180232 CONTRACT.DOCX

SERIAL 180232 RFP INSURANCE BROKER SERVICES
DATE OF LAST REVISION: September 19, 2018 CONTRACT END DATE: September 30, 2021
CONTRACT PERIOD THROUGH SEPTEMBER 30, 2021
TO: All Departments
FROM: Office of Procurement Services
SUBJECT: Contract for INSURANCE BROKER 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 September 19, 2018 (eff. 10/01/18).
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.
AS/cm
Attach
Copy to: Office of Procurement Services
Christine Nobles, Risk Management
(Please remove Serial 13108-RFP from your contract notebooks)

CONTRACT INSURANCE BROKER SERVICES (180232-RFP)
This Contract is entered into this 19th day of September, 2018 by and between Maricopa County (“County”), a
political subdivision of the State of Arizona, and Arthur J. Gallagher Risk Management Services, Inc. an Illinois
corporation (“Contractor”) for the purchase of qualified Insurance Broker Services for Maricopa County Risk
Management.
1.0 CONTRACT TERM:
1.1 This Contract is for a term of three (3) years, beginning on the 1st day of October, 2018 and ending
the 30th day of September, 2021.
1.2 The County may, at its option and with the agreement of the Contractor, renew the term of this
Contract for additional terms up to a maximum of two (2) additional years, (or at the County’s sole
discretion, extend the contract on a month-to-month bases for a maximum of six (6) months after
expiration). The County shall notify the Contractor in writing of its intent to extend the Contract
term at least sixty (60) calendar days prior to the expiration of the original contract term, or any
additional term thereafter.
1.3 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 the
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 Contractor 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.
2.0 PRICE ADJUSTMENTS:
Any requests for reasonable price adjustments must be submitted sixty (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 the adjusted price
terms, County shall 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 Contract.
3.0 PAYMENTS:
3.1 As consideration for performance of the duties described herein, County shall pay Contractor the
sum(s) stated in Exhibit “A.”
3.2 Payment shall be made upon the County’s receipt of a properly completed invoice.

SERIAL 180232-RFP
3.3 INVOICES:
3.3.1 The Contractor shall submit one (1) 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
• 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
• Contract Item number(s)
• Description of Services provided
• Pricing per unit of purchase
• Extended price
• Total Amount Due
3.3.2 Annual Fee Payment:
3.3.2.1 Broker shall provide all services defined in the solicitation, for the compensation
the bidder has offered (pricing page, Exhibit A). Fees are a lump sum amount and
NO other fee/compensation is applicable. Should the broker require any
supplemental or contingent commissions, they should be stated on the pricing
page. Broker fee is paid on an annual basis.
3.3.3 Policy payments shall be due upon binding of said service.
3.3.4 Problems regarding billing or invoicing shall be directed to the Department as listed on the
Purchase Order.
3.3.5 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 located on the County Department of Finance Vendor Registration Web Site
(http://www.maricopa.gov/922/Vendors).
3.3.6 Discounts offered in the contract shall be calculated based on the date a properly completed
invoice is received by the County.
3.3.7 EFT payments to the routing and account numbers designated by the Contractor will
include the details on the specific invoices that the payment covers. The Contractor is
required to discuss remittance delivery capabilities with their designated financial
institution for access to those details.
3.4 APPLICABLE TAXES:
3.4.1 Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any
installation labor on items that are not attached to real property performed by Contractor
under the terms of this Contract, the installation labor cost and the gross receipts for
materials provided shall be listed separately on the Contractor’s invoices.
3.4.2 State and Local Transaction Privilege Taxes: To the extent any State and local transaction
privilege taxes apply to sales made under the terms of this Contract it is the responsibility
of the seller to collect and remit all applicable taxes to the proper taxing jurisdiction of
authority.

