SALT RIVER PIMA-MARICOPA INDIAN COMMUNITY

NOTICE OF SOLICITATION

SOLICITATION # PW-24-055

RPHC Dental Build-Out Project

Notice is hereby given that proposals are being accepted by the Salt River Pima-Maricopa Indian Community (SRPMIC or the “Community”) in conjunction with this Solicitation.

TABLE OF CONTENTS

1.0 INTRODUCTION

1.1 INTENT

1.2 BACKGROUND

1.3 SCOPE OF WORK

1.4 TERM

1.5 DAVID-BACON ACT

1.6 MANDATORY PRE-PROPOSAL MEETING

2.0 PROPOSAL INSTRUCTIONS

2.1 TIMELINE

2.2 QUESTIONS AND CHANGES

2.3 DELIVERY OF PROPOSALS

2.4 PROPOSAL FORMAT

3.0 PROPOSAL EVALUATION

3.1 EVALUATION PANEL

3.2 EVALUATION CRITERIA

4.0 GENERAL TERMS AND CONDITIONS

4.1 COMMUNITY/NATIVE AMERICAN PREFERENCE

4.2 RFP CONFIDENTIALITY

4.3 RIGHT TO AMEND

4.4 ACCEPTANCE OF PROPOSAL

4.5 LIMITATION AND AWARD

4.6 RFP AS THE BASIS FOR PROPOSALS

4.7 COST LIABILITY

4.8 AMENDED PROPOSALS

4.9 VENDORS RIGHT TO WITHDRAW PROPOSALS

4.10 NON-DISCLOSURE

4.11 GOVERNING LAW

4.12 PROHIBITION AGAINST CONTINGENT FEES

4.13 LICENSURE AND INSURANCE

4.14 CULTURAL SENSITIVITY TRAINING

4.15 PURCHASE ORDER REQUIRED

TABLE OF CONTENTS

4.16 PURCHASE ORDER TERMS AND CONDITIONS

5.0 APPENDIX A: ROOM BUILD-OUT LIST

6.0 APPENDIX B: WAGE DETERMINATION INFORMATION

7.0 APPENDIX C: CLIENT REFERENCES

8.0 APPENDIX D: NON-COLLUSIVE AFFIDAVIT

9.0 APPENDIX E: SAMPLE CONTRACT

SOLICITATION # PW-24-055 Page 4

1.0 INTRODUCTION

1.1 INTENT

The intent of this Request for Proposals is to award a contract for the River People Health

Center Dental Build-Out, as required for the Salt River Pima-Maricopa Indian Community (SRPMIC, or ‘the Community’.)

1.2 BACKGROUND

The River People Health Center (RPHC) Dental Department is a 33 operatory clinic in which 13 operatories remain vacant/unfinished and are not currently used in daily dental operations. Current operations include 20 total chairs with 6 of those in closed operatories equipped with nitrous for specialty care by general practitioners. Due to the increasing patient demand for services the dental department has elected to complete the remaining space for clinical use to try to keep pace with increased patient load.

1.3 SCOPE OF WORK

Project goals are to finish all non-functional spaces to maximize clinical capacity and continue to grow the team to meet patient needs. The majority of the vacant rooms were already permitted at the initial build of the facility and equipped with Med Gas, data, plumbing and electrical. These will only require outfitting the operatories with the necessary equipment for dental treatment (i.e. A-dec units, dental chair, monitors, cabinets, counter tops, sinks, faucets, track lighting, and x-ray units).

Aside from standard operatories the project will include modifying 6 specialty rooms to include 2 oral surgery chairs, dry suction, 2 recovery rooms, and changing 2 chairs to bariatric chairs with a combination wheel chair lift. Each existing specialty room (6) will require design modifications of x-ray and lighting placement due to safety concerns.

Additionally, sterilization has moved out of the dental department leaving 2 large vacant spaces that will be converted to team work spaces to accommodate our fast growing team. Plumbing and electrical changes will be required for those spaces. Expectations upon completion of RPHC dental clinic is to expand to 33 total chairs for general practice and specialty care services to keep pace with general dental treatment demand, prepare to provide specialty services via contracting in-house dental specialists, and to accommodate the fast growth of staff and providers with additional team work space.

See Exhibit A: Room Build-Out List for details.

1.4 TERM

This solicitation will result in a purchasing contract with a 6 month term.

SOLICITATION # PW-24-055 Page 5

1.5 DAVID-BACON ACT

This project uses federal funding and is subject to the Davis-Bacon Act. Wage determination information is located in Appendix B.

1.6 MANDATORY PRE-PROPOSAL MEETING

A mandatory pre-proposal meeting will be held at the River People Health Center. We will gather at the Main Entry/Check In area. Date and time of the meeting is in Section 2.1.

The River People Health Center is located at 10901 E McDowell Rd, Scottsdale, AZ 85256.

