IGA CTR065586 IMMIGRANT EMERGENCY CARE AND TESTING - MARICOPA COUNTY.PDF

INTERGOVERNMENTAL AGREEMENT 
(IGA) 
 
Contract No. CTR065586 
ARIZONA DEPARTMENT OF 
HEALTH SERVICES 
150 North 18th Avenue, Suite 530 
Phoenix, Arizona 85007 
 
Procurement Officer:  
Selena Leon 
 
 
Page 1 of 23 
 
 
Project Title: Immigrant Emergency Care and Testing 
 
Geographic Service Area:     Maricopa County 
Begin Date: 12/01/2022 
 
Termination Date: 11/30/2027 
 
Arizona Department of Health Services has authority to contract for services specified herein in accordance with A.R.S. §§ 11-951, 11-952, 36-
104 and 36-132.  The Contractor represents that it has authority to contract for the performance of the services provided herein pursuant to:  
X 
   Counties: A.R.S. §§ 11-201, 11-951, 11-952 and 36-182. 
 
Indian Tribes: A.R.S. §§ 11-951, 11-952 and the rules and sovereign authority of the contracting Indian 
Nation. 
 
  School Districts:   A.R.S. §§ 11-951, 11-952, and 15-342. 
 
  City of Phoenix:    Chapter II, §§ 1 & 2, Charter, City of Phoenix. 
 
Amendments signed by each of the parties and attached hereto are hereby adopted by reference as a part of this Contract, from the effective 
date of the Amendment, as if fully set out herein.                              
 Arizona Transaction (Sales) Privilege:  
 
 
 
 
Federal Employer Identification No.: 
 
 
 
 
Tax License No.: 
 
 
 
 
Contractor Name: Maricopa County Department of Public Health 
Address: 301 W Jefferson St 9th Floor, Phoenix, AZ 85003 
 
 
FOR CLARIFICATION, CONTACT: 
 
Name: Katie Turnbow, Program Manager 
 
Phone:   (602) 506-6415 
 
FAX No:  
 
E-mail:   Katie.Turnbow@maricopa.gov 
 
 
 
CONTRACTOR SIGNATURE: 
The Contractor agrees to perform all the services set forth in the 
Agreement and Work Statement.   
 
 
 
This Agreement shall henceforth be referred to as Contract  
 
No.    CTR065586      The Contractor is hereby cautioned not to commence any 
billable work or provide any material, service or construction under this Contract 
until Contractor receives a fully executed copy of the Contract. 
 
 
 
Signature of Person Authorized to Sign               Date    
 
 
 
State of Arizona 
Signed this  
 day of   
 
, 202_                              
 
 
 
Print Name and Title 
Procurement Officer 
 
CONTRACTOR ATTORNEY SIGNATURE: 
Pursuant to A.R.S. § 11-952, the undersigned Contractor’s 
Attorney has determined that this Intergovernmental Agreement is 
in proper form and is within the powers and authority granted under 
the laws of Arizona.  
 
 
 
Contract, No. CTR065586, is an Agreement between public agencies, has been 
reviewed pursuant to A.R.S. § 11-952 by the undersigned Assistant Attorney 
General, who has determined that it is in the proper form and is within the powers 
granted under the laws of the State of Arizona to those parties to the Agreement 
represented by the Attorney General. 
The Attorney General, BY: 
 
 
 
 
Signature 
                                                                      Date 
 
Assistant Attorney General:   
Signature of Person Authorized to Sign               Date    
 
 
 
 
Print Name and Title

CONTRACT NUMBER 
INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
CTR065586 
 
Page 2 of 23 
 
 
1. 
Definition of Terms.  As used in this Contract, the terms listed below are defined as follows: 
 
As used in this Contract, the terms listed below are defined as follows: 
 
1.1 
“Attachment” means any item in the Contract which requires the Contractor to submit as part of the Offer. 
 
1.2 
“Contract” means the combination of the Contract documents, including the Terms and Conditions, and the 
Specifications and Statement or Scope of Work; and any Contract Amendments. 
 
1.3 
"Contract Amendment" means a written document signed by the Procurement Officer that is issued for the 
purpose of making changes in the Contract. 
 
1.4 
“Contractor” means any person who has a Contract with the State. 
 
1.5 
“Data” means recorded information, regardless of form or the media on which it may be recorded. The term 
may include technical data and computer software. The term does not include information incidental to 
contract administration, such as financial, administrative, cost or pricing, or management information. 
 
1.6 
“Days” means calendar days unless otherwise specified. 
 
1.7 
“Exhibit” means any item labeled as an Exhibit in the Contract generally containing maps, schematics, 
examples of reports, or other documents that will be used to perform the requirements of the Scope of 
Work after contract award. 
 
1.8 
“Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more 
than nominal value, present or promised, unless consideration of substantially equal or greater value is 
received. 
 
1.9 
“Materials” means all property, including equipment, supplies, printing, insurance and leases of property but 
does not include land, a permanent interest in land or real property or leasing space. 
 
1.10 “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into 
and administer Contracts and make written determinations with respect to the Contract. 
 
1.11 “Services” means the furnishing of labor, time or effort by a Contractor or Subcontractor which does not 
involve the delivery of a specific end product other than required reports and performance, but does not 
include employment agreements or collective bargaining agreements. 
 
1.12 “State” means any department, commission, council, board, bureau, committee, institution, agency, 
government corporation or other establishment or official of the executive branch or corporation commission 
of the State of Arizona that executes the Contract. 
 
1.13 “State Fiscal Year” means the period beginning with July 1 and ending June 30. 
 
1.14 “Subcontract” means any Contract, express or implied, between the Contractor and another party or 
between a Subcontractor and another party delegating or assigning, in whole or in part, the making or 
furnishing of any Materials or any Services required for the performance of the Contract. 
 
1.15 “Subcontractor” means a person who contracts to perform work or render Services to a Contractor or to 
another Subcontractor as a part of a Contract with the State.

CONTRACT NUMBER 
INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
CTR065586 
 
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1. Contract Type. 
 
This Contract shall be: Fixed Price 
 
2. 
Contract Interpretation 
 
3.1. 
Arizona Law. The Arizona law applies to this Agreement including, where applicable, the Uniform 
Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona 
Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code 
(A.A.C.) Title 2, Chapter 7. 
 
3.2. 
Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are 
a part of this Contract as if fully stated in it. 
 
3.3. 
Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by 
the State and as they may be amended, the following shall prevail in the order set forth below: 
 
3.3.1. 
Terms and Conditions 
 
3.3.2. 
Statement or Scope of Work; 
 
3.3.3. 
Attachments; 
 
3.3.4. 
Exhibits; then 
 
3.3.5. 
Any other documents referenced or included in the Contract including, but not limited to, any 
documents that do not fall into one of the above categories. 
 
3.4. 
Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party 
to this Contract shall be deemed to be the employee or agent of the other party to the Contract. 
 
3.5. 
Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or 
invalid shall not affect any other term or condition of the Contract. 
 
