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SERIAL 210185-S DRAINAGE STRUCTURE CLEANING SERVICES DATE OF LAST REVISION: July 14, 2021 CONTRACT END DATE: July 31, 2023 CONTRACT PERIOD THROUGH JULY 31, 2023 TO: All Departments FROM: Office of Procurement Services SUBJECT: Contract for DRAINAGE STRUCTURE CLEANING SERVICES Attached to this letter is published an effective purchasing contract for products and/or services to be supplied to Maricopa County activities as awarded by Maricopa County on July 14, 2021 (Eff. 08/01/21). All purchases of products and/or services listed on the attached pages of this letter are to be obtained from the vendor holding the contract. Individuals are responsible to the vendor for purchases made outside of contracts. The contract period is indicated above. LN/mm Attach Copy to: Office of Procurement Services Suzi Williams, MCDOT Doreen Toby, MCDOT Tony Delsol-MCDOT (Please remove Serial 16135-S from your contract notebooks) SERIAL 210185-S FPS CIVIL, LLC, 22849 N 19TH AVE, STE 120, PHOENIX, AZ 85027 COMPANY NAME: FPS Civil DOING BUSINESS AS (dba): MAILING ADDRESS: 22849 N 19th Ave, STE 120 REMIT TO ADDRESS: 22849 N 19th Ave, STE 120 TELEPHONE NUMBER: 602-708-7377 FAX NUMBER: 602-445-9305 WWW ADDRESS: www.fpscivil.com REPRESENTATIVE NAME: Josh France REPRESENTATIVE TELEPHONE NUMBER: 602-708-7377 REPRESENTATIVE EMAIL ADDRESS Estimating@fpscivil.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE 0 FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS Service Per Unit Bid 8" to 24" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $17.00 Includes Operator and Equipment 30" to 42" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $23.00 Includes Operator and Equipment 48" to 60" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $46.00 Includes Operator and Equipment 66" to 90" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $92.00 Includes Operator and Equipment Scuppers and Catch Basins Per Structure $275.00 Includes Operator and Equipment Cattle Guards; 8'' x 8' Sections Each $190.00 Includes Operator & Equipment SERIAL 210185-S FPS CIVIL, LLC, Drywell; "Maxwell Type IV" or Equal Per Hour $200.00 Basic Depth 30'Includes Operator and Equipment Drywell; "Maxwell Type IV" or Equal Basic Per Hour $200.00 Depth 60'Includes Operator and Equipment Traffic Control Setup Typical Setup i.e. Allowance per MAG Spec. Section $295.00 Shoulder Closure; Lane Closure or Mobile Operation 109.4.6 Traffic Control Devices Crash Attenuator on Moving Allowance per MAG Spec. Section $225.00 Operation Uniformed Officer with Vehicle 109.4.6 Gannon or Bobcat Includes Operator and Equipment Per Hour $100.00 Labor for services not specified; outside the scope of Per Hour $50.00 the contract; including hand tools if needed Video Pipe Inspection with DVD Per Hour $250.00 Utility Locating Service through AZ811 (Potholing) Per Location $200.00 PRICING SHEET: NIGP CODE 96873 Terms: NET 30 Vendor Number: VS0000004090 Certificates of Insurance Required Contract Period: To cover the period ending July 31, 2023. MARICOPA COUNTY, ARIZONA June 15, 2021 SERIAL 210185-S RILEY INDUSTRIAL SERVICES, INC., 2615 SAN JUAN BLVD, FARMINGTON, NM 87401 COMPANY NAME: Riley Industrial Services, Inc. DOING BUSINESS AS (dba): Riley Industrial Services, Inc. MAILING ADDRESS: 2615 San Juan blvd. REMIT TO ADDRESS: 2615 San Juan blvd. TELEPHONE NUMBER: 5053274947 FAX NUMBER: 5053260305 WWW ADDRESS: www.rileyindustrial.com REPRESENTATIVE NAME: Alicia McCuller REPRESENTATIVE TELEPHONE NUMBER: 505327-4947 REPRESENTATIVE EMAIL ADDRESS aliciar@rileyindustrial.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS Service Per Unit Bid 8" to 24" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $15.60 Includes Operator and Equipment 30" to 42" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $23.50 Includes Operator and Equipment 48" to 60" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $30.00 Includes Operator and Equipment 66" to 90" Round Pipe - Reinforced Concrete or Corrugated Steel; Horizontal/Vertical Elliptical Per Linear Foot of Pipe $45.00 Includes Operator and Equipment Scuppers and Catch Basins Per Structure $1,800.00 Includes Operator and Equipment Cattle Guards; 8'' x 8' Sections Each $1,350.00 Includes Operator & Equipment Drywell; "Maxwell Type IV" or Equal Per Hour $225.00 Basic Depth 30'Includes Operator and Equipment SERIAL 210185-S RILEY INDUSTRIAL SERVICES, INC. Drywell; "Maxwell Type IV" or Equal Basic Per Hour $225.00 Depth 60'Includes Operator and Equipment Traffic Control Setup Typical Setup i.e. Allowance per MAG Spec. Section $675.00 Shoulder Closure; Lane Closure or Mobile Operation 109.4.6 Traffic Control Devices Crash Attenuator on Moving Allowance per MAG Spec. Section $1,320.00 Operation Uniformed Officer with Vehicle 109.4.6 Gannon or Bobcat Includes Operator and Equipment Per Hour $160.00 Labor for services not specified; outside the scope of Per Hour $40.00 the contract; including hand tools if needed Video Pipe Inspection with DVD Per Hour $170.00 Utility Locating Service through AZ811 (Potholing) Per Location $900.00 PRICING SHEET: NIGP CODE 96873 Terms: NET 30 Vendor Number: VS0000005553 Certificates of Insurance Required Contract Period: To cover the period ending July 31, 2023. MARICOPA COUNTY, ARIZONA June 15, 2021 SERIAL 210185-S DRAINAGE STRUCTURE CLEANING SERVICES 1.0 INTENT 1.1 The intent of this Invitation for Bids is to provide multiple sources for storm culvert and sanitary line drainage structure cleaning using high pressure hydro-jetting, as indicated in the specifications below. The contractor shall provide cleaning services for: storm drains, storm drainpipes, culverts, box culverts, dry wells, catch basins, and other drainage structures for Maricopa County Department of Transportation (MCDOT). Services will be on an as needed basis and performed in a variety of locations within County boundaries. Task orders shall be issued by the County for identified work as determined by the County. 1.2 The County intends to award this contract to multiple vendors. The County reserves the right to award in whole or in part, by item or by group of items, by section or geographic area or make multiple awards where such action serves the County’s best interest. The County reserves the right to change this award method based on bids received if deemed in the best interest of the County. 1.3 Other governmental entities under agreement with Maricopa County (County) may have access to services provided hereunder (see also Sections 3.11 and 3.12 below). 1.4 The County reserves the right to add additional contractors, at the County’s sole discretion, in cases where the currently listed contractors are of an insufficient number or skill-set to satisfy the County’s needs or to ensure adequate competition on any project or task order work. 2.0 SPECIFICATIONS 2.1 Contractor(s) shall provide storm drain cleaning, storm drainpipe cleaning, culvert cleaning, box culvert cleaning, pressure washer separators/vaults, sumps, wet wells, catch basin and drywell cleaning and inspection for Maricopa County. Work shall be performed at a variety of locations within Maricopa County. 2.2 Upon request contractor shall perform hydro-jetting and vacuuming of material from storm culvert and drainage structures. This service to be all inclusive, that is, the labor rate bid shall include all materials, mileage, tools, equipment, labor, supervision, and transportation. 2.3 All work must comply with Environmental Protection Agency (EPA), Occupational Safety and Health Administration (OSHA), and any state, County, or local regulations in effect at each service location. Contractor shall adhere to all regulations, rules, ordinances, and standards set by Federal, state, County, and municipal governments pertaining to safety on the job site. If the contractor is found not to be in compliance with Federal, state, County, and/or municipal safety rules, ordinances, policy, procedure, or codes, the County may, in accordance with the “Suspension of Work” clause of the contract, suspend the work without cost to the County until such non-compliant issues are rectified to the satisfaction of the using agency. Continued non-compliance may result in termination of the contract. 2.4 Services include, but are not limited to, Vactor truck/high velocity jet rodding services or suctions/pumping truck for storm drain cleaning, storm pipe cleaning, box culvert cleaning, wet well, and drywell cleaning. Contractor will also be responsible to clear and remove five feet of debris at pipe inlet and five feet of debris at pipe outlet. 2.5 Services shall be provided to the County between the hours of 6:00 a.m. and 5:00 p.m. MST, Monday through Friday, excluding County holidays. 2.6 All work shall be performed during the time requested by the County. All work hours and days will be subject to restrictions that are established by the County. SERIAL 210185-S 2.7 Service calls performed outside of these time parameters shall be considered after hours. In the event of an emergency, contractor shall be onsite within two hours of notification from a County representative. 