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SERIAL 16079-C SPECIAL BUY DATE OF LAST REVISION: June 08, 2016 CONTRACT END DATE: June 30, 2017 CONTRACT PERIOD THROUGH JUNE 30, 2017 TO: All Departments FROM: Office of Procurement Services SUBJECT: Contract for SPECIAL BUY 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 June 08, 2016. 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. JG/jl Attach Copy to: Office of Procurement Services Amie Bristol, MCSO (Please remove Serial 09107-C from your contract notebooks) SERIAL 16079-C APEX FOOD GROUP, P.O. BOX 250238, LITTLE ROCK, AR72225 COMPANY NAME: Apex Food Group,LLC DOING BUSINESS AS (DBA) NAME: Apex Food Group MAILING ADDRESS: P.O. Box 250238, Little Rock, AR72225 REMIT TO ADDRESS: P.O. Box 250238, Little Rock, AR72225 TELEPHONE NUMBER: FACSIMILE NUMBER: 844-690-9880 WEB SITE: www.apexfoodgroup.com REPRESENTATIVE NAME: Irv Rubinson REPRESENTATIVE TELEPHONE NUMBER: 972-977-1703 REPRESENTATIVE E-MAIL: irv@apexfoodgroup.net YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 20 DAYS NIGP CODE: 39300 Terms: NET 20 DAYS Vendor Number: 2011007102 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C BENJAMIN FOODS, 1001 SOUTH YORK ROAD, HATBORO, PA 19040 COMPANY NAME: Benjamin Foods LLC DOING BUSINESS AS (DBA) NAME: Benjamin Foods MAILING ADDRESS: 1001 South York Road, Hatboro, PA 19040 REMIT TO ADDRESS: 1001 South York Road, Hatboro, PA 19040 TELEPHONE NUMBER: 2154375000 FACSIMILE NUMBER: 2154375010 WEB SITE: www.benjaminfoods.com REPRESENTATIVE NAME: Mike Sengillo REPRESENTATIVE TELEPHONE NUMBER: 2154375000 x 134 REPRESENTATIVE E-MAIL: msengillo@benjaminfoods.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: W000016018 X Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C DAWN FOODS, 2429 S. 51ST AVE., PHOENIX, AZ. 85043 COMPANY NAME: Dawn Foods DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: 2429 S. 51st Ave., Phoenix, AZ. 85043 REMIT TO ADDRESS: TELEPHONE NUMBER: 602-882-2986 FACSIMILE NUMBER: WEB SITE: dawnfoods.com REPRESENTATIVE NAME: Tim Stutz REPRESENTATIVE TELEPHONE NUMBER: 602-882-2986 REPRESENTATIVE E-MAIL: tim.stutz@dawnfoods.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011006500 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C EPIC PRODUCE SALES, PO BOX 95077, PHOENIX, AZ 85070-5077 COMPANY NAME: Epic Produce Sales DOING BUSINESS AS (DBA) NAME: Epic Produce Sales MAILING ADDRESS: Po Box 95077, Phoenix, AZ 85070-5077 REMIT TO ADDRESS: Po Box 95077, Phoenix, AZ 85070-5077 TELEPHONE NUMBER: 480-307-9370 FACSIMILE NUMBER: 480-247-5061 WEB SITE: www.epicproduce.com REPRESENTATIVE NAME: Christina Melendez REPRESENTATIVE TELEPHONE NUMBER: Cell 602-722-9168 REPRESENTATIVE E-MAIL: christina@epicproducesales.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011004275 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C UNION SUPPLY DBA FOOD EXPRESS USA, 2301 E. PACIFICA PLACE, RANCHO DOMINGUEZ, CA 90220 COMPANY NAME: Union Supply Group DOING BUSINESS AS (DBA) NAME: Food Express USA MAILING ADDRESS: 2301 E. Pacifica Place, Rancho Dominguez, CA 90220 REMIT TO ADDRESS: P.O. Box 7006, Rancho Dominguez, CA 90224 TELEPHONE NUMBER: 310-603-8899 FACSIMILE NUMBER: 310-603-2368 WEB SITE: www.UnionSupplyGroup.com REPRESENTATIVE NAME: Danette Lopes - Account Manager REPRESENTATIVE TELEPHONE NUMBER: 310-604-4654 REPRESENTATIVE E-MAIL: DLopes@unionsupply.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011000409 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C GLOBAL FOODS, INC., 5435 SOUTH DURANGO DRIVE, LAS VEGAS NV 89113-1849 COMPANY NAME: Global Foods Inc DOING BUSINESS AS (DBA) NAME: Global Foods Inc MAILING ADDRESS: 5435 South Durango Drive, Las Vegas NV 89113-1849 REMIT TO ADDRESS: 5435 South Durango Drive, Las Vegas NV 89113-1849 TELEPHONE NUMBER: 702-212-4536 FACSIMILE NUMBER: 702-851-0899 WEB SITE: www.globalfoodslv.com REPRESENTATIVE NAME: Steve Sanders REPRESENTATIVE TELEPHONE NUMBER: 702-212-4536 REPRESENTATIVE E-MAIL: steves@globalfoodslv.