Preventative_Maintenance_and_Repairs_for_Water_Softener_and_Deionization_(DI)_Systems.pdf

CITY OF TUCSON

REQUEST FOR QUOTE

240111

PREVENTATIVE MAINTENANCE AND REPAIRS FOR WATER

SOFTENER AND DEIONIZATION (DI) SYSTEMS

Due Date: Thursday, April 11, 2024

City of Tucson

255 W Alameda St

Tucson, AZ 85701

Procurement portal https://secure.procurenow.com/portal/tucson-az

Public Portal https://secure.procurenow.com/portal/tucson-az/projects/70063

PUBLISH DATE: March 21, 2024 https://secure.procurenow.com/portal/%7Bproject.government.code%7D https://secure.procurenow.com/portal/%7Bproject.government.code%7D/projects/%7Bproject.id%7D https://secure.procurenow.com/portal/%7Bproject.government.code%7D/projects/%7Bproject.id%7D

CITY OF TUCSON REQUEST FOR QUOTE NO. 240111

BUSINESS SERVICES DEPARTMENT Page 2 of 33 SHARED SERVICES PROCUREMENT DIVISION RESPONSIBLE CONTRACT OFFICER: Joseph Palacino

255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701 PH: (520) 837-4126

Attachments:

A - OFFER_AND_ACCEPTANCE

C - Attachment - FCM Approved In-House Key Procedure - Sample Doc

BUSINESS SERVICES DEPARTMENT Page 3 of 33

A. Notice of Request for Quotation

I. INTRODUCTION:

The City of Tucson, Business Services Department, Shared Services – Procurement Division (“Procurement Division”) is requesting quotes from qualified firm(s) for the purpose of establishing a Service Agreement for Preventative Maintenance and Repairs for Water Softener and Deionization (DI) Systems, as per the Scope of Work.

II. AWARD OF SERVICE AGREEMENT(Contract):

A. Unless otherwise provided within this Request for Quotation, the City reserves the right to award by individual line item, by group of line items, or as a total, whichever is deemed most advantageous to the City.

B. Notwithstanding any other provision of the Service Agreement, the City reserves the right to:

1. waive any immaterial defect or informality; or

2. reject any or all quotes, or portions thereof; or

3. reissue a Request for Quote.

C. A response to the Request for Quotation is an offer to contract with the City based upon the terms, conditions, and Specifications contained in the City’s Request for Quote. Quotes do not become Contracts unless and until they are executed by the City’s Director of Business Services or authorized representative. The Service Agreement has its inception in the award, eliminating a formal signing of a separate Contract. All of the terms and conditions of the Service Agreement are contained in this Request for Quotation document, unless any of the terms and conditions are modified by an Amendment.

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B. Introduction

B.1. Summary

The City of Tucson seeks vendors capable of performing services relative to preventative maintenance and repairs for water softener and deionization (DI) systems.

B.2. Contact Information

Joseph Palacino Contract Officer

255 W. ALAMEDA,

Tucson, AZ 85701 Email: joseph.palacino@tucsonaz.gov Phone: (520) 837-4126 Department:

EGSD

B.3. Timeline mailto:joseph.palacino@tucsonaz.gov tel:(520)837-4126

BUSINESS SERVICES DEPARTMENT Page 5 of 33

Release Project Date March 21, 2024

Question Submission Deadline April 2, 2024, 12:00pm

Proposal Submission Deadline April 11, 2024, 2:00pm

BUSINESS SERVICES DEPARTMENT Page 6 of 33

C. Scope of Services

C.1. Preventive Maintenance Requirements

A. Biweekly site visits to inspect and preform preventive maintenance services for each unit by a fully trained and qualified Technician.

B. FCM will establish and provide a biweekly preventive maintenance monthly schedule, one (1) week prior to the start of each month.

C. Contractor will be required to review and agree to the schedule provided. If requested, FCM will consider changes to the biweekly schedule. Any changes made will be completed by FCM and a revised schedule provided.

D. Visually inspect units, equipment, and components.

E. Test units, equipment, and components as appropriate for a comprehensive preventative maintenance service.

F. Salt is to be maintenance at proper levels; proper levels are to be in accordance with manufacturer specifications.

G. Perform preventive maintenance procedures and techniques such as calibration, adjustments, lubrication, repair and/or replacement of components.

H. Provide a PM Checklist that identifies all repairs made, test readings performed and recorded, parts repaired and/or replaced, and recommendations for possible further work. The form shall certify that the Water Softener and DI system has been repaired and that the system is fully functional and operational.

I. Provide verbal and written consultation and recommendations to the FCM Representative, notifying FCM of the condition, maintenance, and recommended course of action to ensure the optimal operation of units.

8.

C.2. On-Call Repair Service Requirements

A. FCM Representative will contact the Contractor via phone when repair services are needed.

B. Contractor is required to confirm that they will arrive within three (3) hours of phone notification, prepared and equipped to assess equipment malfunction.

C. FCM Representative will document the time the On-Call service request was made.

D. Contractor is required to notify and provide the FCM Representative with a written estimate of repair as soon as the repair assessment has been completed.