3.6. 
No Parol Evidence. This Contract is intended by the parties as a final and complete expression of their 
agreement. No course of prior dealings between the parties and no usage of the trade shall supplement 
or explain any terms used in this document and no other understanding either oral or in writing shall be 
binding. 
 
3.7. 
No Waiver. Either party’s failure to insist on strict performance of any term or condition of the Contract 
shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the 
nonconforming performance knows of the nature of the performance and fails to object to it. 
 
3. 
Contract Administration and Operation 
 
3.1. 
Term.  As indicated on the signature page of the Contract, the Contract shall be effective as of the Begin 
Date and shall remain effective until the Termination Date.  
 
3.2. 
Contract Renewal.  This Contract shall not bind, nor purport to bind, the State for any contractual 
commitment in excess of the original Contract period.  The term of the Contract shall not exceed five 
years.  However, if the original Contract period is for less than five years, the State shall have the right, 
at its sole option, to renew the Contract, so long as the original Contract period together with the renewal 
periods does not exceed five years.  If the State exercises such rights, all terms, conditions and provisions 
of the original Contract shall remain the same and apply during the renewal period with the exception of 
price and Scope of Work, which may be renegotiated.

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TERMS AND CONDITIONS 
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3.3. 
New Budget Term.   If a budget term has been completed in a multi-term Contract, the parties may agree 
to change the amount and type of funding to accommodate new circumstances in the next budget term. 
Any increase or decrease in funding at the time of the new budget term shall coincide with a change in 
the Scope of Work or change in cost of services as approved by the Arizona Department of Health 
Services. 
 
3.4. 
Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require 
each Subcontractor to retain any and all Data and other “records” relating to the acquisition and 
performance of the Contract for a period of five (5) years after the completion of the Contract. All records 
shall be subject to inspection and audit by the State at reasonable times. Upon request, the Contractor 
shall produce a legible copy of any or all such records. 
 
3.5. 
Non-Discrimination. The Contractor shall comply with State Executive Order No. 2023-01, 2009-09 
and any and all other applicable Federal and State laws, rules and regulations, including the Americans 
with Disabilities Act. 
 
3.6. 
Audit. Pursuant to A.R.S. § 35-214, at any time during the term of this Contract and five 
(5) years thereafter, the Contractor’s or any Subcontractor’s books and records shall be subject to audit 
by the State and, where applicable, the Federal Government, to the extent that the books and records 
relate to the performance of the Contract or Subcontract. 
 
3.7. 
Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its facilities, 
Subcontractor facilities, and the Contractor’s processes or services, at reasonable times for inspection of 
the facilities or Materials covered under this Contract as required under A.R.S. § 41-2547. The State shall 
also have the right to test, at its own cost, the Materials to be supplied under this Contract. Neither 
inspection of the Contractor’s facilities nor Materials testing shall constitute final acceptance of the 
Materials or Services. If the State determines non-compliance of the Materials, the Contractor shall be 
responsible for the payment of all costs incurred by the State for testing and inspection. 
 
3.8. 
Notices. Notices to the Contractor required by this Contract shall be made by the State to the person 
indicated on the Offer and Acceptance form submitted by the Contractor unless otherwise stated in the 
Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation 
Contact Person indicated on the Solicitation, stated in the Contract, or listed on the State’s eProcurement 
system. An authorized Procurement Officer and an authorized Contractor representative may change 
their respective person to whom notice shall be given by written notice to the other and an amendment 
to the Contract shall not be necessary. 
 
3.9. 
Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or promote 
information for commercial benefit concerning this Contract without the prior written approval of the 
Procurement Officer. 
 
3.10. 
Continuous Improvement. Contractor shall recommend continuous improvements on an on-going basis 
in relation to any Materials and Services offered under the Contract, with a view to reducing State costs 
and improving the quality and efficiency of the provision of Materials or Services. State may require 
Contractor to engage in continuous improvements throughout the term of the Contract. 
 
3.11. 
Other Contractors. State may undertake on its own or award other contracts to the same or other suppliers 
for additional or related work. In such cases, the Contractor shall cooperate fully with State employees 
and such other suppliers and carefully coordinate, fit, connect, accommodate, adjust, or sequence its 
work to the related work by others. Where the Contract requires handing-off Contractor’s work to others, 
Contractor shall cooperate as State instructs regarding the necessary transfer of its work product, 
Materials, Services, or records to State or the other suppliers. Contractor shall not commit or permit any 
act that interferes with the State’s or other suppliers’ performance of their work, provided that, State shall 
enforce the foregoing section equitably among all its suppliers so as not impose an unreasonable burden 
on any one of them.

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TERMS AND CONDITIONS 
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3.12. 
Ownership of Intellectual Property 
 
3.12.1. Rights In Work Product. All intellectual property originated or prepared by Contractor pursuant to 
the Contract, including but not limited to, inventions, discoveries, intellectual copyrights, 
trademarks, trade names, trade secrets, technical communications, records reports, computer 
programs and other documentation or improvements thereto, including Contractor’s 
administrative communications and records relating to the Contract, are considered work product 
and Contractor’s property, provided that, State has Government Purpose Rights to that work 
product as and when it was delivered to State. 
 
3.12.2. “Government Purpose Rights” are: 
 
3.12.2.1. 
the unlimited, perpetual, irrevocable, royalty free, non-exclusive, worldwide right to 
use, modify, reproduce, release, perform, display, sublicense, disclose and create 
derivatives from that work product without restriction for any activity in which State 
is a party; 
 
3.12.2.2. 
the right to release or disclose that work product to third parties for any State 
government purpose; and 
 
3.12.2.3. 
the right to authorize those to whom it rightfully releases or discloses that work 
product to use, modify, release, create derivative works from the work product for 
any State government purpose; such recipients being understood to include the 
federal government, the governments of other states, and various local 
governments. 
 
3.12.3. “Government Purpose Rights” do not include any right to use, modify, reproduce, perform, 
release, display, create derivative works from or disclose that work product for any commercial 
purpose, or to authorize others to do so. 
 
3.12.4. Joint Developments. The Contractor and State may each use equally any ideas, concepts, know-
how, or techniques developed jointly during the course of the Contract, and may do so at their 
respective discretion, without obligation of notice or accounting to the other party. 
 
3.12.5. Pre-existing Material. All pre-existing software and other Materials developed or otherwise 
obtained by or for Contractor or its affiliates independently of the Contract or applicable Purchase 
Orders are not part of the work product to which rights are granted State under subparagraph 
3.9.1 above, and will remain the exclusive property of Contractor, provided that: 
 
3.12.5.1. 
any derivative works of such pre-existing Materials or elements thereof that are 
created pursuant to the Contract are part of that work product; 
 
3.12.5.2. 
any elements of derivative work of such pre-existing Materials that was not created 
pursuant to the Contract are not part of that work product; and 
 
3.12.5.3. 
except as expressly stated otherwise, nothing in the Contract is to be construed to 
interfere or diminish Contractor’s or its affiliates’ ownership of such pre-existing 
Materials. 
 