SERIAL 180232-RFP
3.4.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State, and
local taxes applicable to its operation and any persons employed by the Contractor.
Contractor shall, and require all subcontractors to hold Maricopa 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
Worker’s Compensation.
3.5 TAX (SERVICES):
No tax shall be invoiced or paid against Contractor’s labor. It is the responsibility of the Contractor
to determine any and all applicable taxes.
3.6 STRATEGIC ALLIANCE for VOLUME EXPENDITURES ($AVE):
The County is a member of the $AVE cooperative purchasing group. $AVE includes the State of
Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified school districts.
Under the $AVE Cooperative Purchasing Agreement, and with the concurrence of the successful
Respondent under this solicitation, a member of $AVE may access a contract resulting from a
solicitation issued by the County.
3.7 INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPA’s):
County currently holds ICPA’s 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 procurement rules,
processes and procedures.
4.0 AVAILABILITY OF FUNDS:
4.1 The provisions of this Contract relating to payment for services 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 shall be the sole judge and authority in determining the
availability of funds under this Contract. County shall keep the Contractor fully informed as to the
availability of funds.
4.2 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 shall 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 shall give written notice of
the effective date of any suspension, amendment, or termination under this Section, at least ten (10)
days in advance.
5.0 DUTIES:
5.1 The Contractor shall perform all duties stated in Exhibit “B”, or as otherwise directed in writing by
the Procurement Officer.
5.2 During the Contract term, County may provide Contractor’s personnel with adequate workspace for
consultants and such other related facilities as may be required by Contractor to carry out its
contractual obligations.

SERIAL 180232-RFP
6.0 TERMS AND CONDITIONS:
6.1 INDEMNIFICATION:
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, agents, 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.
Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives,
agents, 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 there from, 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, any one 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.
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.
Contractor’s Liability to the County, arising from any negligent acts or omissions of Contractor,
whether related to the Services provided hereunder or not, shall not exceed $20 million in the
Aggregate. Without limiting the foregoing, Contractor shall only be liable for actual damages
incurred by the County, and shall not be liable for any indirect, consequential or punitive damages.
6.2 INSURANCE:
6.2.1 Contractor, at Contractor’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.
6.2.2 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.
6.2.3 Contractor’s insurance shall be primary insurance as respects County, and any insurance
or self-insurance maintained by County shall not contribute to it.
6.2.4 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.
6.2.5 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.

SERIAL 180232-RFP
6.2.6 The Commercial General Liability insurance policy required by this Contract, shall name
County, its agents, representatives, officers, directors, officials and employees as
Additional Insureds.
6.2.7 The Commercial General Liability policy required hereunder, shall contain a mutual
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.
6.2.8 Commercial General Liability:
Commercial General Liability insurance and, if necessary, Commercial Umbrella
insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000
Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit.
6.2.9 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 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.
6.2.10 Workers’ Compensation:
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.
6.2.11 Errors and Omissions (Professional Liability) 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 Contractor, with limits of no less than $2,000,000 for each
claim.
6.2.12 Certificates of Insurance:
6.2.12.1 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.
6.2.12.2 In the event any insurance policy(ies) required by this Contract is(are) written on
a claims made basis, coverage shall extend for one (1) year past completion and
acceptance of Contractor’s work or services and as evidenced by annual
Certificates of Insurance.
6.2.12.3 If a policy does expire during the life of the Contract, a renewal certificate must
be sent to County thirty (30) calendar days after the expiration date.

SERIAL 180232-RFP
6.2.13 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. If the policy is to be
cancelled or replaced a notice shall be sent directly to Maricopa County Office of
Procurement Services and shall be mailed or hand delivered to 320 West Lincoln Street,
Phoenix, AZ 85003, or emailed to the Procurement Officer noted in the . There shall be no
lapse in coverage.
6.3 FORCE MAJEURE:
6.3.1 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 will include 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 usurped power or confiscation, terrorist activities, nationalization, government sanction,
lockout, blockage, embargo, labor dispute, strike, interruption or failure of electricity or
telecommunication service.
6.3.2 Each party, 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.
6.3.3 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.
6.3.4 The County shall reserve the right to terminate this Contract and/or any applicable order or
contract release purchase order upon non-performance by Contractor. The County shall
reserve the right to extend the Contract and time for performance at its discretion.
6.4 WARRANTY OF SERVICES:
6.4.1 The Contractor warrants that all services provided hereunder will conform to the
requirements of the Contract, including all descriptions, specifications and attachments
made a part of this Contract. County’s acceptance of services or goods provided by the
Contractor shall not relieve the Contractor from its obligations under this warranty.
6.4.2 In addition to its other remedies, County may, at the Contractor's expense, require prompt
correction of any services failing to meet the Contractor's warranty herein. Services
corrected by the Contractor shall be subject to all the provisions of this Contract in the
manner and to the same extent as services originally furnished hereunder.
6.5 INSPECTION OF SERVICES:
6.5.1 The Contractor shall provide and maintain an inspection system acceptable to County
covering the services under this Contract. Complete records of all inspection work
performed by the Contractor shall be maintained and made available to County during
Contract performance and for as long afterwards as the Contract requires.