E. FCM Representative will review and approve Contractor’s estimate of repair and provide authorization for Contractor to begin repairs.

F. Contractor is required to notify the FCM Representative when repairs have been completed and provide a written checklist that identifies all repairs made, to include procedural tests

BUSINESS SERVICES DEPARTMENT Page 7 of 33 performed, test readings performed and recorded, parts repaired and/or replaced and any recommendation for future repairs/service.

G. FCM Representative will accept authorized repairs by reviewing, signing and dating a written checklist. Copy of the signed checklist will be provided to the FCM Representative for the City’s records. The signed checklist will be supporting documentation for invoices submitted for payment.

C.3. Contractor Preparation and Mandatory Contract Review Meeting

A. Be fully knowledgeable of and understand all contract requirements and specifications before commencing any work and at all times thereafter.

B. Participate in a mandatory Contract Review Meeting with FCM Representatives, to be scheduled by the FCM Representative. This mandatory meeting shall be held after the contract award but before the Contractor begins providing services. The purpose of the Contract Review Meeting is to ensure that all parties fully understand contract requirements before services commence and to obtain clarifications and preclude future misunderstandings. The Contractor and Contractor Representatives shall use this meeting to verify scheduling and receive clarification regarding any contract requirements. Any requirements that are not discussed in this meeting shall not relieve the Contractor of any responsibility under this contract.

C.4. Contractor Personnel Requirements

A. Assign work to Contractor employees who are fully trained and qualified to perform work, and provide evidence of their qualifications and training upon request.

B. Utilize only individuals to work on this contract who have successfully completed a background investigation conducted by the Tucson Police Department. The Contractor shall submit the names of individuals the Contractor intends to perform work to the FCM Contract Representative. Individuals shall not perform work until the FCM Contract Representative notifies the Contractor of successful completion of the background investigation. The FCM Contract Representative will notify the Contractor of the results of the background investigation as either ‘Pass’ or ‘Fail.’ No other information will be provided. The Contractor shall not assign work to individuals who have failed the criminal background investigation. Personnel may begin work only after the background investigation is complete and the FCM Contract Representative has notified the Contractor. Criminal background investigations are conducted at no cost to the Contractor.

C. Designate at least one individual to act in a management capacity. The individual(s) shall be responsible for, and have authority to act in overseeing and supervising Contractor employees and workers, be available at the request of the City to inspect and discuss work, to resolve performance issues, and to provide technical advice, consultation, or input as requested by the City. The Company Representative shall be available at all times via telephone and shall be able to respond within 24 hours to requests for meetings or consultations, and within two (2) hours to emergencies as determined by the FCM Contract Representative.

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D. Ensure that all employees and personnel wear uniforms and photo identification badges (the first and last name of the employee) clearly showing the Contractor's company name.

E. The Contractor shall utilize company vehicles with clear identifiable company logo when performing work at any City owned facilities

F. Ensure that all Contractor employees and personnel conduct themselves in a professional manner, and maintain positive, open, respectful, and constructive communication with the FCM Representatives, other City staff, and the public.

G. Ensure that all Contractor employees and personnel, while working at City buildings and sites, or otherwise engaged in performing work for the City, are not under the influence of alcohol, drugs or other intoxicants, do not engage in any illegal activities, and are not in possession of weapons.

H. Remove immediately and permanently from assignment to this contract any Contractor employee who is determined by the FCM Representative to be incompetent, abusive, disorderly, disruptive, uncooperative, intoxicated, in possession of or under the influence of any illegal substance, in possession of weapons, firearms, explosives, or dangerous substances, or is otherwise determined to be generally ineffective. The FCM Contract Representative will rely on his or her own observations of the employee’s work performance, work products, or resulting system performance, and the input of other City employees or citizens in making a determination. The City reserves the right to have Contractor employees removed with the assistance of contract security or the Tucson Police Department and therefore the individual may be subject to arrest and criminal prosecution. The City reserves the right to have a contractor employee removed at the City’s sole discretion.

C.5. FCM Key Accountability Requirements

There are two options for building access, Option 1 and Option 2, as described below. For either option, the Contractor shall meet the following requirements:

A. The Contractor shall provide the City of Tucson an In-house Key procedure for securing the City of Tucson keys in the Contractor’s possession. The Contractor must present the In-House Key Procedure to the FCM Representative for approval prior to keys being issued. Once the FCM Representative grants approval, the Contractor’s employee(s) shall be required to sign a Key form with an itemized list of all the keys assigned to the Contractor and/or employee(s) and accept responsibility of the City of Tucson keys.

B. See Attachment - FCM Approved In-House Key Procedures - Sample Document, as an example of a previously approved Contractor’s In-House Key Procedure.

C. The Contractor shall be required to pay the minimum fine for lost keys of $75 per door/cylinder that the lost keys pertain to. This fine applies to the City controlled keys, only. However, if the loss of the keys results in a greater cost to the City that is not covered under insurance reimbursement, the Contractor may be financially responsible for any additional cost to the City of Tucson. The Contractor shall be subject to random key audits conducted by the City of Tucson.