3.12.6. Developments Outside Of Contract. Unless expressly stated otherwise in the Contract, this 
Section does not preclude Contractor from developing competing Materials outside the Contract, 
irrespective of any similarity to Materials delivered or to be delivered to State hereunder. 
 
3.13. 
Property of the State. If there are any materials that are not covered by Section 4.9 above created under 
this Contract, including but not limited to, reports and other deliverables, these materials are the sole 
property of the State. The Contractor is not entitled to a patent or copyright on those materials and may

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not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials 
without the prior written consent of the State. 
 
3.14. 
Federal Immigration and Nationality Act. Contractor shall comply with all federal, state and local 
immigration laws and regulations relating to the immigration status of their employees during the term of 
the contract. Further, Contractor shall flow down this requirement to all Subcontractors utilized during the 
term of the contract. The State shall retain the right to perform random audits of Contractor and 
Subcontractor records or to inspect papers of any employee thereof to ensure compliance. Should 
the State determine that the Contractor or any Subcontractors be found noncompliant, the State may 
pursue all remedies allowed by law, including, but not limited to: suspension of work, termination of the 
contract for default and suspension or debarment of the contractor. 
 
3.15. 
E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants compliance with all 
Federal immigration laws and regulations relating to employees and warrants its compliance with Section 
A.R.S. § 23- 214, Subsection A. 
 
3.16. 
Offshore Performance of Work involving Data is Prohibited. Any Services that are described in the 
specifications or scope of work that directly serve the State of Arizona or its clients and involve access to 
Data shall be performed within the defined territories of the United States. 
 
3.17. 
Certifications Required by State Law. 
 
3.17.1. If Contractor is a Company as defined in A.R.S. § 35-393, Contractor certifies that it is not 
currently engaged in a boycott of Israel as described in A.R.S. §§ 35-393 et seq. and will refrain 
from any such boycott for the duration of this Contract. 
 
3.17.2. Contractor further certifies that it shall comply with A.R.S. § 35-394, regarding use of the forced 
labor of ethnic Uyghurs, as applicable. 
 
4. 
Costs and Payments 
 
4.1. 
Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 days. Upon 
receipt and acceptance of Materials or Services, the Contractor shall submit a complete and accurate 
invoice for payment from the State within thirty (30) days. 
 
4.2. 
Delivery. Unless stated otherwise in the Contract, per A.R.S. § 47-2319, all prices shall be F.O.B. (“free 
on board”) Destination and shall include all freight delivery and unloading at the destination. 
 
4.3. 
Firm, Fixed Price. Unless stated otherwise in the Special Terms and Conditions of the Contract, all prices 
shall be firm-fixed-prices. 
 
4.4. 
Applicable Taxes 
 
4.4.1. 
Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes. 
 
4.4.2. 
State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable 
state and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are 
the responsibility of the seller to remit. Failure to collect such taxes from the buyer does not 
relieve the seller from its obligation to remit taxes. 
 
4.4.3. 
Tax Indemnification. Contractor and all Subcontractors shall pay all Federal, state and local 
taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, 
and require all Subcontractors to hold the State harmless from any responsibility for taxes, 
damages and interest, if applicable, contributions required under Federal, and/or state and local 
laws and regulations and any other costs including transaction privilege taxes, unemployment 
compensation insurance, Social Security and Worker’s Compensation.

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4.4.4. 
IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 Form 
on file with the State of Arizona, unless not required by law. 
 
4.5. 
Availability of Funds for the Next State Fiscal Year. Funds may not presently be available for performance 
under this Contract beyond the current State Fiscal Year. No legal liability on the part of the State for any 
payment may arise under this Contract beyond the current State Fiscal Year until funds are made 
available for performance of this Contract. 
 
4.6. 
Availability of Funds for the Current State Fiscal Year. Should the State Legislature enter back into session 
and reduce the appropriations or for any reason and these Materials or Services are not funded, the State 
may take any of the following actions: 
 
4.6.1. 
Accept a decrease in price offered by the Contractor; 
 
4.6.2. 
Cancel the Contract; or 
 
4.6.3. 
Cancel the Contract and re-solicit the requirements. 
 
5. 
Contract Changes 
 
5.1. 
Amendments. This Contract is issued under the authority of the Procurement Officer who signed this 
Contract. The Contract may be modified only through a Contract Amendment within the scope of the 
Contract. Changes to the Contract, including the addition of Services or Materials, the revision of payment 
terms, or the substitution of Services or Materials, directed by a person who is not specifically authorized 
by the Procurement Officer in writing or made unilaterally by the Contractor are violations of the Contract 
and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void 
and without effect, and the Contractor shall not be entitled to any claim under this Contract based on 
those changes. 
 
5.2. 
Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the performance 
of this Contract without the advance written approval of the Procurement Officer as described in Arizona 
State Procurement Office Standard Procedure 002. The Contractor shall clearly list any proposed 
Subcontractors and the Subcontractor’s proposed responsibilities. The Subcontract shall incorporate by 
reference the terms and conditions of this Contract. 
 
5.3. 
Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty under this 
Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably 
withhold approval. 
 
6. 
Risk and Liability 
 
6.1. 
Risk of Loss. The Contractor shall bear all loss of conforming Materials covered under this Contract until 
received by authorized personnel at the location designated in the purchase order or Contract. Mere 
receipt does not constitute final acceptance. The risk of loss for nonconforming Materials shall remain 
with the Contractor regardless of receipt. 
 
6.2. 
Indemnification 
 
6.2.1. 
Contractor/Vendor Indemnification (Not Public Agency).To the fullest extent permitted by law, 
Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, 
agencies, boards, commissions, universities, officers, officials, agents, and employees 
(hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, 
damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim 
processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or 
personal injury (including death), or loss or damage to tangible or intangible property caused, or

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INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
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alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of 
Contractor or any of its owners, officers, directors, agents, employees or Subcontractors. This 
indemnity includes any claim or amount arising out of, or recovered under, the Workers’ 
Compensation Law or arising out of the failure of such Contractor to conform to any federal, 
state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention 
of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the 
negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and 
against any and all claims. It is agreed that Contractor will be responsible for primary loss 
investigation, defense, and judgment costs where this indemnification is applicable. In 
consideration of the award of this contract, the Contractor agrees to waive all rights of 
subrogation Insurance and Indemnification Guidelines for State of Arizona Contracts 
Professional Service Contracts against the State of Arizona, its officers, officials, agents, and 
employees for losses arising from the work performed by the Contractor for the State of Arizona. 
This indemnity shall not apply if the Contractor or Subcontractor(s) is/are an agency, board, 
commission or university of the State of Arizona. 
 
6.2.2. 
Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify, defend, and 
hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, 
liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively 
referred to as 'claims') arising out of bodily injury of any person (including death) or property 
damage but only to the extent that such claims which result in vicarious/derivative liability to the 
indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the 
indemnitor, its officers, officials, agents, employees, or volunteers. 
 
