15060-CONTRACT.DOC

SERIAL 15060-C
SERIAL 15060-C ASPHALT, EMULSIFIED AND OIL AND PETROLEUM RESIN
DATE OF LAST REVISION: September 23, 2015 CONTRACT END DATE: September 30, 2016
CONTRACT PERIOD THROUGH SEPTEMBER 30, 2016
TO: All Departments
FROM: Office of Procurement Services
SUBJECT: Contract for ASPHALT, EMULSIFIED AND OIL AND PETROLEUM RESIN
Attached to this letter is published an effective purchasing contract for products and/or services to be supplied to
Maricopa County activities as awarded by Maricopa County on September 23, 2015.
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.
Wes Baysinger, Chief Procurement Officer
Office of Procurement Services
Np/AT
Attach
Copy to: Office of Procurement Services
Larry Hall, MCDOT
(Please remove Serial 09026-c from your contract notebooks)

SERIAL 15060-C
ERGON ASPHALT & EMULSIONS, INC., 5510 W. CHANDLER BLVD., CHANDLER AZ 85226
COMPANY NAME: Ergon Asphalt & Emulsions, Inc.
DOING BUSINESS AS (DBA) NAME:
MAILING ADDRESS: 5510 W. Chandler Blvd., Chandler AZ 85226
REMIT TO ADDRESS: P.O. Box 1639, Jackson MS 39215-1569
TELEPHONE NUMBER: 480-940-9500
FACSIMILE NUMBER: 480-940-9595
WEB SITE: ergpon.com
REPRESENTATIVE NAME: Charlie Buchanan
REPRESENTATIVE TELEPHONE NUMBER: 602-989-6122
REPRESENTATIVE E-MAIL: Charlie.Buchanan@ergon.com
YES NO REBATE
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM
THIS CONTRACT:
WILL ACCEPT PROCUREMENT CARD FOR PAYMENT:
PAYMENT TERMS:
NET 30 DAYS
Unit Total
Title Price Qty UofM Price Description Bidder Notes
Preservative $540.00 100 ton $54,000.00 (Diluted asphalt emulsion, SS- PRICE BID FOB Ergon Plant
Seal Materials 1h for Tack Coat per MAG 713) located at:
- MAG 329 6940 W. Chandler Blvd
"Other" Chandler AZ 85225
Heated Water $1.14 20000 gallon $22,800.00 Vendor shall provide hot water Price is $1.14/Gallon or
to the County at Vendor's $270/Ton for SS-1H 50/50
terminal at a minimum PRICE BID FOB Ergon Plant
temperature of 130°F to enable located at:
the County to dilute emulsified 6940 W. Chandler Blvd
products if so desired. Vendor Chandler AZ 85225
shall have facilities providing
hot water at the same
address/facility where product is
stored.
PRICING SHEET: NIGP CODE 08585, 36075, 63012, 63112, 74502, 74504, 74505, 74506, 74507, 74508, 74510,
74511, 74512, 74513, 74514, 74521, 74528, 74535, 74549, 74556, 74563, 74565, 74567, 74568, 74577, 74580,
74587, 83067, 92932, and 96718
Terms: NET 30
Vendor Number: W000002406 X
Certificates of Insurance Required
Contract Period: To cover the period ending September 30, 2016.
II