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: W000009080 X Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C GOOD SOURCE SOLUTIONS, 3115 MELROSE DRIVE, SUITE 160, CARLSBAD, CA 92010 COMPANY NAME: Good Source DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: 3115 Melrose Drive, Suite 160, Carlsbad, CA 92010 REMIT TO ADDRESS: 3115 Melrose Drive, Suite 160, Carlsbad, CA 92010 TELEPHONE NUMBER: (800)914-9319 FACSIMILE NUMBER: (858)435-1182 WEB SITE: www.goodsource.com REPRESENTATIVE NAME: Lydia Gable REPRESENTATIVE TELEPHONE NUMBER: (800)914-9319 REPRESENTATIVE E-MAIL: lgable@goodsource.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011000353 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C HIGHLAND WHOLESALE FOODS, 1604 TILLIE LEWIS DR., STOCKTON, CA 95206 COMPANY NAME: Highland Wholesale Foods Inc. DOING BUSINESS AS (DBA) NAME: Same as above MAILING ADDRESS: 1604 Tillie Lewis Dr., Stockton, CA 95206 REMIT TO ADDRESS: Same as above TELEPHONE NUMBER: 209-933-0580 FACSIMILE NUMBER: 209-933-0584 WEB SITE: www.highlandwholesalefoods.com REPRESENTATIVE NAME: Monty Wright REPRESENTATIVE TELEPHONE NUMBER: 209-933-0580 REPRESENTATIVE E-MAIL: monty@highlandfoodsinc.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM N/A THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011001219 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C JENNY SERVICE CO, PO BOX 3323, SPARKS, NV 89432 COMPANY NAME: Jenny Service Company DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: PO Box 3323, Sparks, NV 89432 REMIT TO ADDRESS: 150 E Greg Street #101, Sparks, NV 89431 TELEPHONE NUMBER: 888-358-8696 FACSIMILE NUMBER: 775-358-6767 WEB SITE: www.jennyservice.co REPRESENTATIVE NAME: Rosemary Rowan REPRESENTATIVE TELEPHONE NUMBER: 775.358.8585 REPRESENTATIVE E-MAIL: bids@jennyservice.co YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011000379 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C LA FOODS, 5115 CLARETON DR. SUITE 200, AGOURA HILLS, CA 91301 COMPANY NAME: LA Foods DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: 5115 Clareton Dr. Suite 200, Agoura Hills, CA 91301 REMIT TO ADDRESS: 5115 Clareton Dr. Suite 200, Agoura Hills, CA 91301 TELEPHONE NUMBER: 818-587-3757 FACSIMILE NUMBER: 818-587-3767 WEB SITE: www.lafoods.com REPRESENTATIVE NAME: Rob Andelson / Arlene Carlos REPRESENTATIVE TELEPHONE NUMBER: 818-587-3757 REPRESENTATIVE E-MAIL: Rob@LAFoods.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: W000001151 X Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C MCI FOODS DBA: LOS CABOS MEXICAN FOODS, 13013 MOLETTE STREET, SANTA FE SPRINGS, CA. 90670 COMPANY NAME: M.C.I. Foods, Inc. DOING BUSINESS AS (DBA) NAME: Los Cabos Mexican Foods MAILING ADDRESS: 13013 Molette Street, Santa Fe Springs, CA. 90670 REMIT TO ADDRESS: M.C.I. Foods, Inc. 13013 Molette Street, Santa Fe Springs, CA. 90670-5521 TELEPHONE NUMBER: 562-977-4000 x306 FACSIMILE NUMBER: 562-977-4099 WEB SITE: wwww.mcifoods.com REPRESENTATIVE NAME: Dan Southard REPRESENTATIVE TELEPHONE NUMBER: 562-977-4000 x306 REPRESENTATIVE E-MAIL: dan@mcifoods.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: 1% 10 DAYS NET 30 DAYS NIGP CODE: 39300 Terms: 1% 10 DAYS NET 30 DAYS Vendor Number: 2011007104 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C NATIONAL FOOD GROUP INC, 10803 THORNMINT RD., SUITE 105, SAN DIEGO, CA 92127 COMPANY NAME: National Food Group, Inc. DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: 10803 Thornmint Road, Suite 105, San Diego, CA 92127 REMIT TO ADDRESS: 46820 Magellan Drive, Suite A, Novi, MI 48377-2454 TELEPHONE NUMBER: 734.453.4544 FACSIMILE NUMBER: 248.669.3000 WEB SITE: www.nationalfoodgroup.com REPRESENTATIVE NAME: Jennifer Klein REPRESENTATIVE TELEPHONE NUMBER: 858.568.7023 REPRESENTATIVE E-MAIL: jklein@nationalfoodgroup.