2.0 PROPOSAL INSTRUCTIONS

2.1 TIMELINE

RFP Issued: 6/5/2024 Pre-proposal Meeting: 6/25/2024 @ 7:00 AM, Arizona time Last date for RFP Questions: 7/9/2024 @ 4:00 PM, Arizona time Response to RFP Questions: 7/15/2024 Proposals Due: 7/26/2024 @ 4:00 PM, Arizona time

2.2 QUESTIONS AND CHANGES

All questions and communication regarding this solicitation must be submitted in writing to purchasing-bids@srpmic-nsn.gov. Unauthorized contact of SRPMIC employees and/or its agents may result in disqualification.

Responses to all questions will be published and communicated to all participants.

Changes to this solicitation will be in writing as an addendum.

2.3 DELIVERY OF PROPOSALS

Deliver one (1) electronic copy to purchasing-bids@srpmic-nsn.gov.

Email larger than 25 MB will not be accepted.

If you do not receive confirmation that your proposal was received, contact purchasing-bids@srpmic-nsn.gov.

The Community shall not be responsible for late proposals.

2.4 PROPOSAL FORMAT

Proposals shall be prepared as simply as possible and provide a straightforward, concise description of capabilities. Emphasis is to be concentrated on accuracy, completeness, and clarity of content. All parts, pages, figures, and tables are to be numbered and clearly mailto:purchasing-bids@srpmic-nsn.gov mailto:purchasing-bids@srpmic-nsn.gov mailto:purchasing-bids@srpmic-nsn.gov

SOLICITATION # PW-24-055 Page 6 labeled. The proposal is to be organized and indexed in the following format, containing, at a minimum, all listed items in the sequence indicated:

Instructions relative to each part of the proposal are defined in the remainder of this section.

Title Page

The title page will include the following:

• Name of project – RFP# PW-24-055 Dental Build-Out Project

• Name of submitter – Company Name

• Date of submittal

Letter of Transmittal

The letter of transmittal will:

• Identify the primary organization responding to the RFP

• Identify the name, title, telephone number and e-mail address of the primary and secondary contact persons for any follow-up questions, information requests

• Identify the name and address of the corporate headquarters of the parent company, if any

• Acknowledge receipt of any and all amendments to the RFP

• Include a statement that proposal, including prices, will be valid for 60 days after the date of receipt of the proposal.

Table of Contents The table of contents is to outline Sections 1 thru 6, as stated above.

Executive Summary [Section 1.0] The executive summary shall be a brief narrative highlighting and summarizing the proposal. The summary is to contain as little technical jargon as possible and will be oriented toward non-technical personnel. The summary will not include pricing.

SECTION TITLE

Title Page Letter of Transmittal Table of Contents

1.0 Executive Summary

2.0 Company Background

3.0 Solution Design and Implementation

4.0 Price Proposals

5.0 Client References

6.0 Appendices

SOLICITATION # PW-24-055 Page 7

Company and Relevant Background [Section 2.0] This section shall provide the following information about the company and applicable products and services. It will include, at a minimum, the following information:

• How long the company has been in business

• A brief description of the company size and organization

• Legal form of the company (i.e., sole proprietor, partnership, corporation, etc.)

• An overview of relevant experience with Native American organizations

• An organization chart of the group within the organization responsible for delivering solutions of the type required by SRPMIC

• Similar projects/solutions that have been delivered by your organization to other customers

• List of any major subcontractors involved in delivery of services required by this RFP

• Describe your experience with projects that had to meet Davis-Bacon Act requirements

Solution Design and Implementation [Section 3.0] Describe your proposed solution design. Include implementation plan. Key objectives to achieve are:

• Furnish and install cabinetry, Equipment and furniture as described in Exhibit A: Room Build-Out List.

Pricing

[Section 5.0] Provide an itemized list of estimated professional and construction services costs based on the requirements described in the RFP and the items listed in Appendix A. The cost estimates shall include design and construction. Please distinguish between items associated with the proposed engagement and any additional services which may be relevant to the engagement. SRPMIC qualifies for federal, GSA, and many other cooperative and open market pricing programs.

Client References

[Section 6.0] Provide a list of existing customers for which the organization has delivered similar engagements along with contact name, title, address, phone number and e-mail address, and authorization for SRPMIC to contact them as a reference. Please include similar references for previous work done with any tribal community. Please provide a minimum of three references.

Please use the form provided in Appendix B.

Appendices

[Section 7.0] In addition to Sections 1 through 6, Appendix C, Non-Collusive Affidavit shall be included in proposals. Information considered relevant to this project, but not specifically requested in this RFP, may also be placed in an appendix.

SOLICITATION # PW-24-055 Page 8

3.0 PROPOSAL EVALUATION

3.1 EVALUATION PANEL

An evaluation panel will review and score each proposal. The panel will consist of representatives from the Public Works Department, Purchasing, and other subject matter experts.

