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Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 1 DIRECT SELECT PROFESSIONAL SERVICES BETWEEN MARICOPA COUNTY AND CONSULTANT’S LEGAL NAME FOR Rural Water and Wastewater Infrastructure SERIAL NO. 230075-DSE CONTRACT NO. DEPT. CONTRACT NUMBER PROJECT NO. Enter Dept. Project Number Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 2 Rural Water and Wastewater Infrastructure SERIAL NO. 230075-DSE Table of Contents SECTION I—SERVICES OF THE CONSULTANT ............................................................................................... 3 SECTION II— WORK ASSIGNMENTS AND PERIOD OF SERVICE ................................................................ 3 SECTION III—PAYMENTS TO THE CONSULTANT.......................................................................................... 4 SECTION IV—THE COUNTY’S RESPONSIBILITIES ........................................................................................ 5 SECTION V—ALTERATION IN SCOPE OF WORK ............................................................................................ 5 SECTION VI—RECORDS ....................................................................................................................................... 5 SECTION VII—WORK ASSIGNMENT COMPLETION....................................................................................... 6 SECTION VIII—TERMINATION ........................................................................................................................... 6 SECTION IX—OWNERSHIP OF DOCUMENTS .................................................................................................. 6 SECTION X—COMPLIANCE WITH LAWS ......................................................................................................... 7 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION ............................................................ 7 SECTION XI—GENERAL CONSIDERATIONS ................................................................................................... 8 SECTION XII—SUCCESSORS AND ASSIGNS .................................................................................................... 9 SECTION XIII—NO KICK-BACK CERTIFICATION ......................................................................................... 10 SECTION XIV—ANTI-DISCRIMINATION PROVISION .................................................................................. 10 SECTION XV—INDEMNIFICATION .................................................................................................................. 10 SECTION XVI - INSURANCE REQUIREMENTS ............................................................................................... 10 COVERAGES ..................................................................................................................................................... 12 CERTIFICATES OF INSURANCE .................................................................................................................... 13 CANCELLATION AND EXPIRATION NOTICE ............................................................................................ 13 SECTION XVII – INFLUENCE ............................................................................................................................. 13 SECTION XVIII – FORCED LABOR.................................................................................................................... 13 SIGNATURE PAGE ............................................................................................................................................... 15 EXHIBIT A – SCOPE OF WORK .......................................................................................................................... 16 EXHIBIT B – CONSULTANT’S FEE SCHEDULE .............................................................................................. 17 Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 3 Rural Water and Wastewater Infrastructure SERIAL NO. 230075-DSE Pursuant to the provisions of the Arizona Revised Statutes § 11-201, the Board of Supervisors has the authority to enter into contracts. Furthermore, in accordance Arizona Revised Statutes, Maricopa County, hereinafter called the “COUNTY”, is desirous of having professional services, as defined by Title 34 of the Arizona Revised Statutes, performed through a specific Work Assignment for those services more fully described in Exhibit A, General Scope of Work, and Exhibit B, Fee Schedule, attached; by Consultant’s Legal Name, hereinafter called “CONSULTANT”, with its principal offices located at Consultant’s Full Street & Address, City, AZ, Zip, Telephone Number: Consultant’s Phone Number XXX-XXX-XXXX. Consultant’s Legal Name, is desirous of performing said services; THEREFORE, the parties hereto mutually agree as follows: SECTION I—SERVICES OF THE CONSULTANT The CONSULTANT, under the general supervision of the COUNTY Department Name, Project Manager Name, shall perform Brief Description of Services services as are necessary for the Work Assignment and according to the directions and