D. The Contractor shall retrieve all assigned City of Tucson keys and badge(s) from the employee(s) who separate or are terminated from the Contractor’s company. The Contractor

BUSINESS SERVICES DEPARTMENT Page 9 of 33 shall immediately notify the FCM Representative of the employee’s separation and the location of the City of Tucson keys and badge(s) assigned to that Contractor’s employee, The Contractor shall immediately return the keys and badges to the FCM Representative. The Contractor shall immediately notify the FCM Representative of any lost City of Tucson badges and will be charged $40 for each City of Tucson badge that was lost.

E. By the last day of the active contract, the Contractor shall return all assigned City of Tucson keys and badge(s) to the FCM Representative. For any keys or badges not returned by that time, the aforementioned charges for lost keys and/or badge(s) apply.

F. The above requirements shall apply to any and all subcontractors conducting business with the City of Tucson on behalf of the Contractor.

G. Option 1 – City of Tucson Keys at Thomas O. Price Service Center Park Avenue Guard Shack

1. Approved personnel acting on behalf of the Contractor who have passed the Tucson Police Department Background Check and have been issued an active City of Tucson badge, may check out keys from the Park Avenue Guard Shack. The Contractor’s employee must present their City Badge to sign out City keys at the Park Avenue Guard Shack. The Contractor’s employee must return the keys at the end of the Contractor’s shift or when work is completed on the same day.

H. Option 2 – City of Tucson Keys Assigned to Contractor Employees

1. Approved personnel acting on behalf of the Contractor who have passed the Tucson Police Department Background Check and have been issued an active City of Tucson Badge may be issued City of Tucson keys.

C.6. Contract Administration

A. FCM Representative The City will designate one or more FCM Representatives to assist with and oversee Contractor work. The FCM Representative shall:

1. Coordinate and schedule work with the Contractor and meet the Contractor at work sites and buildings as necessary to facilitate and monitor the Contractor’s work.

2. Monitor Contractor performance, consult with and be advised by manufacturer representatives, review, accept, or decline to accept the work performed by the Contractor, and to ensure overall contract compliance.

3. Provide or coordinate the Contractor’s access to work sites, buildings, yards, etc. to facilitate the work, and resolve any unanticipated access issues. Assign as necessary facility access keys for access to the building facilities. The Contractor will bear a financial burden, should the Contractor’s assigned keys be lost.

4. Consult with the Contractor in advance and during the course of work to ensure the work progresses and is completed to the full satisfaction of the City.

5. Consult with the Manufacturer Representatives to verify proper product uses and application when necessary.

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6. Conduct unannounced periodic inspections of the Contractor’s work at any time.

7. Independently inspect and test any materials, parts, equipment or performance to ensure the proper performance of units.

8. Direct the Contractor to correct any deficient processes, products, applications, or other Contractor actions, and request warranty work.

9. Act as an liaison with primary building contact to inform occupants of the work, minimize disruption to public services or the work of building occupants, resolve problems, respond to building occupant complaints, inform occupants of actions that may disrupt the work of building occupants or interfere with public service (such as electrical shutdown, etc.), and notify occupants of project completion.

10. Provide other assistance to the Contractor as necessary and appropriate to expedite the project.

B. Contract Compliance The Facilities & Communications Maintenance Division (FCM) shall utilize a contract compliance function to ensure that the City receives all contracted services.The Contractors primary contacts within the Facilities & Communications Maintenance Division shall be:

1. FCM Representative(s):

a. Responsible for routine direct coordination with Contractor, requesting service calls, providing or coordinating access to units by the Contractor Technician when necessary, providing technical assistance, support, monitoring of Contractor performance, discussion and resolution of performance problems.

2. FCM Superintendent:

a. Designated as the City's Contract Representative, responsible for overall contract administration and compliance, documenting contractor performance, and coordination with the City's Procurement Department.

C. Contractor Performance The Facilities & Communications Maintenance Division (FCM) will utilize the following steps when monitoring Contractor performance:

1. On-Site Monitoring: The FCM Representative shall monitor Contractor performance at any time during any service calls, through the use of observation, discussion, and technical assistance, and may use the contract, personal expertise and judgment, inspection, observation and independent testing to draw conclusions about the performance of the Contractor.

2. Inspection of Equipment, Parts, Materials, and Supplies: The FCM Representative may conduct inspection or testing of any and all equipment, parts, and materials, or provided by the Contractor to verify contract requirements regarding compliance with manufacturer’s specifications.

3. Equipment Testing and Performance: The FCM Representative may independently test, or have tested by an outside third party, components that have been repaired or replaced by the Contractor Technician to verify equipment specification and performance. The

BUSINESS SERVICES DEPARTMENT Page 11 of 33 performance of units repaired or replaced by the Contractor shall be key indicator of the Contractor’s effectiveness (if applicable).

