CONTRACT.PDF

SERIAL 171224 ROQ PSYCHIATRIC SERVICES PROVIDERS
DATE OF LAST REVISION: November 29, 2017 CONTRACT END DATE: November 30, 2019
CONTRACT PERIOD THROUGH NOVEMBER 30, 2019
TO: All Departments
FROM: Office of Procurement Services
SUBJECT: Contract for PSYCHIATRIC SERVICES PROVIDERS
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 November 29, 2017.
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/mm
Attach
Copy to: Office of Procurement Services
Robert Bearnson, Correctional Health Services
Melba Davidson, Correctional Health Services
(Please remove Serial 11070-ROQ from your contract notebooks)

SERIAL 171224-ROQ
JOSHUA BURGETT, 4032 W ST CHARLES AVE, PHOENIX, AZ 85041
SERIAL 171224-ROQ
PRICING SHEET: NIGP CODE 94876
RESPONDENT NAME: Joshua Burgett
VENDOR # : VC0000004625
RESPONDENT ADDRESS: 4032 W St Charles Ave. Phoenix, AZ 85041
P.O. ADDRESS:
RESPONDENT PHONE #: 602-686-1222
RESPONDENT FAX #:
COMPANY WEB SITE:
COMPANY CONTACT (REP): Joshua Burgett
E-MAIL ADDRESS (REP): joshuaburgett@yahoo.com
ACCEPT PROCUREMENT CARD: _x_ YES _____ NO
REBATE (CASH OR CREDIT) FOR UTILIZING PROCUREMENT CARD: _____ YES _X_ NO ______ %
REBATE
(Payment shall be made within 48 hrs utilizing the Purchasing Card)
OTHER GOV'T. AGENCIES MAY USE THIS CONTRACT: __X__YES _____ NO
PAYMENT TERMS: RESPONDENT IS REQUIRED TO PICK ONE OF THE FOLLOWING.
TERMS WILL BE CONSIDERED IN DETERMINING PRICE.
FAILURE TO CHOOSE A TERM WILL RESULT IN A DEFAULT TO NET 30.
RESPONDENT MUST INITIAL THE SELECTION BELOW.
NET 10 __JB__
1.0 PRICING:
HOURLY
ITEM DESCRIPTION RATE
1.1 Psychiatric Services:
1.1.1 Licensed Psychiatrist
1.1.1.1 Clinical Rate $145 **See Section 2.8.2 for maximum rate.
1.1.1.2 On-Call Rate $20
PRICING SHEET: NIGP CODE 94876
Terms: NET 10
Vendor Number: VC0000004625
Certificates of Insurance Required
Contract Period: To cover the period ending November 30, 2019.

SERIAL 171224-ROQ
M AKRAM BHATTI MD, 3435 E DESERT WILLOW RD, PHOENIX, AZ 85044
SERIAL 171224-ROQ
PRICING SHEET: NIGP CODE 94876
RESPONDENT NAME: M Akram Bhatti MD
VENDOR # : 227-35-8922
RESPONDENT ADDRESS: 3435 E Desert Willow Rd. Phoenix AZ 85044
P.O. ADDRESS:
RESPONDENT PHONE #: 480 759 6772
RESPONDENT FAX #: 602 220 6093
COMPANY WEB SITE:
COMPANY CONTACT (REP): M Akram Bhatti MD
E-MAIL ADDRESS (REP): makrambhatti@msn.com
ACCEPT PROCUREMENT CARD: _____ YES __X___ NO
REBATE (CASH OR CREDIT) FOR UTILIZING PROCUREMENT CARD: ___ YES _X__ NO ___ % REBATE
(Payment shall be made within 48 hrs utilizing the Purchasing Card)
OTHER GOV'T. AGENCIES MAY USE THIS CONTRACT: _____YES __X___ NO
PAYMENT TERMS: RESPONDENT IS REQUIRED TO PICK ONE OF THE FOLLOWING.
TERMS WILL BE CONSIDERED IN DETERMINING PRICE.
FAILURE TO CHOOSE A TERM WILL RESULT IN A DEFAULT TO NET 30.
RESPONDENT MUST INITIAL THE SELECTION BELOW.
NET 10 X
1.0 PRICING:
HOURLY
ITEM DESCRIPTION RATE
1.1 Psychiatric Services:
1.1.1 Licensed Psychiatrist
1.1.1.1 Clinical Rate 145 **See Section 2.8.2 for maximum rate.
1.1.1.2 On-Call Rate n/a
PRICING SHEET: NIGP CODE 94876
Terms: NET 10
Vendor Number: VC0000002291
Certificates of Insurance Required
Contract Period: To cover the period ending November 30, 2019.