3.2 EVALUATION CRITERIA

Proposals will be evaluated based on the following criteria:

• 35 Points: Solution Design and Implementation

• 35 Points: Pricing

• 10 Points: Company and Relevant Background

• 10 Points: Client References

• 10 Points: Relevant Experience with other Native American Organizations

4.0 GENERAL TERMS AND CONDITIONS

4.1 COMMUNITY/NATIVE AMERICAN PREFERENCE

This solicitation is subject to Preference as described in Section IV.C of the Community’s Procurement Policy. (www.srpmic-nsn.gov/wp-content/uploads/2022/06/Policy3-5.pdf)

4.2 RFP CONFIDENTIALITY

All material, data, information, or any item in any form (including any derived intellectual property rights), except information in the public domain, supplied by or obtained from SRPMIC, or derived from any data which the RFP recipient may have acquired in connection with this RFP and the selection process under this RFP, both before and after the issuance of the RFP:

• Is the sole property of SRPMIC and shall be treated as confidential

• Is not to be used for any purpose other than responding to this RFP

• Shall not be disclosed without prior written authorization from SRPMIC

• Shall be returned to SRPMIC upon request

The proposal package and any accompanying documentation submitted prior to the closing date/time shall become the property of SRPMIC and shall not be returned. Documents provided by the Vendor and specifically identified as being confidential will be held in confidence by SRPMIC and reasonable care will be taken to ensure they are not released (unless required by law), without prior authorization of the Vendor. The confidential data is to be identified as such on every page where the same may be contained.

In the event that a Vendor is awarded a contract, SRPMIC’s confidentiality agreement is required to be signed by any Vendor employee or subcontractor providing services prior to accessing documents.

http://www.srpmic-nsn.gov/wp-content/uploads/2022/06/Policy3-5.pdf

SOLICITATION # PW-24-055 Page 9

4.3 RIGHT TO AMEND

It is SRPMIC’s policy not to solicit proposals unless there is a bona fide intention to ultimately award one or more contracts. This notwithstanding, SRPMIC reserves the right to withdraw this RFP at any time. In addition, at any time prior to the RFP closing date/time identified in this RFP, SRPMIC may alter, amend, delete, or add to, in whole or in part, any terms or provisions of this RFP. SRPMIC will provide any such revisions by issuing an addendum in the same manner as this RFP is issued.

4.4 ACCEPTANCE OF PROPOSAL

This RFP neither expresses nor implies any obligation on the part of SRPMIC to enter into a contract with any Vendor submitting a proposal. SRPMIC reserves the right to award a contract in whole or in part to address individual elements of the systems solutions described in this RFP.

4.5 LIMITATION AND AWARD

This RFP does not commit SRPMIC to award a contract. SRPMIC reserves the right to reject all proposals. If SRPMIC rejects all proposals, the project may be abandoned, re-advertised, or performed in any manner authorized under SRPMIC’s procurement policies.

4.6 RFP AS THE BASIS FOR PROPOSALS

This RFP, including any addenda, will represent the most definitive statement SRPMIC will make concerning information upon which proposals are to be based. Any information, verbal or written, which is not contained in this RFP and any of the addenda, will not be considered by SRPMIC in evaluating the proposals. The only exception is any material demonstrated as part of a product demonstration or site visit.

4.7 COST LIABILITY

All costs and expenses incurred by a Vendor relating to preparation or presentation of its proposal or in any way related to this RFP shall be borne by the Vendor.

SRPMIC will not be liable for, nor shall it reimburse any Vendor for, any costs, fees, or expenses, which are incurred in the preparation or submission of any proposal in response to this RFP.

4.8 AMENDED PROPOSALS

Any Vendor may submit an amended proposal before the deadline for receipt of proposals. Such amended proposals must be complete replacements for a previously submitted proposal and must be clearly identified as such in the transmittal letter.

4.9 VENDORS RIGHT TO WITHDRAW PROPOSALS

Vendors will be allowed to withdraw their proposal at any time prior to the deadline for receipt of proposals. The Vendor must submit a written withdrawal request addressed to the RFP Coordinator.

4.10 NON-DISCLOSURE

The parties hereby agree that Vendors/responders to this RFP shall (1) not disclose proprietary information contained herein to any third party, (2) restrict dissemination of proprietary information contained herein to only those employees of their entity who must be directly involved with proprietary information, (3) use the same degree of care as for its own information of like importance, but at a minimum use reasonable care in safeguarding against disclosure of

SOLICITATION # PW-24-055 Page 10 proprietary information of the other party, and (4) not use proprietary information for any purpose without the prior written consent of the discloser.

4.11 GOVERNING LAW

This RFP and subsequent agreements shall be governed by, construed, and enforced in accordance with the Code of Ordinances and laws of SRPMIC. Nothing in this RFP, or in subsequent agreements, shall be construed as a waiver of sovereign immunity. An example of our standard contract agreement can be found in Appendix D.

4.12 PROHIBITION AGAINST CONTINGENT FEES

Vendors shall not retain a person or agency to solicit or obtain a SRPMIC contract for a contingent fee, except a bona fide employee or agency. For breach or violation of this policy, SRPMIC shall have the right to annul such contract without liability or to deduct from the contract price or consideration, or otherwise recover, the full amount of the contingent fee.

Definitions:

Agency. A business or organization established to provide a particular service, typically one that involves organizing transactions between two other parties.

Bona Fide Agency. An established commercial or selling agency, maintained by a contractor or supplier for the purpose of securing business, that neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds itself out as being able to obtain any Government contract or contracts through improper influence.

Bona Fide Employee. A person, employed by a contractor or supplier and subject to the contractor's or supplier’s supervision and control as to time, place, and manner of performance, who neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds out as being able to obtain any Government contract or contracts through improper influence.