4. Independent Inspection or Audit: Notwithstanding any other audit clause in this contract, the FCM Contract Superintendent may at any time conduct a review, inspection or audit of the Contractor's work or performance related to any contract requirement.

5. Documentation of Performance Monitoring Results: The FCM Superintendent shall provide the results of any contract monitoring activities or tests, either verbally or in writing, to the Contractor.

D. Correcting Contractor Performance The Contractor shall adhere to and cooperate with the following process and steps to document and correct performance issues. These steps shall be in addition to any other standard contractual remedies. It is the intent of these steps to resolve performance related matters to the full satisfaction of FCM Management, thereby ensuring that the interests of the City are protected.

1. Informal Discussion:

a. The FCM Representative shall attempt to promptly and informally resolve non- critical contract performance issues at the first level through a discussion with the on-site Contractor employee. Such issues will be noted and filed in the Contractor’s file and discussed at either the Monthly or Quarterly meetings. Matters unresolved will be forwarded to the FCM Superintendent. If in the judgment of the FCM Representative the performance issue is of a repetitive, serious or critical nature, or a first level information discussion has not resolved a non-critical issue, the FCM Representative shall notify the FCM Superintendent.

2. Notification to FCM Management:

a. If in the judgment of the FCM Representative the performance issue is of a repetitive, serious or critical nature, or a first level information discussion has not resolved a non-critical issue, the FCM Representative shall notify the FCM Superintendent.

3. Reporting Deficient Performance to the Contractor:

a. The FCM Superintendent will forward copies of written performance comments to the designated Contractor Representative, requesting follow-up action on the part of the Contractor Representative to resolve the performance matter.

4. Consultation with the Contractor:

a. The Contractor's designated management representative shall at the request of the FCM Superintendent meet to discuss and resolve noted instances of deficient contract performance. The purpose of this step is to informally but promptly give the Contractor the opportunity to correct deficient performance.

5. Unresolved Performance Issues:

a. Performance issues that have not been fully resolved and corrected by the Contractor shall be referred to the City of Tucson Procurement Department for remedy.

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C.7. Repairs

A. Services may include repairs or maintenance on various water softener and/or deionization (DI) systems during normal business hours, or after hours, at the discretion of the City of Tucson. Contractor shall provide a price quote and obtain City approval by a designated City representative, prior to making any repairs. All quotes shall itemize parts and labor separately, and be invoiced accordingly.

B. All repairs shall include a 90-day parts and labor warranty.

C. Contractor shall include any service charges in the labor costs of approved services.

D. Repairs of Water Softener/Deionization (DI) Systems may adhere to the following procedural outline, at the discretion of the designated City of Tucson Contract Representative:

1. Initial Assessment:

a. Conduct a thorough inspection of the water softener and deionization (DI) systems to identify the issues and determine the scope of repair needed.

2. Diagnosis:

a. Identify the root cause of the problems affecting the water softener and DI systems, including but not limited to clogs, leaks, malfunctions, or component failures.

3. Repair Plan:

a. Develop a comprehensive repair plan outlining the necessary steps, materials, and timeline required to address the identified issues with the water softener and DI systems.

4. Component Replacement:

a. Replace any faulty or damaged components in the water softener and DI systems with high-quality parts to ensure optimal performance and longevity.

5. System Testing:

a. Conduct thorough testing of the repaired water softener and DI systems to ensure that all issues have been successfully resolved and that the systems are functioning as intended.

6. Calibration and Adjustment:

a. Calibrate and adjust the settings of the water softener and DI systems to ensure proper operation and optimal efficiency.

7. System Optimization:

a. Provide recommendations for system optimization and maintenance practices to prevent future issues and prolong the lifespan of the water softener and DI systems.

8. Documentation:

a. Provide detailed documentation of the repair work performed, including a summary of the issues identified, the steps taken to address them, and any recommendations for ongoing maintenance.

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9. Client Communication:

a. Maintain open and transparent communication with the client throughout the repair process, providing updates on progress, any additional findings, and recommendations for future maintenance.

10. Follow-Up Support:

a. Offer post-repair support and assistance to address any questions or concerns that may arise after the repair work has been completed. Note: This Scope of Services is intended to provide a general outline of the repair work to be performed on water softener and DI systems.

E. Additional services may be required based on the specific needs of the systems and the extent of the repairs needed.

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D. Compensation and Payment

In consideration of the performance of the services described in the Scope of Services, the City shall pay the Contractor the sum or amounts as set forth below and the Contractor shall charge the City only in accordance with those same amounts.

Total payments under this Agreement shall not exceed $100,000.

The City will pay the Contractor following submission of itemized invoice(s) for the services rendered.

No payment shall be issued prior to receipt of material or service and correct invoice. Each itemized invoice must bear a written certification by an authorized City representative, confirming the services for which payment is requested have been performed. The City shall make every effort to process payment for the purchase of materials or services within twenty-one (21) calendar days after receipt of materials or services and a correct invoice.

PRICE PAGE I - PM FLAT RATE FEE

Price for PM service will be a single flat fee per location and shall include all preventive maintenance procedure costs, to include labor, materials, mileage, travel time, and other costs.