designated standards of the COUNTY, and in accordance with Exhibit A, General Scope of Work. It is understood and agreed that the COUNTY’s authorized representative shall be the Department Name, Project Manager Name, or his/her duly authorized representative, hereinafter called the “Agent”. For purposes of this contract, the Agent’s duly authorized representative shall be the Project Manager and he/she shall be the sole contact for administering this contract. The CONSULTANT shall meet periodically with the Agent so as to keep the COUNTY informed of the progress of the work in accordance with each work assignment. SECTION II— WORK ASSIGNMENTS AND PERIOD OF SERVICE Within the guidelines set forth in Exhibit A, General Scope of Work, a detailed scope of work will be developed for each Work Assignment and incorporated herein by reference, and if applicable, a Small Business Enterprise goal will be established. A not-to-exceed fee will be negotiated for each Work Assignment consistent with Exhibit B, Fee Schedule. The CONSULTANT shall complete all work in accordance with the provisions of Exhibit A, General Scope of Work and the detailed Scope of Work as negotiated for each specific Work Assignment. Performance for a Work Assignment shall commence only upon receipt of the Agent’s written notice to proceed. Any work specified in a Work Assignment under this Contract, which commenced prior to the expiration date of this Contract, shall be satisfactorily completed within the performance period of the Contract. If an extension of the Performance Period is granted as provided in Section VII, the performance period of the Contract shall be automatically extended to allow for the satisfactory completion of such work. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 4 The contract shall be effective for number of days in words (number of days in figures) calendar days from the date of execution or until the Contract amount of One Hundred Thousand Dollars and No Cents ($500,000.00) is expended, whichever occurs first. Contract performance will be for a period of number of days in wordsnumber of days in figures) calendar days from the award date and may be renewed, if mutually agreed to by both the CONSULTANT and the COUNTY, for an additional one (1) year period, or until the expenditure of $500,000.00, whichever occurs first. SECTION III—PAYMENTS TO THE CONSULTANT The CONSULTANT shall be paid a fee of Enter of amount in letters (Enter amount in figures), in any case, not-to-exceed FIVE HUNDRED THOUSAND DOLLARS AND NO CENTS ($500,000.00) for complete and satisfactory performance of work under this contract in accordance with the General Scope of Work and the detailed Scope(s) of Work. Payments will be made for the actual hours worked and/or other costs incurred or provided for in accordance with Exhibit B, Fee Schedule. The COUNTY does not guarantee any minimum or maximum fee during the period of this contract, and CONSULTANT, in accepting this contract, does not anticipate any minimum or maximum fee. The COUNTY shall pay the CONSULTANT in full for each Work Assignment upon satisfactory completion and acceptance by the COUNTY, provided the CONSULTANT returns the executed Certificate of Performance furnished by the Agent and, if applicable, (2) the SBE Participation Report. Should an assignment require more than thirty (30) days to complete, the CONSULTANT may invoice progress payments based on COUNTY approved monthly progress reports and subject to the limitations set forth in the Scope of Work negotiated for each Work Assignment. No retention shall be withheld from the contract. If the CONSULTANT desires progress payments in accordance with the provisions above, and a Small Business Enterprise (SBE) goal has been established for the Work Assignment, the CONSULTANT will complete and forward the enclosed SBE Participation Reporting Form (Attachment 1) indicating payment distribution to SBE firms with each request for payment. The final invoice shall be paid to the CONSULTANT for each Work Assignment, as applicable, within forty- five (45) calendar days after: A. final completion of all work per Exhibit A, General Scope of Work and the detailed Scope of Work, B. acceptance of the work by the COUNTY, C. the COUNTY’s receipt of the “Certificate of Performance” form furnished by the Agent, D. the COUNTY’s receipt of a final SBE Participation Reporting Form for the assignment, stating the total payments received by the prime, as well as total payments the prime has made to SBE subconsultants, vendors, and suppliers. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 5 A Certificate of Performance will be provided with each Work Assignment. Upon Completion of the specific Work Assignment, the CONSULTANT will furnish to the COUNTY that Certificate of Performance. The Certificate of Performance may be notarized. Upon completion of all Work Assignments under this contract, the CONSULTANT will furnish to the COUNTY an executed Certificate of Performance (Attachment 2). The Certificate of Performance must be notarized. SECTION IV—THE COUNTY’S RESPONSIBILITIES The COUNTY shall furnish the CONSULTANT, at no cost to the CONSULTANT, the following information or services for each Work Assignment: A. One copy of on-hand maps, records, survey ties, benchmarks, or other data pertinent to the Work Assignment. This does not, however, relieve the CONSULTANT of the responsibility of searching records for additional information, for requesting specific information, or for verification of that information provided. The COUNTY does not warrant the accuracy or comprehensiveness of any such information. B. All available information and data relative to policies, standards, criteria, and studies, etc. impacting the Work Assignment as identified by the CONSULTANT. C. Available staff for consultation with the CONSULTANT during the performance of the work in order to identify the problems, needs, and other functional aspects of the Work Assignment. D. Prompt examination of documents submitted by the CONSULTANT and rendering of decisions pertaining thereto in order to avoid unreasonable delay in the progress of the work by the CONSULTANT. The COUNTY will keep the CONSULTANT advised concerning the progress of the COUNTY’s review of work. SECTION V—ALTERATION IN SCOPE OF WORK This contract may be amended by mutual written agreement of the COUNTY and the CONSULTANT. Any alteration in the General Scope of Work and/or the detailed Scope(s) of Work that will result in a substantial change in the nature of the Work Assignment so as to materially increase or decrease the contract fee will require negotiation of an amendment to the contract to be executed by the COUNTY and the CONSULTANT. No work shall commence on the change until the contract amendment has been approved by the COUNTY and the CONSULTANT has been notified to proceed by the Agent. It is distinctly understood and agreed that no claim for extra work done or materials furnished by the CONSULTANT will be allowed by the COUNTY except as provided herein, nor shall the CONSULTANT do any work or furnish any materials not covered by this agreement unless such work is first authorized in writing by the COUNTY and in accordance with the Maricopa County Procurement Code. Any such work or materials furnished by the CONSULTANT without such written authorization first being given shall be at CONSULTANT’S own risk, cost, and expense, and CONSULTANT hereby agrees that without such written authorization to make no claim for compensation for such work or materials furnished. SECTION VI—RECORDS Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 6 Records of the CONSULTANT’S expenses pertaining to this contract and records of accounts between the COUNTY and the CONSULTANT shall be kept on a generally recognized accounting basis and shall be available upon request to the COUNTY or its authorized representative for audit during normal business hours. The CONSULTANT shall maintain procurement records for a period of two (2) years unless applicable Federal regulations require a longer period of retention. SECTION VII—WORK ASSIGNMENT COMPLETION If, during the course of this Contract, situations beyond the control and not the result of delay attributable to CONSULTANT arise which prevent completion of a work assignment within the allotted time, the Agent may grant an extension of the Performance Period. SECTION VIII—TERMINATION The COUNTY may terminate this contract at any time upon reimbursement to the CONSULTANT of expenses that include reasonable charges for time and material for the percentage of work satisfactorily completed and turned over to the COUNTY. The COUNTY reserves the rights to postpone, terminate, or abandon this contract for the CONSULTANT’S failure to complete any Work Assignment on time, or failure to comply with the provisions of the contract. The COUNTY also reserves the right to terminate any or all parts of this contract for its own convenience as the COUNTY may determine at its sole discretion. The COUNTY hereby gives notice that pursuant to A.R.S. § 38-511 “A” this contract may be canceled without penalty or further obligation within three (3) years after execution if any person significantly involved in initiating, negotiating, securing, drafting, or creating a contract on behalf of the COUNTY is, at any time while the contract or any extension of the contract is in effect, an employee or agent of any other party to the contract in any capacity or a consultant to any other party of the contract with respect to the subject matter of the contract. Cancellation under this section shall be effective when written notice from the COUNTY Transportation Director is received by all of the parties of the contract. In addition, the COUNTY may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting, or creating the contract on behalf of the COUNTY from any other party to the contract arising as a result of the contract. The CONSULTANT may terminate this contract in the event of nonpayment of fees as specified in SECTION III, PAYMENTS TO THE CONSULTANT. SECTION IX—OWNERSHIP OF DOCUMENTS A. All original documents including, but not limited to studies, reports, tracings, drawings, physical and computer models, estimates, field notes, investigations, design analysis, calculations, computer