Contingent Fee. Any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a Government contract.

Improper Influence. Any influence that induces or tends to induce a Government employee or officer to give consideration or to act regarding a Government contract on any basis other than the merits of the matter.

4.13 LICENSURE AND INSURANCE

In the event that a Vendor is awarded a contract, the Vendor shall be required to obtain a SRPMIC tribal business license in accordance with the SRPMIC Procurement Policy.

General liability and automobile insurance will also be required at the following minimum specifications:

a) Professional or commercial liability/errors and omissions coverage for liability arising out of acts, errors, or omissions in providing, or failing to provide, professional services in an amount not less than two million dollars. The aggregate limits must apply on a per-project or per-location basis. The total amount may be met by means of umbrella or excess coverage or other liability coverage deemed acceptable to the Community. Liability insurance will be reviewed by the Community to ensure proper coverage.

SOLICITATION # PW-24-055 Page 11

b) Proof of insurance: Contractor shall provide the Community with an original certificate of insurance for each type of insurance coverage described herein and with originals of any required additional insured endorsement(s). Documents may be faxed directly from the insurance carrier to the Community.

c) Except for professional liability and workers compensation coverage, the Community shall be named as an additional insured on the Certificate of Insurance. The Contractor’s insurance shall be primary in the event of loss and the additional insured endorsement must include language specifically stating that the Community is to be covered for all the activities performed by or on behalf of the Contractor, including the Community’s general supervision of Contractor.

d) Each coverage described above shall be on an “occurrence” basis and not on a “claims made” basis. If “occurrence” basis coverage is unavailable, Contractor agrees to obtain and keep in force tail coverage for three (3) years beyond the end of the Agreement. Any such period may be extended by agreement of the parties.

e) Auto liability coverage as shown in the ISO Business Auto Coverage standard form, or the equivalent, with Covered Auto Designation Symbol 1, in an amount not less than one million dollars, or other auto liability coverage acceptable to the Community.

f) With regards to handling fragile, historically pertinent documents, additional insurance requirements may need to be met.

4.14 CULTURAL SENSITIVITY TRAINING

All contractor staff working on the Community must complete Cultural Sensitivity Training (CST) before beginning work on the Community. All staff must carry current CST, and training must be renewed every two (2) years.

4.15 PURCHASE ORDER REQUIRED

A valid Purchase Order is required prior to the start of any work or service and prior to the shipment of any goods.

4.16 PURCHASE ORDER TERMS AND CONDITIONS

All Purchases Orders shall be subject to the Community’s Purchase Order Terms and Conditions: https://www.srpmic-nsn.gov/wp-content/uploads/2017/04/PO- TermsConditions.pdf https://www.srpmic-nsn.gov/wp-content/uploads/2017/04/PO-TermsConditions.pdf https://www.srpmic-nsn.gov/wp-content/uploads/2017/04/PO-TermsConditions.pdf

SOLICITATION # PW-24-055 – Appendix A Page 12

5.0 APPENDIX A: ROOM BUILD-OUT LIST

Attached separately as spreadsheet.

SOLICITATION # PW-24-055 – Appendix B Page 13

6.0 APPENDIX B: WAGE DETERMINATION INFORMATION

Attached separately as .pdf document.

SOLICITATION # PW-24-055 – Appendix C Page 14

7.0 APPENDIX C: CLIENT REFERENCES

List between three (3) and six (6) references that closely reflect this project’s scope of work within the past five (5) years. Include similar projects done with other tribal communities if applicable.

1. Name of Firm: ________________________________________________________________ Address: ______________________________________________________________________ Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________ Population of Government Entity (if applicable): _______________

2. Name of Firm: ________________________________________________________________

Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________

3. Name of Firm: ________________________________________________________________

Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________

SOLICITATION # PW-24-055 – Appendix C Page 15

CLIENT REFERENCES (continued)

4. Name of Firm: ________________________________________________________________

Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________

5. Name of Firm: ________________________________________________________________

Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________

6. Name of Firm: ________________________________________________________________

Telephone: _______________Contact: __________________ Title: _______________________ Contact e-mail: ____________________________ Service Dates: _________________________ Summary of Project: _____________________________________________________________

SOLICITATION # PW-24-055 – Appendix D Page 16

8.0 APPENDIX D: NON-COLLUSIVE AFFIDAVIT

State of _____________________________, County of ___________________________, ______________________________________, being first duly sworn, deposes and says:

That he is,____________________________________________ the party making the foregoing proposal for bid, that such proposal or bid is genuine and not collusive or sham; that said bidder has no colluded, conspired, connived or agreed, directly or indirectly, with any bidder or person, to put in a sham bid or to refrain from bidding, and has not, in any manner, directly or indirectly, sought by agreement or collusion, or communication or conference, with any person, to fix the bid price of affiant or of any other bidder, or to fix any overhead, profit or cost element of said bid price, or of that of any other bidder, or to secure any advantage against the Owner or any person interested in the proposed contract, and that all statements in said proposal for bid are true.

Project No._____________________________

Location _______________________________

Signature

Name and Title

Date

(Signature must be notarized.)