SERIAL 171224-ROQ
PSYCHIATRIC SERVICES PROVIDERS
1.0 INTENT:
It is the intent of Maricopa County to identify qualified applicants, for contract award of psychiatric service
providers. Psychiatrists, Nurse Practitioners, and Physician Assistants shall perform the duties listed below
for Correctional Health Services (CHS). These services will be provided at Maricopa County Correctional
Health Services’ facilities (See Exhibit 2). Contractors will be required to provide services at all CHS
facilities unless restricted due to personal qualifications or medical specialty. Maricopa County reserves the
right to make multiple contract awards, as required to meet the County’s requirements.
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.
2.0 SCOPE OF WORK:
2.1 BACKGROUND:
2.1.1 Maricopa County, through Correctional Health Services, provides various health care
services to inmates and detainees housed in County jail and detention facilities.
2.1.2 Correctional Health Services contracts with various health care professionals to provide
patient care and other professional services including mental and behavioral health
services, to inmates and detainees in County jail and detention facilities.
2.1.3 Contractor is an individual or organization who is, has, employs, or contracts with duly
qualified, licensed and/or certified to provide professional health care services, medical
services, dental services, and/or psychiatric/psychological services in Arizona, or who
has agents, employees, contractors or subcontractors who are so qualified, licensed or
certified.
2.1.4 By this Contract, the County retains Contractor to provide services in, to and through
Correctional Health Services’ program(s).
2.2 CONTRACTOR QUALIFICATIONS
2.2.1 Psychiatrists submitting Letters of Interest in response to this ROQ shall have current
licensure in the State of Arizona and be eligible for board certification per requirements
as outlined by the American Board of Psychiatry and Neurology. Current board
certifications are preferred. Possession of a current Controlled Substance Registration
(DEA) is required.
2.2.2 Nurse Practitioners submitting Letters of Interest in response to this ROQ shall have
current licensure in the State of Arizona as a Nurse Practitioner and possess or have
applied for a Controlled Substance Registration (DEA). Experience in, or a desire to
work in, the area of psychiatry is essential. Experience in and be willing to assist in the
area of general medicine is preferred.
2.2.3 Physician Assistants submitting Letters of Interest in response to this ROQ shall have a
current licensure in the State of Arizona; possess or have applied for a Controlled
Substance Registration (DEA); and have experience in the area of psychiatry. Experience
in and willingness to assist in the area of general medicine is preferred.
2.3 DUTIES:
As a provider of psychiatric services/mental health services, Contractor will:

SERIAL 171224-ROQ
2.3.1 Interview new admissions to psychiatric units, as required, and provide a diagnosis.
Assist treatment team to develop goals and objectives for Special Needs Treatment Plans
(SNTP).
2.3.1.1 New admission interview and diagnostic information will be recorded in the
patient’s medical chart within twenty-four (24) hours of interview. Ninety-five
(95) percent of the required documentation will be completed within the twenty-
four (24) hour specified timeframe. Compliance with this paragraph will be
measured by an annual audit of twenty (20) randomly selected medical records
by CHS’ Assistant Medical Director, designee, or System currently in place at
time of review.
2.3.1.2 All services provided will be documented in medical records within twenty-four
(24) hours of providing the service.
2.3.1.3 Document psychiatric evaluations to record how the diagnosis was determined.
Contractor will be responsible for documentation in accordance with Quality
Improvement and Department policies. Documentation will be legible, within
twenty-four (24) hours of diagnosis and in a clinically appropriate manner.
Documentation will include appropriate notes, SNTPs or chronic condition
forms as needed and to keep charts within the standards of CHS. Compliance
with this paragraph will be measured by an annual audit of twenty (20)
randomly selected medical records by CHS’ Assistant Medical Director,
designee, or System currently in place at time of review.
2.3.2 Provide psychiatric evaluation, consultation and treatment of patients as medically and
psychiatrically indicated. Evaluation, consultation and treatment will be conducted in
CHS facilities as directed by CHS’ Assistant Medical Director or designated
representative.
2.3.3 Participate in the development of patient services’ data.
2.3.4 Document patient encounters according to CHS procedures. CHS’ Assistant Medical
Director, or designee, will evaluate encounter forms on a routine basis. Compliance with
encounter form procedures will be part of the provider review process.
2.3.5 Re-evaluate patients under care to determine progress, or lack of progress, and to refine a
diagnosis and/or treatment. Re-evaluation will be documented in the patient’s medical
record within twenty-four (24) hours of re-evaluation. Compliance with this paragraph
will be measured by an annual audit of twenty (20) randomly selected medical records by
CHS’ Assistant Medical Director, designee, or System currently in place at time of
review.
2.3.6 Provider shall meet and participate in CHS’ quality assurance standards, established
protocols and legal mandates.
2.3.7 Provider shall prescribe medication in accordance with CHS Clinical Policy J-D-01
(copies will be provided upon award).
2.3.8 The Medical Director, Assistant Medical Director, or Designee will develop and maintain
management structure and expectations of Contractor(s) that are consistent with the CHS
goals and clinical needs of the patient(s). The management structure and expectations
will be published and a copy provided to each Contractor. Contractor is responsible for
functioning within the established management structure and will meet or exceed
expectations.
2.3.9 Contractor will be an active partner in developing, implementing, monitoring and
evaluating departmental goals to improve patient care and to measure performance.