software, and specifications, prepared in the performance of this contract are to be and remain the property of the COUNTY and are to be delivered to the Agent before final payment is made to the Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 7 CONSULTANT. The COUNTY will not reuse, alter or modify these documents without noting such modifications, alterations, or intent of their reuse, and will hold the CONSULTANT harmless from any claims arising from such reuse, modifications, or alterations of the documents. The CONSULTANT may retain reproducible copies of all such documents delivered to the COUNTY. B. If the CONSULTANT retains reproducible copies of all such documents delivered to the COUNTY, the CONSULTANT may not use those documents in regard to current or future claims or litigation against the COUNTY brought by another party or parties unless the documents are independently produced in accordance with a court order or procedural rules and notice of such production is given to the COUNTY immediately and prior to their production. C. Copies retained by the CONSULTANT, sub-consultant(s), or any related entities are governed by Arizona Law regarding the use of public records and may not be used for commercial purpose without additional written permission from the COUNTY and the payment of all applicable fees. D. The COUNTY reserves the right to reuse the documents as it sees fit. SECTION X—COMPLIANCE WITH LAWS The CONSULTANT is required to comply with all Federal, State, and local laws, local ordinances and regulations. The CONSULTANT’S signature on this contract certifies compliance with the provisions of the I-9 requirements of the Immigration Reform and Control Act of 1986 for all personnel that the CONSULTANT and any subconsultants employ to complete any Work Assignment. It is understood that the COUNTY shall conduct itself in accordance with the provisions of the Maricopa County Procurement Code. The CONSULTANT warrants that it is in compliance with A.R.S. §41-4401 and further acknowledges: (1) That the CONSULTANT and its sub-consultants, if any, warrant their compliance with all federal immigration laws and regulations that relate to their employees and their compliance with A.R.S. §23-214, subsection A; After December 31, 2007, every employer, after hiring an employee, shall verify the employment eligibility of the employee through the e-verify program and shall keep a record of the verification for the duration of the employee’s employment or at least three years, whichever is longer. (2) That a breach of a warranty under subsection 1 above, shall be deemed a material breach of the contract that is subject to penalties up to and including termination of the contracts; (3) That the contracting government entity retains the legal right to inspect the papers of any CONSULTANT or sub-consultant employee who works on the contract to ensure that the CONSULTANT or sub-consultant is complying with the warranty provided under subsection 1 above and that the CONSULTANT agrees to make all papers and employment records of said employee(s) available during normal working hours in order to facilitate such an inspection. (4) That nothing herein shall make any CONSULTANT or sub-consultant an agent or employee of the contracting government entity. CERTIFICATION REGARDING DEBARMENT AND SUSPENSION Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 8 (1) The undersigned (authorized official signing for the CONSULTANT) certifies to the best of his or her knowledge and belief, that the CONSULTANT, defined as the primary participant in accordance with 45 CFR Part 76, and its principals: (a) are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal Department or agency; (b) have not within 3-year period preceding this Contract been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) are not presently indicted or otherwise criminally or civilly charged by a government entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and (d) have not within a 3-year period preceding this Contract had one or more public transaction (Federal, State or local) terminated for cause of default. (2) Should the CONSULTANT not be able to provide this certification, an explanation as to why should be attached to the Contact. (3) The CONSULTANT agrees to include, without modification, this clause in all lower tier covered transactions (i.e. transactions with subcontractors) and in all solicitations for lower tier covered transactions related to this Contract. SECTION XI—GENERAL CONSIDERATIONS A. The CONSULTANT shall furnish to the COUNTY for approval, the names of its key employees, and of its subconsultants and their key employees, to be used on the Work Assignment prior to beginning the work under this contract. Any subsequent changes are subject to the written approval of the COUNTY. The CONSULTANT in replacing a SBE subcontractor shall attempt to contract with another SBE subcontractor. B. The CONSULTANT shall perform, with its own firm, work amounting to fifty percent (50%) or more of the total amount of the contract value. Any deviation may be approved, in writing, at the discretion of the Agent. C. The failure of either party to enforce any of the provisions of this contract or to require performance of the other party of any of the provisions hereof shall not be construed to be a waiver of such provisions, nor shall it affect the validity of this contract or any part thereof, or the right of either party to thereafter enforce each and every provision. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 9 D. The CONSULTANT shall be responsible for the cost of any additional design, field layout, testing, construction and supervision necessary to correct those errors or omissions attributable to the CONSULTANT, and for any damage incurred by the COUNTY as a result of additional construction costs caused by such consultant errors or omissions. E. The fact that the COUNTY has accepted or approved the CONSULTANT’S work shall in no way relieve the CONSULTANT’S responsibility. F. It is mutually understood and agreed that this contract shall be governed by the laws of the State of Arizona, both as to interpretation and performance. Any action at law, suit in equity, or judicial proceeding for the enforcement of this contract, or any provision thereof, shall be instituted only in the courts of the State of Arizona. G. When this contract requires the CONSULTANT to study specific geographic areas of Maricopa County, the CONSULTANT agrees during the term of this contract and any extensions thereof that CONSULTANT will not perform similar services for any clients other than the COUNTY within that specific geographic area without the written authorization and approval of the Chief Procurement Officer of the COUNTY. H. The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns, shall not accept employment as consultants, expert witnesses or otherwise in any pending or contemplated litigation against the COUNTY during the term of this contract and any extensions thereof without the written authorization and approval of the Chief Procurement Officer of the COUNTY. I. The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns, shall not accept employment as consultants, expert witnesses or otherwise in any future litigation against the COUNTY in regard to the subject matter of this contract without the written authorization and approval of the Chief Procurement Officer of the COUNTY. J. It is understood that the COUNTY shall have the right to seek and obtain in any court of competent jurisdiction an injunction to restrain a violation or alleged violation by the CONSULTANT, its principals, employees, sub-consultants, agents or assigns, of the provisions of G., H., and I. of this section or of the provisions of B. of Section IX, and the right of action for full damages at law, in addition to any other remedies provided by this contract. In no case shall a waiver by the COUNTY of the right to seek relief under this provision constitute a waiver of any other or further violation. K. When applicable to the scope of work, the Consultant shall incorporate stormwater quality best management practices (BMPs) in the design of the project and comply with the Maricopa County Stormwater Quality Management and Discharge Control Regulation, the Maricopa County Drainage Policies and Standards, and the Maricopa County Drainage Regulations, using guidance from the Maricopa County Drainage Design Manual, Vol. III, Erosion Control. SECTION XII—SUCCESSORS AND ASSIGNS This contract shall not be assigned by either party without prior written approval of the other except that the CONSULTANT may use in the performance of this contract without prior approval of the COUNTY, personnel or services of its related entities and affiliated companies as if they were an integral part of the Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 10 CONSULTANT; and it shall extend to and be binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. SECTION XIII—NO KICK-BACK CERTIFICATION The CONSULTANT warrants that no person has been employed or retained to solicit or secure this contract upon any agreement or understanding for a commission, percentage, brokerage, or contingent fee; and that no member of the Board of Supervisors or any employee of the COUNTY has any interest, financially or otherwise, in the CONSULTANT’S firm. For breach or violation of this warranty, the COUNTY shall have the right to annul this contract without liability or at its discretion to deduct from the contract price or consideration, the full amount of such commission, percentage, brokerage, or contingent fee. SECTION XIV—ANTI-DISCRIMINATION PROVISION It is Maricopa County’s policy to provide small businesses the opportunity to participate in the County’s solicitation process and to be considered to fulfill the requirements for various commodities and services. The CONSULTANT agrees not to discriminate against any employee or applicant for employment because of race, religion, gender, age, disability, or national origin, and further agrees not to engage in any unlawful employment practices. The CONSULTANT further agrees to insert the foregoing provisions in all subcontracts hereunder. SECTION XV—INDEMNIFICATION To the fullest extent permitted by law, the