6.3. 
Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless the State 
against any liability, including costs and expenses, for infringement of any patent, trademark or copyright 
arising out of Contract performance or use by the State of Materials furnished or work performed under 
this Contract. The State shall reasonably notify the Contractor of any claim for which it may be liable 
under this paragraph. If the Contractor is insured pursuant to A.R.S. § 41-621 and § 35-154, this 
paragraph shall not apply. 
 
6.4. 
Force Majeure. 
 
6.4.1. 
Except for payment of sums due, neither the Contractor nor State shall be liable to the other 
nor deemed in default under this Contract if and to the extent that such party’s performance of 
this Contract is prevented by reason of force majeure. The term “force majeure” means an 
occurrence that is beyond the control of the party affected and occurs without its fault or 
negligence. Without limiting the foregoing, force majeure includes: acts of God, acts of the public 
enemy, war, riots, strikes, mobilization, labor disputes, civil disorders, fire, flood, lockouts, 
injunctions-intervention-acts, failures or refusals to act by government authority, and other 
similar occurrences beyond the control of the party declaring force majeure which such party is 
unable to prevent by exercising reasonable diligence. 
 
6.4.2. 
Force Majeure shall not include the following occurrences: 
 
6.4.2.1. 
Late delivery of equipment, Materials, or Services caused by congestion at a 
manufacturer’s plant or elsewhere, or an oversold condition of the market; 
 
6.4.2.2. 
Late performance by a Subcontractor unless the delay arises out of a force majeure 
occurrence in accordance with this force majeure term and condition; or 
 
6.4.2.3. 
Inability of either the Contractor or any Subcontractor to acquire or maintain any 
required insurance, bonds, licenses or permits. 
 
6.4.3. 
If either the Contractor or State is delayed at any time in the progress of the work by force 
majeure, the delayed party shall notify the other party in writing of such delay, as soon as is

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TERMS AND CONDITIONS 
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practicable and no later than the following working day, of the commencement thereof and shall 
specify the causes of such delay in such notice. Such notice shall be delivered or mailed 
certified-return receipt and shall make a specific reference to this article, thereby 
invoking 
its provisions. The delayed party shall cause such delay to cease as soon as 
practicable and shall notify the other party in writing when it has done so. The time of completion 
shall be extended by Contract Amendment for a period of time equal to the time that results or 
effects of such delay prevent the delayed party from performing in accordance with this Contract. 
 
6.4.4. 
Any delay or failure in performance by either party hereto shall not constitute default hereunder 
or give rise to any claim for damages or loss of anticipated profits if, and to the extent that such 
delay or failure is caused by force majeure. 
 
6.5. 
Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting 
from antitrust violations to the extent that those violations concern Materials or Services supplied by third 
parties to the Contractor, toward fulfillment of this Contract. 
 
7. 
Warranties 
 
8.1. 
Liens. The Contractor warrants that the Materials supplied under this Contract are free of liens and shall 
remain free of liens. 
 
8.2. 
Quality. Unless otherwise modified elsewhere in the Terms and Conditions, the Contractor warrants that, 
for one (1) year after acceptance by the State of the Materials, they shall be: 
 
8.2.1. 
Of a quality to pass without objection in the trade under the Contract description; 
 
8.2.2. 
Fit for the intended purposes for which the Materials are used; 
 
8.2.3. 
Within the variations permitted by the Contract and are of even kind, quantity, and quality within 
each unit and among all units; 
 
8.2.4. 
Adequately contained, packaged, and marked as the Contract may require; and 
 
8.2.5. 
Conform to the written promises or affirmations of fact made by the Contractor. 
 
8.3. 
Conformity to Requirements. 
 
8.3.1. 
Contractor warrants that, unless expressly provided otherwise elsewhere in the Contract, the 
Materials and Services will for one (1) year after acceptance and in each instance: 
 
8.3.1.1. 
Conform to the requirements of the Contract, which by way of reminder include 
without limitation all descriptions, specifications, and drawings identified in the 
Scope of Work and any and all Contractor affirmations included as part of the 
Contract; 
 
8.3.1.2. 
Be free from defects of material and workmanship; 
 
8.3.1.3. 
Conform to or perform in a manner consistent with current industry standards; 
and 
 
8.3.1.4. 
Be fit for the intended purpose or use described in the Contract. 
 
8.3.2. 
Mere delivery or performance does not substitute for express acceptance by the State. Where 
inspection, testing, or other acceptance assessment of Materials or Services cannot be done 
until after installation or invoicing, the forgoing warranty will not begin until State’s explicit 
acceptance of the Materials or Services.

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8.4. 
Inspection/Testing. The warranties set forth in this Section 8 [Warranties] are not affected by inspection 
or testing of or payment for the Materials or Services by the State. 
 
8.5. 
Contractor Personnel. Contractor warrants that its personnel will perform their duties under the Contract 
in a professional manner, applying the requisite skills and knowledge, consistent with industry standards, 
and in accordance with the requirements of the Contract. Contractor further warrants that its key 
personnel will maintain any and all certifications relevant to their work, and Contractor shall provide 
individual evidence of certification to State’s authorized representatives upon request. 
 
8.6. 
Compliance With Applicable Laws. The Materials and Services supplied under this Contract shall comply 
with all applicable federal, state, and local laws and policies (including, but not limited to, information 
technology policies, standards, and procedures available on the State’s website and/or the website of 
any department, commission, council, board, bureau, committee, institution, agency, government 
corporation or other establishment or official of the executive branch or corporation commission of the 
State of Arizona). Federal requirements may be incorporated into this Contract, if required, pursuant to 
A.R.S. § 41-2637. Contractor shall maintain any and all applicable license and permit requirements. This 
requirement includes, but is not limited to, any and all Arizona state statutes that impact state contracts, 
regardless of whether those statutory references have been removed during the course of contract 
negotiations; this is notice to Contractors that the State does not have the authority to modify Arizona 
state law by contract. 
 
8.7. 
Intellectual Property. Contractor warrants that the Materials and Services do not and will not infringe or 
violate any patent, trademark, copyright, trade secret, or other intellectual property rights or laws, except 
only to the extent the Specifications do not permit use of any other product and Contractor is not and 
cannot reasonably be expected to be aware of the infringement or violation. 
 
8.8. 
Licenses and Permits. Contractor warrants that it will maintain all licenses required to fully perform its 
duties under the Contract and all required permits valid and in force. 
 
8.9. 
Operational Continuity. Contractor warrants that it will perform without relief notwithstanding being sold 
or acquired; no such event will operate to mitigate or alter any of Contractor’s duties hereunder 
absent a consented delegation under paragraph 5.3 [Assignment and Delegation] that expressly 
recognizes the event. 
 