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Compliance with this paragraph will be measured by the Assistant Medical Director
through professional observation and quality reviews.
2.3.10 Contractor will meet with peers and staff as requested and scheduled by the Assistant
Medical Director, CHS’ Medical Services Director or Department Director; attend
special meetings to identify and resolve issues specific to delivery of quality psychiatric
care, as requested by the Assistant Medical Director, CHS’ Medical Services Director or
Department Director.
2.3.11 Provide evaluation and training to CHS and MCSO staff as required by the Assistant
Medical Director or designee.
2.3.12 Evaluate patients and prepare reports as ordered by the Courts, within the required
timeframe, as assigned by the Assistant Medical Director. Provide testimony to the Court
as required by subpoena. If not Court ordered or subpoenaed, communication with
prosecution or defense personnel is prohibited.
2.3.13 Review external grievances and medical record reviews prepared by legal liaison for
hearings and/or litigation. Advise Department Director, Medical Services Director,
Assistant Medical Director, CHS staff, as needed, on acceptable community standards of
care and practice guidelines for incarcerated individuals.
2.3.14 Actively participate in the development of psychiatric protocols and clinical practice
guidelines to ensure services are provided in a cost-effective manner that is consistent
with community standards and appropriate for the correctional setting. Measured by the
Assistant Medical Director through professional observation, prescribing practices and
annual audit of twenty (20) randomly selected treatment records.
2.3.15 Participate and/or conduct rounds with staff, medical providers, community providers,
residents and medical students as assigned by the Assistant Medical Director.
2.3.16 Contractor agrees to provide contracted services at all CHS facilities as scheduled by the
Assistant Medical Director or designee. Contractor agrees to the regular schedules, on-
call schedules and after hour non-emergency schedules as published by the Assistant
Medical Director or designee. As used throughout this Contract, “on-call “ means the
Contractor is promptly available, through electronic communication devices, to provide
health care needs for CHS patients; “After-hour Non-Emergency” means Contractor will
physically come in to a CHS facility and perform services after regular scheduled clinic
hours. After hour non-emergency services are not expected to be required. Contractor
will not be reimbursed for on-call scheduled hours while performed on regularly
scheduled hours.
2.3.17 Contractor agrees not to exceed the agreed upon number of monthly hours of contracted
services as scheduled by the Assistant Medical Director or designee. Exceptions to the
number of hours shall be approved by the Assistant Medical Director or designee.
2.3.18 Contractor will maintain professional skills. Contractor will participate in conferences
and other activities and services as would appropriately fall within the professional
aspects of a correctional health setting. This participation includes continuing education.
Prior approval by CHS’ Department Director will be necessary for training required by
CHS which the Contractor attends for which the County compensates the Contractor for
their time while attending the training.
2.3.19 Contractor will participate in designated Quality Improvement functions as required by
the Department.
2.3.20 Contractor will document his/her activities, both clinical and administrative, via
TechCare and any other “measurement tools”, e.g. encounter forms, MFR’s provided by
CHS.

SERIAL 171224-ROQ
2.3.21 Contractor, Assistant Medical Director, Medical Services Director and Department
Director will cooperate to produce and collect program data for productivity analysis as
set forth in the National Commission on Correctional Health Care (NCCHC)
accreditation standards and in accordance with CHS’ goals, policies and performance
standards.
2.3.22 Contractor is required to remain current in regards to professional licenses, Controlled
Substance Registration (DEA) and Basic Life Saving (BLS).
2.3.22.1 Prior to AWARD, and prior to any professional services being provided, CHS’
Assistant Medical Director, or designee, will generate inquires to appropriate
licensing body (ies). Inquiries will verify proper and current
licensure/certification; past disciplinary action; or pending investigations. The
Assistant Medical Director, or designee, will retain a copy of this verification in
the Contract file.
2.3.22.2 Prior to AWARD and prior to any professional services being provided,
Contractor will provide all documentation listed under FORMAT AND
CONTENT in Section 5.
2.3.22.2.1 A copy of their current Arizona professional license. It is the
Contractor’s responsibility to provide a copy of renewed licensure
within 30 days of renewal.
2.3.22.2.2 A copy of their Controlled Substance Registration Certificate (DEA
Number). If the certificate is not available due to being renewed or
due to relocation to Arizona, a copy of the application/receipt will be
provided. It is the Contractor’s responsibility to provide a copy of the
Certificate and subsequent renewal documents within 30 days of
receipt.
2.3.22.2.3 A copy of a current CPR/Basic Life Saving (BLS) Certificate or card.
If not current, the Contractor will be required to complete
certification within the timeline specified by the Department
Director. On-line training/certification is not acceptable.
Recertification is required every two (2) years. It is the Contractor’s
responsibility to provide a copy of renewed certification within 30
days of renewal.
2.3.22.2.4 Documentation of a current PPD with test results. If the Contractor
has previously tested positive and is no longer required to test,
documentation shall be provided. Annual testing is required unless
there is documentation of a positive test on file. It is the Contractor’s
responsibility to provide documentation of subsequent PPD results.
2.3.22.2.5 Documentation of completion of the Hepatitis B series or a statement
where the Contractor declines immunization/titer testing.
2.3.22.2.6 All Contractors will complete CHS’ Orientation within thirty (30)
days of initial award.
2.3.22.3 Annual Requirements
All Contractors will be required to provide documentation of the following on
an annual basis, e.g. within (1) year of completion of the previous test and/or
training.