2.8 At the County agency’s option, pre-set schedules may be established to perform routine maintenance and cleaning. The County will not pay for downtime if contractor’s vehicle and/or equipment is disabled or broken down while performing for work for the County. 2.9 The contractor is required to comply with all applicable standards, orders or requirements issued under the Clean Air Act, Section 206 (42 U.S.C. 1857 (h)), the Clean Water Act, Section 508 (22 U.S.C. 1268), Executive Order 11728, and United States Environmental Protection Agency (USEPA) regulations (40 CFR Part 15) or most current. Violations shall be reported to the Arizona Department of Environmental Quality and USEPA Assistant Administrator Enforcement (EN-299). Any fines, penalties, etc., regarding environmental violations shall be the sole responsibility of the contractor. 2.10 The contractor shall vacuum debris from manholes, sediment basins, and dry wells. All related debris is to be removed per County direction. 2.11 Contractor shall be responsible for the following: 2.11.1 Insuring Vactor services are in compliance with all Federal, state and local laws, regulations, statutes, codes, etc. 2.11.2 Compliance with all city, state and County dust control requirements, including obtaining permits if required. 2.11.3 Obtaining all necessary permits, fittings, and water meters that may be required. 2.11.4 Suppling water truck with operator, obtaining and purchasing any water necessary for Vactor services, supplying adequate water to accomplish job requirements. 2.11.5 Notifying County representative daily, prior to 3:00 p.m. MST on the day before service of Vactor crew status and daily schedule. 2.11.6 Providing County representative with completed route map and task list prior to invoicing. 2.12 ALLOWABLE PASS-THROUGH COSTS UNDER TIME AND MATERIALS WORK (WITH MARK-UP) 2.12.1 Authorized costs which are not listed on the pricing page shall be paid for by the contractor and invoiced to the County. Supporting documents for any allowable pass-through cost shall accompany each final invoice. All pass-through supporting documents must be itemized for labor, materials, and taxes. The following fees will be allowed a five percent administrative mark-up: 2.12.1.1 Use of subcontractors: The use of labor by subcontractors performing any work not normally performed in the scope of cleaning services for: storm drains, storm drainpipes, culverts, box culverts, dry wells, catch basins, and other drainage structures, and that cannot be performed by the prime contractor (e.g. plumbing, electrical, structural, and rigging, etc.) and that may require specialized licensing and/or certification. Prime contractor shall be responsible for ensuring that subcontractors have all proper documentation as required by the County. Use of subcontractors requires prior written approval from the County. SERIAL 210185-S 2.12.1.2 Operating costs for rented equipment, which include a condition that equipment only be operated by an employee of the rental company, are allowable at the operator rate designated by the rental company. Rental/Operating costs shall be paid by the contractor and invoiced to the County. 2.12.1.3 Permits: Any permits related to the performance of County work shall be obtained by the contractor. Permit costs shall be paid by the contractor and invoiced to the County. 2.13 EQUIPMENT 2.13.1 All vehicles used by contractor, including personal transportation vehicles, shall be clearly identified with the name of the company on each side of the vehicle. The letters shall be of such size that they are distinguishable from a distance of 20 feet. 2.13.2 All trucks and other equipment must comply with all applicable Federal, state and local rules and regulations. Contractor’s vehicles and equipment shall be maintained in good repair, appearance and in a safe and mechanically sound working condition. 2.13.3 All manufacturer’s vehicle mounted safety equipment, such as spare tires, vehicle jacks, and wheel chocks shall be present in the vehicle at all times. 2.13.4 Contractor shall not permit placing and/or use of equipment in such a manner to block vehicular traffic lanes or create a safety hazard. 2.13.5 The County will not provide storage space for contractor’s vehicles, materials, supplies or equipment. 2.13.6 Contractor will be solely responsible for any equipment breakdown repair cost associated with this service. 2.13.7 The County reserves the right to inspect equipment at any time and require the replacement of any equipment, machinery, component, or system failures that affect the safe operation of any equipment. 2.13.8 Vehicles used within the scope of this contract shall be equipped with a minimum of one amber rotating light that are equal to three as specified in the Manual on Uniform Traffic Control Devices (MUTCD). Lights shall be visible to all traffic at all times and not be blocked by material in truck beds and trailers. 2.13.9 All trucks and other equipment shall be equipped with a back-up alarm and rotating flashers, strobe lights or light bar and arrow board. 2.13.10 The equipment should be truck mounted for easy access to various locations within the County. 2.13.11 High pressure hydro jetting vacuuming truck and equipment (Vactor) shall be model year 2013 or newer. 2.13.12 Contractor’s equipment shall comply with the following minimum capabilities: 2.13.12.1 Minimum 10 cubic yard box capacity. 2.13.12.2 Minimum 1500 gallon on board tank capacity. 2.13.12.3 Minimum 100 gallon per minute at 3000 PSI jet rodder water pump capacity. SERIAL 210185-S 2.13.13 The equipment is specified on the Pricing Sheet – Attachment D. All equipment shall come with an experienced operator. 2.13.14 Vactor truck shall be equipped with an automatic vehicle location system capable of identifying the routes completed by the truck as well as identifying when a power take-off is being operated in the process. 2.13.15 Contractor must have the capability of providing two trucks simultaneously, with adequate crew, three to four employees, in the event County requires such services. 2.13.16 Vacuum shall be a 27-inch fan (or equivalent) configuration due to the requirement of removing large quantities of material from storm drain lines. 2.13.17 All work sites shall be equipped with a trailer mounted “Porta Potti” for easy access to various locations within the County. 2.14 PERSONNEL 2.14.1 The contractor shall utilize only experienced, responsible, and capable people in the performance of the work. The County may require that the contractor remove from the job covered by this contract, any employee who endangers persons or property or whose continued employment under this contract is inconsistent with the interest of Maricopa County. 2.14.2 Only authorized employees of the contractor are allowed on Maricopa County work sites. Contractor’s employees are NOT to be accompanied in their work area by acquaintances, family members, assistants, or any other person unless said person is an authorized employee of the contractor. 2.14.3 The contractor shall provide mentally alert, physically fit, adequately trained, and qualified employees to ensure contracted services progress in a safe, orderly, and timely manner. 2.14.4 Contractor’s employees shall be required to wear a clean uniform bearing contractor’s name. Employees who regularly come into direct contact with the public shall bear some means of individual identification, such as a nametag or identification card. The identification badge shall be worn on the outer garment. 2.14.5 At all times while working with the Right-of-Way, the contractor shall wear Occupational Safety and Health Administration (OSHA) approved hard hats, high visibility OSHA approved safety vests (Type III), steel toed footwear, and full-length pants. 2.14.6 Employees driving the contractor’s vehicles shall, at all times, possess and carry, a valid driver’s license issued by the state of Arizona. All contractor’s employees shall be in compliance with all OSHA, Federal, state and local regulatory agency requirements. 2.14.7 Contractor shall provide a point of contact or answering service who can reach the contractor for after hours or emergency call outs. 2.14.8 Contractor’s employees and subcontractors shall not identify themselves as being employees of the County. Employees shall conduct themselves in such a manner as to avoid embarrassment to the County and shall be courteous to the public. The County retains the right to require a particular operator be removed from working on this contract. SERIAL 210185-S 2.14.9 Contractor shall appoint a designated contractor supervisor who shall be immediately available during work activities to receive communications from the County staff by cellular phone. The contractor shall provide that number to the County before work begins. 2.14.10 The contractor shall provide the County with names and telephone numbers of all supervisory personnel who will oversee the contract. The supervisory personnel shall assist the County in coordinating operation requirements. 