8.10. 
Performance in Public Health Emergency. Contractor warrants that it will: 
 
8.10.1. Have in effect, promptly after commencement, a plan for continuing performance in the event 
of a declared public health emergency that addresses, at a minimum: 
 
8.10.1.1. 
Identification of response personnel by name; 
 
8.10.1.2. 
Key succession and performance responses in the event of sudden and 
significant decrease in workforce; and 
 
8.10.1.3. 
Alternative avenues to keep sufficient product on hand or in the supply chain. 
 
8.10.2. Provide a copy of its current plan to State within three (3) business days after State’s written 
request. If Contractor claims relief under paragraph 7.4 [Force Majeure] for an occurrence of 
force majeure that is a declared public health emergency, then that relief will be conditioned 
on Contractor having first implemented its plan and exhausted all reasonable opportunity for 
that plan implementation to overcome the effects of that occurrence, or mitigate those effects 
to the extent that overcoming entirely is not practicable. 
 
8.10.3. A request from the State related to this paragraph 8.10 does not necessarily indicate that there 
has been an occurrence of force majeure, and the Contractor will not be entitled to any

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TERMS AND CONDITIONS 
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additional compensation or extension of time by virtue of having to implement a plan. 
 
8.10.4. Failure to have or implement an appropriate plan will be a material breach of contract. 
 
8.11. 
Lobbying 
 
8.11.1. Prohibition. Contractor warrants that it will not engage in lobbying activities, as defined in 40 
Code of Federal Regulations (CFR) part 34 and A.R.S. § 41-1231, et seq., using monies 
awarded under the Contract, provided that, the foregoing does not intend to constrain 
Contractor's use of its own monies or property, including without limitation any net proceeds 
duly realized under the Contract or any value thereafter derived from those proceeds; and upon 
award of the Contract, it will disclose all lobbying activities to State to the extent they are an 
actual or potential conflict of interest or where such activities could create an appearance of 
impropriety. Contractor shall implement and maintain adequate controls to assure compliance 
with above. Contractor shall obtain an equivalent warranty from all Subcontractors and shall 
include an equivalent no-lobbying provision in all Subcontracts. 
 
8.11.2. Exception. This paragraph 8.11 does not apply to the extent that the Services are defined in 
the Contract as being lobbying for State’s benefit or on State’s behalf. 
 
8.12. 
Covered Telecommunications or Services. Contractor warrants that the Materials and Services rendered 
under this Contract will not require Contractor to use for the State, or provide to the State to use, "covered 
telecommunications equipment or Services" as a substantial or essential component of any system, or 
as critical technology as part of any system, within the meaning of Federal Acquisition Regulation 
(“FAR”) Section 52.204-25. 
 
8.13. 
Debarment, Suspension, U.S. Government Restricted Party Lists. Contractor warrants that it is not, and 
its Subcontractors are not, on the U.S. government’s Denied Parties List, the Unverified List, the Entities 
List, the Specially Designated Nationals and Blocked Parties List, and neither the Contractor nor any 
Subcontractors are presently debarred, suspended, proposed for debarment or otherwise declared 
ineligible for award of federal contracts or participation in federal assistance programs or activities. 
 
8.14. 
False Statements. Contractor represents and warrants that all statements and information Contractor 
prepared and submitted in response to the Solicitation or as part of the Contract documents are current, 
complete, true, and accurate. If the Procurement Officer determines that Contractor submitted an Offer 
or Bid with a false statement, or makes material misrepresentations during the performance of the 
Contract, the Procurement Officer may determine that Contractor has materially breached the Contract 
and may void the submitted Offer or Bid and any resulting Contract. 
 
8.15. 
Survival of Rights and Obligations after Contract Expiration or Termination. 
 
8.15.1. Survival of Warranty. All representations and warranties made by Contractor under the 
Contract will survive the expiration or earlier termination of the Contract. 
 
8.15.2. Contractor's Representations and Warranties. All representations and warranties made by the 
Contractor under this Contract shall survive the expiration or termination hereof. In addition, 
the parties hereto acknowledge that pursuant to A.R.S. § 12-510, except as provided in A.R.S. 
§ 12- 529, the State is not subject to or barred by any limitations of actions prescribed in A.R.S., 
Title 12, Chapter 5. 
 
8.15.3. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of the 
Contract, fully perform and shall be obligated to comply with all purchase orders received by 
the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing 
by the Procurement Officer, including, without limitation, all purchase orders received prior to 
but not fully performed and satisfied at the expiration or termination of this Contract.

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INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
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9. 
State's Contractual Remedies 
 
9.1. 
Right to Assurance. If the State in good faith has reason to believe that the Contractor does not intend 
to, or is unable to perform or continue performing under this Contract, the Procurement Officer may 
demand in writing that the Contractor give a written assurance of intent to perform. Failure by the 
Contractor to provide written assurance within the number of Days specified in the demand may, at the 
State’s option, be the basis for terminating the Contract under the Uniform Terms and Conditions or 
other rights and remedies available by law or provided by the contract. 
 
9.2. 
Stop Work Order. 
 
9.2.1. 
The State may, at any time, by written order to the Contractor, require the Contractor to stop 
all or any part of the work called for by this Contract for period(s) of days indicated by the State 
after the order is delivered to the Contractor. The order shall be specifically identified as a stop 
work order issued under this clause. Upon receipt of the order, the Contractor shall immediately 
comply with its terms and take all reasonable steps to minimize the incurrence of costs 
allocable to the work covered by the order during the period of work stoppage. 
 
9.2.2. 
If a stop work order issued under this clause is canceled or the period of the order or any 
extension expires, the Contractor shall resume work. The Procurement Officer shall make an 
equitable adjustment in the delivery schedule or Contract price, or both, and the Contract shall 
be amended in writing accordingly. 
 
9.3. 
Non-exclusive Remedies. The rights and the remedies of the State under this Contract are not exclusive. 
 
9.4. 
Nonconforming Tender. Materials or Services supplied under this Contract shall fully comply with the 
Contract. The delivery of Materials or Services or a portion of the Materials or Services that do not fully 
comply constitutes a breach of contract. On delivery of nonconforming Materials or Services, the State 
may terminate the Contract for default under applicable termination clauses in the Contract, exercise 
any of its rights and remedies under the Uniform Commercial Code, or pursue any other right or remedy 
available to it. 
 
9.5. 
Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any expenses 
or costs incurred by the State, or damages assessed by the State concerning the Contractor’s non-
conforming performance or failure to perform the Contract, including expenses, costs and damages 
described in the Uniform Terms and Conditions. 
 
10. Contract Termination 
 
10.1. 
Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this Contract 
within three (3) years after Contract execution without penalty or further obligation if any person 
significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the 
State is or becomes at any time while the Contract or an extension of the Contract is in effect an 
employee of or a consultant to any other party to this Contract with respect to the subject matter of the 
Contract. The cancellation shall be effective when the Contractor receives written notice of the 
cancellation unless the notice specifies a later time. If the Contractor is a political subdivision of the 
State, it may also cancel this Contract as provided in A.R.S. § 38-511. 
 