SERIAL 171224-ROQ
2.3.22.3.1 Annual PPD unless documentation available indicating that the
employee has previously tested positive.
2.3.22.3.2 Annual OSHA/HAZMAT Training. Contractors, who do not work
for CHS full-time, may provide proof of training from their primary
employer.
2.3.22.3.3 It is the Contractor’s responsibility to submit copies of their renewed
licensure/certification, renewed Controlled Substance Registration
Certificate and renewed Basic Life Saving Certificate. Correctional
Health Services’ representatives will monitor expiration dates for
each Contractor and will remind each Contractor of upcoming
expiration dates within thirty (30) days of expiration; however, this is
done only as a service to the Contractor. The Contractor is overall
responsible for maintaining current licensure and certification
requirements. Failure on the part of the Contractor to provide
required documentation by the end of their respective shift/business
day of the end of the month of expiration will result in their being
taken off of the work schedule. They will remain unpaid and without
compensation until the required documentation is received by the
Assistant Medical Director, or designee.
2.3.22.3.4 A copy of the letter provided Contractors of expiration dates of
licensure/certification and other administrative requirements will be
provided to the Assistant Medical Director for information and
follow-up.
2.3.22.3.5 Continued non-compliance could result in termination of Contract as
stipulated within Section 2.3.22.
2.3.22.4 Contractor will ensure that NCCHC accreditation standards or standards of
other accrediting agencies, relating to mental health issues, are met annually.
2.3.22.5 Both Contractor and CHS will comply with, and will cooperate with, each
other to facilitate compliance with all applicable statutes, regulations and rules
in connection with the performance of their obligations, including rules
imposed by any accreditation body with authority over CHS and Contractor.
CHS will provide Contractor with copies of all policies and procedures
(including amendments) applicable to services provided by Contractor under
this Contract. In the event that any applicable law, rule or regulation or
accrediting authority standard becomes amended, invalidated or replaced, or
by its terms causes either or both parties’ conduct to be in violation of such
law, rule, regulation or standard, both parties agree to use their best efforts to
comply and if necessary to negotiate an amendment to this policy letter and/or
referenced Contract to conform with the law, rule or regulation, consistent
with the intent of this Contract.
2.3.22.6 Contractor shall advise the County if the Contractor disagrees with or objects
to any CHS policy, rule or regulation within their proposal and agree to
resolve any disagreements during negotiations.
2.4 PSYCHIATRIC SERVICES PROVIDER REQUIREMENTS:
In conjunction with the Contractor’s duties, Contractor agrees to achieve the following outcomes:
2.4.1 Contractor documents all services rendered to patients in the medical charts within
twenty-four (24) hours of providing the service.

SERIAL 171224-ROQ
2.4.2 All new admissions to psychiatric units are interviewed and a diagnosis recorded in the
medical chart within twenty-four (24) hours of admission and within seventy-two (72)
hours for a new admission over a weekend or holiday.
2.4.3 Regular patient re-evaluation (no less than once every three (3) months). Re-evaluations
are documented in medical charts within twenty-four (24) hours of completion.
2.4.4 Patient encounters and other statistical workload indicators are completed by psychiatric
staff when a clinical encounter has occurred.
2.4.5 Reports to the Court are submitted within requested dates of the parties requesting the
information.
2.4.6 Contractor statements of service shall correspond with CHS’ provider schedule and are
within billable hour limits.
2.4.7 NCCHC accreditation standards relating to psychiatric issues are met annually.
2.4.8 The Assistant Medical Director will monitor Contractor’s compliance with attendance at
regularly scheduled meetings, Grand Rounds or other assigned events.
2.5 MANAGEMENT OF CONTRACTORS:
General administrative oversight for contractors performing professional services under this
agreement will be performed by the Assistant Medical Director and/or Medical Services Director and
the Director of CHS.
2.6 SCHEDULE:
2.6.1 Contractor shall devote the number of agreed upon contract hours, or a portion thereof, as
assigned in writing by the Assistant Medical Director, to the performance of the duties
described in this Contract. Contract hours will be scheduled to assure coverage and, as a
result, may not be limited to normal business hours.
2.6.2 Contractor will be restricted to the number of scheduled hours unless an exception is granted,
in writing, by the Assistant Medical Director. This will pertain to less and/or more hours than
agreed upon during the hiring process.
2.6.3 The Assistant Medical Director will provide a staffing schedule to include location and times
for which coverage is required. The schedule will be updated and distributed monthly to each
Contractor.
2.6.4 Call-Coverage and After-Hour Non-Emergency Coverage will be as directed by the
Assistant Medical Director or designee.
2.6.5 The Assistant Medical Director will resolve schedule disputes. CHS’ Department Director
will have final resolution authority in event the Assistant Medical Director is unable to
resolve the dispute.
2.7 LICENSURE/CERTIFICATION REQUIREMENTS:
2.7.1 Contractor shall comply with all applicable provisions of law and other rules and
regulations of any and all governmental, including the State of Arizona, accrediting and
regulatory authorities relating to the licensure and regulation of Psychiatrists, Nurse
Practitioners or Physician Assistants.
2.7.2 Applicant is responsible for providing the appropriate/relevant copies of current
professional licenses, certificates, etc., with the ROQ response.