SOLICITATION # PW-24-055 – Appendix E Page 17

9.0 APPENDIX E: SAMPLE CONTRACT

AGREEMENT FOR SERVICES

This agreement is made at the Salt River Pima-Maricopa Indian Community on Pick Date, between the Salt River Pima-Maricopa Indian Community, herein called “Community”, a federally recognized Indian Tribe whose principal place of business is 10005 East Osborn Road, Scottsdale, Arizona 85256, and Insert Contractor’s Name, herein called “Contractor,” whose principal place of business is Insert Contractor’s Address, for the work generally described as Insert Project Name and Brief Description of the Work.

IT IS AGREED:

1. SERVICES TO BE PERFORMED: Contractor agrees to perform the services described in Schedules A and C (if applicable) and incorporated and made a part of this Agreement.

2. CONTRACTOR COMPLIANCE: Contractor declares that it is engaged in business and serves clients other than the Community and further declares that it has complied, and will timely comply, with all applicable federal, state, and Community laws related to the conduct of its business, including but not limited to all permit and license requirements. Contractor declares that it is properly licensed and in good standing in the State of Arizona.

3. CONSIDERATION, TERMS OF PAYMENT: The Community agrees to pay Contractor for its services rendered according to the terms and conditions set forth in Schedule B of this Agreement, incorporated and made a part of this Agreement, provided however, that Contractor is required to submit billing invoices for its services at the beginning of each month, identifying Contractor’s reimbursable costs, if any, time and description of services rendered for the month immediately preceding submission of such invoice as specifically described in Schedule B.

4. INSTRUMENTALITIES: Contractor agrees to supply all equipment, machinery, tools, and materials necessary or reasonable to perform the services described and enumerated in Schedules A and C (if applicable) of this Agreement except that the Community may provide certain supplies and other resources but only upon such further terms and conditions as may be described in this Agreement.

5. PERFORMANCE AND ACCEPTANCE: Contractor retains the sole and exclusive right to control and direct the manner or means by which the services described herein are to be performed subject only to the parameters of control or direction set forth in Schedules A and C (if applicable) of this Agreement and the standards of Contractor’s trade or profession. The Community retains the right of approval and acceptance of Contractor’s performance based upon Contractor’s completion and satisfaction of all obligations created by the terms of the Agreement.

SOLICITATION # PW-24-055 – Appendix E Page 18

5.1 FAILURE TO PERFORM

5.1.1 The Contractor shall perform the Contract Work in a proper, efficient and workmanlike manner and in a prompt, diligent and expeditious manner so as to promote the general progress of the entire construction, and shall not, by delay or otherwise, interfere with or hinder the work of the Community or any other contractor.

5.1.2 In the event the Contractor fails to comply or becomes disabled from complying with the provisions herein as to character, quantity or quality of contract Work or time of performance thereof or refuses to proceed with the contract Work as directed by the Community, or fails to perform Contract Work in accordance herewith, in whole or in part, or fails to perform any provision of this Contract, the Community may, at the Community’s option and upon forty-eight hours written notice to the Contractor’s last known address and without prejudice to any other right or remedy, take any steps the Community deems advisable or necessary to secure any labor and/or materials, equipment, tools, supplies, services, etc., necessary to the prosecution of the Contract Work, and the Community may take over all of the same and prosecute the Contract Work to completion. For this purpose, the Contractor hereby assigns all of the same to the Community.

5.1.3 Alternatively, the Community may, without taking over the Contract Work, furnish the labor and/or materials, equipment, tools, supplies, services, etc., necessary to remedy the situation. In the event the Community deems the foregoing procedure necessary, all monies expended and all of the losses, damages and extra expenses shall be deducted from the Contract Price herein stated and if such expenditures, together with said losses, damages and extra expenses exceed the amount otherwise due to the Contractor hereunder, the Contractor agrees to pay to the Community on demand the full amount of such excess, together with interest thereon from the original billing date until paid with interest at the rate of eighteen percent per annum. If such interest rate exceeds the maximum permissible interest allowed by law, then the Contractor shall pay interest at the maximum rate of interest allowed by law.

5.1.4 The Contractor shall reimburse the Community for any loss or damages, including but not restricted to, any liquidated damages which may become due the Community by the Contractor under the Contract and extra expenses paid or incurred by the Community, including attorneys’ fees, which are due to (1) Contractor’s failure to properly perform any and all Contract Work and/or (2) Contractor’s failure to properly perform any provision contained in this Contract.

5.1.5 It is agreed that the Contractor may be considered as disabled from so complying when, among other things, a petition under Title 11, U.S.C., or for the appointment of a receiver is filed by or against Contractor. Nothing herein shall be deemed a waiver of the Contractor’s forfeiture of the Contract Price for failure to substantially perform.

SOLICITATION # PW-24-055 – Appendix E Page 19

5.2 TERMINATION OR SUSPENSION FOR CONVENIENCE

5.2.1 The Community may terminate this Contract for convenience.

5.2.2 If the Community terminates the Contract for the Community’s convenience, the Community shall deliver written notice to the Contractor. Upon receipt of written notice of termination, the Contractor shall:

1. cease operations as directed by the Community in the notice;

2. take actions necessary, or that the Community may direct, for the protection and preservation of the Work; and

3. except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders.

