Purchase_of_Vehicle_Batteries_(Addendum_#2_Revision).pdf

INVITATION FOR BID

IFB 26-FSD-011

PURCHASE OF VEHICLE BATTERIES

CITY OF PHOENIX

PUBLIC WORKS

200 W. WASHINGTON ST.

PHOENIX, AZ

85003

RELEASE DATE: June 23, 2025

DEADLINE FOR QUESTIONS: July 3, 2025

RESPONSE DEADLINE: July 23, 2025, 11:00 am

City of Phoenix

INVITATION FOR BID

IFB 26-FSD-011

Purchase of Vehicle Batteries

1. INTRODUCTION

2. INSTRUCTIONS

3. SCOPE OF WORK

4. EVALUATION PROCESS

5. STANDARD TERMS AND CONDITIONS

6. SPECIAL TERMS AND CONDITIONS

7. DEFENSE AND INDEMNIFICATION

8. INSURANCE REQUIREMENTS

9. SUBMITTALS

10. PRICING PROPOSAL

Attachments:

A - Acceptance of Offer Form 2025

Invitation For Bid #IFB 26-FSD-011 Title: Purchase of Vehicle Batteries

1. Introduction

1.1. Contact Information

Brittany Rivera

Public Works

Email: brittany.rivera@phoenix.gov

Phone: (602) 534-9614

1.2. Schedule of Events

The City reserves the right to change dates, times, and locations, as necessary. The City does not always hold a Pre-Offer Conference or Site Visit. All times in the Schedule of Events are

Local Phoenix, AZ Time.

To request a reasonable accommodation or alternative format for any public meeting, please contact the Procurement Officer (Brittany Rivera) at (602) 534-9614/Voice or 711/TTY, or brittany.rivera@phoenix.gov, no later than two (2) weeks prior to the meeting.

Solicitation Issue Date: June 23, 2025

Pre-Offer Conference (Non-Mandatory): June 30, 2025, 10:00am

Meeting link:

https://phxpublicworks.webex.com/phxpubli cworks/j.php?MTID=m50ce4ce6a8d1ad1b9 dd29779c0e72599

Meeting number:

2499 636 0481

Join by video system

Dial

24996360481@phxpublicworks.webex.com

You can also dial 173.243.2.68 and enter your meeting number.

Join by phone

+1-415-655-0001 US Toll

Access code: 2499 636 0481

Written Inquiries Due Date: July 3, 2025, 10:30am

Offer Due Date: July 23, 2025, 11:00am

+1-415-655-0001 US Toll

Access code: 2485 824 7099 https://phxpublicworks.webex.com/phxpublicworks/j.php?MTID=m50ce4ce6a8d1ad1b9dd29779c0e72599 https://phxpublicworks.webex.com/phxpublicworks/j.php?MTID=m50ce4ce6a8d1ad1b9dd29779c0e72599 https://phxpublicworks.webex.com/phxpublicworks/j.php?MTID=m50ce4ce6a8d1ad1b9dd29779c0e72599 mailto:24996360481@phxpublicworks.webex.com http://173.243.2.68/

2. Instructions

2.1. Preparation of Offer

All forms provided must be completed and submitted with the Offer. The signed and completed

Conflict of Interest and Transparency form must be included or your Offer may be deemed non-responsive.

It is permissible to copy Submittal forms if necessary. Erasures, interlineations, or other modifications of the Offer must be initialed in original ink by the authorized person signing the

Offer. No offer will be altered, amended or withdrawn after the specified offer due date and time.

The City is not responsible for Offeror’s errors or omissions.

All time periods stated as a number of days will be calendar days.

It is the responsibility of all Offerors to examine the entire solicitation and seek clarification of any requirement that may not be clear and to check all responses for accuracy before submitting an offer. Negligence in preparing an offer confers no right of withdrawal after due date and time. Offerors are strongly encouraged to:

A. Consider applicable laws and/or economic conditions that may affect cost, progress, performance, or furnishing of the products or services.

B. Study and carefully correlate Offeror’s knowledge and observations with the solicitation and other related data.

C. Promptly notify the City of all conflicts, errors, ambiguities, or discrepancies that Offeror has discovered in or between the solicitation and other related documents.

D. The City does not reimburse the cost of developing, presenting or providing any response to this solicitation. Offers submitted for consideration should be prepared simply and economically, providing adequate information in a straightforward and concise manner. The Offeror is responsible for all costs incurred in responding to this solicitation. All materials and documents submitted in response to this solicitation become the property of the City and will not be returned.

E. Offerors are reminded that the specifications stated in the solicitation are the minimum level required and that offers submitted must be for products or services that meet or exceed the minimum level of all features specifically listed in this solicitation. Offers offering less than any minimum specifications or criteria specified are not responsive and should not be submitted.

F. Offer responses submitted for products considered by the seller to be acceptable alternates to the brand names or manufacturer’s catalog references specified herein must be submitted with technical literature and/or detailed product brochures for the

City’s use to evaluate the products offered. Offers submitted without this product information may be considered as non-responsive and rejected. The City will be the sole judge as to the acceptability of alternate products offered.