SERIAL 171224-ROQ
2.8 COMPENSATION:
2.8.1 Hourly Rate:
Contractor will indicate salary requirements for services on an “hourly rate”, specified on
Attachment A. Rate shall be based on a full-time position. Contractor will not be
compensated for personal, sick, family medical, and vacation leave time and/or holidays.
Leave time for Continuing Medical Education units is negotiable and may be compensated
depending on the relevance to the position.
2.8.2 Contractor’s fees exceeding $145.00 per hour for clinical rate for psychiatric service
provider shall not be considered for award.
2.8.3 Provider Schedule and Billable Hours:
Actual billable hours may not exceed the approved Provider Schedule without prior written
approval of CHS’ Assistant Medical Director. All services will be bi-weekly to coincide
with the approved Provider Schedule. A timesheet shall be completed reflecting the hours
worked and signed by the Contractor and the Assistant Medical Director or designee.
2.8.4 Method of Payment:
2.8.4.1 Maricopa County Finance Department will, within ten (10) working days from
receipt of the statement or invoice, issue a warrant for payment up to the
maximum total allowable for the previous period of service provision or work
performance, up to the maximum number of units of service actually performed.
Should there be a disallowance in the claim; the claim shall be processed for the
reduced amount. If the Contractor protests the amount or the reason for the
disallowance, the protest shall be construed as a dispute concerning a question of
fact within the meaning of the Disputes Clause of the General Provisions of this
Contract.
2.8.4.2 The Contractor understands and agrees that the County will not honor any claim
for payment submitted more than thirty (30) days after date of service. All claims
shall be submitted within thirty (30) days of County's fiscal year-end (June 30th)
to assure payment for services provided during that fiscal year.
2.8.5 Taxes and Benefits:
Contractor assumes sole and exclusive responsibility for payment of any federal and state
income taxes, federal social security taxes, worker's compensation and other mandatory
governmental deductions or obligations, if any, and any pension or retirement program and
in connection therewith Contractor shall indemnify and hold the County harmless for any
and all liability which County may incur because of Contractor's failure to pay such taxes or
obligations, as well as for the County's liability for any such taxes or obligations.
2.8.6 Department Recoupment Rights:
In addition to any other remedies set forth in this Contract, Department has the right to
recoup, offset or withhold from Contractor any monies that Contractor has received but not
yet provided the services, where such monies should not have been provided to Contractor
under the terms of this Contract or where Department is obligated to recoup under state or
federal laws.
2.9 SPACE, EQUIPMENT AND SUPPORT STAFF:
2.9.1 CHS shall provide the Contractor with furnished space and equipment and non-physician
personnel as is reasonably necessary for the proper administrative and clinical operation.

SERIAL 171224-ROQ
2.9.2 Such space and equipment and non-physician personnel shall, subject to budgetary
restrictions, meet the requirements set forth by the National Commission on Correctional
Health Care (NCCHC).
2.9.3 CHS shall keep and maintain all equipment provided to the Contractor in good order and
repair, at no expense to the Contractor.
3.0 PROCUREMENT REQUIREMENTS:
3.1 INDEPENDENT CONTRACTOR:
3.1.1 Contractor’s relationship to the County shall be as an independent contractor and not as
an employee.
3.1.2 This Contract does not constitute, create, give rise to or otherwise recognize a joint
venture, partnership, or employment relationship. The rights and obligations of the
Parties shall be only those expressly set forth in the Contract.
3.2 No persons supplied by Contractor in the performance of obligations under the Contract are
considered to be County employees, and no rights of County civil service, retirement or personnel
rules accrue to such persons. Contractor shall have complete responsibility for all salaries, wages,
bonuses, retirement withholdings, workmen's compensation, other employee benefits and all taxes
and premiums relating to such persons, and shall save and hold the County harmless with respect
to those responsibilities in the event of a claim for one or more of them is brought against
Maricopa County
3.3 BACKGROUND CHECK:
Bidders/proposers 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 company, sub-contractors and employees and the failure to pass these checks
shall deem the respondent non-responsible.
3.3.1 Review Detention and Sheriff’s Office Facilities Security Guidelines (effective:
1/28/2014) Exhibit 5.
3.3.2 Complete and return the Maricopa County Sheriff’s Office Acknowledgement of Prison
Rape Elimination Act (PREA) Exhibit 6.
3.3.2.1 Please note that ALL personnel that enter MCSO Detention Facilities MUST
attend a class provided by the Sheriff’s Office regarding PREA and may include
Security Issues and Contraband and Safety Procedures.
3.3.2.2 All personnel will need to renew contractor badges every six (6) months (June &
December) and classes will follow this time frame.
3.3.2.2.1 Class times are negotiable but not billable expenses.
3.4 INVOICES AND PAYMENTS:
3.4.1 The Contractor shall submit one (1) legible copy of their detailed invoice before
payment(s) can be made. 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