Line Item Water Softener Equipment Location

Type / Model

Quantity Unit of Measure

Unit Cost Total

1 Tucson Police Department (TPD) Crime Lab

1 Flat Rate Fee

2 Northwest Bus Maintenance (NWBM) Facility

1 Flat Rate

3 Salt 1 Pallat

TOTAL

PRICE PAGE II - PM FLAT RATE FEE

Price for On-Call Repair Services shall be inclusive of labor, materials, equipment, and travel time to provide on-call repair services.

Line Item Description Quantity Unit of Measure

Unit Cost Total

1 Regular Business Hours: Monday through Friday, 7:00 am to 4:00 pm, excluding holidays.

1 Hour

2 After Hours/Holiday Hours: Monday through Friday, 4:01 pm to 6:59 am, weekends, and City holidays.

1 Hour

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PRICE PAGE III - PERCENT MARKUP ON PARTS

Line Item Description Unit of Measure

Percent

1 PARTS: Parts shall be reimbursed at cost plus markup not to exceed 10%

Percent

PRICE PAGE I - REPAIR AND SERVICE HOURLY RATES

Price for PM service will be a single flat fee per location and shall include all preventive maintenance procedure costs, to include labor, materials, mileage, travel time, and other costs.

Line Item Water Softener Equipment Location

Type / Model

Quantity Unit of Measure

Unit Cost Total

1 Tucson Police Department (TPD) Crime Lab: Regular Business Hours:

Monday through Friday, 7:00 am to 4:00 pm, excluding holidays.

1 Hourly Rate

2 Tucson Police Department (TPD) Crime Lab: After Hours/Holiday Hours:

Monday through Friday, 4:01 pm to 6:59 am, weekends, and City holidays.

3 Northwest Bus

(NWBM) Facility:

Regular Business Hours: Monday through Friday, 7:00 am to 4:00 pm, excluding holidays.

4 Northwest Bus

(NWBM) Facility:

After Hours/Holiday Hours: Monday through Friday, 4:01 pm to 6:59 am, weekends, and City holidays.

BUSINESS SERVICES DEPARTMENT Page 16 of 33

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E. Vendor Questionnaire

E.1. Delivery Timeline* Delivery is promised within how many calendar days after receipt of an order.

*Response required

E.2. Sales Tax Percent* What percentage is the tax rate that applies to this project for you?

*Response required

E.3. Prompt Payment Discount Terms* Please explain your terms below.

The price(s) herein can be discounted by _______%, if payment is made within ______ days. These payment terms shall apply to all purchases and to all payment methods.

*Response required

E.4. Tucson Business License* Does your firm have a City of Tucson Business License? If yes, please provide a copy of your City of Tucson Business license.

☐ Yes

☐ No

*Response required

E.5. Credit Cards

Credit Card Accepted* Will payment be accepted via commercial credit card?

☐ Yes

☐ No

*Response required

Online Payment Accepted If yes, can commercial payment(s) be made online?

☐ Yes

☐ No

Third Party Will a third party be processing the commercial credit card payment(s)?

☐ Yes

BUSINESS SERVICES DEPARTMENT Page 18 of 33

☐ No

Transaction fees If yes, indicate the percentage per transaction ___________ (as allowable, per Section 5.12.2 of the MasterCard Transaction Processing Rules).

Credit Card Acceptance Consideration If “no” to above, will consideration be given to accept the card? ____Yes ____No

☐ Yes

☐ No

E.6. Forms to be completed

Technical Proposal Please upload your Vendor Response to Evaluation Criteria (if applicable).

Pricing Proposal Please upload your Pricing Proposal (if applicable).

Offer and Acceptance Form* Please upload the signed Offer and Acceptance Form.

*Response required

BUSINESS SERVICES DEPARTMENT Page 19 of 33

F. Special Terms and Conditions

F.1. Term and Renewal

The term of the Contract shall commence upon award and shall remain in effect for a period of ONE

(1) YEAR, unless terminated, canceled or extended as otherwise provided herein. The Contractor agrees that the City of Tucson shall have the right, at its sole option, to renew the Contract for FOUR

(4) ADDITIONTAL ONE-YEAR PERIODS or portions thereof. In the event that the City exercises such rights, all terms, conditions and provisions of the original Contract shall remain the same and apply during the renewal period with the possible exception of price and minor scope additions and/or deletions.

F.2. Price Adjustment

The City will review fully documented requests for price adjustment only at the time of Contract renewal and/or extension and will be a factor in the extension review process. The City will determine whether the requested price adjustment or an alternate option, is in the best interest of the City. Any price adjustment will be effective upon the effective date of the Contract extension.

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G. Insurance

G.1. The Contractor agrees to

A. Obtain insurance coverage of the types and amount required in this section and keep such insurance coverage in force throughout the life of this contract. All policies will contain an endorsement providing that written notice be given to the City at least thirty (30) calendar days prior to termination, cancellation, or reduction in coverage in any policy.