2.14.11 An on-site supervisor shall be in the work area at all times when work operations are taking place. The on-site supervisor shall have the authority to make decisions concerning day-to-day operations and shall assist the County’s appointed representative in making on-site inspections and in coordinating other operational requirements. The on-site supervisor shall be competent in all matters relating to the specific job tasks, including required licenses and certification required under this contract. 2.14.12 The contractor’s on-site supervisor and additional personnel as deemed necessary by the County shall communicate in English. This is not meant to require that all contractor personnel speak, read and write English. This requirement is necessary due to the following reasons that include but are not limited to: warnings of emergencies and hazards, preparation of reports, communication with County personnel and traveling public. 2.14.13 The contractor will designate a capable person as a safety supervisor/leader. This designated person will be responsible for conducting safety meetings and maintaining job site housekeeping. 2.14.14 Contractor shall exercise caution, at all times, for the protection of person and property. 2.14.15 All fines, penalties and/or repair charges resulting from the contractor’s actions shall be the responsibility of the contractor at no additional cost to the County. 2.15 BROKEN SEWER LINES AND DAMAGE TO CONTRACTOR’S EQUIPMENT 2.15.1 The County shall not be held responsible for broken cables or hoses while either cleaning a line or attempting to unclog one, with the exception of removal of contractor’s damaged equipment caused by structural defects (broken and/or out of alignment) in a line. In this case, the County will pay for labor to remove broken cables/hoses, but not to repair or the replacement of damaged equipment. The contractor must exercise caution when hydro-jetting any line. A belly in a storm/sewer line is not considered broken/damaged. 2.16 DISPOSAL OF WASTE DEBRIS 2.16.1 The contractor shall remove and transport waste and debris from jobsite to a lawful licensed dumpsite which meets all local, state and Federal requirements, ordinances, rules and regulations. 2.16.2 Contractor shall be responsible to accurately record transport activity via shipping manifests. This information shall be provided to the County and shall conform to Environmental Protection Agency (EPA) Department of Transportation (DOT) manifest forms for non-hazardous or hazardous waste, as appropriate. The manifest MUST accompany each invoice. 2.16.3 The contractor is responsible for the cost of required permits and disposal fees and to ensure the legal disposal and hauling of all waste debris. SERIAL 210185-S 2.16.4 Contractor shall not mix hazardous materials waste with the County's non- hazardous waste. If mixing occurs, the contractor assumes all liability and shall assume all applicable costs. Additionally, the contractor shall not mix wastes from others with County wastes (the exception is when disposing at an approved disposal facility). 2.16.5 Hazardous Waste disposal fees (user fees) including testing fees from the disposal will be paid by the contractor and billed back to the County without mark-up. Cost increases will be allowable on disposal fees only if supported by documentation. Copies of profile testing results must be included as part of the documentation. 2.16.6 Copies of disposal fee documentation MUST be attached to each invoice. Failure to provide the documentation will cause all fee charges AND service charges to be held back. AS THE EPA DOT MANIFEST, CONTINUED FAILURE TO PROVIDE SUCH MAY RESULT IN DEFAULT OF CONTRACT. 2.17 THE COST OF TRAVEL SHALL BE INCLUDED IN THE BID PRICE 2.17.1 Some work areas may be located in Native American Tribal communities. The contractor shall adhere to all Tribal rules and regulations, including any labor requirements, taxes, equipment fees, licenses, permits, or conditions that may be imposed by the Tribal community or reservation. Employees performing work on Tribal lands must undergo Cultural Sensitivity training. Contractor shall provide proof of such upon request. 2.18 SCHEDULING 2.18.1 MCDOT will contact the contractor to schedule and provide location(s) of storm culverts, sediment basins, and drywells to be cleaned. Contractor shall be able to provide services on an as needed, on call basis, as well as pre-scheduled cleanings. The County shall provide the contractor with a map and required frequency for cleaning services. 2.19 TRAFFIC CONTROL 2.19.1 Contractor shall keep the assigned work area safe for all residents, motorists, and pedestrians during the project. Contractor shall, upon completion of work, leave the public right of way/worksite in a neat and clean condition. No special payment will be made for this item and price shall be included in the unit bid price(s). Contractor shall return any damaged County property or private property to its original condition as determined by the County. Traffic control setups shall be continually observed and maintained by trained personnel. 2.19.2 If requested, the contractor shall provide County with a traffic control plan for each location along with a detailed schedule showing the work activities and duration. 2.19.2.1 Traffic control plans shall be submitted to County for approval five business days prior to work commencing. 2.19.2.2 Any changes to the accepted traffic control plan must be submitted 48 hours in advance of scheduled work operations, weekends and County recognized holidays are excluded. 2.19.3 All traffic control devices shall be furnished by contractor and must be in place prior to the commencement of work. 2.19.4 If traffic control is to be performed by a subcontractor, the contractor shall identify the subcontractor’s company on the traffic control plan(s). The traffic control plans shall include the name of the sub-contracting company, address, telephone number and name of the contact person. SERIAL 210185-S 2.19.5 Contractor shall provide American Traffic Safety Service Association certified traffic control technicians for all traffic control services. 2.19.6 All traffic control devices shall conform to the requirements of the MUTCD and shall be maintained in a clean and serviceable condition at all times. Any unsuitable or unserviceable devices shall be replaced immediately. The MCDOT representative shall be the sole judge of serviceability of traffic control devices. 2.19.7 All traffic shall be maintained through the work area and protected in accordance with the requirements of the MUTCD current edition as adopted by MCDOT including errata and addenda. Contractor shall provide and maintains all traffic control devices including barricades. Contractor to also maintain barricade check log and provide to County upon requested. 2.19.8 Remove all equipment and materials from each site and leave the site clean at the end of each workday and upon completion of each assigned task. 2.19.9 Contractor shall be responsible for obtaining a Temporary Traffic Control permit prior to commencing any work. Weather, emergencies, incidents or other projects and special events might require rescheduling activities. 2.19.10 In addition to the required Maintenance and Protection of Traffic Control (Traffic Control), the use of a TL-3 Truck Mounted Attenuator shall be required at all times during work with clear/recovery zone with below exceptions: 2.19.10.1 Use of attenuator is not required for work on two-lane highways with lane closures and flagging/pilot operations. 2.19.10.2 Use of attenuators may be omitted on shoulder work when shoulder is so narrow, soft, etc. that vehicles cannot completely pull off the roadway, which would result in the side of the vehicles obstructing a travel lane. Determination of unsatisfactory shoulder conditions shall be determined on a site-specific basis. 2.20 UNIFORMED OFFICER AND VEHICLE USAGE 2.20.1 Law enforcement is defined as sworn uniformed off-duty police officers with a properly identified police vehicle that has working blue and red flashing lights. The intent of having law enforcement included in a project is to assist with monitoring the work zone. 2.20.2 In utilizing law enforcement in County work zones, the officers should be expected to be alert and monitor the entire work zones. The officers should not conduct personal business while on the job site. The officer is expected to spend part of their time outside the vehicle, visible to the public. 2.20.3 The contractor shall be responsible for ALL scheduling, contacting and coordination as well as payment of Off-Duty Uniformed Law Enforcement Officers used on this contract. Acceptance of the contractor’s request for approval of Off- Duty Uniformed Law Enforcement Officers by the County shall not be construed as relieving the contractor if its obligation to contact the law enforcement agency for any changes in scheduling or coordination. 