5.2.3 In case of termination for the Community’s convenience, the Contractor shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination, along with reasonable overhead and profit but only on the Work actually executed.

5.2.4 The Community may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work of this Contract in whole or in part for such period of time as the Community may determine. In the event of suspension ordered by the Community, the Contractor shall be entitled to an equitable adjustment of the Contract Time.

5.2.5 An adjustment shall be made for increases in the Contract Time, caused by suspension, delay or interruption. No adjustment shall be made to the extent:

1. that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; and

2. that an equitable adjustment is made or denied under another provision of this Contract.

6. INDEPENDENT CONTRACTOR: The parties intend that an independent Contractor relationship will be created by this Agreement. Contractor is not to be considered an agent or employee of the Community for any purpose and neither Contractor nor employees of Contractor are entitled to any of the benefits that the Community provides for its employees. The Community is interested only in the results to be achieved. The conduct, and control of the work, will lie solely with Contractor. It is understood that the Community does not agree to use Contractor exclusively.

It is further understood that Contractor is free to contract for similar services to be performed for others while under contract with the Community.

7. PAYROLL WITHHOLDING: Contractor bears the sole responsibility of abiding by all payroll-withholding laws. No payroll deductions or employment taxes of any kind shall be withheld by the Community for Contractor, or any of its employees, and no such amounts shall be paid to any federal, state, or local government by the Community on behalf of Contractor, or any of its employees.

8. LIABILITY: The work performed by the Contractor under this Agreement will be performed solely and entirely at Contractor’s risk. Contractor specifically assumes all responsibility for the

SOLICITATION # PW-24-055 – Appendix E Page 20 instrumentalities in its performance of this Agreement.

9. CONFIDENTIALITY: Contractor shall not disclose to private or public agencies information regarding land ownership, survey results, designs, cost estimates, or any other information obtained during the performance of the contract unless prior approval has been obtained in writing from the Community.

10. INDEMNIFICATION: The Contractor agrees to the fullest extent permitted by law to indemnify and hold harmless the Community from any and against any and all costs, losses and damages, (including reasonable attorney’s fees and costs of defense), caused by the negligent, or wrongful acts, errors, or omissions of Contractor in the performance of all services under this Agreement and those of his or her sub-contractors, or anyone for whom the Contractor is liable and for any willful misconduct by the Contractor, sub-contractor, or anyone for whom the Contractor is responsible. The Contractor is not obligated to indemnify the Community for the Community’s own negligence.

11. INSURANCE: Contractor agrees to carry insurance as follows:

11.1 Commercial general liability: Coverage in an amount not less than one million dollars ($1,000,000) each occurrence, and two million dollars ($2,000,000) in the aggregate. The aggregate limits must apply on a per-location or per-project basis. The total amount may be met by means of umbrella or excess coverage or any other coverage acceptable to the Community.

11.2 Auto liability: Coverage as shown in the ISO Business Auto Coverage standard form, or the equivalent, with Covered Auto Designation Symbol 1, in an amount not less than one million dollars ($1,000,000), or other auto liability coverage acceptable to the Community.

11.3 Worker’s Compensation/Employer’s Liability: The Community is not responsible for acquiring workers compensation or employer’s liability insurance, or otherwise covering Contractor or its employees with such insurance. Contractor agrees to comply with any state and local workers compensation or employer’s liability requirements regarding its workers.

Contractor waives any right of subrogation for its workers compensation coverage.

11.4 Proof of insurance: Contractor shall provide the Community with an original certificate of insurance for each type of insurance coverage described herein and with originals of any required additional insured endorsement(s). Documents may be faxed directly from the insurance carrier to the Community.

11.5 Additional Insured: Except for workers compensation coverage, the Community must be named as an additional insured on the Certificates of Insurance. The Contractor’s insurance shall be primary in the event of loss and the additional insured endorsement must include language specifically stating that the Community is to be covered for all the activities performed by or on behalf of the Contractor, including the Community’s general supervision of the Contractor.

11.6 Occurrence Basis: Each coverage described above shall be on an “occurrence” basis and not on a “claims made” basis. If “occurrence” basis coverage is unavailable, Contractor agrees to

SOLICITATION # PW-24-055 – Appendix E Page 21 obtain and keep in force “tail” coverage for three (3) years beyond the end of the Agreement. Any such period may be extended by agreement of the parties.

11.7 Notice of Cancellation: All insurance shall be carried with companies which are financially responsible and admitted to do business in the State in which the project is located. If any such insurance is due to expire during the duration of the agreement, the Contractor (including sub-contractors, as applicable) shall not permit the coverage to lapse and shall furnish evidence of coverage to the Community. All certificates of insurance, as evidence of coverage, shall provide that no coverage may be cancelled or non-renewed by the insurance company until at least 30 days prior written notice has been given to the Community.