B. The Commercial General Liability, Commercial Automobile Liability and umbrella policies where applicable will include the City as an additional insured with respect to liability arising out of the performance of this contract. Such additional insured shall be covered to the full limits of liability purchased by the Contractor, even if those limits of liability are in excess of those required by this Contract. The Contractor agrees that the insurance hereunder will be primary and that any insurance carried by the City will be excess and not contributing.

C. Provide and maintain minimum insurance limits as applicable.

G.2. Commercial General Liability

Policy shall include Bodily Injury, Property Damage, Personal Injury and Broad Form Contractual Liability:

Each Occurrence: $1,000,000

General Aggregate: $2,000,000

Products & Completed Operations Aggregate: $2,000,000

Personal and Advertising Injury: $1,000,000

Blanket Contractual Liability: $1,000,000

G.3. Commercial Automobile Liability

Policy shall include Bodily Injury and Property Damage, for any owned, Hired, and/or Non-owned vehicles used in the operation, installation and maintenance of facilities under this agreement.

Combined Single Limit: $1,000,000

G.4. Worker's Compensation (Applicable to the State of Arizona)

Per Occurrence: Statutory

Employer's Liability: $1,000,000

Disease Each Employee: $1,000,000

Disease Policy Limit: $1,000,000

*Sole Proprietor/Independent Contractor designation is given to those who desire to waive their rights for workers’ compensation coverage and benefits as outlined in ARS§ 23-901 and specifically ARS §

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23-961 (O). If applicable, please request the Sole Proprietor/Independent Contractor form from the Contract Officer listed in the solicitation.

G.5. Claims Made Insurance Coverage

If any or part of the required insurance is written on a claims-made basis, any policy retroactive date must precede the date of the contract and the Contractor must maintain such coverage for a period not less than three (3) years following contract expiration, termination or cancellation.

G.6. Additional Insurance Requirements

All Policies, excluding Employment Practices Liability and Professional Liability (Errors & Omissions), shall include or be endorsed to include the following provisions:

A. A waiver of subrogation endorsement in favor of the City of Tucson, for losses arising from work performed by or on behalf of the Contractor (Including Worker’s Compensation).

B. The insurance afforded the contractor shall be primary insurance and that any insurance carried by the City of Tucson and its agents, officials or employees shall be excess and not contributory.

C. Coverage provided by the Contractor shall not be limited to the liability assumed under the indemnification provisions of this Contract.

G.7. Notice of Coverage Modifications

Any changes material to compliance with this contract in the insurance policies above shall require (10) days written notice from the contractor to the City of Tucson. Such notice shall be sent directly to the Procurement Division.

G.8. Acceptability of Insurers

Contractors insurance shall have an “A.M. Best” rating of not less than A-VII. The City of Tucson in no way warrants that the required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.

G.9. Verification of Coverage

Contractor shall furnish the City of Tucson with certificates of insurance (ACORD form or equivalent approved by the City of Tucson) as required by this Contract. The certificates for each insurance policy are to be signed by an authorized representative.

All certificates and endorsements are to be received and approved by the City of Tucson before work commences. Each insurance policy required by this Contract must be in effect at or prior to commencement of work and remain in effect for the duration of the contract and two (2) years after completion. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal upon the City’s request, is a material breach of contract.

All certificates required by this Contract shall be sent directly to the Procurement Division.

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

G.10. Subcontractors

Contractors’ certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall furnish to the City of Tucson separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum requirements identified above.

G.11. Exceptions

In the event the Contractor or sub-contractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a Certificate of Self- Insurance.

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H. Standard Terms and Conditions

H.1. ADVERTISING

Contractor shall not advertise or publish information concerning this Contract without prior written consent of the City’s Director of Business Services.

H.2. AFFIRMATIVE ACTION

Contractor shall abide by the provisions of the Tucson Procurement Code Chapter 28, Article XII.

H.3. AMERICANS WITH DISABILITIES ACT

The Contractor shall comply with all applicable provisions of the Americans with Disabilities Act (Public Law 101-336, 42 U.S.C. 12101, et seq.) and applicable Federal regulations under the Act.

H.4. APPLICABLE LAW

This Contract shall be governed, and the City and Contractor shall have all remedies afforded to each, by the Tucson Procurement Code and the law of the State of Arizona. State law claims shall be brought only in Pima County Superior Court.

H.5. ASSIGNMENT DELEGATION

No right or interest in this Contract shall be assigned by the Contractor without prior written permission of the City, and no delegation of any duty of the Contractor shall be made without prior written permission of the City's Director of Business Services. The City shall not unreasonably withhold approval and shall notify the Contractor of the City's position by written notice.

H.6. CHILD/SWEAT-FREE LABOR POLICY

The Contractor shall comply with all applicable provisions of the United States Federal and State Child Labor and Worker's Right laws and agrees if called upon to affirm in writing, that they, and any subcontractor involved in the provision of goods to the City, are in compliance.

H.7. CLEAN-UP

The Contractor shall at all times keep the contract area, including storage areas used by the Contractor, free from accumulation of waste material or rubbish and, prior to completion of the work, remove any rubbish from the premises and all tools, scaffolding, equipment and materials not property of the City.