2.21 CONTRACTOR QUALIFICATIONS 2.21.1 Contractor must have performed work successfully for at least three other projects, within last two years, with pipe lengths and pipe diameters similar to this project. SERIAL 210185-S 2.22 INSPECTION 2.22.1 Contractor shall notify County and engineer: 2.22.1.1 A minimum of five days prior to the anticipated commencement of inspections in any one area and twenty-four hours in advance of actual start. 2.22.1.2 When obstruction, restricting flow in pipeline, is discovered. 2.22.1.3 If depth of flow in pipeline exceeds 25 percent of pipe diameter. 2.22.1.4 If pipe configuration in field is different than shown on maps, notification shall include diagram clearly indicating location of structure in relation to immediately adjacent structures. 2.22.1.5 If unsafe or impractical conditions exist for manual (walk-through) inspections. 2.22.2 Photographs 2.22.2.1 Contractor shall provide digital photographs showing defect whenever defect is encountered that interrupts completion of inspection (i.e., collapsed pipe, deformed pipe, severe offset joints, heavy debris or roots). 2.22.2.2 Provide printed label on front of photograph with structure identification number, footage (if not visible on photograph), and defect type. 2.22.2.3 Contractor shall submit photograph of cleaned structure along with invoice. 2.22.3 Measurement 2.22.3.1 Obtain pipe diameter by physical measurement in upstream (or downstream) access structure. 2.22.3.2 Verify pipe material (e.g., Reinforced Concrete Pipe(RCP), Vitrified Clay Pipe(VCP), and Corrugated Metal Pipe(CMP)) and surface lengths between manholes. 2.22.3.3 Footage measurements shall begin at centerline of upstream manhole, unless County and engineer approves otherwise. 2.22.4 Continuous Footage Readings 2.22.4.1 Use to identify location of defects. 2.22.4.2 Accurate to within plus or minus two-feet error within every 100 feet. 2.22.4.3 Defect identifications are to be called out and recorded to the nearest one foot. 2.22.4.4 Line segment recording will be unacceptable if continuous footage meter is inaccurate, or identified defects, or features, leave doubt as to accuracy of locations or total length. 2.22.4.5 For measurement of distance to defects, attach marker flag to top of camera yoke. Measurements recorded in log shall be zeroed in SERIAL 210185-S alignment with marker rather than camera itself. Measurement shall be zeroed after each segment inspected. 2.22.4.6 Check accuracy of measurement meters daily by use of walking meter, roll-a-tape, or another suitable device. 2.22.5 Manual Inspections 2.22.5.1 May be used for pipes 60 inches and larger where conditions allow inspection crew to safely walk through pipe. Provide specific reasons if manual inspections are impractical or unsafe. Use remote inspection methods for those lines. 2.23 CONFINED SPACE REQUIREMENTS 2.23.1 The contractor shall comply with all applicable laws and regulations regarding confined spaces and as directed by OSHA. In addition, entry into the pump houses shall also comply with OSHA 1910.146 Permit Required Confined Spaces. Permit required confined space is defined as a space that has one or more of the following characteristics: 2.23.1.1 Contains or has the potential to contain a hazardous atmosphere. 2.23.1.2 Contains a material with the potential to engulf someone who enters the space. 2.23.1.3 Has an internal configuration that might cause an entrant to be trapped or asphyxiated by inwardly converging walls or by a floor that slopes downward and tapers to a smaller cross section. 2.23.1.4 Contains any other recognized serious safety or health hazards. 2.23.2 The contractor shall measure and record air quality/atmosphere readings of the confined space prior to and during work operations. The contractor is responsible to provide any necessary rescue equipment, safety monitoring equipment and Personal Protection Equipment (PPE). 2.23.3 The contractor shall provide a written safety plan addressing the hazards likely to be encountered. The safety plan shall be submitted for review to the County prior to commencing work. OSHA Confined Space Entry procedures for recovery of inspection equipment without personnel entry into the confined space shall be defined in the written safety plan. 2.23.4 Personnel shall be trained in confined space entry and hazardous atmospheres in accordance with current OSHA requirements. 2.23.5 A confined space entry procedure shall be developed by contractor. 2.23.6 Confined space entry procedure shall address hazards associated with space and control measures that shall be implemented in order to protect employees during inspection activities. 2.23.7 Provide site specific training for all personnel working on project prior to starting manual inspections. Provide accommodations and site-specific training for owner and engineer. 2.23.8 Submit training and inspection plan at least seven days prior to the starting manual inspections. SERIAL 210185-S 2.23.9 Take digital color photographs as instructed by owner and engineer, or as deemed necessary by in-pipe technician. 2.24 DOCUMENTATION OF WORK PRODUCT 2.24.1 The County shall have the final decision on all questions which may arise as to the quality and acceptability of any work performed under this contract, and final review of invoice quantities. 2.24.2 Completed inspection log sheets, photographs, corrected inventories, inspection summaries, and final reports are required. 2.24.3 County reserves the right to inspect any and all services, and related service documentation, provided by the contractor. 2.24.4 If County determines that rework is necessary because of poor quality workmanship or incomplete work, rework shall be performed within five days at no additional cost to the County. 2.24.5 Inspection Log Sheet 2.24.5.1 Complete one log for each manhole-to-manhole section of pipe. Provide separate logs for normal and reverse setups of same segment. 2.24.5.2 Other data of significance, including any defects not noted above. 3.0 PURCHASING REQUIREMENTS 3.1 DELIVERY 3.1.1 Delivery is desired as soon as possible, and details shall be stipulated on the purchase order. Contractor shall notify the County representative listed on the order if the requested delivery date and/or the anticipated lead time cannot be met. Failure to communicate to County changes in the order status may result in default proceedings. 3.1.2 Supplies or equipment shall be delivered between the hours of 6:00 a.m. to 4:30 p.m. MST, Monday through Friday, except on County recognized holidays. 3.1.3 Delivery shall be F.O.B. Destination Freight Prepaid. 3.2 SHIPPING TERMS Bid price(s) and terms shall be F.O.B. Destination Freight Prepaid at the location(s) stipulated on the purchase order. All delivery locations are within Maricopa County. 3.3 ACCEPTANCE Upon completion, services shall be deemed accepted and the warranty period shall begin. Successful service delivery shall be defined as a) material(s)/equipment is installed (as necessary) and fully operational; and b) the department has deemed all service/work completed, including but not limited to any inspection, repair, installation, design, development, deployment, operation, and initial training, (as applicable). Additionally, all documentation shall be completed prior to final acceptance. 3.4 WARRANTY 3.4.1 All services furnished under this contract shall conform to the requirements of this contract. SERIAL 210185-S 3.4.2 Service and/or Repair Warranty 3.4.2.1 The warranty shall cover all parts and labor for a period of one year from formal acceptance by the County. Any manufacturer warranty beyond one year shall be passed on to the County. 3.4.2.2 Contractor shall indicate on the price sheet the duration of the warranty and any applicable limitations or conditions which may apply. 3.4.2.3 Contractor agrees that it will, at its own expense, provide all labor and parts required to remove, repair or replace, and reinstall any such defective workmanship and/or materials which becomes or is found to be defective during the term of this warranty. Contractor shall guarantee the services to be supplied comply with all applicable regulations. 3.5 USAGE REPORT Contractor shall furnish the County a usage report upon request delineating the acquisition activity governed by the contract. The format of the report shall be approved by the County and shall disclose the quantity and dollar value of each contract item by individual unit. 3.6 BACKGROUND CHECK Bidders/proposers need to be aware that they may be required to pass multiple background checks (e.g. Sheriff’s Office, County Attorney's Office, Courts, as well as County general government) to determine if the respondent is acceptable to do business with the County. This applies to (but is not limited to) the company, subcontractors, and employees. 