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011000351 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C THE FOOD EXCHANGE, 5650 EL CAMINO REAL SUITE 125, CARLSBAD, CA 92008 COMPANY NAME: THE FOOD EXCHANGE, LLC DOING BUSINESS AS (DBA) NAME: MAILING ADDRESS: 5650 EL CAMINO REAL SUITE 125, CARLSBAD, CA 92008 REMIT TO ADDRESS: 5650 EL CAMINO REAL SUITE 125, CARLSBAD, CA 92008 TELEPHONE NUMBER: 760.707.5590 FACSIMILE NUMBER: 760.707.5591 WEB SITE: WWW.THEFOODEXCHANGELLC.COM REPRESENTATIVE NAME: MICHELE THURMAN REPRESENTATIVE TELEPHONE NUMBER: 760.268.9884 REPRESENTATIVE E-MAIL: MICHELE@THEFOODEXCHANGELLC.COM YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 15 DAYS NIGP CODE: 39300 Terms: NET 15 DAYS Vendor Number: 2011002128 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C WESTERN VEG PRODUCE INC, 19325 FLIGHTPATH WAY,BAKERSFIELD,CA.,93308 COMPANY NAME: Western Veg Produce DOING BUSINESS AS (DBA) NAME: Same as above MAILING ADDRESS: 19325 Flightpath Way,Bakersfield,CA.,93308 REMIT TO ADDRESS: Same as above TELEPHONE NUMBER: 661-637-2362 FACSIMILE NUMBER: 661-637-2365 WEB SITE: wvegpro.com REPRESENTATIVE NAME: Doug Heitman REPRESENTATIVE TELEPHONE NUMBER: 661-332-3740 REPRESENTATIVE E-MAIL: wvpdh@wvegpro.com YES NO REBATE WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NET 30 DAYS NIGP CODE: 39300 Terms: NET 30 DAYS Vendor Number: 2011002435 0 Certificates of Insurance Required Contract Period: To cover the period ending June 30, 2017. SERIAL 16079-C SPECIAL BUY 1.0 INTENT: The intent of this solicitation is to establish a multiple award contract based on qualifying requirements for the purchase of food commodities to be used by the Maricopa County Sheriff’s Office. The County is soliciting vendors that will without exception agree to the terms and conditions if this solicitation. If the terms and conditions are agreed to, a contract will be awarded that will allow Maricopa County Sheriff’s Office Food Services to purchase on an as needed basis, items that meet the following general definitions listed in the technical specification section of this call for bids. The County reserves the right to add additional contractors, at the County’s sole discretion, in cases where the currently listed contractors are of an insufficient number or skill-set to satisfy the County’s needs or to ensure adequate competition on any project or task order work. 2.0 SPECIFICATIONS: 2.1 ON DEMAND BUYS: 2.1.1 From time to time, MCSO may issue, through the County’s electronic solicitation platform (ERP), requests for quotes for specific food items for one time delivery. All awarded Contractors shall receive notice through the ERP to submit quotes for the request product(s) in the specified timeframe (typically 3 to 5 days). Awards shall be based on the respondent who has the lowest price while meeting the solicitation requirements. 2.2 OPPORTUNITY BUYS: 2.2.1 In the event that an awarded Contractor has items that meet either criteria below, the Contractor may contact the authorized County representative with the following information; quantity of product, packaging description, nutritional information, ingredient list, cost per unit, extended price and offer expiration date. If the County determines that it is interested in the offered product, the County shall issue a request for quote as described in section 2.1.1 in order to determine if the offered product and price are in the best interest of the County to award. 2.2.1.1 Imperfect products that do not meet the standard for a manufacturers #1 product (usually retail). These products to have only slight cosmetic imperfections, are to be current pack, and have the same nutritional value as the #1 product. 2.2.1.2 One time inventories that are the result of a variety of circumstances; change of pack, over production, mislabeling, nearing code date, misformulation, or a test product that didn't sell well. 3.0 PURCHASING REQUIREMENTS: 3.1 DELIVERY AND INSTALLATION: 3.1.1 Delivery shall be F.O.B. Destination Freight Prepaid within the timeframe specified on the Using Agency purchase order, to any delivery location within Maricopa County. 3.2 EXPEDITED DELIVERY: 3.2.1 If the Using Agency determines that expedited delivery or other alternate shipping is required, it shall notify the Contractor. The Contractor shall determine any additional costs associated with such delivery terms and communicate that cost to the Using Agency. SERIAL 16079-C 3.2.2 The Using Agency shall not advise the Contractor to proceed with an expedited shipment until acceptable terms are agreed upon and a purchase order is issued. Upon agreeing to the additional costs, the Using Agency shall advise the Contractor to proceed. 