Upon completion of the repair, the Contractor shall leave the work and premises in clean, neat and workmanlike condition.

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H.8. COMMENCEMENT OF WORK

The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives purchase order or is otherwise directed to do so, in writing, by the City.

H.9. CONFIDENTIALITY OF RECORDS

The Contractor shall establish and maintain procedures and controls that are acceptable to the City for the purpose of assuring that no information contained in its records or obtained from the City or from others in carrying out its functions under the Contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the Contract. Persons requesting such information should be referred to the City. Information pertaining to individual persons shall not be divulged other than to employees or officers of Contractor as needed for the performance of duties under the Contract, unless otherwise agreed to in writing by the City.

H.10. CONTRACT ADDENDA

The Procurement Division has the sole authority to:

A. Amend the contract or enter into supplemental verbal or written agreements;

B. Grant time extensions or contract renewals; and

C. Otherwise modify the scope or terms and provisions of the contract.

This Contract shall only be modified with the approval of the Procurement Division. Except in the case of a documented emergency, approval must be granted prior to performance. Any contract modification not explicitly approved by the Procurement Division through a written contract addendum or change order is performed at the sole risk of the Contractor and may not be eligible for payment by the City.

H.11. CONTRACT

The Contract shall contain the entire agreement between the City of Tucson and the Contractor relating to this requirement and shall prevail over any and all previous agreements, contracts, proposals, negotiations, purchase orders, or master agreements in any form.

H.12. DEFAULT IN ONE INSTALLMENT TO CONSTITUTE TOTAL BREACH

Contractor shall deliver conforming materials in each installment or lot of this Contract and may not substitute nonconforming materials. Delivery of nonconforming materials, or default of any nature, may constitute breach of the Contract. Noncompliance may be deemed a cause for possible Contract termination.

H.13. DUPLEXED/RECYCLED PAPER

In accordance with efficient resource procurement and utilization policies adopted by the City of Tucson, the Contractor shall ensure that, whenever practicable, all printed materials produced by the Contractor

BUSINESS SERVICES DEPARTMENT Page 25 of 33 in the performance of this Contract are duplexed (two-sided copies), printed on recycled paper and labeled as such.

H.14. ENFORCEMENT, LAWS AND ORDINANCES

This agreement shall be enforced under the laws of the State of Arizona.

Each party must comply with all applicable federal, state, county, and City laws, ordinances, and regulations. Contractor shall ensure Contractor’s obligation regarding payment of all taxes, licenses, permits, and other expenses of any nature associated with the provision of services herein.

H.15. EQUAL PAY

The Contractor shall comply with the applicable provisions of the Equal Pay Act of 1963 (Pub.L. 88-38, 29 U.S.C. section 206(d)); Title VII of the Civil Rights Act of 1964 (Pub.L. 88-352, 42 U.S.C. 2000e et.seq.; and, the Lily Ledbetter Fair Pay Act of 2009 (Pub.L. 111-2).

H.16. EXCLUSIVE POSSESSION

All services, information, computer program elements, reports and other deliverables created under this Contract are the sole property of the City of Tucson and shall not be used or released by the Contractor or any other person except with prior written permission by the City.

H.17. FEDERAL IMMIGRATION LAWS AND REGULATIONS

Contractor warrants that it complies with all Federal Immigration laws and regulations that relate to its employees and complies with A.R.S. § 23-214(A) and that it requires the same compliance of all subcontractors under this Contract. Contractor acknowledges that pursuant to A.R.S. § 41-4401 and effective September 30, 2008, a breach of this warranty is a material breach of this Contract subject to penalties up to and including termination of this Contract. The City retains the legal right to audit the records of the Contractor and inspect the papers of any employee who works for the Contractor to ensure compliance with this warranty and the Contractor shall assist in any such audit. The Contractor shall include the requirements of this paragraph in each contract with subcontractors under this Contract.

Contractor warrants that it complies with all Federal Immigration laws and regulations that relate to its employees and complies with A.R.S. § 23-214(A) and that it requires the same compliance of all subcontractors under this Contract. Contractor acknowledges that pursuant to A.R.S. § 41-4401 and effective September 30, 2008, a breach of this warranty is a material breach of this Contract subject to penalties up to and including termination of this Contract. The City retains the legal right to audit the records of the Contractor and inspect the papers of any employee who works for the Contractor to ensure compliance with this warranty and the Contractor shall assist in any such audit. The Contractor shall include the requirements of this paragraph in each contract with subcontractors under this Contract.

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H.18. FORCE MAJEURE

Except for payment of sums due, neither party shall be liable to the other nor deemed in default under this Contract if and to the extent that such party's performance of this Contract is prevented by reason of Force Majeure. The term "Force Majeure" means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Force Majeure shall not include late performance by a subcontractor unless the delay arises out of a Force Majeure occurrence in accordance with this Force Majeure term and condition.