10.2. 
Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State 
determines that employment or a Gratuity was offered or made by the Contractor or a representative of 
the Contractor to any officer or employee of the State with the purpose of influencing the outcome of the 
procurement or securing the Contract, an amendment to the Contract, or favorable treatment concerning 
the Contract, including the making of any determination or decision about contract performance. The 
State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the 
amount of three (3) times the value of the Gratuity offered by the Contractor.

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TERMS AND CONDITIONS 
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10.3. 
Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate 
this Contract if the State determines that the Contractor has been debarred, suspended or otherwise 
lawfully prohibited from participating in any public procurement activity, including but not limited to, being 
disapproved as a Subcontractor of any public procurement unit or other governmental body. Submittal 
of an offer or execution of a contract shall attest that the Contractor is not currently suspended or 
debarred. If the Contractor becomes suspended or debarred, the Contractor shall immediately notify the 
State. 
 
10.4. 
Termination for Convenience. The State reserves the right to terminate the Contract, in whole or in part 
at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written 
notice, the Contractor shall stop all work, as directed in the notice, notify all Subcontractors of the 
effective date of the termination and minimize all further costs to the State. In the event of termination 
under this paragraph, all documents, Data and reports prepared by the Contractor under the Contract 
shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled 
to receive just and equitable compensation for work in progress, work completed, and Materials or 
Services accepted before the effective date of the termination. The cost principles and procedures 
provided in A.R.S. § 41-2543 and A.A.C. Title 2, Chapter 7, Article 7, shall apply. 
 
10.5. 
Termination for Default. 
 
10.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in whole 
or in part due to the failure of the Contractor to comply with any term or condition of the 
Contract, to acquire and maintain all required insurance policies, bonds, licenses and permits, 
or to make satisfactory progress in performing the Contract. The Procurement Officer shall 
provide written notice of the termination and the reasons for it to the Contractor. 
 
10.5.2. Upon termination under this paragraph, all goods, Materials, documents, Data, and reports 
prepared by the Contractor under the Contract shall become the property of and be delivered 
to the State on demand. 
 
10.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner that it 
deems appropriate, Materials or Services to replace those under this Contract. The Contractor 
shall be liable to the State for any excess costs incurred by the State in procuring Materials or 
Services in substitution for those due from the Contractor. 
 
10.6. 
Continuation of Performance Through Termination. The Contractor shall continue to perform, in 
accordance with the requirements of the Contract, up to the date of termination, as directed in the 
termination notice. 
 
11. Contract Claims 
 
All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, Chapter 23, 
Article 9, and rules adopted thereunder. 
 
12. Arbitration 
 
The parties to this Contract agree to resolve all disputes arising out of or relating to this Contract through arbitration, 
after exhausting applicable administrative review, to the extent required by A.R.S. § 12-1518, except as may be 
required by other applicable statutes (A.R.S. Title 41). 
 
13. Communication 
 
13.1. 
Program Report.  When reports are required by the Contract, the Contractor shall provide them in the 
format approved by ADHS.  
 
13.2. 
Information and Coordination.  The State will provide information to the Contractor pertaining to activities

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INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
CTR065586 
 
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that affect the Contractor’s delivery of services, and the Contractor shall be responsible for coordinating 
their activities with the State’s in such a manner as not to conflict or unnecessarily duplicate the State’s 
activities.  As the work of the Contractor progresses, advice and information on matters covered by the 
Contract shall be made available by the Contractor to the State throughout the effective period of the 
Contract. 
 
14. Client Grievances   
 
If applicable, the Contractor and its subcontractors shall use a procedure through which clients may present 
grievances about the operation of the program that result in the denial, suspension or reduction of services provided 
pursuant to this Contract and which is acceptable to and approved by the State.  
 
15. Sovereign Immunity  
 
Pursuant to A.R.S. § 41-621(O), the obtaining of insurance by the State shall not be a waiver of any sovereign 
immunity defense in the event of suit. 
 
16. Administrative Changes   
 
The Procurement Officer, or authorized designee, reserves the right to correct any obvious clerical, typographical 
or grammatical errors, as well as errors in party contact information (collectively, “Administrative Changes”), prior 
to or after the final execution of a Contract or Contract Amendment.  Administrative Changes subject to permissible 
corrections include: misspellings, grammar errors, incorrect addresses, incorrect Contract Amendment numbers, 
pagination and citation errors, mistakes in the labeling of the rate as either extended or unit, and calendar date 
errors that are illogical due to typographical error.  The Procurement Office shall subsequently send to the 
Contractor notice of corrections to administrative errors in a written confirmation letter with a copy of the corrected 
Administrative Change attached. 
 
17. Health Insurance Portability and Accountability Act of 1996 (HIPAA)   
 
17.1. 
The Contractor warrants that it is familiar with the requirements of HIPAA, as amended by the Health 
Information Technology for Economic and Clinical Health Act (HITECH Act) of 2009, and accompanying 
regulations and will comply with all applicable HIPAA requirements in the course of this Contract.  
Contractor warrants that it will cooperate with the Arizona Department of Health Services (ADHS) in the 
course of performance of the Contract so that both ADHS and Contractor will be in compliance with 
HIPAA, including cooperation and coordination with the Arizona Department of Administration-Arizona 
Strategic Enterprise Technology (ADOA-ASET) Office, the ADOA-ASET Arizona State Chief Information 
Security Officer and HIPAA Coordinator and other compliance officials required by HIPAA and its 
regulations.  Contractor will sign any documents that are reasonably necessary to keep ADHS and 
Contractor in compliance with HIPAA, including, but not limited to, business associate agreements. 
 
17.2. 
If requested by the ADHS Procurement Office, Contractor agrees to sign a “Pledge To Protect 
Confidential Information” and to abide by the statements addressing the creation, use and disclosure of 
confidential information, including information designated as protected health information and all other 
confidential or sensitive information as defined in policy.  In addition, if requested, Contractor agrees to 
attend or participate in HIPAA training offered by ADHS or to provide written verification that the 
Contractor has attended or participated in job related HIPAA training that is: (1) intended to make the 
Contractor proficient in HIPAA for purposes of performing the services required and (2) presented by a 
HIPAA Privacy Officer or other person or program knowledgeable and experienced in HIPAA and who 
has been approved by the ADOA-ASET Arizona State Chief Information Security Officer and HIPAA 
Coordinator. 
 
18. Fraud, Waste, or Abuse   
  
18.1. 
ADHS requires all employees to abide by the State’s Personnel System Rules, R2-5A-501; Standards 
of Conduct which includes maintaining high standards of honesty, integrity, and impartiality, free from

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INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
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personal considerations and/or favoritism, and Code of Conduct for individuals engaged in Accounting, 
Financial and Budgeting Activities which depicts the moral, ethical, legal and professional aspects of 
personal conduct. ADHS requires the same conduct of its consultants, vendors, contractors, 
subrecipients, or persons doing business with the agency.  
 