3.2.3 Upon receipt of material(s) and invoicing, the Using Agency shall ensure that any additional charges are in compliance with and do not exceed agreed to costs. The Using Agency shall retain all documents related to these costs within the agency purchase file. 3.3 SHIPPING DOCUMENTS: A packing list or other suitable shipping document shall accompany each shipment and shall include the following: 3.3.1 Contract Serial number. 3.3.2 Contractor’s name and address. 3.3.3 Using Agency name and address. 3.3.4 Using Agency purchase order number. 3.3.5 A description of product(s) shipped, including item number(s), quantity (ies), number of containers and package number(s), as applicable. 3.4 SHIPPING TERMS: Bid price(s) and terms shall be F.O.B. Destination at Phoenix, Arizona 85003 3.5 TESTING: Unless otherwise specified, materials purchased will be inspected by the Using Agency to ensure the materials meet the quality and quantity requirements of the Specifications. When deemed necessary by the County, samples of the materials may be taken at random from stock received for submission to a commercial laboratory or other appropriate agency for analysis and tests as to whether the materials conform in all respects to the Specifications. In cases where commercial laboratory reports determine that the materials do not meet the Specifications, the expense of such analysis shall be borne by the Contractor. 3.6 ACCEPTANCE: Upon delivery and successful inspection, the material(s) shall be deemed accepted and the warranty period shall begin. All documentation shall be completed prior to final acceptance. 3.7 WARRANTY: 3.7.1 All items furnished under this Contract shall conform to the requirements of this Contract and shall be free from defects in design, materials and workmanship. 3.7.2 The warranty period for workmanship and materials shall be for an initial period of twelve (12) months and commence upon acceptance by County. 3.7.2.1 The Contractor shall indicate on the Price Sheet the duration of the warranty and any applicable limitations or conditions which may apply. 3.7.2.2 The Contractor agrees that he will, at his own expense, provide all labor and parts required to remove, repair or replace, and reinstall any such defective workmanship and/or materials which becomes or is found to be defective during the term of this warranty. The Contractor shall guarantee the equipment to be supplied complies with all applicable regulations. SERIAL 16079-C 3.8 ORDER CUTOFF INFORMATION: Contractors submitting bids shall advise the County of all known order cutoff dates for the equipment / product(s) specified in this solicitation at the time of bid submission. Notification of any subsequent cutoff date(s) (learned after submission of bid) shall also be the Contractor’s responsibility. The Contractor shall advise the County of subsequent cutoff dates by notifying the Procurement Officer, in writing, of the new information. 3.9 USAGE REPORT: The Contractor shall furnish the County a usage report upon request delineating the acquisition activity governed by the Contract. The format of the report shall be approved by the County and shall disclose the quantity and dollar value of each contract item by individual unit. 3.10 Background Check: Bidders/proposers need to 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. 3.11 INVOICES AND PAYMENTS: 3.11.1 The Contractor shall submit one (1) legible copy of their detailed invoice before payment(s) can 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 or • County purchase order number • Invoice number and date • Payment terms • Date of delivery • Quantity • Contract Item number(s) • Description of Purchase • Pricing per unit of purchase • Extended price • Total Amount Due 3.11.2 Problems regarding billing or invoicing shall be directed to the using agency as listed on the Purchase Order. 3.11.3 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 (http://www.maricopa.gov/Finance/Vendors.aspx). 3.11.4 Discounts offered in the contract shall be calculated based on the date a properly completed invoice is received by the County (ROI). 3.11.5 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. SERIAL 16079-C 3.12 APPLICABLE TAXES: 3.12.1 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. 