G. Prices will be submitted on a per unit basis by line item, when applicable. In the event of a disparity between the unit price and extended price, the unit price will prevail unless obviously in error.

2.2. Fixed Offer Price Period

All offers shall be firm and fixed for a period of 180 calendar days from the solicitation opening date.

2.3. Obtaining a Copy of the Solicitation and Addenda

Interested Offerors may download the complete solicitation and addenda from Solicitation’s

Public Page: https://procurement.opengov.com/portal/phoenix/projects/162593. Any interested

Offerors without internet access may obtain this solicitation by calling the Procurement Officer or picking up a copy during regular business hours at the City of Phoenix, Public Works

Department, 200 W. Washington Street, 7th Floor, Phoenix, AZ 85003. It is the Offeror’s responsibility to check the website, read the entire solicitation, and verify all required information is submitted with their Offer.

2.4. Exceptions

Offeror must not take any exceptions to any terms, conditions or material requirements of this solicitation. Offers submitted with exceptions may be deemed non-responsive and disqualified from further consideration in the City’s sole discretion. Offerors must conform to all the requirements specified in the solicitation. The City encourages Offerors to send inquiries to the

Procurement Officer rather than including exceptions in their Offer.

2.5. Inquiries

All questions that arise relating to this solicitation should be directed via City’s Procurement

Portal and must be received by the due date indicated in the Schedule of Events. The City will not consider questions received after the deadline.

No informal contact initiated by Offerors on the proposed service will be allowed with members of City’s staff from date of distribution of this solicitation until after city council awards the contract. All questions concerning or issues related to this solicitation must be presented in writing.

The Procurement Officer will answer written inquiries in an addendum and publish any addenda on the City’s Procurement Portal.

2.6. Addenda

The City of Phoenix will not be responsible for any oral instructions made by any employees or officers of the City of Phoenix regarding this solicitation. Any changes will be in the form of an addendum. The Offeror must acknowledge receipt of any/all addenda through the City's

Procurement Portal.

https://procurement.opengov.com/portal/phoenix/projects/162593

2.7. Licenses

If required by law for the operation of the business or work related to this Offer, Offeror must possess all valid certifications and/or licenses as required by federal, state or local laws at the time of submittal.

2.8. Certifications

By signature in the Offer section of the Offer and Acceptance page(s), Offeror certifies:

• The submission of the Offer did not involve collusion or other anti-competitive practices.

• The Offeror must not discriminate against any employee, or applicant for employment in violation of Federal or State Law.

• The Offeror 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.

2.9. Submission of Offer

Offers must be in possession of the Department on or prior to the exact time and date indicated in the Schedule of Events. Late offers will not be considered. The prevailing clock will be the

City Department’s clock.

The City of Phoenix Public Works Department is accepting electronic Offers for this solicitation, Offerors are responsible for submitting the Offer (electronic) before the due date and time of the solicitation deadline.

The Offeror is responsible for managing potential delays due to delays caused by the Carrier or technical difficulties.

Submission of Offer – Electronic Submission:

Offers should be submitted electronically via the City’s e-Procurement Portal by clicking on

“Draft Response” via https://procurement.opengov.com/portal/phoenix/projects/162593. Offerors that are unable to submit electronically should contact the Procurement Officer to discuss the logistics of hard copy submittals. Offerors must be registered with OpenGov by signing up via https://procurement.opengov.com/signup. Vendor training guides can be found at: https://opengov.my.site.com/support/s/article/ca6d1285-1e48-4a21-bb0d-715edb7794ed

Any original documents (such as bonds, guaranties, powers of attorney), if required by the solicitation, must be separately delivered to and received by the City on or prior to the exact time and date indicated in the Schedule of Events, with a clear indication of the Offer for which it is attributed.

It is the responsibility of the Offeror to ensure that the Offer is timely and to confirm that there are no technical reasons that any offer submitted electronically may be delayed. The date and time on the upload as received/stamped by the City’s e-Procurement Portal will provide proof of submission and verification whether the Offer was received on or prior to the exact time and date indicated in the Schedule of Events.

https://procurement.opengov.com/portal/phoenix/projects/162593 https://procurement.opengov.com/signup https://opengov.my.site.com/support/s/article/ca6d1285-1e48-4a21-bb0d-715edb7794ed

For assistance with submittals, vendors are welcome to use the OpenGov support chat (blue chat bubble in the bottom right corner) to connect with a member of OpenGov's support team who will be able to assist you with your submission.

Please DO NOT submit links to Google Docs, Dropbox Paper, or similar services. Your offer may be deemed non-responsive if your offer is supplied utilizing these services.

2.10. Withdrawal of Offer

At any time prior to the solicitation due date and time, an Offeror (or designated representative) may withdraw the Offer by clicking “Unsubmit Response” on the Offer submission via the City’s e-Procurement Portal.