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WRIGHT ASPHALT PRODUCTS COMPANY, 11931 WICKCHESTER LN #101, HOUSTON TEXAS 77043
COMPANY NAME: Wright Asphalt Products Company
DOING BUSINESS AS (DBA) NAME:
MAILING ADDRESS: 11931 Wickchester Ln #101, Houston Texas 77043
REMIT TO ADDRESS: 11931 Wickchester Ln #101, Houston Texas 77043
TELEPHONE NUMBER: 281-452-9084
FACSIMILE NUMBER: 281-452-2562
WEB SITE: wrightasphalt.com
REPRESENTATIVE NAME: John Vincent
REPRESENTATIVE TELEPHONE NUMBER: 602-541-1369
REPRESENTATIVE E-MAIL: jvincent@wrightasphalt.com
YES NO REBATE
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM
THIS CONTRACT:
WILL ACCEPT PROCUREMENT CARD FOR PAYMENT:
PAYMENT TERMS:
NET 30 DAYS
Unit Total
Title Price Qty UofM Price Description
Preservative Seal $485.00 900 ton $436,500.00 color: black; MAG 334 Type C (Filled;
Material - MAG 334 asphalt sealer such as TRMSS or equal for
Type C preservative seal per MAG 718)
Heated Water $0.00 20000 gallon $0.00 Vendor shall provide hot water to the County
at Vendor’s terminal at a minimum
temperature of 130°;F to enable the County
to dilute emulsified products if so desired.
Vendor shall have facilities providing hot
water at the same address/facility where
product is stored.
Storage Tanker Daily $100.00 1 day $100.00 Tanker must have 6,000 gallon minimum
Rental storage capacity. County not responsible for
incidental damage to equipment.
Transport Standby $95.00 1 hour $95.00 To be charged when mutually agreed that
Hourly Charge county is responsible for transport delay.

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WRIGHT ASPHALT PRODUCTS COMPANY, 11931 WICKCHESTER LN #101, HOUSTON TEXAS 77043
PRICING SHEET: NIGP CODE 08585, 36075, 63012, 63112, 74502, 74504, 74505, 74506, 74507, 74508, 74510,
74511, 74512, 74513, 74514, 74521, 74528, 74535, 74549, 74556, 74563, 74565, 74567, 74568, 74577, 74580,
74587, 83067, 92932, and 96718
Terms: NET 30
Vendor Number: W000010725 X
Certificates of Insurance Required
Contract Period: To cover the period ending September 30, 2016.

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ASPHALT, EMULSIFIED AND OIL AND PETROLEUM RESIN
1.0 INTENT:
The intent of this Solicitation is to establish a listing of qualified suppliers for Asphalt, Emulsified and
OIL and PETROLEUM RESIN as defined herein. Multiple awards may be made to ensure adequate
competition.
Suppliers shall comply fully with all conditions of this solicitation.
Other governmental entities under agreement with the County may have access to services provided
hereunder (see also Sections 3.20 and 3.21, below).
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:
Quantity of material and delivery point: Asphalt, Emulsified and OIL and PETROLEUM RESIN
in amounts to be specified on purchase orders and at times designated by the Maricopa County Department of
Transportation (MCDOT).
2.1 PRESERVATIVE SEAL MATERIALS
1. MAG 334 Type C (“Filled” asphalt sealer such as TRMSS or equal for preservative seal per
MAG 718), and
2. MAG 329 “Other” (Diluted asphalt emulsion, SS-1h for Tack Coat per MAG 713).
2.2 HEATED WATER:
Vendor shall provide hot water to the County at Vendor’s terminal at a minimum temperature of
130°F to enable the County to dilute emulsified products if so desired. Vendor shall have facilities
providing hot water at the same address/facility where product is stored.
3.0 PURCHASING REQUIREMENTS:
3.1 DELIVERY AND INSTALLATION:
3.1.1 The Contractor shall be responsible to install and present for inspection all equipment in a
complete and ready-for-use condition with all components functioning, cleaned and
tested.
3.1.2 Delivery shall be F.O.B. Destination Freight Prepaid within one (1) day of receipt of
Using Agency purchase order, to any delivery location within Maricopa County.
3.1.3 Maricopa County retains the right to cancel order or delivery at any time in event of
inclement weather or other emergency, and Vendor shall then deliver the specified
materials to the County at a new time at no additional cost.
3.1.4 Material Vendor shall be fully responsible for the delivery of material. All third party
delivery Vendors must be contracted to the material vendor.
3.1.5 Any material returned (other than rejected material) by the County, shall be credited to the
County at the same rate paid.