3.12.2 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. 3.12.3 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. 3.13 TAX (COMMODITIES): Tax shall not be levied against labor. Sales/use tax will be determined by County. Tax will not be used in determining low price. 4.0 CONTRACTUAL TERMS & CONDITIONS: 4.1 CONTRACT TERM: This Invitation for Bid is for awarding a firm, fixed-price purchasing contract to cover a term of one (1) year. 4.2 OPTION TO RENEW: The County may, at its option and with the concurrence of the Contractor, renew the term of this Contract up to a maximum of four (4) 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). The Contractor shall be notified in writing by the Office of Procurement Services of the County’s intention to renew the contract term at least thirty (60) calendar days prior to the expiration of the original contract term.. 4.3 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 SERIAL 16079-C 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. 4.4 INSURANCE. 4.4.1 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. 4.4.2 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. 4.4.3 Contractor’s insurance shall be primary insurance as respects County, and any insurance or self-insurance maintained by County shall not contribute to it. 4.4.4 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. 4.4.5 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. 4.4.6 The insurance policies required by this Contract, except Workers’ Compensation and Errors and Omissions, shall name County, its agents, representatives, officers, directors, officials and employees as Additional Insureds. 4.4.7 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. 4.4.8 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. The policy shall include coverage for premises liability, bodily injury, broad form property damage, personal injury, products and completed operations and blanket contractual coverage, and shall not contain any provisions which would serve to limit third party action over claims. There shall be no endorsement or modifications of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. SERIAL 16079-C 4.4.9 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 $1,000,000 each occurrence with respect to any of the Contractor’s owned, hired, and non-owned vehicles assigned to or used in performance of the Contractor’s work or services or use or maintenance of the Premises under this Contract. 4.4.10 Certificates of Insurance. 4.4.10.1 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. 4.4.10.2 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. 4.4.10.3 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 ORDERING AUTHORITY. 4.5.1 Any request for purchase of product(s) 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. 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 materials contained in the Contract, they will be purchased from the Contractor awarded that item. 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 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. SERIAL 16079-C 4.7 UNCONDITIONAL 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 Deliver the supplies or to perform the services within the time specified in this contract or any extension; 4.8.2 Make progress, so as to endanger performance of this contract; or 4.8.3 Perform any of the other provisions of this contract. 4.8.4 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 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. 4.11 ADDITIONS/DELETIONS OF SERVICE: 4.11.1 The County reserves the right to add and/or delete materials 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 are required from a Contract, prices for such additions will be negotiated between the Contractor and the County. 4.12 SUBCONTRACTING: 4.12.1 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 Bid Serial Number and identify the job project. 