2.11. Offer Results

Offers will be opened on the offer due date, time and location indicated in the Schedule of

Events, at which time the name of each Offeror, and the prices may be read. Offers and other information received in response to the solicitation will be shown only to authorized City personnel having a legitimate interest in them or persons assisting the City in the evaluation.

Offers are not available for public inspection until after the City has posted the award recommendation on the City’s website.

The City will post a preliminary offer tabulation on the Solicitation's Public Page:

https://procurement.opengov.com/portal/phoenix/projects/162593 within five business days of the offer opening. The City will post the information on the preliminary tabulation as it was read during the offer opening. The City makes no guarantee as to the accuracy of any information on the preliminary tabulation. Once the City has evaluated the offers, the City will post an award recommendation on the website. By signing and submitting its Offer, each Offeror agrees that this posting of the award recommendation to the City’s website effectively serves as the

Offeror’s receipt of that notice of award recommendation. The City has no obligation to provide any further notification to unsuccessful Offerors.

2.12. Pre-Award Qualifications

Offeror must have been in operation a minimum of 2 years. The Offeror’s normal business activity during the past 2 years will have been for providing the goods or services in this solicitation.

Upon notification of an intent to award, the Offeror will have ten calendar days to submit a complete certificate of insurance in the minimum amounts and the coverages as required in the

Insurance Requirements of this agreement. Insurance requirements are non-negotiable.

2.13. Certificates of Insurance

Upon notification of a recommended award, the Offeror will have 14 calendar days to submit a complete certificate of insurance in the minimum amounts and the coverages as required in the

Insurance Requirements of this solicitation. Insurance requirements are non-negotiable.

https://procurement.opengov.com/portal/phoenix/projects/162593

2.14. Award of Contract

Unless otherwise indicated, award(s) will be made to the most responsive, responsible

Offeror(s) who are regularly established in the service, or providing the goods, contained in this solicitation and who have demonstrated the ability to perform in an acceptable manner.

A. Factors that may be considered by the City include:

1. Technical capability of the Offeror to accomplish the scope of work required in the

Solicitation. This may include performance history on past and current government or industrial contracts; and,

2. Demonstrated availability of the necessary manpower (both supervisory and operational personnel) and necessary equipment to accomplish the scope of work in the Solicitation; and,

3. Safety record; and,

4. Offeror history of complaints and termination for convenience or cause.

B. Notwithstanding any other provision of this solicitation, the City reserves the right to: (1) waive any immaterial defect or informality; or (2) reject any or all offers or portions thereof; or (3) reissue a solicitation.

C. A response to a solicitation is an offer to contract with the City based upon the terms, conditions, and specifications contained in the City’s solicitation. Offers do not become contracts until they are executed by the Chief Procurement Officer or Department

Director. A contract has its inception in the award, eliminating a formal signing of a separate contract. For that reason, all of the terms, conditions and specifications of the procurement contract are contained in the solicitation, and in any addendum or contract amendment.

2.15. Solicitation Transparency Policy

Commencing on the date and time a solicitation is published, potential or actual Offerors or respondents (including their representatives) shall only discuss matters associated with the solicitation with the Mayor, any members of City Council, the City Manager, any Deputy City

Manager, or any department director directly associated with the solicitation (including in each case their assigned staff, except for the designated Procurement Officer) at a public meeting, posted under Arizona Statutes, until the resulting contract(s) are awarded to all offers or responses are rejected and the solicitation is cancelled without any announcement by the

Procurement Officer of the City’s intent to reissue the same or similar solicitation.

As long as the solicitation is not discussed, Offerors may continue to conduct business with the

City and discuss business that is unrelated to the solicitation with the City staff. Offerors may not discuss the solicitation with any City employees or evaluation panel members.

Offerors may discuss their proposal or the solicitation with the Mayor or one or more members of the Phoenix City Council, provided such meetings are scheduled through the Procurement

Officer, and are posted as open meetings with the City Clerk at least 24 hours prior to the scheduled meetings. The City Clerk will be responsible for posting the meetings. The posted notice shall identify the participants and the subject matter, as well as invite the public to participate.

With respect to the selection of the successful Offerors, the City Manager and/or City Manager's

Office will continue the past practice of exerting no undue influence on the process. In all solicitations of bids and proposals, any direction on the selection from the City Manager and/or

City Manager's Office and Department Head (or representative) to the proposal review panel or selecting authority must be provided in writing to all prospective Offerors.

This policy is intended to create a level playing field for all Offerors, assure that contracts are awarded in public, and protect the integrity of the selection process. OFFERORS THAT

VIOLATE THIS POLICY SHALL BE DISQUALIFIED. After official Notice is received by the City for disqualification, the Offeror may follow the Protest process, unless the Solicitation is cancelled without notice of intent to re-issue.

“To discuss” means any contact by the Offeror, regardless of whether the City responds to the contact. Offerors that violate this policy will be disqualified until the resulting contract(s) are awarded, or all offers or responses are rejected and the solicitation is cancelled without any announcement by the Procurement Officer of the City’s intent to reissue the same or a similar solicitation. The City interprets the policy as continuing through a cancellation of a solicitation until Council award of the contract, as long as the City cancels with a statement that the City will rebid the solicitation.