SERIAL 180232-RFP
6.5.2 County has the right to inspect and test all services called for by the Contract, to the extent
practicable at all times and places during the term of the Contract. County shall perform
inspections and tests in a manner that will not unduly delay the work.
6.5.3 If any of the services do not conform to Contract requirements, County may require the
Contractor to perform the services again in conformity with Contract requirements, at no
cost to the County. When the defects in services cannot be corrected by re-performance,
County may:
6.5.3.1 Require the Contractor to take necessary action to ensure that future performance
conforms to Contract requirements; and
6.5.3.2 Reduce the Contract price to reflect the reduced value of the services performed.
6.5.4 If the Contractor fails to promptly perform the services again or to take the necessary action
to ensure future performance in conformity with Contract requirements, County may:
6.5.4.1 By Contract or otherwise, perform the services and charge to the Contractor,
through direct billing or through payment reduction, any cost incurred by County
that is directly related to the performance of such service; or
6.5.4.2 Terminate the Contract for default.
6.6 PERFORMANCE:
It shall be the Contractor’s responsibility to meet the proposed performance requirements. Maricopa
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.
6.7 CONTRACTOR EMPLOYEE MANAGEMENT:
6.7.1 Contractor shall endeavor to maintain the personnel proposed in their proposal throughout
the performance of this Contract. In the event that Contractor personnel’s employment
status changes, Contractor shall provide County a list of proposed candidates with
equivalent experience. Under no circumstances is it acceptable for the implementation
schedule to be impacted by a personnel change on the part of the Contractor.
6.7.2 Contractor shall not reassign any key personnel without the express consent of the County.
6.7.3 County reserves the right to immediately remove from its premises any Contractor
personnel it determines is a risk to County operations.
6.7.4 County reserves the right to request the replacement of Contractor personnel at any time,
for any reason. Said requested removal shall not be subject to part 6.7.1 of this section.
6.8 ORDERING AUTHORITY:
Any request for purchase shall be accompanied by a valid purchase order, issued by Office of
Procurement Services, a Purchase Order issued by the using Department or direction by a Certified
Agency Procurement Aid (CAPA) with a Purchase Card for payment.
6.9 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION:
6.9.1 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.

SERIAL 180232-RFP
6.9.2 Contractors agree to accept verbal notification of cancellation of Purchase Orders from the
County Procurement Officer with written notification to follow. Contractor specifically
acknowledges to be bound by this cancellation policy.
6.10 PURCHASE ORDERS:
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, shipment of product prior to issuance of Purchase Order, etc.
6.11 BACKGROUND CHECK:
Contractors need to be aware that there may be multiple background checks (Sheriff’s Office,
County Attorney's Office, Courts as well as Maricopa 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 Contractor, subcontractors and employees.
6.12 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.
6.13 STOP WORK ORDER:
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 ninety (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 ninety (90) calendar days after a stop-work
is delivered to the Contractor, or within any extension of that period to which the parties shall have
agreed, the Procurement Officer shall either:
6.13.1 Cancel the stop work order; or
6.13.2 Terminate the work covered by the order as provided in the Default, or the Termination for
Convenience clause of this Contract.
6.13.3 The Procurement Officer may make an equitable adjustment in the delivery schedule
and/or Contract price, or otherwise, 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.
6.14 TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the Contract for convenience by providing sixty (60) calendar days
advance notice to the Contractor.

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6.15 TERMINATION FOR DEFAULT:
The County may, by written notice of default to the Contractor, terminate this Contract in whole or
in part if the Contractor fails to:
6.15.1 Deliver the supplies or to perform the services within the time specified in this Contract or
any extension;
6.15.2 Make progress, so as to endanger performance of this Contract; or
6.15.3 Perform any of the other provisions of this Contract.
The County’s right to terminate this contract under these subparagraphs may be exercised if the
Contractor does not cure such failure within ten (10) business days (or more if authorized in writing
by the County) after receipt of the notice from the Procurement Officer specifying the failure.
6.16 STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST:
Notice is given that pursuant to 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.
6.17 CONTRACTOR LICENSE REQUIREMENT:
6.17.1 The Contractor shall procure all permits, insurance, licenses and pay the charges and fees
necessary and incidental to the lawful conduct of his/her business, and as necessary
complete any required certification requirements, required by any and all governmental or
non-governmental entities as mandated to maintain compliance with and in good standing
for all permits and/or licenses. The Contractor shall keep fully informed of existing and
future trade or industry requirements, 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.
6.18 SUBCONTRACTING:
6.18.1 The 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 Contract Number and
identify the job project.
6.18.2 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
or the County has approved the increase. 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.

