Non-Prescription Drugs, Alcohol and Weapons: Illegal/non-prescription drugs, alcohol and weapons (of any type) are not permitted on DPS property (land or building). Any contractor or contractor employee possessing illegal/non-prescription drugs, alcohol and/or weapons (of any type) on DPS property shall be immediately removed from the property and not be allowed future access.

33 Indemnification Clause: To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

7 of 10 Aircraft Maintenance Technician amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona.

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

34 Insurance/Endorsement/Condition Requirements Time of Compliance: Contractor shall not perform any work under the contract until it has secured/complied with all minimum insurance/endorsement/condition requirements specified herein and that is has furnished a certificate of insurance form as required by the contact to DPS Procurement. Additionally, Contractor shall not allow any subcontractor to perform any work on any subcontract until said subcontractor has secured/complied with all minimum insurance/endorsement/condition requirements specified herein and that is has furnished a certificate of insurance form as required by the contact to DPS Procurement through the Contractor. Contractor and any subcontractor shall also comply with and maintain all insurance/condition requirements at the levels specified for the entire term of the contract.

Properly executed certificates of insurance shall be received by DPS Procurement within 10 days after contract award and/or as mutually agreed upon in writing between Contractor and DPS Procurement. Non-compliance to this section and/or failure to maintain insurance coverage during the entire contract term shall be treated as a material breech and may result in contract termination.

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

A. Minimum Scope and Limits of Insurance Contractor shall provide coverage with limits of liability not less than those stated below.

1. Commercial General Liability (CGL) – Occurrence Form Policy shall include bodily injury, property damage, and broad form contractual liability coverage.

• General Aggregate $5,000,000

• Products – Completed Operations Aggregate $5,000,000

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

8 of 10 Aircraft Maintenance Technician

• Personal and Advertising Injury $5,000,000

• Fire Legal Liability $50,000

• Each Occurrence $5,000,000

• Hangar Keepers Liability $10,000,000

(each aircraft) (each occurrence) $10,000,000

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

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

2. Business Automobile Liability

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

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

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

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

3. Workers’ Compensation and Employers' Liability

• Workers' Compensation Statutory

• Employers' Liability o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

9 of 10 Aircraft Maintenance Technician

c. 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.

d. 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).

a. Additional Insurance Requirements The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:

i. 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).

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

b. 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).

c. 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.

d. 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

Arizona Dept. of Public Safety 2102 W. Encanto Blvd.

Phoenix, Arizona 85009 Solicitation: BPM003879 Page

10 of 10 Aircraft Maintenance Technician insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.

i. 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.

ii. 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.

iii. All certificates required by this Contract shall be sent directly to DPS. 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.

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

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

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