2.16. Protest Process

Offeror may protest the contents of a solicitation no later than seven days before the solicitation deadline when the protest is based on an apparent alleged mistake, impropriety or defect in the solicitation. Protests filed regarding the solicitation may be addressed by an amendment to the solicitation or denied by the City. If denied, the opening and award will proceed unless the City determines that it is in the City’s best interests to set new deadlines, amend the solicitation, cancel or re-bid.

Therefore, unless otherwise notified by a formal amendment, the Protester must adhere to all solicitation dates and deadlines, including timely filing of an offer, regardless of filing a protest.

Offeror may protest an adverse determination issued by the City regarding responsibility and responsiveness, within seven days of the date the Offeror was notified of the adverse determination.

Offeror may protest an award recommendation if the Offeror can establish that it had a substantial chance of being awarded the contract and will be harmed by the recommended award. The City will post recommendations on the City’s website to award the contract(s) to an

Offeror(s). Offeror must submit award protests within seven days after the posting of the award recommendation, with exceptions only for good cause shown, within the City’s full and final discretion.

All protests will be in writing, filed with the Procurement Officer identified in the solicitation and include the following:

• Identification of the solicitation number;

• The name, address and telephone number of the protester;

• A detailed statement describing the legal and factual grounds for the protest, including copies of relevant documents;

• The form of relief requested; and

• The signature of the protester or its authorized representative.

The Procurement Officer will render a written decision within a reasonable period after the protest is filed. The City will not request City Council authorization to award the contract until the protest process is complete. All protests and appeals must be submitted in accordance with the

City’s Procurement Code, (Phoenix City Code, Ch. 43) and any protests or appeals not submitted within the time requirements will not be considered. Protests must be filed with the

Procurement Officer.

2.17. Public Record

All Offers submitted in response to this solicitation will become the property of the City and become a matter of public record available for review pursuant to Arizona State law. If an

Offeror believes that a specific section of its Offer response is confidential, the Offeror will isolate the pages marked confidential in a specific and clearly labeled section of its Offer response. An Offeror may request specific information contained within its Offer is treated by the

Procurement Officer as confidential provided the Offeror clearly labels the information

“confidential.” To the extent necessary for the evaluation process, information marked as

“confidential” will not be treated as confidential. Once the procurement file becomes available for public inspection, the Procurement Officer will not make any information identified by the

Offerors as “confidential” available to the public unless necessary to support the evaluation process or if specifically requested in accordance with applicable public records law. When a public records request for such information is received, the Procurement Officer will notify the

Offeror in writing of any request to view any portion of its Offer marked “confidential.” The

Offeror will have the time set forth in the notice to obtain a court order enjoining such disclosure.

If the Offeror does not provide the Procurement Officer with a court order enjoining release of the information during the designated time, the Procurement Officer will make the information requested available for inspection.

2.18. Late Offers

[OPTIONAL PARAGRAPH] Late Offers must be rejected, except for good cause. If a late Offer is submitted, the Department will document the date and time of the submittal of the late Offer, keep the Offer and notify the Offeror that its Offer was disqualified for being a late Offer.

2.19. Right to Disqualify

The City reserves the right to disqualify any Offeror who fails to provide information or data requested or who provides materially inaccurate or misleading information or data. The City further reserves the right to disqualify any Offeror on the basis of any real or apparent conflict of interest that is disclosed by the Offer submitted or any other data or information available to the

City. This disqualification is at the sole discretion of the City. By submission of a solicitation response, the Offeror waives any right to object now or at any future time, before any agency or body including, but not limited to, the City Council of the City or any court as to the exercise by the City of such right to disqualify or as to any disqualification by reason of real or apparent conflict of interest determined by the City. The City reserves the right to replace the disqualified

Offeror.

2.20. Contract Award

The City reserves the right to award a contract by individual line items, by group, all or none, or any other combination most advantageous to the City. The City reserves the right to award multiple contracts.

2.21. Determining Responsiveness and Responsibility

Offers will be reviewed for documentation of any required minimum qualifications, and completeness and compliance with the solicitation requirements. The City reserves sole discretion to determine responsiveness and responsibility.

Responsiveness: Nonresponsive Offers will not be considered in the evaluation process. The solicitation states criteria that determine responsiveness, and the solicitation includes terms and conditions that if included or excluded from Offers will render an Offer nonresponsive.

Responsibility: To obtain true economy, the City must conduct solicitations to minimize the possibility of a subsequent default by the Offeror, late deliveries, or other unsatisfactory performance that may result in additional administrative costs. It is important that the Offeror be a responsible Offeror. Responsibility includes the Offeror’s integrity, skill, capacity, experience, and facilities for conducting the work to be performed.

2.22. Equal Low Offer

Contract award will be made by putting the names of the tied vendors in a cup for a blind drawing limited to those bidders with tied offers. If time permits, the offerors involved will be given an opportunity to attend the drawing. The drawing will be witnessed by at least three persons, and the contract file will contain the names and addresses of the witnesses.