3.7 INVOICES AND PAYMENTS 3.7.1 Contractor shall submit one legible copy of their detailed invoice before payment(s) will be made. Incomplete invoices will not be processed. At a minimum, the invoice must provide the following information: • Company name, address, and contact information • County bill-to name and contact information • Contract serial number • County purchase order number • Invoice number and date • Payment terms • Date of service or delivery • Quantity (e.g., number of days or weeks) • Contract line item number(s) • Arrival time and completion time (if applicable) • Line item description of service purchase (product or services) • Line item unit of measure • Pricing per unit of purchase • Extended price (by line item) • Total amount due 3.7.2 Problems regarding billing or invoicing shall be directed to the department as listed on the purchase order. 3.7.3 Payment shall only be made to the contractor by Accounts Payable through the Maricopa County Vendor Express Payment Program. This is an Electronic Funds Transfer (EFT) process. After contract award, the contractor shall complete the Vendor Registration Form accessible through the County Department of Finance Vendor Registration website at https://www.maricopa.gov/5169/Vendor- Information. SERIAL 210185-S 3.7.4 Discounts offered in the contract shall be calculated based on the date a properly completed invoice is received by the County. 3.7.5 EFT payments to the routing and account numbers designated by the contractor shall include the details on the specific invoices that the payment covers. Contractor is required to discuss remittance delivery capabilities with their designated financial institution for access to those details. 3.8 APPLICABLE TAXES 3.8.1 It is the responsibility of the contractor to determine any and all applicable taxes and include those taxes in their proposal. The legal liability to remit the tax is on the entity conducting business in Arizona. Tax is not a determining factor in contract award. 3.8.2 The County will look at the price or offer submitted and will not deduct, add, or alter pricing based on speculation or application of any taxes, nor will the County provide contractor any advice or guidance regarding taxes. If you have questions regarding your tax liability, seek advice from a tax professional prior to submitting your bid. You may also find information at https://www.azdor.gov/Business.aspx. Once your bid is submitted, the offer is valid for the time specified in this solicitation, regardless of mistake or omission of tax liability. If the County finds over payment of a project due to tax consideration that was not due, the contractor will be liable to the County for that amount, and by contracting with the County agrees to remit any overpayments back to the County for miscalculations on taxes included in a bid price. 3.8.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, state, and local taxes applicable to their operation and any persons employed by the contractor. Contractor shall, and require all subcontractors to, hold the County 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 Workers’ Compensation. Contractor may be required to establish, to the satisfaction of County, that any and all fees and taxes due to the City or the State of Arizona for any license or transaction privilege taxes, use taxes, or similar excise taxes are currently paid (except for matters under legal protest). 3.9 PERFORMANCE It shall be the contractor’s responsibility to meet the proposed performance requirements. The County reserves the right to obtain services on the open market in the event the contractor fails to perform, and any price differential will be charged against the contractor. 3.10 POST AWARD MEETING Contractor may be required to attend a post-award meeting with the department to discuss the terms and conditions of this contract. This meeting will be coordinated by the procurement officer of the contract. Prior to commencement of work, the County will arrange a meeting with the contractor to discuss operational plans for execution of the contracted work. At this meeting, the contractor shall submit the following: Work Schedule – Prior to the start of the projects, the contractor shall provide the County with a final work schedule. Safety Plan – Prior to the start of the projects, the contractor shall provide the County with a copy of the safety plan. SERIAL 210185-S 3.11 STRATEGIC ALLIANCE for VOLUME EXPENDITURES (SAVE) The County is a member of the SAVE cooperative purchasing group. SAVE includes the State of Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified school districts. Under the SAVE Cooperative Purchasing Agreement, and with the concurrence of the successful respondent under this solicitation, a member of SAVE may access a contract resulting from a solicitation issued by the County. If contractor does not want to grant such access to a member of SAVE, state so in the bid. In the absence of a statement to the contrary, the County will assume that contractor does wish to grant access to any contract that may result from this bid. The County assumes no responsibility for any purchases by using entities. 3.12 INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPAs) County currently holds ICPAs with numerous governmental entities. These agreements allow those entities, with the approval of the contractor, to purchase their requirements under the terms and conditions of the County contract. It is the responsibility of the non- County government entity to perform its own due diligence on the acceptability of the contract under its applicable procurement rules, processes, and procedures. Certain governmental agencies may not require an ICPA and may utilize this contract if it meets their individual requirements. Other governmental agencies may enter into a separate Statement of Work with the contractor to meet their own requirements. The County is not a party to any uses of this contract by other governmental entities. 4.0 CONTRACTUAL TERMS & CONDITIONS 4.1 CONTRACT TERM This Invitation for Bids is for awarding a firm, fixed-price purchasing contract to cover a term of two year(s). 4.2 OPTION TO RENEW The County may, at its option and with the concurrence of the contractor, renew the term of this contract up to a maximum of four additional year(s), (or at the County’s sole discretion, extend the contract on a month-to-month basis for a maximum of six months after expiration). Contractor shall be notified in writing by the Office of Procurement Services of the County’s intention to renew the contract term at least 60 calendar days prior to the expiration of the original contract term. 4.3 CONTRACT COMPLETION In preparation for contract completion, the contractor shall make all reasonable efforts for an orderly transition of its duties and responsibilities to another provider and/or to the County. This may include, but is not limited to, preparation of a transition plan and cooperation with the County or other providers in the transition. The transition includes the transfer of all records and other data in the possession, custody, or control of the contractor that are required to be provided to the County either by the terms of this agreement or as a matter of law. The provisions of this clause shall survive the expiration or termination of this agreement. 4.4 PRICE ADJUSTMENTS 4.4.1 Any requests for reasonable price adjustments must be submitted 60 calendar days prior to the contract expiration. Requests for adjustment in cost of labor and/or materials must be supported by appropriate documentation. The reasonableness of the request will be determined by comparing the request with the Consumer Price Index or by performing a market survey. If County agrees to SERIAL 210185-S the adjusted price terms, County will issue written approval of the change and provide an updated version of the contract. The new change shall not be in effect until the date stipulated on the updated version of the contract. 4.5 INDEMNIFICATION 4.5.1 To the fullest extent permitted by law, and to the extent that claims, damages, losses, or expenses are not covered and paid by insurance purchased by the contractor, the contractor shall defend, indemnify, and hold harmless the County (as Owner), its agents, representatives, officers, directors, officials, and employees from and against all claims, damages, losses, and expenses (including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from, the negligent acts, errors, omissions, or mistakes relating to the performance of this contract. 4.5.2 Contractor's duty to defend, indemnify, and hold harmless the 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 of, or destruction of tangible property, including loss of use resulting therefrom, caused by negligent acts, errors, omissions, or mistakes in the performance of this contract, but only to the extent caused by the negligent acts or omissions of the contractor, a subcontractor, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss, or expense is caused in part by a party indemnified hereunder. 4.5.3 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 section. 4.5.4 The scope of this indemnification does not extend to the sole negligence of County. 