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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.
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 freight prepaid anywhere in Maricopa County.
3.5 OPERATING MANUALS:
Upon delivery, Contractor shall provide comprehensive operational manuals, service manuals and
schematic diagrams, if required by the Using Agency.
3.6 SAMPLES:
The Contractor may be requested to furnish samples of material(s) bid for examination by the
County. Any materials so requested shall be furnished within TEN (10) working days from the
date of request and furnished at no cost to the County and sent to the address designated in the
requesting correspondence.
3.7 TESTING:
Unless otherwise specified, materials purchased will be inspected by the Using Agency to ensure
the Products meet the quality and quantity requirements of the Specifications. Supplier shall
sample material on an as-needed basis (Min. every 50,000 gals) and submit results to MCDOT
Material Lab. When deemed necessary by the County, samples of the products 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 products conform in all respects to the
Specifications. In cases where commercial laboratory reports indicate that the products do not
meet the Specifications, the expense of such analysis is to be borne by the Supplier.

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3.8 ACCEPTANCE:
Once the Materials have been delivered, the Using Agency shall have a reasonable opportunity to
inspect them. All materials and/or equipment not conforming to the requirements of the
specifications, whether in place or not, may be rejected.
Material supplied/delivered by the Vendor which, after testing, if found not to meet minimum
specifications will be adjusted and/or rejected in accordance with Sections 105 and 106 of the
Maricopa Association of Governments Uniform Standard Specifications for Public Works
Construction, latest edition and revision.
All products shall meet the specifications as noted in this bid. All equivalents must have prior testing
and approval by the Maricopa County Department of Transportation. No substitute products
allowed.
Any material returned (other than rejected material) by the County, shall be credited to the County
at the same rate paid.
3.9 STOCK:
The Contractor shall be expected to stock locally, sufficient quantities as may be necessary to meet
the County’s needs.
3.10 WAREHOUSE/DISTRIBUTION CENTER:
The Contractor shall have access to a local warehouse/distribution center(s) within the Phoenix,
Arizona metropolitan area capable of providing the material(s) listed herein at the time of bid
submission.
Vendor shall have storage facilities in the Phoenix metropolitan area where the County can use their
own equipment to pick up reasonable and minimum quantities of contract materials as needed from
5:00 A.M. to 5:00 P.M. on weekdays and from 5:00 A.M. to 5:00 P.M. on Saturdays. Vendor shall
provide Certified scales and Certified Weigh master at its storage facility.
3.11 WARRANTY:
3.11.1 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.
3.11.2 The warranty period for workmanship and materials shall be for an initial period of
twelve (12) months and commence upon acceptance by County.
3.11.2.1 The Contractor shall indicate on the Price Sheet the duration of the warranty
and any applicable limitations or conditions which may apply.
3.11.2.2 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.
3.12 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.

SERIAL 15060-C
3.13 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.
3.14 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.
3.15 INVOICES AND PAYMENTS:
3.15.1 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
• County purchase order number
• Invoice number and date
• Payment terms
• Date of service or delivery
• Quantity (number of days or weeks)
• Contract Item number(s)
• Description of Purchase (product or services)
• Pricing per unit of purchase
• Freight (if applicable)
• Extended price
• Mileage w/rate (if applicable)
• Arrival and completion time (if applicable)
• Total Amount Due
3.15.2 Problems regarding billing or invoicing shall be directed to the using agency as listed on
the Purchase Order.
3.15.3 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).
3.15.4 Discounts offered in the contract shall be calculated based on the date a properly
completed invoice is received by the County (ROI).
3.15.5 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.
3.16 APPLICABLE TAXES:
3.16.1 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

SERIAL 15060-C
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.
3.16.2 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.
3.16.3 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.
3.17 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.
3.18 TAX (COMMODIES):
Tax shall not be levied against labor. Sales/use tax will be determined by County. Tax will not be
used in determining low price.
3.19 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.
3.20 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 so state 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.
3.21 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 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.