4.12.2 The Subcontractor’s rate for the job shall not exceed that of the Prime Contractor’s rate, as bid in the pricing section, unless the Prime Contractor is willing to absorb any higher rates. The Subcontractor’s invoice shall be invoiced directly to the Prime Contractor, SERIAL 16079-C who in turn shall pass-through the costs to the County, without mark-up. A copy of the Subcontractor’s invoice must accompany the Prime Contractor’s invoice. 4.13 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. 4.14 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW: 4.14.1 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. 4.14.2 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. 4.14.3 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. 4.15 VALIDITY: The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the validity of any other provision of the Contract. 4.16 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. 4.17 RELATIONSHIPS: In the performance of the services described herein, the Contractor shall act solely as an independent contractor, and nothing herein or implied herein shall at any time be construed as to create the relationship of employer and employee, co-employee, partnership, principal and agent, or joint venture between the County and the Contractor. 4.18 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://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1 which is hereby SERIAL 16079-C 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. 4.19 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION 4.19.1 The undersigned (authorized official signing for the Contractor) certifies to the best of his or her knowledge and belief, that the Contractor 4.19.1.1 is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal Department or agency; 4.19.1.2 have not within 3-year period preceding this Contract been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; 4.19.1.3 are not presently indicted or otherwise criminally or civilly charged by a government entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and 4.19.1.4 have not within a 3-year period preceding this Contract had one or more public transaction (Federal, State or local) terminated for cause of default. 4.19.2 The Contractor agrees to include, without modification, this clause in all lower tier covered transactions (i.e. transactions with subcontractors) and in all solicitations for lower tier covered transactions related to this Contract. 4.20 VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED STATUTES §41- 4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS: 4.20.1 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. 4.20.2 The County retains the legal right to inspect contractor and subcontractor employee documents performing work under this Contract to verify compliance with paragraph 4.20 of this Section. Contractor and subcontractor shall be given reasonable notice of the County’s intent to inspect and shall make the documents available at the time and date specified. Should the County suspect or find that the Contractor or any of its subcontractors are not in compliance, the County will consider this a material breach of the contract and may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor. SERIAL 16079-C 4.21 CONTRACTOR LICENSE REQUIREMENT: 4.21.1 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. 4.21.2 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 posses 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 which license(s), if any, the Registrar of Contractors requires for performance of the Contract. 4.22 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: 4.22.1 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, 4.22.2 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. 4.23 PUBLIC RECORDS: 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 after Contract award and execution, except for such Offers deemed to be confidential by the Office of Procurement Services. If an Offeror believes that information in its Offer should remain confidential, it shall indicate as confidential, the specific information in its offer 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. The Records Manager of the Office of Procurement Services shall determine whether the identified information is confidential pursuant to the Maricopa County Procurement Code and the Arizona Public Records Law.