4.6 INSURANCE 4.6.1 Contractor, at contractor’s own expense, shall purchase and maintain, at a minimum, the herein stipulated insurance from a company or companies duly licensed by the State of Arizona and possessing an AM Best, Inc. category 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. 4.6.2 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. 4.6.3 In the event that the insurance required is written on a claims-made basis, contractor warrants that any retroactive date under the policy shall precede the effective date of this contract and either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two years beginning at the time work under this contract is completed. 4.6.4 Contractor’s insurance will be primary insurance as respects County, and any insurance or self-insurance maintained by County will not contribute to it. SERIAL 210185-S 4.6.5 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. 4.6.6 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. Contractor shall be solely responsible for the deductible and/or self-insured retention and County, at its option, may require contractor to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 4.6.7 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. 4.6.8 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 contractor’s work or service. 4.6.9 If available, the insurance policies required by this contract may be combined with Commercial Umbrella Insurance policies to meet the minimum limit requirements. If a Commercial Umbrella insurance policy is utilized to meet insurance requirements, the Certificate of Insurance shall indicate which lines the Commercial Umbrella Insurance covers. 4.6.9.1 Commercial General Liability Commercial General Liability (CGL) insurance with a limit of not less than $1,000,000 for each occurrence, $2,000,000 Products/Completed Operations Aggregate, and $2,000,000 General Aggregate Limit. The policy shall include coverage for premises liability, bodily injury, broad form property damage, personal injury, products and completed operations and blanket contractual coverage, and shall not contain any provisions which would serve to limit third-party action over claims. There shall be no endorsement or modifications of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. 4.6.9.2 Automobile Liability Commercial/Business Automobile Liability 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 contractor’s owned, hired, and non-owned vehicles assigned to or used in performance of the contractor’s work or services or use or maintenance of the premises under this contract. 4.6.9.3 Workers’ Compensation 4.6.9.3.1 Workers’ Compensation insurance to cover obligations imposed by Federal and state statutes having jurisdiction of contractor’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. SERIAL 210185-S 4.6.9.3.2 Contractor, its subcontractors, and sub-subcontractors waive all rights against this contract 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 contractor, its subcontractors, and its sub-subcontractors pursuant to this contract. 4.6.9.4 Errors and Omissions/Professional Liability Insurance Errors and Omissions (Professional Liability) insurance which will insure and provide coverage for errors or omissions or professional liability of the contractor, with limits of no less than $2,000,000 for each claim. 4.6.9.5 Certificates of Insurance 4.6.9.5.1 Prior to contract award, contractor shall furnish the County with valid and complete certificates of insurance, or formal endorsements as required by the contract in the form provided by the County, issued by contractor’s insurer(s), as evidence that policies providing the required coverage, conditions, and limits required by this contract are in full force and effect. Such certificates shall identify this contract number and title. 4.6.9.5.2 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 contractor’s work or services and as evidenced by annual Certificates of Insurance. 4.6.9.5.3 If a policy does expire during the life of the contract, a renewal certificate must be sent to County 15 calendar days prior to the expiration date. 4.6.9.6 Cancellation and Expiration Notice Applicable to all insurance policies required within the insurance requirements of this contract, contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without 30 calendar days prior written notice to Maricopa County. Contractor shall provide notice to Maricopa County, within two business days of receipt, if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to Maricopa County Office of Procurement Services and shall be mailed or hand delivered to 160 South 4th Avenue, Phoenix, AZ 85003, or emailed to the procurement officer noted in the solicitation. 4.7 FORCE MAJEURE 4.7.1 Neither party shall be liable for failure of performance, nor incur any liability to the other party on account of any loss or damage resulting from any delay or failure to perform all or any part of this contract, if such delay or failure is caused by events, occurrences, or causes beyond the reasonable control and without negligence of the parties. Such events, occurrences, or causes include, but are not limited to, acts of God/nature (including fire, flood, earthquake, storm, hurricane, or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or SERIAL 210185-S usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage, embargo, labor dispute, strike, and interruption or failure of electricity or telecommunication service, and pandemic. 4.7.2 Each as applicable, shall give the other party notice of its inability to perform and particulars in reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and remove, as soon as practicable, the cause of its inability to perform or comply. 4.7.3 The party asserting Force Majeure as a cause for non-performance shall have the burden of proving that reasonable steps were taken to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other party was timely notified of the likelihood or actual occurrence which would justify such an assertion, so that other prudent precautions could be contemplated. 4.8 ORDERING AUTHORITY Any request for purchase shall be accompanied by a valid purchase order issued by a County department or directed by a Certified Agency Procurement Aid (CAPA) with a purchase card for payment. 4.9 AVAILABILITY OF FUNDS 4.9.1 The provisions of this contract relating to payment shall become effective when funds assigned for the purpose of compensating the contractor as herein provided are actually available to County for disbursement. The County will be the sole judge and authority in determining the availability of funds under this contract. County will keep the contractor fully informed as to the availability of funds. 4.9.2 If any action is taken by any state agency, Federal department, or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection with, this contract, County may amend, suspend, decrease, or terminate its obligations under, or in connection with, this contract. In the event of termination, County will be liable for payment only for services rendered prior to the effective date of the termination, provided that such services are performed in accordance with the provisions of this contract. County will give written notice of the effective date of any suspension, amendment, or termination under this section, at least 10 days in advance. 4.10 PROCUREMENT CARD ORDERING CAPABILITY County may opt to use a procurement card ( VISA or Mastercard) to make payment for orders under this contract. SERIAL 210185-S 4.11 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION This contract does not guarantee any minimum or maximum purchases will be made. Orders will only be placed under this contract when the County identifies a need and proper authorization and documentation have been approved. 4.12 PURCHASE ORDERS 4.12.1 County reserves the right to cancel purchase orders within a reasonable period of time after issuance. Should a purchase order be canceled, the County agrees to reimburse the contractor for actual and documentable costs incurred by the contractor in response to the purchase order. The County will not reimburse the contractor for any costs incurred after receipt of County notice of cancellation, or for lost profits, or for shipment of product prior to issuance of purchase order. 4.12.2 Contractor agrees to accept verbal notification of cancellation of purchase orders from the County with written notification to follow. Contractor specifically acknowledges to be bound by this cancellation policy. 4.13 SUSPENSION OF WORK The procurement officer may order the contractor, in writing, to suspend, delay, or interrupt all or any part of the work of this contract for the period of time that the procurement officer determines appropriate for the convenience of the County. No adjustment shall be made under this clause for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause, including the fault or negligence of the contractor. No request for adjustment under this clause shall be granted unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of the suspension, delay, or interruption, but not later than the date of final payment under the contract. 