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 Invoice number and date
 Payment terms
 Date of service
 Quantity (number of days or weeks)
 Contract Item number(s)
 Description of Purchase (services)
 Pricing per unit of purchase
 Extended price
 Total Amount Due
3.4.2 Problems regarding billing or invoicing shall be directed to the using agency as listed on
the Purchase Order.
3.4.3 Payment shall 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
(https://azdom-vss.hostams.com/webapp/PRDVSS1X1/AltSelfService).
3.4.4 Discounts offered in the contract shall be calculated based on the date a properly
completed invoice is received by the County (ROI).
3.4.5 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.
3.5 APPLICABLE TAXES:
3.5.1 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.
3.5.2 State and Local Transaction Privilege Taxes: Maricopa County is subject to all
applicable 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.
3.5.3 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.
3.6 TAX: (SERVICES)
No tax shall be levied against labor. It is the responsibility of the Contractor to determine any and
all taxes and include the same in proposal price.
3.7 POST AWARD MEETING:
The Contractor may be required to attend a post-award meeting with the Using Agency to discuss the
terms and conditions of this Contract. This meeting will be coordinated by the Procurement Officer of
the Contract.

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3.8 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. If you do not want to grant such access to a member of $AVE,
please state so in your proposal. In the absence of a statement to the contrary, the County will
assume that you do wish to grant access to any contract that may result from this Request for
Proposal.
3.9 INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPA’s)
County currently holds ICPA’s with numerous governmental entities throughout the State of
Arizona. These agreements allow those entities, with the approval of the Contractor, to purchase
their requirements under the terms and conditions of the County Contract. Please indicate on
Attachment A, your acceptance or rejection regarding such participation of other governmental
entities. Your response will not be considered as an evaluation factor in awarding a contract.
4.0 CONTRACTUAL AND SPECIAL TERMS & CONDITIONS:
4.1 CONTRACT TERM:
This ROQ is for awarding a firm, fixed price requirements contract to cover a two (2) year period.
4.2 OPTION TO EXTEND:
The County may, at its option and with the approval of Counsel, renew the period of this Contract
up to a maximum of three (3) additional years (or at the County’s sole discretion, extend the
contract on a month to month basis for a maximum of six (6) months after expiration). Counsel
shall be notified in writing by the Office of Procurement Services of the County’s intention to
extend the Contract period at least thirty (30) calendar days prior to the expiration of the original
Contract period.
4.3 ORGANIZATION - EMPLOYMENT DISCLAIMER:
The Contract is not intended to constitute, create, give rise to or otherwise recognize a joint venture
contract or relationship, partnership or formal business organization of any kind, and the rights and
obligations of the parties shall be only those expressly set forth in the Contract.
The parties agree that no persons supplied by the Contractor(s) in the performance of obligations
under the contract are considered to be County employees, and that no rights of County civil
service, retirement or personnel rules accrue to such persons. The Contractor(s) shall have total
responsibility for all salaries, wages, bonuses, retirement withholdings, workers’ compensation,
unemployment insurance and other employee benefits and all taxes and premiums appurtenant
thereto concerning such persons, and shall indemnify and save and hold the County harmless with
respect thereto.
4.4 INDEMNIFICATION:
4.4.1 To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold
harmless County, its agents, representatives, officers, directors, officials, and employees
from and against all claims, damages, losses and expenses, including, but not limited to,
attorney fees, court costs, expert witness fees, and the cost of appellate proceedings?,
relating to, arising out of, or alleged to have resulted from the negligent acts, errors,
omissions, mistakes or malfeasance relating to the Contractor’s performance of this
Contract. Contractor’s duty to defend, indemnify and hold harmless County, its agents,
representatives, officers, directors, officials, and employees shall arise in connection with
any claim, damage, loss or expense that is caused by any negligent acts, errors, omissions

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or mistakes in the performance of this Contract by the Contractor, as well as any person
or entity for whose acts, errors, omissions, mistakes or malfeasance Contractor may be
legally liable.
4.4.2 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.
4.4.3 The scope of this indemnification does not extend to any claim, damage, loss, or expense
resulting from the sole negligence of County.
4.5 INSURANCE:
4.5.1 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.
4.5.2 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.
4.5.3 Contractor’s insurance shall be primary insurance as respects County, and any insurance
or self-insurance maintained by County shall not contribute to it.
4.5.4 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.
4.5.5 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 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.
4.5.6 County reserves the right to request and to receive, within 10 working days, certified
copies of any or all of the herein required insurance certificates. County shall not be
obligated to review policies and/or endorsements or to advise Contractor of any
deficiencies in such policies and endorsements, and such receipt shall not relieve
Contractor from, or be deemed a waiver of County’s right to insist on strict fulfillment of
Contractor’s obligations under this Contract.
4.5.7 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 Insured’s.
4.5.8 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.
4.5.9 The Contractor's policies shall stipulate that the insurance afforded the Contractor shall
be primary insurance and that any insurance carried by the Department, its agents,
officials, employees or the State of Arizona shall be excess and not contributory
insurance, as provided by A.R.S. § 41-621 (E).