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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 PRICE ADJUSTMENTS:
Any requests for reasonable price adjustments must be submitted sixty (60) days prior to the
Contract annual anniversary. Requests for adjustment in cost of labor and/or materials must be
supported by appropriate documentation. If County agrees to the adjusted price terms, County
shall issue written approval of the change. The reasonableness of the request will be determined by
comparing the request with the Consumer Price Index or by performing a market survey.
4.4 INDEMNIFICATION:
To the fullest extent permitted by law, and to the extent that claims, damages, losses or expenses
are not covered and paid by insurance purchased by the Contractor, the Contractor shall defend
indemnify and hold harmless the County (as Owner), its agents, representatives, agents, officers,
directors, officials, and employees from and against all claims, damages, losses, and expenses
(including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and
attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from the
negligent acts, errors, omissions, or mistakes relating to the performance of this Contract.
Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives,
agents, officers, directors, officials, and employees shall arise in connection with any claim,
damage, loss, or expense that is attributable to bodily injury, sickness, disease, death or injury to,
impairment of, or destruction of tangible property, including loss of use resulting there from,
caused by negligent acts, errors, omissions, or mistakes in the performance of this Contract, but
only to the extent caused by the negligent acts or omissions of the Contractor, a subcontractor, any
one directly or indirectly employed by them, or anyone for whose acts they may be liable,
regardless of whether or not such claim, damage, loss, or expense is caused in part by a party
indemnified hereunder.
The amount and type of insurance coverage requirements set forth herein will in no way be
construed as limiting the scope of the indemnity in this paragraph.
The scope of this indemnification does not extend to the sole negligence of County.
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.

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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 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.
4.5.7 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.
4.5.8 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.
4.5.9 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.
4.5.10 Workers’ Compensation.
Workers’ Compensation insurance to cover obligations imposed by federal and state
statutes having jurisdiction of Contractor’s employees engaged in the performance of the
work or services under this Contract; and Employer’s Liability insurance of not less than
$1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000
disease policy limit.
Contractor, its contractors and its subcontractors waive all rights against Contract and its
agents, officers, directors and employees for recovery of damages to the extent these
damages are covered by the Workers’ Compensation and Employer’s Liability or
commercial umbrella liability insurance obtained by Contractor, its contractors and its
subcontractors pursuant to this Contract.
4.5.11 Certificates of Insurance.
4.5.11.1 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),

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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.
4.5.11.2 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.
4.5.11.3 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.
4.5.12 Cancellation and Expiration Notice.
Insurance required herein shall not be permitted to expire, be canceled, or materially
changed without thirty (30) days prior written notice to the County.
4.6 ORDERING AUTHORITY.
4.6.1 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.
4.7 REQUIREMENTS CONTRACT:
4.7.1 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.
4.7.2 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.
4.7.3 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.
4.8 UNCONDITIONAL TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the resultant Contract for convenience by providing sixty (60)
calendar days advance notice to the Contractor.
4.9 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:
4.9.1 Deliver the supplies or to perform the services within the time specified in this contract or
any extension;

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4.9.2 Make progress, so as to endanger performance of this contract; or
4.9.3 Perform any of the other provisions of this contract.
4.9.4 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.
4.10 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.
4.11 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.
4.12 ADDITIONS/DELETIONS OF SERVICE:
4.12.1 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.
4.13 SUBCONTRACTING:
4.13.1 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.
4.13.2 The Subcontractor’s rate for the job shall not exceed that of the Prime Contractor’s rate,
as bid in the pricing section, unless the Prime Contractor is willing to absorb any higher
rates. The Subcontractor’s invoice shall be invoiced directly to the Prime Contractor,
who in turn shall pass-through the costs to the County, without mark-up. A copy of the
Subcontractor’s invoice must accompany the Prime Contractor’s invoice.
4.14 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.
4.15 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW:
4.15.1 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

SERIAL 15060-C
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.
4.15.2 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.
4.15.3 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.
4.16 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.
4.17 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.
4.18 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.
4.19 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
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.
4.20 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
4.20.1 The undersigned (authorized official signing for the Contractor) certifies to the best of his
or her knowledge and belief, that the Contractor
4.20.1.1 is not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by any Federal
Department or agency;

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4.20.1.2 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;
4.20.1.3 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
4.20.1.4 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.
4.20.2 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.
4.21 VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED STATUTES §41-
4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS:
4.21.1 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.
4.21.2 The County retains the legal right to inspect contractor and subcontractor employee
documents performing work under this Contract to verify compliance with paragraph 4.21
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.
4.22 CONTRACTOR LICENSE REQUIREMENT:
4.22.1 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.

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4.22.2 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.
4.23 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:
4.23.1 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,
4.23.2 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.
4.24 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.