12. DURATION AND TERMINATION:

12.1 Agreement Duration and Contract Time: This Agreement shall commence on Pick Date and end on Pick Date, this time period being defined as the Agreement Duration. Any modifications to the Agreement Duration shall be done by an Amendment to this

12.2 Termination: Either party may cancel this Agreement provided the canceling party provides prior written notice which shall include a detailed statement of the reasons for cancellation at least fourteen (14) days prior to the intended date of cancellation consistent with its existing contractual obligations.

13. IMPLEMENTATION: The Community shall provide the Contractor with written notice prior to any of these services being implemented. The daily tasks and activities associated with the above services shall be coordinated with the Project Manager designated by the Community.

14. CONTRACT DOCUMENTS: The Contract Documents which comprise the entire agreement between the Community and Contractor consist of the following, which are attached or incorporated by reference:

This Agreement for Services Schedule A – Scope of Work (Attached) Schedule B – Compensation (Attached) Schedule C – Other Terms and Conditions (Attached) Exhibits to this Agreement (Attached if applicable) Addenda to the Bidding Documents (By Reference) Documentation submitted by Contractor prior to Notice of Award (Attached if applicable) Any Modifications, including Change Orders and Task Orders, duly delivered after execution of Agreement (By Reference) Current MAG Standard Specifications and Details for Public Works Construction (By

Reference) SRPMIC Supplements to MAG (By Reference) There are no Contract Documents other than those listed above. The Contract Documents may only be altered, amended or repealed by a change order.

15. ENTIRE UNDERSTANDING: This Agreement embodies the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous

SOLICITATION # PW-24-055 – Appendix E Page 22 agreements and understandings, inducements and conditions, express or implied, oral or written, except as herein contained. This Agreement may not be modified or amended other than by an agreement in writing.

16. BINDING NATURE OF AGREEMENT: This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, successors and assigns, except no party may assign or transfer such party’s rights or obligations under this Agreement without the prior written consent of the other party.

17. SEVERABILITY: The provisions of this Agreement shall be deemed severable and the invalidity or enforceability of any provision shall not affect the validity or enforceability of the other provisions hereof.

18. ARBITRATION: Any dispute or claim arising from, or relating to this Agreement, or breach thereof that cannot be resolved promptly by the parties shall be resolved by arbitration in accordance with the rules, then obtaining, of the American Arbitration Association. It is understood that neither this Agreement nor the Rules of the American Arbitration Association shall confer jurisdiction on any courts of the State of Arizona or of the United States. It is further understood that arbitration as set forth in this paragraph is the exclusive remedy for any dispute or claim related to this

19. SOVEREIGN IMMUNITY: Nothing in this Agreement, or any current or future schedules, attachments, exhibits, amendments, or addenda, is intended to be or shall be construed as a waiver of the Community’s sovereign immunity, except as may be provided in paragraph 18 above.

20. PROMOTIONAL MATERIALS: Contractor and Subcontractors shall not include photographic or artistic representations of the Project among their promotional and professional materials without the prior written consent from the Community, which may be granted or withheld in the sole discretion of the Community. If approved, Contractor and/or Subcontractors will be given reasonable access to the completed Project to make such representations. However, Contractor and Subcontractors shall in each instance provide to the Community for review and obtain the prior written approval of the Community concerning exact text and timing of news releases, articles, brochures, advertisements, prepared speeches, and other information releases concerning this Agreement or the Project. In addition, the Contractor’s and/or Subcontractor’s materials shall not include the Community’s confidential or proprietary information if the Community has previously advised the Contractor in writing of the specific information considered by the Community to be confidential or proprietary. At discretion of the Community, the Community may provide professional credit for the Contractor in the Community’s promotional materials for the Project.

21. OTHER: See Schedules A through C and all referenced Exhibits and other attachments.

SOLICITATION # PW-24-055 – Appendix E Page 23

In witness whereof, the parties have executed this Agreement at the Salt River Pima-Maricopa Indian Community, on the day and year first written below.

SALT RIVER PIMA-MARICOPA

INDIAN COMMUNITY

INSERT CONTRACTOR’S NAME

BY BY

(Signature) (Signature)

(Printed Name) (Printed Name)

(Title) (Title)

(Date Signed by Contractor)

Dated this day of , 20 .

SOLICITATION # PW-24-055 – Appendix E Page 24

AGREEMENT FOR SERVICES – CONSTRUCTION BETWEEN THE

SALT RIVER PIMA-MARICOPA INDIAN COMMUNITY AND

SCHEDULE “A” - SCOPE OF WORK

1. CONTACT INFORMATION

1. Contractor’s field contact person is Insert Contractor’s Contact, who can be reached at Insert Contractor’s Phone or at Insert Contractor’s Email.

2. Community’s Project Manager is Insert PM’s Contact, who can be reached at Insert PM’s Phone or at Insert PM’s Email.

2. SCOPE

Services under this Agreement may include Insert general description of services.

Reference the type of license required by Associated General Contractors to perform the work, such as A General Engineering, B-1 General Commercial, and B General Residential with descriptions.

The Contractor agrees to furnish all services, labor, supervision, materials, tools, equipment, supplies and anything else necessary to perform the Work in strict compliance with the requirements of the Contract Documents listed above, local building authorities and Community’s Representative. Contractor’s responsibilities include, but are not limited to, all payroll taxes, insurance, benefits, temporary power, business license and insurance. Contractor shall perform his work in a diligent and workmanship-like manner causing no delays or interference with the work of others.