3. Scope of Work

3.1. Vehicle Batteries

The Contractor shall provide manufacturer percentage discounts on batteries required for the existing City vehicles and heavy-duty equipment as described herein. These batteries shall be supplied on an “as needed” / “If needed” basis for a period of three-year, with two option years, beginning after City Council approval, according to the requirements contained herein.

Contractors shall provide all parts and accessories offered by the manufacturers that they represent. Additional rebates, specials, returns, or product discounts offered by manufacturers are to be applied when they are directly attributable to this agreement.

3.2. SEALED BATTERIES

A. Must not require electrolyte adjustments for 60 months of battery life

B. Must limit gassing to a minimum so as not to cause contributory damage.

C. It must not vent through the top of the battery.

D. Must fit in original equipment manufacturer (OEM) battery locations without a modifying vehicle or vehicle components.

E. All batteries shall meet all OSHA and EPA requirements.

3.3. REQUIREMENTS

A. The contractor shall stamp all battery cases with the purchase date. A ten (10%) percent failure rate of any group will constitute poor performance by the contractor and may result in the cancellation of the contract.

B. All furnished batteries shall be encased using cardboard containers, plastic shrink wrap, or other suitable means to allow the stacking of batteries without damaging the battery case and/or terminals.

C. Each battery must be individually labeled with BCI (Battery Council International) Group size. The majority of the itemized group sizes will be ordered in bulk quantities.

D. The contractor shall off-load all deliveries of batteries and pick up all battery cores weekly at no additional cost to City.

Deliveries will be made to various City locations. A list of current locations is found in Exhibit A.

However, the City may add or remove locations as necessary.

3.4. WARRANTY TEST PROCEDURE

The vendor will pick up all merchandise involved in warranty claims from city locations weekly. Warranty claims must be processed within three (3) weeks of pick up. All vendor-disputed warranty claims will be bought to the attention of the INVENTORY CONTROL

SPECIALIST within the same three (3) week periods.

3.5. CONTRACTOR QUALIFICATIONS AND QUALITY ASSURANCE

A. The contractor shall utilize properly qualified employees in the performance of this contract. A qualified employee is defined as one who is trained and capable of properly, safely, and promptly providing services related to the handling of batteries requested in association with this contract. Unqualified employees are not permitted to provide assistance of any kind under this contract.

B. The contractor will not subcontract, use third-party companies or use any other parties to perform these services without written authorization from the City. Should authorization for such be granted, the use of any subcontractors or other parties shall not relieve, release, or affect in any manner the Contractor's duties, liabilities, or obligations under this contract.

C. If the City determines, for any reason, that the qualifications, actions, or conduct of any particular Contractor employee has violated this agreement or is otherwise detrimental to the City, a written notice will be issued to the Contractor. Upon receipt of such notice, the Contractor promptly provides a qualified replacement person(s) to provide services under this contract. Examples of such conduct include: performing unsatisfactory services; poor customer service; interfering with the operation of the City fleet; or inappropriate behavior towards occupants, other contractors, or subcontractors.

3.6. CONTRACTOR SERVICES

A. The Contractor must offer an established, reliable, and responsive supply chain for the procurement of batteries and related accessories. To do this, Contractor shall furnish all personnel, management, website(s), electronic or other types of ordering mechanism, published catalogs/price lists, technical parts/accessories information, supplies, parts, inventory, and shipping capabilities necessary to perform services required under the terms of this contract. A repeated failure to provide parts and accessories in a timely manner to the City’s satisfaction would be sufficient cause to terminate any contract.

B. All warranty issues must be addressed within twenty-four (24) hours. The contractor will warranty all products supplied under this contract for a period of twelve (12) months against defects in material and workmanship. Freight charges, restocking fees from the manufacturer, process, and handling, including parts and labor, will be borne by the

Contractor. A “NO CHARGE” invoice for any warranty item that is replaced/exchanged must be provided detailing: failure, possible cause, and replacements made.

C. Upon request, the Contractor will provide the Fleet representative with an accurate and complete report detailing all orders placed under this contract. This report must include the following:

1. The date the order was placed.

2. Description of the part and accessory (Manufacturer’s Part Number, Catalog Date, List Price, Discount Price).

3. Carrier shipping information.

4. The date the order is complete.

5. City reference order number.

D. Services provided under this contract will be performed in conformance with all provisions of this agreement; legal statutes; code requirements; applicable OEM specifications; and Fleet Services Policies.

3.7. BATTERY BCI GROUP SIZE AND ESTIMATED ANNUAL USAGE

GROUP ONE: Automotive and Light Truck

*Include Warranty Types on Pricing Proposal*

A. Good (1 Year Warranty)

B. Better (2-3 Year Warrany)

C. Best (3+ Years or More Warranty)

GROUP TWO: Medium Duty Truck-BCI Group 31, Auto Post and Stud cable attachment, Alternates will be accepted.

*Include Warranty Types on Pricing Proposal*

A. Good (1 Year Warranty)

GROUP THREE: Generator-Serviceable type (with accessible cells, not sealed/maintenance-free).