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6.19 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.
6.20 ADDITIONS/DELETIONS OF REQUIREMENTS:
The County reserves the right to add and/or delete materials and services to a Contract. If a service
requirement is deleted, payment to the Contractor will be reduced proportionately, to the amount of
service reduced in accordance with the bid price. If additional materials or services are required
from a Contract, prices for such additions will be negotiated between the Contractor and the County.
6.21 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.
6.22 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.
6.23 SEVERABILITY:
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.
6.24 RIGHTS IN DATA:
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.
6.25 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 may be viewed and
downloaded at the Governor of the State of Arizona website
(http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1) which 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.
6.26 ISRAEL BOYCOTT:
By signing this Contract, the Contractor certifies that they are in compliance with Article 9, A.R.S.
§ 35-393 et seq.
6.27 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
6.27.1 The undersigned (authorized official signing on behalf of the Contractor) certifies to the
best of his or her knowledge and belief that the Contractor, it’s current officers and
directors;

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6.27.1.1 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;
6.27.1.2 have not within three (3) year period preceding this Contract;
6.27.1.2.1 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; and
6.27.1.2.2 been convicted of violation of any Federal or State antitrust statues or
conviction for embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, or receiving stolen
property regarding a government entity transaction or contract;
6.27.1.2.3 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; and 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 have not within a three (3) year period preceding
this Contract had any public transaction (Federal, State or local)
terminated for cause or default.
6.27.1.3 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.
6.27.2 The 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.
6.28 VERIFICATION REGARDING COMPLIANCE WITH A.R.S. §41-4401 AND FEDERAL
IMMIGRATION LAWS AND REGULATIONS:
6.28.1 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). The 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. The 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 (3)
years, whichever is longer. I-9 forms are available for download at USCIS.GOV.
6.28.2 The County retains the legal right to inspect Contractor and subcontractor employee
documents performing work under this Contract to verify compliance with paragraph 6.28.1
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.

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6.29 INFLUENCE:
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.
An attempt to influence includes, but is not limited to:
6.29.1 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,
6.29.2 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.
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
REGARDS 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.
6.30 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.
6.31 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW:
6.31.1 In accordance with section MCI 371 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 (6) years after final payment or until after the resolution of any audit
questions which could be more than six (6) 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.
6.31.2 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.
6.32 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.

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6.33 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.
6.34 CONFIDENTIAL INFORMATION:
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.
The 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. The 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 fifteen (15)
business days of the written request to do so.
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.
6.35 PUBLIC RECORDS:
Under Arizona law, all Contracts are public records and must be retained by the Records Manager
at the Office of Procurement Services. Contracts shall be open to public inspection and copying after
Contract award and execution, except for such Contracts or sections thereof determined to contain
proprietary or confidential information by the Office of Procurement Services.
6.36 PRICES:
Contractor warrants that prices extended to County under this Contract are no higher than those paid
by any other customer for these or similar services.
6.37 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, express or implied.
6.38 RELATIONSHIPS:
6.38.1 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.
6.38.2 The County reserves the right of final approval on proposed staff for all Task Orders. 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 (2) business days, unless previously approved by the County.