If either party is delayed at any time in the progress of the work by Force Majeure, the delayed party shall notify the other party in writing of such delay, as soon as is practical, of the commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be hand-delivered or mailed certified-return receipt and shall make a specific reference to this article, thereby invoking its provisions.

The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by contract modification for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract.

H.19. GRATUITIES

The City may, by written notice to the Contractor, terminate this Contract if it is found that gratuities, in the form of entertainment, gifts, meals or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor, to any officer or employee of the City amending, or the making of any determinations with respect to the performing of such Contract. In the event this Contract is terminated by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold from the Contractor the amount of the gratuity.

H.20. HUMAN RELATIONS

Contractor shall abide by the provisions of the Tucson City Code Chapter 28, Article XII.

H.21. INDEMNIFICATION

To the fullest extent permitted by law, Contractor, its successors, assigns and guarantors, will indemnify, defend, and hold harmless the City and its officials, employees, volunteers, and agents, from and against all allegations, demands, proceedings, suits, actions, claims (including but not limited to claims of patent, trademark, or copyright infringement), liability, damages, losses, expenses (including but not limited to attorney fees and court costs, including the cost of appellate proceedings, and all claim-adjusting-and-handling expenses) or disbursements of any kind or nature, that may be asserted against, imposed on, or incurred by any of them, in any way relating to or arising from any actions, errors, mistakes or omissions of Contractor or any subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable relating to work, services and/or products provided under this Contract.

Contractor is responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. Contractor agrees to waive all rights of subrogation against the City, its agents, officials, employees, and volunteers for losses arising from the work performed by Contractor under this Contract.

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H.22. INDEPENDENT CONTRACTOR

It is understood that each party shall act in its individual capacity and not as an agent, employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other party for any purpose.

The Contractor shall not be entitled to compensation in the form of salaries, holidays, paid vacation, sick days, or pension contributions by the City. The City of Tucson will not provide any insurance coverage to the Contractor, including Worker's Compensation coverage. The Contractor is advised that taxes, social security payments, and other withholdings shall not be withheld from a City payment issued under this Contract and that Contractor should make arrangements to directly pay such expenses. Contractor is responsible for compliance with the Affordable Care Act for Contractor and any of Contractor’s employees.

H.23. INSPECTION AND ACCEPTANCE

All material or service is subject to final inspection and acceptance by the City. Material or service failing to conform to the specifications of this Contract shall be held at the Contractor's risk and may be returned to the Contractor. If returned, all costs are the responsibility of the Contractor. Noncompliance may be deemed a cause for possible Contract termination.

H.24. INTERPRETATION PAROLE EVIDENCE

This Contract is intended by the parties to be a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of this agreement. No course of prior dealings between the parties and no usage of the trade shall be relevant to supplement or explain any term used in the Contract. Acceptance or consent in the course of performance under this Contract shall not be relevant to determine the meaning of this Contract even though the accepting or consenting party has knowledge of the nature of the performance and the opportunity to object.

H.25. LICENSES

Contractor shall maintain in current status all Federal, State, and local licenses and permits required for the operation of the business conducted by the Contractor as applicable to this Contract.

H.26. LIENS

All materials, services, and other deliverables supplied to the City under this Contract shall be free of all liens other than the security interest. Security interest shall extinguish upon full payment made by the City. Upon the City’s request, the Contractor shall provide a formal release of all liens.

H.27. NO REPLACEMENT OF DEFECTIVE TENDER

Every tender of materials must fully comply with all provisions of this Contract. If a tender is made which does not fully comply, this shall conform to the termination clause set forth within this document.

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H.28. NON-EXCLUSIVE CONTRACT

Any contract resulting from this solicitation shall be awarded with the understanding and agreement that it is for the sole convenience of the City of Tucson. The City reserves the right to obtain like goods or services from another source when necessary.

H.29. OVERCHARGES BY ANTITRUST VIOLATIONS

The City maintains that, in actual practice, overcharges resulting from antitrust violations are borne by the purchaser. Therefore, to the extent permitted by law, the Contractor hereby assigns to the City any and all claims for such overcharges as to the materials or services used to fulfill the Contract.

H.30. PAYMENT

The City’s preferred method of payment is via credit card. The City will issue a Purchase Order and, in some cases, either provide a credit card for payment at the time of ordering or pay subsequent invoices by credit card upon receipt of goods or services in good order. However, not all City employees will possess a credit card and, therefore, the City reserves the right to make payment by check as it deems necessary.

Unless payment is made by credit card at time of order or point of sale, a separate invoice shall be issued for each shipment of material or service performed, and no payment shall be issued prior to receipt of material or service and correct invoice. The invoice shall not be dated prior to the receipt of goods or completion of services.

The City shall make every effort to process payment for the purchase of materials or services within twenty-one (21) calendar days after receipt of materials or services and a correct invoice.

The Contractor's payment terms shall apply to all purchases and to all payment methods.

H.31. PROTECTION OF GOVERNMENT PROPERTY

The Contractor shall use reasonable care to avoid damaging existing buildings, equipment, and…