*Include Warranty Types on Pricing Proposal*

A. Good (1 Year Warranty)

GROUP FOUR: Misc. Equipment and Powersports.

*Include Warranty Types on Pricing Proposal*

A. Good (1 Year Warranty)

3.8. PROMOTIONAL PRICING

A. The Contractor may conduct sales promotions, for specified periods of time, involving specific products or groups of products within the scope of this Contract. Sales promotions can include additional rebates, specials, product discounts offered by manufacturers, etc. When a sales promotion is offered, the Contractor shall submit the promotional pricing, in writing, to the ordering department’s representative with the following:

1. The affected contract product or product groups

2. For general promotions, the additional discount percentage or rebate amount; and for specific products, the promotional price vs. the existing contract price.

3. The start and end date of the sales promotion

4. Promotional pricing shall be available to the City through the dates specified.

3.9. USAGE REPORTS

The Contractor must provide the City of Phoenix, the Public Works Department, and the Fleet

Services Division with a usage report delineating the acquisition activity governed by the contract. The City must approve the format of the report and shall disclose the quantity and the dollar value of each contract item by individual purchasing unit. The Contractor shall create usage reports on a quarterly basis which will be due by the end of the month following the end of the quarter.

Usage report quarters are as follows:

• January through March (Q1)

• April through June (Q2)

• July through September (Q3)

• October through December (Q4)

4. Standard Terms and Conditions

4.1. Definition of Key Words Used in the Solicitation

Shall, Will, Must: Indicates a mandatory requirement. Failure to meet these mandatory requirements may result in the rejection of Offer as non-responsive.

Should: Indicates something that is recommended but not mandatory. If the Offeror fails to provide recommended information, the City may, at its sole option, ask the Offeror to provide the information or evaluate the Offer without the information.

May: Indicates something that is not mandatory but permissible.

For purposes of this solicitation, the following definitions will apply:

“A.R.S.” Arizona Revised Statute

“Buyer” or “Procurement Officer” City of Phoenix staff person responsible for the solicitation.

The City employee or employees who have specifically been designated to act as a contact person or persons to the Contractor, and responsible for monitoring and overseeing the

Contractor's performance under this contract.

"City" The City of Phoenix

"Contractor" The individual, partnership, or corporation who, as a result of the competitive process, is awarded a contract by the City of Phoenix.

"Contract” or “Agreement" The legal agreement executed between the City of Phoenix, AZ and the Contractor.

“Days” Means calendar days unless otherwise specified.

“Chief Procurement Officer” The contracting authority for the City of Phoenix, AZ, authorized to sign contracts and amendments thereto on behalf of the City of Phoenix, AZ.

“Employer” Any individual or type of organization that transacts business in this state, that has a license issued by an agency in this state and employs one or more employees in this state.

Employer includes this state, any political subdivision of this state and self-employed persons. In the case of an independent contractor, employer means the independent contractor and does not mean the person or organization that uses contract labor. (A.R.S. 23-211).

“Offer” Means a response from a Supplier, Contractor, or Service Provider to a solicitation request that, if awarded, binds the Supplier, Contractor, or Service Provider to perform in accordance with the contract. Same as bid, proposal, quotation or tender.

“Offeror” Any Vendor, Seller or Supplier submitting a competitive offer in response to a solicitation from the City. Same as Bidder or Proposer.

“Solicitation” Means an Invitation for Bid (IFB), Request for Proposal (RFP), Request for

Quotations (RFQ), Request for Qualifications (RFQu) and request for sealed Offers, or any other type of formal procurement which the City makes public through advertising, mailings, or some other method of communication. It is the process by which the City seeks information, proposals, Offers, or quotes from suppliers.

“Suppliers” Firms, entities or individuals furnishing goods or services to the City.

“Vendor or Seller” A seller of goods or services.

4.2. City’s Vendor Self-Registration and Notification

Vendors must be registered in the City’s Procurement Portal at https://procurement.opengov.com/portal/phoenix to respond to solicitations and access procurement information.

Vendors must also be registered in the City’s procurePHX Self-Registration System at https://www.phoenix.gov/procure prior to contract execution.

The City may, at its sole discretion, reject any offer from an Offeror who has not registered.

4.3. Business in Arizona

The City will not enter contracts with Offerors (or any company(ies)) not granted authority to transact business, or not in good standing, in the state of Arizona by the Arizona Corporation

Commission, unless the Offeror asserts a statutory exception prior to entering a contract with the City.

4.4. Contract Interpretation

A. Applicable Law: This Contract will be governed by the law of the State of Arizona, and suits pertaining to this Contract will be brought only in Federal or State courts in

Maricopa County, State of Arizona.