4.14 STOP WORK ORDER 4.14.1 The procurement officer 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 a period of 90 calendar days after the order is delivered to the contractor, and for any further period to which the parties may agree. 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. Within a period of 90 calendar days after a stop work order is delivered to the contractor, or within any extension of that period to which the parties shall have agreed, the procurement officer shall either: 4.14.2 cancel the stop work order; or 4.14.3 terminate the work covered by the order as provided in the Termination for Default or the Termination for Convenience clause of this contract. 4.14.4 The procurement officer may make an equitable adjustment in the delivery schedule and/or contract price, and the contract shall be modified, in writing, accordingly, if the contractor demonstrates that the stop work order resulted in an increase in costs to the contractor. 4.15 TERMINATION FOR CONVENIENCE Maricopa County may terminate the resultant contract for convenience by providing 60 calendar days advance notice to the contractor. 4.16 TERMINATION FOR DEFAULT SERIAL 210185-S 4.16.1 The County may, by written Notice of Default to the contractor, terminate this contract in whole or in part if the contractor fails to: 4.16.1.1 deliver the supplies or to perform the services within the time specified in this contract or any extension; 4.16.1.2 make progress, so as to endanger performance of this contract; or 4.16.1.3 perform any of the other provisions of this contract. 4.16.2 The County’s right to terminate this contract under these subparagraphs may be exercised if the contractor does not cure such failure within 10 business days (or more if authorized in writing by the County) after receipt of a Notice to Cure from the procurement officer specifying the failure. 4.17 STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST Notice is given that, pursuant to Arizona Revised Statute (A.R.S.) § 38-511, the County may cancel any contract without penalty or further obligation within three years after execution of the contract, if any person significantly involved in initiating, negotiating, securing, drafting, or creating the 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 consultant to any other party of the contract with respect to the subject matter of the contract. Additionally, pursuant to A.R.S. § 38-511, 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 the result of the contract. 4.18 OFFSET FOR DAMAGES In addition to all other remedies at Law or Equity, the County may offset from any money due to the contractor any amounts contractor owes to the County for damages resulting from breach or deficiencies in performance of the contract. 4.19 SUBCONTRACTING 4.19.1 Contractor may not assign to another contractor or subcontract to another party for performance of the terms and conditions hereof without the written consent of the County. All correspondence authorizing subcontracting must reference the bid serial number and identify the job or project. 4.19.2 The subcontractor’s rate for the job shall not exceed that of the prime contractor’s rate, as bid in the pricing section, unless the prime contractor is willing to absorb any higher rates. The subcontractor’s invoice shall be invoiced directly to the prime contractor, who in turn shall pass-through the costs to the County, without mark- up. A copy of the subcontractor’s invoice must accompany the prime contractor’s invoice. 4.20 AMENDMENTS All amendments to this contract shall be in writing and approved/signed by both parties. Maricopa County Office of Procurement Services shall be responsible for approving all amendments for Maricopa County. SERIAL 210185-S 4.21 ADDITIONS/DELETIONS OF SERVICES The County reserves the right to add and/or delete services to a contract. If additional services are required from a contract, prices for such additions will be negotiated between the contractor and the County. 4.22 RIGHTS IN DATA 4.22.1 The County shall have the use of data and reports resulting from a contract without additional cost or other restriction except as may be established by law or applicable regulation. Each party shall supply to the other party, upon request, any available information that is relevant to a contract and to the performance thereunder. 4.22.2 Data, records, reports, and all other information generated for the County by a third party as the result of a contract are the property of the County and shall be provided in a format designated by the County or shall be and remain accessible to the County into perpetuity. 4.23 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW 4.23.1 In accordance with section MC1-373 of the Maricopa County Procurement Code, the contractor agrees to retain (physical or digital copies of) all books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this contract for six years after final payment or until after the resolution of any audit questions which could be more than six years, whichever is latest. The County, Federal or state auditors and any other persons duly authorized by the department shall have full access to and the right to examine, copy, and make use of, any and all said materials. 4.23.2 If the contractor’s books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this contract are not sufficient to support and document that requested services were provided, the contractor shall reimburse Maricopa County for the services not so adequately supported and documented. 4.24 AUDIT DISALLOWANCES If at any time it is determined by the County that a cost for which payment has been made is a disallowed cost, the County shall notify the contractor in writing of the disallowance. The course of action to address the disallowance shall be at sole discretion of the County, and may include either an adjustment to future invoices, request for credit, request for a check, or a deduction from current invoices submitted by the contractor equal to the amount of the disallowance, or to require reimbursement forthwith of the disallowed amount by the contractor by issuing a check payable to Maricopa County. 4.25 STRICT COMPLIANCE Acceptance by County of a performance that is not in strict compliance with the terms of the contract shall not be deemed to be a waiver of strict compliance with respect to all other terms of the contract. 4.26 VALIDITY The invalidity, in whole or in part, of any provision of this contract shall not void or affect the validity of any other provision of the contract. 4.27 SEVERABILITY SERIAL 210185-S The removal, in whole or in part, of any provision of this contract shall not void or affect the validity of any other provision of this contract. 4.28 RELATIONSHIPS 4.28.1 In the performance of the services described herein, the contractor shall act solely as an independent contractor, and nothing herein or implied herein shall at any time be construed as to create the relationship of employer and employee, co- employee, partnership, principal and agent, or joint venture between the County and the contractor. 4.28.2 The County reserves the right of final approval on proposed staff. Also, upon request by the County, the contractor will be required to remove any employees working on County projects and substitute personnel based on the discretion of the County within two business days, unless previously approved by the County. 4.29 NON-DISCRIMINATION Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 2009-09, including flow down of all provisions and requirements to any subcontractors. Executive Order 2009-09 supersedes Executive Order 99-4 and amends Executive Order 75-5 and is hereby incorporated into this contract as if set forth in full herein. During the performance of this contract, contractor shall not discriminate against any employee, client, or any other individual in any way because of that person’s age, race, creed, color, religion, sex, disability, or national origin. (Arizona Executive Order 2009-09 can be downloaded from the Arizona Memory Project at http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1.) 4.30 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. 