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4.5.10 Coverage provided by the Contractor shall not be limited to the liability assumed under
the indemnification provisions of this Contract.
4.5.11 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, $2,000,000
Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit.
The policy shall include coverage for bodily injury, broad form property damage,
personal injury, products and completed operations and blanket contractual coverage, and
shall not contain any provision which would serve to limit third party action over claims.
There shall be no endorsement or modification of the CGL limiting the scope of coverage
for liability arising from explosion, collapse, or underground property damage.
4.5.12 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 under this Contract.
4.5.13 Workers’ Compensation:
4.5.13.1 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.
4.5.13.2 Contractor waives all rights against County and its agents, officers, directors and
employees for recovery of damages to the extent these damages are covered by
the Workers’ Compensation and Employer’s Liability or commercial umbrella
liability insurance obtained by Contractor pursuant to this Contract.
4.5.14 E&O (Professional):
If necessary, Commercial Umbrella insurance, which will insure and provide coverage
for errors or omissions of the CONTRACTOR, with limits of no less than $2,000,000
for each claim.
Contractor shall maintain Professional Liability insurance which will provide coverage
for any and all acts arising out of the work or services performed by the Contractor under
the terms of this Contract, with a limit of not less than $1,000,000 for each claim, and
$3,000,000 aggregate claims.
4.5.15 Medical Malpractice:
Medical Malpractice insurance and, if necessary, Commercial Umbrella insurance, which
will insure and provide coverage for Medical Malpractice of the Contractor, with limits
of no less than $5,000,000 for each claim.
4.5.16 Sexual Molestation: **to work with juveniles or Adaptive adults Contractor must
carry Sexual Molestation coverage**
Commercial General Liability – Occurrence Form
Policy shall include bodily injury, property damage, personal and advertising injury and
broad form contractual liability coverage.

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4.5.16.1 General Aggregate $4,000,000
4.5.16.2 Products – Completed Operations Aggregate $2,000,000
4.5.16.3 Personal and Advertising Injury $2,000,000
4.5.16.4 Damage to Rented Premises $ 100,000
4.5.16.5 Each Occurrence $2,000,000
4.5.16.6 The policy shall include coverage for sexual abuse and molestation. This
coverage may be sub-limited to no less than $500,000. The limits may be
included within the General Liability limit, or provided by separate
endorsement with its own limits, or provided as separate coverage included
with the professional liability.
4.5.16.7 Contractor must provide the following statement on their Certificate(s) of
Insurance as provided for in Part E: “Sexual Abuse/Molestation coverage is
included.” Policies/certificates stating that “Sexual Abuse/Molestation
coverage is not excluded” do not meet this requirement.
4.5.17 Certificates of Insurance.
4.5.17.1 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.
4.5.17.2 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.
4.5.17.3 If a policy does expire during the life of the Contract, a renewal certificate must
be sent to County fifteen (15) days prior to the expiration date.
4.5.18 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 thirty (30) days prior written
notice to Maricopa County. Contractor must provide to Maricopa County, within 2
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 320 West Lincoln Street, Phoenix, AZ 85003, or
emailed to Procurement Officer noted in solicitation.
4.6 REQUIREMENTS CONTRACT:
4.6.1 Contractors signify their understanding and agreement by signing a bid submittal, that the
Contract resulting from the bid is a requirements contract. However, the Contract does
not guarantee any minimum or maximum number of purchases will be made. It only
indicates that if purchases are made for the services contained in the Contract, they will
be purchased from the Contractor awarded that item if the Contractor can meet all the
delivery requirements of the County. Orders will only be placed when the County
identifies a need and proper authorization and documentation have been approved.
4.6.2 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

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after receipt of County notice of cancellation, or for lost profits, shipment of product prior
to issuance of Purchase Order, etc.
4.6.3 Contractors agree to accept verbal notification of cancellation of Purchase Orders from
the County Procurement Officer with written notification to follow. By submitting a bid
in response to this Invitation for Bids, the Contractor specifically acknowledges to be
bound by this cancellation policy.
4.7 TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the resultant Contract for convenience by providing sixty (60)
calendar days advance notice to the Contractor.
4.8 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:
4.8.1 Perform the services within the time specified in this contract or any extension;
4.8.2 Perform any of the other provisions of this contract.
4.8.3 The County’s right to terminate this contract under these subparagraph may be exercised
if the Contractor does not cure such failure within 10 days (or more if authorized in
writing by the County) after receipt of the notice from the Procurement Officer
specifying the failure.
4.9 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.
4.10 CONTRACTOR LICENSE REQUIREMENT:
4.10.1 The Respondent 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 Respondent 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 using agency of any and all changes concerning permits,
insurance or licenses.
4.10.2 Respondents furnishing finished products, materials or articles of merchandise that will
require installation or attachment as part of the Contract, shall possess any licenses
required. A Respondent is not relieved of its obligation to possess the required licenses
by subcontracting of the labor portion of the Contract. Respondents are advised to
contact the Arizona Registrar of Contractors, Chief of Licensing, at (602) 542-1525 to
ascertain licensing requirements for a particular contract. Respondents shall identify

