PAWS PLUS MANAGEMENT, LLC AGREEMENT.PDF

GENERAL SERVICES CONTRACT
This CONTRACT made and entered into by and between Maricopa County, hereinafter referred to as
"COUNTY" and Paws Plus Management, LLC, a corporation, 5813 Skylane Blvd, Windsor, CA 95492,
referred to hereinafter as "CONTRACTOR".
For and in consideration of the mutual promises and covenants herein contained, the parties agree as
follows:
WITNESSETH
WHEREAS, COUNTY has the means to do mass mailing through its dog license renewal mail outs.
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE I - TERM
The terms of this agreement will commence as of the date signed by both parties and will continue for a
period of three (3) years with option of renewing the Agreement for two (2) additional one (1) year
terms. CONTRACTOR shall give COUNTY written notice of its intent to renew at least forty-five (45)
days prior to the Expiration Date.
ARTICLE II- ENTIRE CONTRACT
This document contains the entire CONTRACT between the parties and it may not be modified, amended,
altered or extended except through a written amendment signed by the parties.
ARTICLE III — SCOPE
A. DUTIES OF COUNTY
1. COUNTY may in its sole discretion allow Contractors to provide advertisements for insertion in the
COUNTY dog license renewal mailings.
2. COUNTY has established a fifty-seven cent ($.57) processing fee per advertisement insert payable
by CONRACTOR prior to insertion.
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3. COUNTY shall inform CONTRACTOR of the month(s) in the current calendar year that the
advertisements are scheduled for insertion in the dog license renewal mailings and confirm the
completion of the mailing. Insertion dates are estimated to be on or about the 15 th and last business
day of each month.
4. COUNTY shall notify CONTRACTOR of the insert shipping address upon the full execution of the
Agreement.
5. COUNTY shall provide written notification to CONTRACTOR the number of inserts placed in
mailings each month and the billing total for the month served.
6. COUNTY does not endorse any company, organization, service or product advertised.
B. DUTIES OF CONTRACTOR
1. CONTRACTOR shall assume full and sole responsibility for the cost of production and delivery of
the advertisements to Maricopa County Animal Care and Control's designated delivery point.
2. All advertisement must be animal-related in theme and content.
3. CON1RACTOR shall meet the following advertisement insert specifications:
a. All Approved Advertisement Inserts for the Agreement term must be delivered to MCACC's
designated delivery point by the last day of the month after the Agreement has been fully
executed or within 15 days prior to the first renewal mail out month.
b. Minimum Advertisement Insert Size: 5-1/4" Across and 3" Top to Bottom
c. Maximum Advertisement Insert Size: 9" Across and 4" Top to Bottom
d. All Advertisement Inserts must be the same size.
e. Advertisement Inserts must be on 24# paper stock and single thickness.
f. Advertisement Inserts must be stacked flat in boxes when shipped, not on their edge. When
advertisements are stacked on the edge they will crease and bend making them unusable.
MCACC is not responsible for any unusable stock.
g. Advertisement Inserts must be boxed all facing the same direction. Each box must contain
the same, exact Advertisement Insert and be marked as to its contents and marked with the
company name followed by "FOR MCACC".
h. Payments for Advertisement Inserts to be included in MCACC's license renewal mailings
must be made within 10 days after notification from COUNTY each month.
4. CONTRACTOR shall not use COUNTY's or Maricopa County Animal Care and Control's
name in any venue without prior, written permission.
5. CONTRACTOR shall conduct themselves in a professional and courteous manner at all times when
dealing with COUNTY, its officers, departments, employees and agents. CONTRACTOR shall
refrain from relating information that casts COUNTY in a negative or false light. Any such
misconduct by CONTRACTOR may be grounds for termination.
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ARTICLE IV NO COST AGREEMENT
Neither party shall be responsible for any costs incurred by the other party in the performance of its
duties and obligations under this CONTRACT.
ARTICLE V - INDEPENDENT CONTRACTOR
The status of CONTRACTOR shall be that of an independent CONTRACTOR and CONTRACTOR,
including employees and agents, shall not be considered an employee(s) of Maricopa County and shall not
be entitled to receive any benefits associated with regular employment, and will not be subject to the
provisions of the Maricopa County Employee Merit System.