All of the Work shall be performed in accordance with the Contract Documents, including the drawings and specifications and any addenda and modifications thereto, according to the true intent and meaning of the Contract Documents. The work shall include all labor, materials and engineering incident thereto, or as are usually performed or furnished in connection with such work, and regardless of whether the labor or materials hereby contracted are referred to under one or more headings in the project specifications, it being the intention of the parties that all Work usually performed by the trade(s) covered by this Contract shall be performed by the Contractor.

Should it appear that the Work hereby intended to be done or the material to be furnished, or any of the matters relating to said Work or materials, are not sufficiently detailed or explained on the drawings or in the specifications, the Contractor shall apply in writing to the Community for such other and further drawings for explanations as may be necessary and shall conform to the same without extra compensation as part of this Contract.

SOLICITATION # PW-24-055 – Appendix E Page 25

3. CONTRACTOR DUTIES

3.1. Execution and Progress of the Work

3.1.1. The Contractor shall supervise and direct the Contractor’s Work and shall cooperate with the Community in scheduling and performing the Contractor’s Work to avoid conflict, delay in or interference with the Work of the Community and other contractors.

3.1.2. Should the Contractor’s Work be delayed, hindered, forced out-of-sequence, re-sequenced, interfered with, or otherwise disrupted in any way by the act or omission of the Community or other Contractors on the Project, or by any cause beyond the Contractor’s control and not due to any fault, act, or omission on its part, then the time for completion of the Work shall be extended for a period equivalent to the time lost by reason of any of the aforesaid causes, upon written request by the Contractor and approval by the Community. Such extension of time shall be the Contractor’s sole and exclusive remedy for any such occurrence or occurrences, and the Contractor shall have no claim for damages against the Community for any such occurrence or occurrences or the cumulative impact of such occurrences.

3.1.3. The Contractor shall promptly submit shop drawings, product data, samples, O&M Manuals, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delays in the Work or in the activities of the Community or other Contractors.

3.1.4. The Contractor shall pay for all materials, equipment and labor used in connection with performance of this Contract, including all applicable taxes, fees and royalties, through the period covered by previous payments received from the Community, and shall furnish releases, lien waivers, and satisfactory evidence to verify compliance with the above requirements. If payment for material stored off-site and not delivered to the site is requested and made, title to such material shall pass to the Community, but the Contractor shall remain fully liable for such material not delivered to the job site and shall be responsible for providing insurance for such stored material.

3.1.5. The Contractor shall take all necessary precautions to protect properly the Work of the Community and of other contractors from damage caused by operations under this Contract.

3.1.6. The Contractor shall cooperate with other Contractors and the Community whose Work might interfere with the Contractor’s Work. The Contractor shall participate in the preparation of coordinated drawings in areas of congestion. Contractor shall timely and specifically note and advise the Community of potential conflicts between the Work of the Contractor and that of other Contractors or the

SOLICITATION # PW-24-055 – Appendix E Page 26

4. WARRANTY

4.1. The Contractor warrants that materials and equipment furnished under this Contract will be of good quality and new unless otherwise required or permitted by the Contract Documents, that the Work of this Contract will be free from defects not inherent in the quality required or permitted, and that the Work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. This warranty shall be in addition to and not in limitation of any other warranty or remedy required by law or by the Contract Documents.

4.2. The Contractor Shall warrant all Work under this Contract against defects of material and workmanship for a period of at least insert time period from the Substantial Completion date; provided, however, that those items of the Work specified as having longer warranties shall be warranted for the period specified. If no Substantial Completion date is provided, the warranty period shall begin upon the completion of the Work.

4.3. Contractor shall provide Community with all manufacturers’ certificates, manuals, warranties, etc.

5. PERIOD OF SERVICE

5.1 The period of services covered by this Agreement shall be insert start date through insert end date with the option for the Community to extend an additional year.

SOLICITATION # PW-24-055 – Appendix E Page 27

SCHEDULE “B” - COMPENSATION

1. TERMS OF COMPENSATION

1.1. Subject to the terms of this Contract Agreement, including the payment provisions contained herein, compensation will be negotiated for each specific Task Order on a not to exceed or lump sum amount. The total not to exceed amount of all Task Orders authorized under this contract shall be Insert Not to Exceed Contract Amount.

1.2. Each Task Order price shall be inclusive of the full cost to the Community of Contractor's performance including, but not limited to, all labor, materials, tools, equipment, supplies, permits, license fees, royalties and taxes applicable to Contractor's performance.

2. APPLICATION FOR PAYMENT

2.1. The Contractor shall submit to the Community on the first of each calendar month, an itemized Application for Payment for operations completed for each specific Task Order.

Such application shall be supported by such data substantiating the Contractor's right to payment as the Community may require, such as copies of requisitions from Subcontractors and material suppliers, and reflecting retainage if provided for elsewhere in the Contract Documents. Applications for Payment must list the appropriate Purchase Order Number.

2.2. Unless otherwise provided in the Contract Documents, payments shall be made on materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work.