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which license(s), if any, the Registrar of Contractors requires for performance of the
Contract.
4.11 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.
4.12 ADDITIONS/DELETIONS OF SERVICE:
4.12.1 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.
4.13 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.
4.14 SEVERABILITY:
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 this Contract.
4.15 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.
4.16 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’s website
http://www.azgovernor.gov/dms/upload/EO_2009_09.pdf 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 or any other individual in any way
because of that person’s age, race, creed, color, religion, sex, disability or national origin.
4.17 ISRAEL BOYCOTT:
By signing this Contract, the Contractor certifies that they are in compliance with Article 9,
Arizona Revised Statutes Section 35-393 et seq.
4.18 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
4.18.1 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;
4.18.1.1 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;

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4.18.1.2 have not within 3-year period preceding this Contract;
4.18.1.2.1 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
4.18.1.2.2 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;
4.18.1.2.3 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 contract or other transaction;
and have not within a 3-year period preceding this Contract had any
public transaction (Federal, State or local) terminated for cause or
default.
4.18.1.2.4 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.
4.18.2 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.
4.19 VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED STATUTES §41-
4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS:
4.19.1 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 years, whichever is longer. I-9 forms are available
for download at USCIS.GOV.
4.19.2 The County retains the legal right to inspect contractor and subcontractor employee
documents performing work under this Contract to verify compliance with paragraph 4.19
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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4.20 INFLUENCE:
As prescribed in MC1-1202 of the Maricopa County Procurement Code, any effort to influence an
employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct
may be grounds for Disbarment or Suspension under MC1-902.
An attempt to influence includes, but is not limited to:
4.20.1 A Person offering or providing a gratuity, gift, tip, present, donation, money,
entertainment or educational passes or tickets, or any type valuable contribution or
subsidy,
4.20.2 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.
4.21 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.
4.22 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW:
4.22.1 In accordance with section MCI 371 of the Maricopa County Procurement Code the
Contractor agrees to retain 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.
4.22.2 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.
4.22.3 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 deduction from current billings Submitted by the Contractor by 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.
4.23 AUDIT DISALLOWANCES:
If at any time, County determines that a cost for which payment has been made is a disallowed
cost, such as overpayment, County shall notify the Contractor in writing of the disallowance.
County shall also state the means of correction, which may be but shall not be limited to
adjustment of any future claim submitted by the Contractor by the amount of the disallowance, or
to require repayment of the disallowed amount by the Contractor.

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4.24 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.
4.25 PUBLIC RECORDS:
Under Arizona law, all Offers submitted and opened are public records and must be retained by
the Records Manager at the 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.
4.26 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.
4.27 WAIVER OF CLAIMS:
4.27.1 Contractor accepts the compensation provided in the Contract in lieu of any other
claim(s), demand(s), request(s) or compensation for the services that Contractor provides
pursuant to the Contract.
4.27.2 Contractor’s obligations, including the duty of continuing representation, under this
section shall survive the termination or expiration of the Contract.
4.27.3 Any dispute concerning the reasonableness or adequacy of the compensation under the
Contract shall be resolved by reference to the value of the Contract as a whole and not by
reference to a single case or to a portion of the cases that Contractor has performed under
the Contract. The value of the Contract as a whole shall be determined by reference to
the following factors:
4.27.3.1 County’s average cost per case for all the services provided by Contractor under
the Contact, compared to the County’s average cost per case for the same
services performed by the Public Defender, Legal Defender, Legal Advocate,
and other Contract Attorneys; County’s average cost per hour of services
provided by Contractor under the Contract, compared to the County’s average
cost per hour for the same services performed by the Public Defender, Legal
Defender, Legal Advocate and, other Contract Attorneys; and
4.27.3.2 Contractor’s average hours per case, compared to the average hours per case for
the same services performed by the Public Defender, Legal Defender, Legal
Advocate and, other Contract Attorneys.
4.27.4 This section is not severable, in whole or in part, from any other provision of the
Contract. In the event any portion of the Contract is construed as invalid or
unenforceable, the Contract may be terminated in the sole discretion of the Contract
Administrator.

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4.28 FURTHER ASSURANCES AND CORRECTIVE INSTRUMENTS:
The Parties will, from time to time, execute, acknowledge and deliver, or cause to be executed,
acknowledged and delivered, any corrective instruments as may be reasonably necessary to carry
out the intent of the Contract.
4.29 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.
4.30 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.