18.2. 
Any State employee, consultant, vendor, contractor or subrecipient or person doing business with the 
Agency who receives a report of improper activity must report the information within one (1) business 
day. Note: Federal Award policy denotes awardees must disclose, in a timely manner, in writing to ADHS 
all violations of Federal Criminal Law, involving fraud, bribery, or gratuity violations potentially affecting 
Federal Awards. 
 
18.3. 
Anyone suspecting Fraud, Waste, or Abuse related to ADHS activities are required to report Fraud, 
Waste, or abuse through any of the following reporting channels: 
 
18.3.1. ADHS Ethics Action Hotline at (602) 542-2347, 
 
18.3.2. ADHS Ethics Action Email at reportethics@azdhs.gov ,or 
 
18.3.3. General Accounting Office (GAO) Fraud Reporting Email at reportfraud@azdoa.gov to report 
Fraud, Waste, or Abuse incidents. 
 
19. Technology Replacement  
 
In any event where product is discontinued, no longer available or technically inferior to newly developed product, 
the Contractor shall provide an equivalent replacement model at no additional cost and shall honor the original 
contract terms 
 
20. Authorization for Provision of Services 
 
Authorization for purchase of services under this Contract shall be made only upon ADHS issuance of a Purchase 
Order that is signed by an authorized agent.  The Purchase Order will indicate the Contract number and the dollar 
amount of the funds authorized.  The Contractor shall only be authorized to perform services up to the amount of 
the Purchase Order.  ADHS shall not have any legal obligation to pay for services in excess of the amount indicated 
on the Purchase Order.  No further obligation for payment shall exist on behalf of ADHS unless 2) the Purchase 
Order is changed or modified with an official ADHS Procurement Change Order, and/or an additional Purchase 
Order is issued for purchase of services under this Contract.  
 
Additional Terms and Conditions for Title 2, Subtitle A, Chapter II, Part 200, Subpart C: §200.201 USE OF GRANT 
AGREEMENTS (INCLUDING FIXED AMOUNT AWARDS), COOPERATIVE AGREEMENTS AND CONTRACT 
 
21. CIVIL RIGHTS ASSURANCE STATEMENT.  The Contractor and Subcontractors are subject to Title VI of the Civil 
Rights Act of 1964, Section 504 of Rehabilitation Act of 1973, Title II of the Americans with Disabilities Act of 1990, 
the Age Discrimination Act of 1975, Title IX of the Education Amendment of 1972, and offers all persons the 
opportunity to participate in programs or activities regardless or race, color, national origin, age, sex, or disability. 
Further, it is agreed that no individual will be turned away from or otherwise denied access to or benefit from any 
program or activity that is directly associated with a program of the RECIPIENT on the basis of race, color, national 
origin, age, sex (in educational activities) or disability. 
 
22. AMERICANS WITH DISABILITIES ACT OF 1990. 
 
22.1. 
The Contractor shall comply with the Americans With Disabilities Act of 1990 (Public Law 101-336) and 
the Arizona Disability Act of 1992 (A.R.S § 41-1492 et. seq.), which prohibits discrimination of the basis 
of physical or mental disabilities in delivering contract services or in the employment, or advancement 
in employment of qualified individuals. 
 
22.2. 
Persons with a disability may request a reasonable accommodation, such as a sign language interpreter,

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INTERGOVERNMENTAL AGREEMENT 
TERMS AND CONDITIONS 
CTR065586 
 
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by contracting the Contract Manager for the solicitation. Request should be made as early as possible 
to allow time to arrange the accommodation. 
 
23. Comments Welcome    
 
The ADHS Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any 
comments you may have. Please submit your comments to: ADHS Procurement Administrator, Arizona Department 
of Health Services, 150 North 18th Avenue, Suite 280, Phoenix, Arizona 85007.

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SCOPE OF WORK 
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SCOPE OF WORK 
1. 
DEFINITIONS.  As used in this Contract, the terms listed below are defined as follows: 
1.1. 
“ADHS” means Arizona Department of Health Services. 
1.2. 
“Border Health Liaison” means the ADHS employee who coordinates activities among Contractors 
and among ADHS staff, receives and reconciles invoices, handles budget issues, and provides 
technical support.  The Border Health Liaison is responsible for requesting Contract amendments 
to be processed by the Procurement Office, conducting site visits, and monitoring Contractor 
compliance with the provisions of the Contract. 
1.3. 
“Budget Term” means the period of time for which the Contract budget has been created and during 
which funds should be expended. 
1.4. 
“Cost Reimbursement” means a Contract under which a Contractor is reimbursed for costs, which 
are reasonable, allowable and allocable in accordance with the Contract terms and approved by 
ADHS. 
1.5. 
“Emerging Issues” are projects and/or strategies that become prominent and/or are unique to a 
particular County. 
1.6. 
“Evidence-Informed” means interventions, strategies, approaches, and/or program models that 
bring together the best available research, professional expertise, and input from participants to 
identify and deliver services that have promise to achieve positive outcomes. 
1.7. 
“Fixed Price” establishes a set price per unit of services. The set price shall be passed on costs, 
which are reasonable, allowable and allocable in accordance with the contract terms and approved 
by ADHS. 
1.8. 
“Purchase Order” means a written document that is signed by a Procurement Officer, that requests 
a vendor to deliver described goods or services at a specific price and that, on delivery and 
acceptance of the goods or services by ADHS, becomes an obligation of the State. 
1.9. 
“SOW” means Scope of Work, which is the area in the Contract where the work to be performed is 
described.  The SOW should contain any milestones, reports, deliverables, and end products that 
are expected to be provided by the performing party.   
2. 
BACKGROUND 
2.1. 
As of the start of this Contract, A.R.S. §26-105 appropriated funds to the Arizona Department of 
Emergency and Military Affairs (DEMA) for emergency care and testing of immigrants in Cochise, 
Maricopa, Yuma, Pinal, Pima, and Santa Cruz counties. A state of emergency declared by the 
President of the United States on March 13, 2020, remains in effect for COVID-19. DEMA is 
subverting funds to the ADHS to implement emergency care and testing of recent immigrants along 
the border; and 
2.2. 
As of the start of this Contract, Federal Title 42 has been extended for a few months, but a large 
increase in border crossings is anticipated upon expiration.