ARTICLE VI - COMPLIANCE WITH ALL LAWS
CONTRACTOR shall comply with all federal, state and local laws, rules, regulations, and professional
standards, without limitation to those designated within this CONTRACT. The laws and regulations of
Arizona shall govern the rights of the parties, the performance of this CONTRACT and any disputes
hereunder. Any action relating to this CONTRACT shall be brought in the appropriate Arizona court. Any
changes in the rules and regulations during the terms of this CONTRACT shall apply, but do not require an
amendment.
ARTICLE VII -. E-VERIFICATION OF EMPLOYEES
CONTRACTOR warrants that they are in compliance with A.R.S. § 41-4401 and further acknowledges:
(1) That they and their subcontractors, if any, warrant their compliance with all federal immigration
laws and regulations that relate to their employees and their compliance with A.R.S. § 23-214,
subsection A and shall keep a record of the verification for the duration of the employee's
employment or at least three years, whichever is longer;
(2) That a breach of a warranty under subsection 1 above, shall be deemed a material breach of the
contract that is subject to penalties up to and including termination of the contract;
(3) That the contracting government entity retains the legal right to inspect the papers of any
contractor or subcontractor employee who works on the contract to ensure that the contractor or
subcontractor is complying with the warranty provided under subsection 1 above and that the
contractor agrees to make all papers and employment records of said employee(s) available
during normal working hours in order to facilitate such an inspection.
(4) That nothing herein shall make any contractor or subcontractor an agent or employee of the
contracting government entity.
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ARTICLE VIII- INDEMNIFICATION
CONTRACTOR shall indemnify, defend and hold harmless Maricopa County, its officers, departments, employees
and agents from and against any and all claims„ actions, liabilities, damages, losses or expenses (including court
costs, attorneys' fees and costs for claim processing, investigation and litigation) (hereinafter referred to as "Claims")
for bodily injury or personal injury(including death), or loss or damage to tangible or intangible property caused, or
alleged to be caused, in whole or part, by the negligent or willful acts or omissions of the Contractor or any of its
directors, officer, agents, or employees or subcontractors. This indemnity includes any claim or amount arising out
of or recovered under the Workers' Compensation Law or arising out of the failure of such contractor to conform to
any federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the
parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or
omissions of the Indemnitee, be indemnified by such Contractor from and against any and all claims. It is agreed that
such Contractor will be responsible for primary loss investigation, defense and judgment costs where this
indemnification is applicable.
ARTICLE IX - NON-ASSIGNMENT
Any assignment or attempted assignment of this CONTRACT without the prior written consent of
COUNTY shall be void. This CONTRACT shall be binding on any and all successors and assigns of
CONTRACTOR
ARTICLE X - NON-WAIVER
The failure of either party to insist in any one or more instances upon the full and complete performance of
any of the terms and conditions of this CONTRACT to be performed on the part of the other, or to take any
action permitted as a result thereof, shall not be construed as a waiver or relinquishment of the right to insist
upon full and complete performance of the same, or any other covenant or condition, either in the past or in
the future.
ARTICLE XI - TERMINATION
Either party may terminate this CONTRACT at any time by giving 30 days written notice to the other party
and by specifying the effective date. Upon termination of this CONTRACT all property of COUNTY in
the possession of CONTRACTOR, including records, forms, or animals shall remain the property of
COUNTY and shall be returned immediately to COUNTY. COUNTY may terminate this CONTRACT
immediately when the life, health or safety of any animal is in jeopardy because of the actions or
inactions of CONTRACTOR.
This CON11{ACT is subject to cancellation pursuant to A.R.S. § 38-511.
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All notices provided for herein shall be in writing and sent by USPS mail and/facsimile to the Parties at the following
addresses:
CONTRACTOR MARICOPA COUNTY
Thomas Kerr, Director of Business Integration Rodrigo Silva, Assistant County Manager
Paws Plus Management, LLC Maricopa County Animal Care & Control
1024 Iron Wheel St 2500 S 27th Ave
Santee, CA 92071 Phoenix, AZ 85009
IN WITNESS WHEREOF we have hereunto set our hands this 26th day of February, 2015.
By: By:
Thomas Ken, Director of Business Integration Chairman, Board of Supervisors
Paws Plus Management, LLC
APPROVED AS TO FORM ATTEST:
By: By:
Attorney for Board of Supervisors Clerk of the Board of Supervisors
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