B. Contract Order of Precedence: In the event of a conflict in the provisions of the

Contract, as accepted by the City and as they may be amended, the following will prevail in the order set forth below:

1. Federal terms and conditions, if any

2. Special terms and conditions

3. Standard terms and conditions

4. Amendments

5. Statement or scope of work

6. Specifications

7. Attachments

8. Exhibits

9. Instructions to Contractors

10. Other documents referenced or included in the Solicitation

C. Organization – Employment Disclaimer: The Agreement resulting hereunder is not intended to constitute, create, give rise to or otherwise recognize a joint venture agreement or relationship, partnership or formal business organization of any kind, and https://procurement.opengov.com/portal/phoenix https://www.phoenix.gov/procure the rights and obligations of the parties will be only those expressly set forth in the agreement. The parties agree that no persons supplied by the Contractor in the performance of Contractor’s obligations under the agreement are considered to be City’s employees and that no rights of City civil service, retirement or personnel rules accrue to such persons. The Contractor will have total responsibility for all salaries, wage bonuses, retirement, withholdings, workmen’s compensation, occupational disease compensation, unemployment compensation, other employee benefits and all taxes and premiums appurtenant thereto concerning such persons, and will save and hold the City harmless with respect thereto.

D. Severability: The provisions of this Contract are severable to the extent that any provision or application held to be invalid will not affect any other provision or application of the contract which may remain in effect without the invalid provision or application.

E. Non-Waiver of Liability: The City of Phoenix as a public entity supported by tax monies, in execution of its public trust, cannot agree to waive any lawful or legitimate right to recover monies lawfully due it. Therefore, any Contractor agrees that it will not insist upon or demand any statement whereby the City agrees to limit in advance or waive any right the City might have to recover actual lawful damages in any court of law under applicable Arizona law.

F. Parol Evidence: This Agreement is intended by the parties as 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 in the trade will be relevant to supplement or explain any term used in this Contract.

Acceptance or acquiescence in a course of performance rendered under this contract will not be relevant to determine the meaning of this Contract even though the accepting or acquiescing party has knowledge of the nature of the performance and opportunity to object.

4.5. Contract Administration and Operation

A. Records: All books, accounts, reports, files and other records relating to the contract will be subject at all reasonable times to inspection and audit by the City for five years after completion of the contract. Such records will be produced at a City of Phoenix office as designated by the City. Confidentiality will be maintained, and City will not violate any proprietary or other confidentiality agreements Contractor has in place.

B. Discrimination Prohibited: Contractor agrees to abide by the provisions of the Phoenix

City Code Chapter 18, Article V as amended. Any Contractor, in performing under this contract, will not discriminate against any worker, employee or applicant, or any member of the public, because of race, color, religion, sex, national origin, age or disability nor otherwise commit an unfair employment practice. The supplier and/or lessee will take action to ensure that applicants are employed, and employees are dealt with during employment without regard to their race, color, religion, sex, or national origin, age or disability and adhere to a policy to pay equal compensation to men and women who perform jobs that require substantially equal skill, effort and responsibility, and that are performed within the same establishment under similar working conditions. Such action will include but not be limited to the following: Employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training; including apprenticeship. The supplier further agrees that this clause will be incorporated in all subcontracts with all labor organizations furnishing skilled, unskilled and union labor, or who may perform any such labor or services in connection with this contract. Contractor further agrees that this clause will be incorporated in all subcontracts, job-contractor agreements or subleases of this agreement entered into by supplier/lessee.

C. Equal Employment Opportunity and Pay: In order to do business with the City, Contractor must comply with Phoenix City Code, 1969, Chapter 18, Article V, as amended, Equal Employment Opportunity Requirements. Contractor will direct any questions in regard to these requirements to the Equal Opportunity Department, (602)

262-6790.

1. For a Contractor with 35 employees or fewer: Contractor in performing under this

Agreement shall not discriminate against any worker, employee or applicant, or any member of the public, because of race, color, religion, sex, national origin, age, or disability, nor otherwise commit an unfair employment practice. The Contractor will ensure that applicants are employed, and employees are dealt with during employment without regard to their race, color, religion, sex, national origin, age, or disability. Such action shall include but not be limited to the following: employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training;

including apprenticeship. The Contractor further agrees that this clause will be incorporated in all subcontracts related to this Agreement that involve furnishing skilled, unskilled and union labor, or who may perform any such labor or services in connection with this Agreement. Contractor further agrees that this clause will be incorporated in all subcontracts, Contractor agreements or subleases of this agreement entered into by supplier/lessee.

2. For a Contractor with more than 35 employees: Contractor in performing under this Agreement shall not discriminate against any worker, employee or applicant, or any member of the public, because of race, color, religion, sex, national origin, age, or disability, nor otherwise commit an unfair employment practice. The Contractor will ensure that applicants are employed, and employees are dealt with during employment without regard to their race, color, religion, sex, national origin, age, or disability, and shall adhere to a policy to pay equal compensation to men and women who perform jobs that require substantially equal skill, effort, and responsibility, and that are performed within the same establishment under similar working conditions.