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3. 
PURPOSE 
The purpose of this Agreement is to leverage partnerships between ADHS and the various Arizona 
Counties to provide emergency care, infectious disease(s) testing, expand access and quality of emergency 
health care for immigrants. 
4. 
SCOPE OF WORK 
The Contractor shall: 
4.1. 
Determine if the immigrant has been released from U.S. Customs and Border Protection; 
4.2. 
Provide emergent health care and infectious disease(s) testing to immigrants; 
4.3. 
Utilize the Mobile Emergency Room for medical clearance exams, infectious disease testing, and 
emergency health care as may be needed for anticipated volumes of immigrants; 
4.4. 
Provide quality services to all participants who approach the mobile unit regardless of race, religion, 
age, sex, LGBTQ orientation, economic status, and physical/mental disability; 
4.5. 
Expand services for medical screening exams; 
4.6. 
Submit reimbursement requests for unpaid immigrant care; 
4.7. 
Expand access to existing testing sites and availability; 
4.8. 
If applicable, provide infectious disease testing for immigrants along the southern border in order 
to reduce the spread of infectious disease and serious illness; 
 
4.9. 
If applicable, provide assistance in isolation & quarantine wrap around services for immigrants 
testing positive for an infectious disease which requires isolation or quarantine measures; and 
 
4.10. 
Implement activities identified in the approved and agreed-upon Work Plan. 
 
5. 
TASKS   
The Contractor shall: 
5.1. 
Participate in all ADHS calls (as needed), technical assistance calls, ADHS meetings, training, and 
scheduled site visits, as requested; 
5.2. 
Timely submission of Monthly CER Reports, due thirty (30) days following each month of services; 
and 
5.3. 
Provide a Monthly Progress Report, due thirty (30) days following each month of services.

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SCOPE OF WORK 
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6. 
FUNDING RESTRICTIONS 
The Arizona law applies to this Agreement including, where applicable, the Uniform Commercial Code as 
adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) 
Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7. 
7. 
APPROVALS 
7.1. 
The monthly Contractor’s Expenditure Reports (CER) with receipts supporting expenditures billed 
for in-state and out-of-state travel and equipment purchases or $250 or more, as required and/or 
requested, shall be submitted and approved by ADHS prior to payment reimbursement; 
7.2. 
Any changes to the approved activities or strategies shall be submitted to ADHS for review and 
approval must be obtained prior to implementation; 
7.3. 
All marketing materials (the use of the ADHS logo, brochures, posters, public service 
announcements, paid media, videos, press releases, etc.) which have been developed, written, 
published, and recorded by the local health departments and/or statewide partners and associated 
with these funds or work conducted under this Contract shall be coordinated with ADHS Public 
Information Officer PIO@azdhs.gov; and  
7.4. 
Any changes to the activities identified in the approved and agreed-upon Work Plan shall be 
submitted to the Border Health Liaison prior to implementation.  
 
8. 
ADHS RESPONSIBILITIES 
ADHS will: 
8.1. 
Review, provide feedback, and approval of the CERs, and supporting documentation within thirty 
(30) days of submission; 
8.2. 
Provide technical assistance and support on annual reports and other reporting requirements as 
defined and required by the Centers for Disease Control and Prevention (CDC); and 
8.3. 
Coordinate and conduct site visits, as needed.   
9. 
DELIVERABLES  
The Contractor Shall: 
9.1. 
Submit Monthly Progress Reports due thirty (30) days following each month of services which shall 
include the following information: 
9.1.1. 
Number of immigrants provided “emergent care”, 
9.1.2. 
Number of immigrants tested by test type, 
9.1.3. 
Number of positive tests by test type,  
9.1.4. 
Number of immigrants provided emergency transport (if applicable), and 
9.1.5. 
If providing isolation & quarantine:

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9.1.5.1. Include the agency providing isolation/quarantine services; 
9.1.5.2. Number of individuals served; 
9.1.5.3. Itemized cost of shelter and wrap around services; and 
9.1.5.4. Period of time quarantine services were provided; 
9.1.6. 
For unpaid immigrant care: 
9.1.6.1. Include the agency providing the emergency medical care;  
9.1.6.2. Itemized costs involving treatment; and 
9.1.6.3. Number of immigrants treated; 
9.1.7. 
Include Year to Date (YTD) totals. 
9.2. 
Submit Contractor Expenditure Report (CER) to ADHS, due thirty (30) days following each month 
of services, and maintain sufficient documentation in the form of receipts in support of expenses 
incurred for any purchases that are being claimed for reimbursement: 
9.2.1. 
Supporting documentation shall be kept by the Contractor and does not need to be 
submitted with CERs with the exception of travel documentation (In-state and out-of-state) 
and single purchases of equipment exceeding $250, and 
9.2.2. 
Upon request from ADHS, all receipts and documentation supporting expenses billed for 
a selected CER shall be submitted for review, 
9.3. 
Submit Written Annual Progress Reports, due annually on January 31st; 
9.4. 
Update the Budget Workbook, due annually on July 1st; 
9.5. 
Provide the Border Health Liaison with contact information of all program staff funded under this 
Contract within thirty days (30) days of contract execution including: 
9.5.1. 
Name, title, email, phone, and 
9.5.2. 
Program area assigned, and 
9.6. 
Any staffing and/or programmatic changes shall be submitted to the Border Health Liaison within 
fifteen (15) days of such change.  
10. 
STATE-PROVIDED ITEMS 
ADHS shall provide: 
10.1. 
Contractor Expenditure Report (CER) Exhibit One (1); 
10.2. 
Monthly Progress Report Template (to be provided after execution of Contract); and 
10.3. 
Annual Report Template (to be provided after execution of Contract).

CONTRACT NUMBER 
INTERGOVERNMENTAL AGREEMENT 
SCOPE OF WORK 
CTR065586 
 
Page 21 of 23 
 
 
11. NOTICES, CORRESPONDENCE, AND REPORTS 
11.1. 
Notices, correspondence, reports, supporting documentation, and CERs from the contractors to 
ADHS shall be sent to the following Border Health Liaison: 
Arizona Department of Health Services 
Michelle Kreutzberg-Martinez, Border Health Liaison 
150 N 18th Ave Suite 140 
Phoenix, AZ 8007 
Telephone: (602) 702-1514 
Email to: michelle.kreutzberg-martinez@azdhs.gov 
 
11.2. 
Invoices and monthly CERs shall be submitted to invoices@azdhs.gov and the Border Health 
Liaison, michelle.kreutzberg-martinez@azdhs.gov. 
11.3. 
Notices, Correspondence, Reports, and Payments from ADHS to the Contractor shall be sent to: 
 
Maricopa County Department of Health 
Katie Turnbow 
Program Manager 
Organizational Support and Community Operations 
4041 N Central Ave, Suite 600 
Phoenix, AZ 85012 
Telephone: (602) 506-6415 
Email to: Katie.Turnbow@maricopa.gov

CONTRACT NUMBER 
INTERGOVERNMENTAL AGREEMENT 
PRICE SHEET 
CTR065586 
 
Page 22 of 23 
 
 
 
 
Price Sheet 
 
 
Funding: 2022 HB2862- Department of Emergency and Military Affairs; Border Security 
 
Description 
Quantity 
Unit 
Amount 
Immigrant testing and 
emergency care 
12 months 
Monthly 
$112,916.67 
 
TOTAL 
 
$1,355,000.04

CONTRACT NUMBER 
INTERGOVERNMENTAL AGREEMENT 
EXHIBIT ONE (1) – CONTRACTOR EXPENDITURE REPORT (CER) 
CTR065586 
 
Page 23 of 23