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6.39 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.
6.40 ORDER OF PRECEDENCE:
In the event of a conflict in the provisions of this Contract and Contractor’s license agreement, if
applicable, the terms of this Contract shall prevail.
6.41 INCORPORATION OF DOCUMENTS:
The following are to be attached to and made part of this Contract:
6.41.1 Exhibit A, Pricing;
6.41.2 Exhibit B, Scope of Work;
NOTICES:
All notices given pursuant to the terms of this Contract shall be addressed to:
For County:
Maricopa County
Office of Procurement Services
ATTN: Contract Administration
320 West Lincoln Street
Phoenix, Arizona 85003-2494
For Contractor:
Denver Office:
Arthur J. Gallagher Risk Management Services, Inc.
Gallagher Public Sector
ATTN: Mr. Jeffrey Kassal
6300 S. Syracuse Way, Ste 700
Centennial, CO 80111
Maricopa County Office:
Arthur J. Gallagher Risk Management Services, Inc.
1345 E Chandler Boulevard, Building 1, Ste 103
Phoenix, AZ 85048

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EXHIBIT A
PRICING
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NIGP CODE: 91869
RESPONDENT'S NAME: Arthur J. Gallagher Risk Management Services, Inc.
COUNTY VENDOR NUMBER :
ADDRESS: 6300 S. Syracuse Way, Ste 700
Centennial, CO 80111
P.O. ADDRESS:
TELEPHONE NUMBER: 800.333.3231
FACSIMILE NUMBER: 303.773.9776
WEB SITE: www.ajg.com
CONTACT
(REPRESENTATIVE): Karen_Graham@ajg.com
REPRESENTATIVE'S E-MAIL ADDRESS: 303.889.2538
YES NO
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS
CONTRACT [ X ] [ ]
PAYMENT TERMS.
[XX ] NET 30 DAYS
1.0 PRICING:
Yearly
ITEM DESCRIPTION Compensation/Fees
1.1 Insurance Broker Contract Services Year 1 $65,000
(Compensation/fees for Year 1, Year 2 and Year 3) in full
compliance with the requirements of this solicitation
Year 2 $66,950
Year 3 $68,959

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EXHIBIT B
SCOPE OF WORK
1.0 INTENT:
The purpose of this contract is to identify a fully qualified vendor to provide Insurance Broker Services for
Maricopa County Risk Management Department. The resulting contract is a requirements contract. The
Broker will competitively solicit quotations and provide necessary back up to Risk Management, as needed.
Such quotations will be in response to the County’s specifications and shall include both price and service
information. The term “broker” and the term “contractor” are used interchangeably throughout this contract.
Other governmental entities under agreement with the County may have access to services provided
hereunder (see also Section 3.6 and 3.7 above).
2.0 SCOPE OF WORK:
2.1 BROKER QUALIFICATIONS:
2.1.1 Shall be a licensed insurance broker.
2.1.2 Shall maintain a full service office within Maricopa County with Local Account Executive
assigned to Maricopa County.
2.1.3 Shall have national and international resources offices.
2.1.4 Shall have public entity experience with no less than 5000 employees in all lines of property-
casualty insurance.
2.1.5 Shall provide all services defined in this solicitation, for the compensation the bidder has
offered. No other fee/compensation is applicable. Should the broker require any
supplemental or contingent commissions, they should be stated on the Pricing Page,
Attachment A.
2.2 BROKER SERVICES:
The Broker shall provide the professional services necessary to perform the following:
2.2.1 Assist in the risk exposure evaluation to identify alternatives for risk transfer of actual or
potential loss faced by the County.
2.2.2 Assist in preparation of insurance coverage specifications.
2.2.3 Obtain coverage quotations as follows:
2.2.3.1 Broker shall maintain a list of all coverages and expiration dates. Expiration dates
vary throughout the calendar year.
2.2.3.2 Broker will recommend the coverage specifications and requirements for each line
of coverage.
2.2.3.3 The specifications will contain the date that all quotes must be returned by. Quotes
not received by this date may not be considered.
2.2.3.4 Provide all quotations received from companies with detailed recommendations to
the County, of which companies would best provide the desired insurance coverage
and services. The County will review companies proposed and give approval of
acceptability.

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2.2.3.5 Provide verifications of insurance, as needed by the County, to satisfy various
lending institutions, mortgage holders, lessors, and contracts.
2.2.3.6 Provide assistance in the form of advisory services or written reports as is
customarily expected from a professional insurance broker upon County request,
including, but not limited to, projections of future insurance premium costs.
2.2.3.7 Provide to County a quality report of all aspects of County insurance programs (i.e.
status, problems, and recommendations).

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ARTHUR J GALLAGHER RISK MGT, P.O. BOX 742205, LOS ANGELES, CA 90074-2205
PRICING SHEET: NIGP CODE 91869
Terms: NET 30
Vendor Number: VC0000003539
Certificates of Insurance Required
Contract Period: To cover the period ending September 30, 2021.