Such action shall include but not be limited to the following: employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination;

rates of pay or other forms of compensation; and selection for training; including apprenticeship. The Contractor further agrees that this clause will be incorporated in all subcontracts with all labor organizations furnishing skilled, unskilled and union labor, or who may perform any such labor or services in connection with this contract. Contractor further agrees that this clause will be incorporated in all subcontracts, job-Contractor agreements or subleases of this Agreement entered into by supplier/lessee. The Contractor further agrees not to discriminate against any worker, employee or applicant, or any member of the public, because of sexual orientation or gender identity or expression and shall ensure that applicants are employed, and employees are dealt with during employment without regard to their sexual orientation or gender identity or expression.

3. Documentation: Suppliers and lessees may be required to provide additional documentation to the Equal Opportunity Department affirming that a nondiscriminatory policy is being utilized.

4. Monitoring: The Equal Opportunity Department shall monitor the employment policies and practices of suppliers and lessees subject to this article as deemed necessary. The Equal Opportunity Department is authorized to conduct on-site compliance reviews of selected firms, which may include an audit of personnel and payroll records, if necessary.

D. Legal Worker Requirements: The City of Phoenix is prohibited by A.R.S. § 41-4401 from awarding a contract to any Contractor who fails, or whose subcontractors fail, to comply with A.R.S. § 23-214(A). Therefore, Contractor agrees that:

1. Contractor and each subcontractor it uses warrants their compliance with all federal immigration laws and regulations that relate to their employees and their compliance with A.R.S. § 23-214, subsection A.

2. A breach of a warranty under paragraph 1 will be deemed a material breach of the contract that is subject to penalties up to and including termination of the contract.

3. The City of Phoenix retains the legal right to inspect the papers of any Contractor or subcontractor employee who works on the contract to ensure that the Contractor or subcontractor is complying with the warranty under paragraph 1.

E. Health, Environmental, and Safety Requirements: The Contractor’s products, services and facilities will be in full compliance with all applicable Federal, State and local health, environmental and safety laws, regulations, standards, codes and ordinances, regardless of whether or not they are referred to by the City. At the request of City representatives, the Contractor will provide the City:

1. Environmental, safety and health regulatory compliance documents (written safety programs, training records, permits, etc.) applicable to services provided by the

Contractor in this contract.

2. A list of all federal, state, or local (EPA, OSHA, Maricopa County, etc.) citations or notice of violations issued against their firm or their subcontractors including dates, reasons, dispositions and resolutions.

3. The City will have the right, but not the obligation to inspect the facilities, transportation vehicles or vessels, containers and disposal facilities provided by the

Contractor or subcontractor. The City will also have the right to inspect operations conducted by the Contractor or subcontractor in the performance of this agreement.

The City further reserves the right to make unannounced inspections of the

Contractor’s facilities (during normal business hours).

F. Compliance with Laws: Contractor agrees to fully observe and comply with all applicable Federal, State and local laws, regulations, standards, codes and ordinances when performing under this Contract regardless of whether they are being referred to by the City. Contractor agrees to permit City inspection of Contractor’s business records, including personnel records to verify any such compliance. Because the contractor will be acting as an independent contractor, the City assumes no responsibility for the

Contractor’s acts.

G. Lawful Presence Requirement: Pursuant to A.R.S. §§ 1-501 and -502, the City of

Phoenix is prohibited from awarding a contract to any natural person who cannot establish that he or she is lawfully present in the United States. In order to establish lawful presence, this person must produce qualifying identification and sign a City-provided affidavit affirming that the identification provided is genuine. This requirement will be imposed at the time of contract award. In the event the prevailing responder is unable to satisfy this requirement, the City will offer the award to the next-highest scoring responder. The law does not apply to fictitious entities such as corporations, partnerships and limited liability companies.

H. Continuation During Disputes: Contractor agrees that notwithstanding the existence of any dispute between the parties, insofar as is possible, under the terms of the contract, the Contractor will continue to perform the obligations required of Contractor during the continuation of any such dispute unless enjoined or prohibited by an Arizona Court of competent jurisdiction.

I. Emergency Purchases: The City reserves the right to purchase from other sources those items which are required on an emergency basis and cannot be supplied immediately from stock by the Contractor.

J. Electronic Signatures: Electronic signatures are valid under Arizona law. Either or all parties may execute this Agreement by scanned or electronic signature, and any such scanned or electronic signature shall be deemed an original, valid, and binding signature if issued with proper signature authority.

4.6. Costs and Payments

A. General: Any prompt payment terms offered must be clearly noted by the Contractor on all invoices submitted to the City for the payment of goods or services received. The City will make every effort to process payment for the purchase of material or services within thirty to forty-five calendar days after receipt of a correct invoice, unless a good faith dispute exists to any obligation to pay all or a portion of the account. Payment terms are specified in the Offer.

B. Payment Deduction Offset Provision: Contractor acknowledges that the City Charter requires that no payment be made to any Contractor as long as there is an outstanding obligation due to the City. Contractor agrees that any obligation it owes to the City will be offset against any payment due to the Contractor from the City.

C. Late Submission of Claim by Contractor: The City will not honor any invoices or claims which are tendered one year after the last item of the account accrued.

D. Discounts: If applicable, payment discounts will be computed from the date of…