CONSULTANT shall defend, indemnify, and hold harmless, COUNTY, and its agents, representatives, officers, directors, officials, and employees from and against all claims, damages, losses, and expenses including, but not limited to, attorney fees, court costs, expert witness fees, and the cost of appellate proceedings, relating to, arising out of, or alleged to have resulted from the negligent acts, errors, omissions or mistakes relating to the performance of this Contract. The CONSULTANT’S duty to defend, indemnify, and hold harmless COUNTY, its agents, representatives, officers, directors, officials, and employees shall arise in connection with any claim, damage, loss or expense that is attributable to bodily injury, sickness, disease, death, or injury to, impairment, or destruction of property, including loss of use resulting therefrom, caused by any negligent acts, errors, omissions, or mistakes in the performance of this Contract including any person for whose negligent acts, errors, omissions, or mistakes the CONSULTANT may be legally liable. The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this paragraph. The scope of this indemnification does not extend to the sole negligence of COUNTY. SECTION XVI - INSURANCE REQUIREMENTS Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 11 CONSULTANT, at CONSULTANT'S own expense, shall purchase and maintain the herein stipulated minimum insurance from a company or companies duly licensed by the State of Arizona and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a company or companies, which are authorized to do business in the State of Arizona, provided that said insurance companies meet the approval of COUNTY. The form of any insurance policies and forms must be acceptable to COUNTY. All insurance required herein shall be maintained in full force and effect until all work or service required to be performed under the terms of the Contract is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of COUNTY, constitute a material breach of this Contract. CONSULTANT’S insurance shall be primary insurance as respects COUNTY, and any insurance or self- insurance maintained by COUNTY shall not contribute to it. Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect the COUNTY’S right to coverage afforded under the insurance policies. The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to COUNTY under such policies. CONSULTANT shall be solely responsible for the deductible and/or self- insured retention and COUNTY, at its option, may require CONSULTANT to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. COUNTY reserves the right to request and to receive, within 10 working days, certified copies of any or all of the herein required insurance policies and/or endorsements. COUNTY shall not be obligated, however, to review such policies and/or endorsements or to advise CONSULTANT of any deficiencies in such policies and endorsements, and such receipt shall not relieve CONSULTANT from, or be deemed a waiver of COUNTY’S right to insist on strict fulfillment of CONSULTANT’S obligations under this Contract. The insurance policies required by this Contract, except Workers’ Compensation, and Errors and Omissions, shall name COUNTY, its agents, representatives, officers, directors, officials and employees as Additional Insureds. The policies required hereunder, except Workers’ Compensation, and Errors and Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against COUNTY, its agents, representatives, officers, directors, officials and employees for any claims arising out of CONSULTANT’S work or service. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 12 COVERAGES CONSULTANT is required to procure and maintain the following coverages indicated by a checkmark: Commercial General Liability $2,000,000 Each Occurrence $2,000,000 Personal & Advertising Injury $4,000,000 General Aggregate $4,000,000 Products/Completed Operations Automotive Liability $2,000,000 Each Occurrence Workers’ Compensation $1,000,000 Each Accident $1,000,000 Disease for Each Employee $1,000,000 Disease Policy Limit Errors and Omissions $2,000,000 Each Claim 1. Commercial General Liability. Commercial General Liability insurance and, when necessary, Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $2,000,000 Personal/Advertising Injury, $4,000,000 Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit. The policy shall include coverage for bodily injury, broad form property damage, and blanket contractual coverage, and shall not contain any provision that would serve to limit third party action over claims. There shall be no endorsement or modification of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. 2. Automobile Liability. Commercial/Business Automobile Liability insurance and, if necessary, Commercial Umbrella insurance with a combined single limit for bodily injury and property damage of not less than $2,000,000 each occurrence with respect to any of the CONSULTANT’s owned, hired, and non-owned vehicles assigned to or used in performance of the CONSULTANT’s work or services under this Contract. 