4.31 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION 4.31.1 The undersigned (authorized official signing on behalf of the contractor) certifies to the best of his or her knowledge and belief that the contractor, its current officers, and directors: 4.31.1.1 are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from being awarded any contract or grant by any United States department or agency or any state, or local jurisdiction; 4.31.1.2 have not within a three-year period preceding this contract: 4.31.1.2.1 been convicted of fraud or any criminal offense in connection with obtaining, attempting to obtain, or as the result of performing a government entity (Federal, state or local) transaction or contract; 4.31.1.2.2 been convicted of violation of any Federal or state antitrust statutes or conviction for embezzlement, theft, forgery, bribery, falsification or destruction of records, making false SERIAL 210185-S statements, or receiving stolen property regarding a government entity transaction or contract; 4.31.1.3 are not presently indicted or criminally charged by a government entity (Federal, state or local) with commission of any criminal offenses in connection with obtaining, attempting to obtain, or as the result of performing a government entity public (Federal, state or local) transaction or contract; 4.31.1.4 are not presently facing any civil charges from any governmental entity regarding obtaining, attempting to obtain, or from performing any governmental entity contract or other transaction; and 4.31.1.5 have not within a three-year period preceding this contract had any public transaction (Federal, state or local) terminated for cause or default. 4.31.2 If any of the above circumstances described in the paragraph are applicable to the entity submitting a bid for this requirement, include with your bid an explanation of the matter including any final resolution. 4.31.3 Contractor shall 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. If this clause is applicable to a subcontractor, the contractor shall include the information required by this clause with their bid. 4.32 VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS 4.32.1 By entering into the contract, the contractor warrants compliance with the Immigration and Nationality Act (INA using E-Verify) and all other Federal immigration laws and regulations related to the immigration status of its employees and A.R.S. § 23-214(A). Contractor shall obtain statements from its subcontractors certifying compliance and shall furnish the statements to the procurement officer upon request. These warranties shall remain in effect through the term of the contract. Contractor and its subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the Immigration Reform and Control Act of 1986, as amended from time to time, for all employees performing work under the contract and verify employee compliance using the E-Verify system and shall keep a record of the verification for the duration of the employee’s employment or at least three years, whichever is longer. I-9 forms are available for download at www.uscis.gov. 4.32.2 The County retains the legal right to inspect documents of contractor and subcontractor employees performing work under this contract to verify compliance with paragraph 4.32.1 of this section. Contractor and subcontractor shall be given reasonable notice of the County’s intent to inspect and shall make the documents available at the time and date specified. Should the County suspect or find that the contractor or any of its subcontractors are not in compliance, the County will consider this a material breach of the contract and may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the contract for default, and suspension and/or debarment of the contractor. All costs necessary to verify compliance are the responsibility of the contractor SERIAL 210185-S 4.33 CONTRACTOR LICENSE REQUIREMENT 4.33.1 Contractor shall procure all permits, insurance, and licenses, and pay the charges and fees necessary and incidental to the lawful conduct of his/her business, and as necessary complete any requirements, by any and all governmental or non- governmental entities as mandated to maintain compliance with and remain in good standing. Contractor shall keep fully informed of existing and future trade or industry requirements, and Federal, state, and local laws, ordinances, and regulations which in any manner affect the fulfillment of a contract and shall comply with the same. Contractor shall immediately notify both Office of Procurement Services and the department of any and all changes concerning permits, insurance, or licenses. 4.33.2 Contractor furnishing finished products, materials, or articles of merchandise that will require installation or attachment as part of the contract shall possess any licenses required. Contractor is not relieved of its obligation to obtain and possess the required licenses by subcontracting of the labor portion of the contract. Contractors are advised to contact the Arizona Registrar of Contractors, Chief of Licensing, to ascertain licensing requirements for a particular contract. Contractor shall identify which license(s), if any, the Registrar of Contractors requires for performance of the contract. 4.34 INFLUENCE 4.34.1 As prescribed in MC1-1203 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 ethical conduct, may be grounds for disbarment or suspension under MC1-902. 4.34.2 An attempt to influence includes, but is not limited to: 4.34.2.1 A person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or educational passes or tickets, or any type of valuable contribution or subsidy 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. 4.34.3 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. 4.34.4 ABSOLUTELY NO CONTACT BETWEEN THE RESPONDENT AND ANY COUNTY PERSONNEL, OTHER THAN THE OFFICE OF PROCUREMENT SERVICES, IS ALLOWED DURING THE SOLICITATION PROCESS UNLESS THE COMMUNICATION IS IN REGARD TO PRE-EXISTING BUSINESS WITH THE COUNTY. ANY COMMUNICATIONS REGARDING THE SOLICITATION, ITS PARTICIPANTS, OR ANY DOCUMENTATION PRIOR TO THE CONTRACT AWARD MAY BE GROUNDS FOR DISMISSAL OF THE RESPONDENT FROM THE EVALUATION PROCESS. 4.35 CONFIDENTIALITY In the course of the solicitation process, the County may disclose information that is proprietary or confidential. By submitting a bid to the solicitation, the offeror agrees that, except as necessary to prepare a response to this solicitation, neither it nor its agents or employees will communicate, divulge, or disseminate to any third-party persons or entities, any information that is disclosed to it by the County during the course of these discussions without the express written authorization of the County. If the offeror does disclose County SERIAL 210185-S proprietary or confidential information to a third-party in preparing a response to this solicitation, it shall require the third-party to acknowledge and comply with this provision. 4.36 CONFIDENTIAL INFORMATION 4.36.1 Any information obtained in the course of performing this contract may include information that is proprietary or confidential to the County. This provision establishes the contractor’s obligation regarding such information. 4.36.2 Contractor shall establish and maintain procedures and controls that are adequate to assure that no information contained in its records and/or obtained from the County or from others in carrying out its functions (services) under the contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the contract. Contractor’s procedures and controls, at a minimum, must be the same procedures and controls it uses to protect its own proprietary or confidential information. If, at any time during the duration of the contract, the County determines that the procedures and controls in place are not adequate, the contractor shall institute any new and/or additional measures requested by the County within 15 business days of the written request to do so. 4.36.3 Any requests to the contractor for County proprietary or confidential information shall be referred to the County for review and approval, prior to any dissemination. 4.37 PUBLIC RECORDS Under Arizona law, all offers submitted and opened are public records and must be retained by the records manager at the Maricopa County Office of Procurement Services. Offers shall be open to public inspection and copying after contract award and execution, except for such offers or sections thereof determined to contain proprietary or confidential information by the Office of Procurement Services. If an offeror believes that information in its offer or any resulting contract should not be released in response to a public record request, under Arizona law, the offeror shall indicate the specific information deemed confidential or proprietary and submit a statement with its offer detailing the reasons that the information should not be disclosed. Such reasons shall include the specific harm or prejudice which may arise from disclosure. The records manager of the Office of Procurement Services shall determine whether the identified information is confidential pursuant to the Maricopa County Procurement Code. 4.38 INTEGRATION This contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations, proposals, communications, understandings, representations, or agreements, whether oral or written, expressed, or implied. 4.39 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this contract, the contractor agrees to comply with all applicable provisions of Title 2, Subtitle A, Chapter II, Part 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. § 200 et seq. 4.40 GOVERNING LAW This contract shall be governed by the laws of the State of Arizona. Venue for any actions or lawsuits involving this contract will be in Maricopa County Superior Court, Phoenix, Arizona.