3. Workers’ Compensation. Workers’ Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction of the CONSULTANT’s employees engaged in the performance of the work or services under this Contract; and Employer’s Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. CONSULTANT waives all rights against COUNTY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the Workers’ Compensation and Employer’s Liability or commercial umbrella liability insurance obtained by CONSULTANT pursuant to this agreement. 4. Errors and Omissions Insurance. Errors and Omissions (Professional Liability) insurance and, if necessary, Commercial Umbrella insurance, which will insure and provide coverage for errors or omissions or professional liability of the CONSULTANT, with limits of no less than $2,000,000 for each claim. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 13 CERTIFICATES OF INSURANCE Prior to commencing work or services under this Contract, CONSULTANT shall furnish COUNTY with Certificates of Insurance in a form acceptable to COUNTY, or formal endorsements as required by the Contract in the form provided by the COUNTY, issued by CONSULTANT’S insurer(s), as evidence that policies providing the required coverages, conditions and limits required by this Contract are in full force and effect. Such certificates shall identify this contract number and title. In the event any insurance policy(ies) required by this contract is (are) written on a “claims made” basis, coverage shall extend for two years past completion and acceptance of CONSULTANT’S work or services and as evidenced by annual Certificates of Insurance. If a policy does expire during the life of the Contract, a renewal certificate must be sent to COUNTY fifteen (15) days prior to the expiration date. CANCELLATION AND EXPIRATION NOTICE Insurance required herein shall not expire, be canceled, or materially changed without thirty (30) days prior written notice to COUNTY. SECTION XVII – INFLUENCE As prescribed in MC1-1202 of the Maricopa County Procurement Code, any effort to influence an employee or agent to breach the Maricopa County Ethical Code of Conduct or any unethical conduct, may be grounds for Disbarment or Suspension under MC1-902. An attempt to influence includes, but is not limited to: 1. A Person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or educational passes or tickets, or any type valuable contribution or subsidy,; 2. That is offered or given with the intent to influence a decision, obtain a contract, garner favorable treatment, or gain favorable consideration of any kind. If a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract. SECTION XVIII – FORCED LABOR By submitting a bid for this solicitation and/or entering into a contract as a result of this solicitation, contractor agrees to comply with all applicable portions of Arizona Revised Statutes Section 35-394. Contracting; procurement; prohibition; written certification; remedy; termination; exception; definitions. Contractor certifies that it does not currently, and agrees for the duration of the contract, that it will not use: The forced labor of ethnic Uyghurs in the People’s Republic of China. Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 14 Any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. Any contractors, subcontractors or suppliers that use the forced labor or any good or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. If contractor becomes aware during the term of the agreement that contractor is not in compliance with this paragraph, the contractor shall notify the County within five business days after becoming aware of the noncompliance. If the contractor fails to provide a written certification to the County that the contractor has remedied the noncompliance within 180 days after notifying the County of its noncompliance, then the agreement terminates, except that if the agreement termination date occurs before the end the 180 day period, the agreement terminates on the agreement termination date. SECTION XIX - WRITTEN CERTIFICATION PURSUANT TO A.R.S. § 35-393.01 If vendor engages in for-profit activity and has 10 or more employees, and if this agreement has a value of $100,000 or more, vendor certifies it is not currently engaged in, and agrees for the duration of this agreement to not engage in, a boycott of goods or services from Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842. (END OF SECTION) Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 15 SIGNATURE PAGE IN WITNESS WHEREOF, the parties herein have executed this contract. CONSULTANT’S LEGAL NAME By Principal of the Firm Printed Name Title Date Tax Identification Number Vendor Terms NIGP Commodity Code (Advantage) MARICOPA COUNTY OFFICE OF PROCUREMENT SERVICES APPROVED BY By Kevin Tyne, Chief Procurement Officer Date LEGAL REVIEW Approved as to form and within the powers and authority granted under the laws of the State of Arizona to the County. By Deputy County Attorney Date Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 16 EXHIBIT A – SCOPE OF WORK Rural Water and Wastewater Infrastructure Serial No. 230075-DSE Contract between Maricopa County and Consultant’s Name Page 17 EXHIBIT B – CONSULTANT’S FEE SCHEDULE