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CONTRACT STAFFING SERVICES AND RELATED SERVICES AND SOLUTIONS 260103-CI This Competition Impracticable contract is entered into this 6th day of May 2026 by and between Maricopa County (“County”), a political subdivision of the State of Arizona, and ACRO Service Corporation, a Michigan corporation (“Contractor”) for the purchase of staffing and related services. 1.0 CONTRACT TERM This contract is for a term of one year, beginning on the 1st of July 2026 and ending the 30th of June 2027. 2.0 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 one additional year. 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 60 calendar days prior to the expiration of the original contract term. 3.0 CONTRACT COMPLETION In preparation for contract completion, the Contractor shall make all reasonable efforts for an orderly transition of its duties and responsibilities to another provider and/or to the County. This may include, but is not limited to, preparation of a transition plan and cooperation with the County or other providers in the transition. The transition includes the transfer of all records and other data in the possession, custody, or control of the Contractor that are required to be provided to the County either by the terms of this agreement or as a matter of law. The provisions of this clause shall survive the expiration or termination of this agreement. 4.0 PRICE ADJUSTMENTS Any requests for reasonable price adjustments must be submitted 60 calendar days prior to contract expiration, unless mandated by law. Requests for adjustment in cost of labor and/or materials must be supported by appropriate documentation. The reasonableness of the request will be determined by comparing the request with the Consumer Price Index or by performing a market survey. If County agrees to the adjusted price terms, County shall issue written approval of the change and provide an updated version of the contract. The new change shall not be in effect until the date stipulated on the updated version of the contract. 5.0 PAYMENTS 5.1 As consideration for performance of the duties described herein, County shall pay Contractor the sum(s) stated in Exhibit A – Vendor Information and Pricing. 5.2 Payment shall be made upon the County’s receipt of a properly completed invoice. 5.3 INVOICES SERIAL# 260103-CI 5.3.1 The Contractor shall submit one legible copy of their detailed invoice before payment(s) will be made. Incomplete invoices will not be processed. At a minimum, the invoice must provide the following information: • Company name, address, and contact information • County bill-to name and contact information • Contract serial number • County purchase order number • Project name and/or number • Invoice number and date • Payment terms • Date of service or delivery • Quantity • Contract item number(s) • Arrival and completion time • Description of purchase (product or services) • Pricing per unit of purchase • Extended price • Freight (if applicable) • Mileage with rate (if applicable) • Total amount due 5.3.2 Problems regarding billing or invoicing shall be directed to the department as listed on the purchase order. 5.3.3 Payment shall only be made to the Contractor by Accounts Payable through the Maricopa County Vendor Express Payment Program. This is an Electronic Funds Transfer (EFT) process. After Contract Award the Contractor shall complete the Vendor Registration Form located on the County Department of Finance Vendor Registration Web Site (https://www.maricopa.gov/5169/Vendor-Information). 5.3.4 Discounts offered in the contract shall be calculated based on the date a properly completed invoice is received by the County. 5.3.5 EFT payments to the routing and account numbers designated by the Contractor shall 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. 5.4 APPLICABLE TAXES 5.4.1 It is the responsibility of the Contractor to determine any and all applicable taxes and include those taxes in their proposal. The legal liability to remit the tax is on the entity conducting business in Arizona. Tax is not a determining factor in contract award. 5.4.2 The County will look at the price or offer submitted and will not deduct, add, or alter pricing based on speculation or application of any taxes, nor will the County provide Contractor any advice or guidance regarding taxes. If you have questions regarding your tax liability, seek advice from a tax professional prior to submitting your bid. You may also find information at www.azdor.gov/business. Once your bid is submitted, the offer is valid for the time specified in this solicitation, regardless of mistake or omission of tax liability. If the County finds overpayment of a project due to tax consideration that was not due, the Contractor will be liable to the County for that amount, and by contracting with the County agrees to remit any overpayments back to the County for miscalculations on taxes included in a bid price. SERIAL# 260103-CI 5.4.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State, and local taxes applicable to their 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 workers’ compensation. Contractor may be required to establish, to the satisfaction of County, that any and all fees and taxes due to municipality or the State of Arizona for any license or transaction privilege taxes, use taxes, or similar excise taxes are currently paid (except for matters under legal protest). 6.0 AVAILABILITY OF FUNDS 6.1 The provisions of this contract relating to payment for services shall become effective when funds assigned for the purpose of compensating the Contractor as herein provided are actually available to County for disbursement. The County shall be the sole judge and authority in determining the availability of funds under this contract. County shall keep the Contractor fully informed as to the availability of funds. 6.2 If any action is taken by any State agency, Federal department, or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection with, this contract, County may amend, suspend, decrease, or terminate its obligations under, or in connection with, this contract. In the event of termination, County shall be liable for payment only for services rendered prior to the effective date of the termination, provided that such services are performed in accordance with the provisions of this contract. County shall give written notice of the effective date of any suspension, amendment, or termination under this section, at least 10 days in advance. 7.0 DUTIES 7.1 The Contractor shall perform all duties stated in Exhibit B and Exhibit B-1, or as otherwise directed in writing by the procurement officer. 7.2 During the contract term, County may provide Contractor’s personnel with adequate workspace for consultants and such other related facilities as may be required by Contractor to carry out its contractual obligations. 8.0 TERMS AND CONDITIONS 8.1 INDEMNIFICATION To the fullest extent permitted by law, and to the extent that claims, damages, losses, or expenses are not covered and paid by insurance purchased by the contractor, the contractor shall defend, indemnify, and hold harmless the County (as Owner), its agents, representatives, 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 of the contractor, a subcontractor, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable relating to the performance of this contract. 8.1.1 Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives, 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 therefrom, 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 SERIAL# 260103-CI subcontractor, anyone 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. 8.1.2 The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this section. 8.1.3 The scope of this indemnification does not extend to the sole negligence of County. 8.1.4 Notwithstanding anything to the contrary in the Agreement, Acro shall not be liable for any claim, loss, or liability of any kind whatsoever (collectively, "claims") arising from the County requesting or permitting assigned employees of Acro to use any vehicle (including but not limited to automobiles, buses, trucks, forklifts, and powered industrial vehicles) regardless of ownership, in connection with the performance of services for the County. 8.1.5 Acro’s Associate Vendors (subcontractors) may permit their employees to drive and/or operate powered vehicles, and the Associate Vendor assumes all risk of liability related to driving within the scope of their employees’ positions if they accept and fill such roles, but Acro shall have no liability arising from such motor vehicle operation under such circumstances. Throughout the term of this Contract, Acro shall require its Associate Vendors that permit their employees to drive and/or operate powered vehicles related to the performance of this Contract to assume all risk of liability related to driving in Acro’s subcontracts with such Associate Vendors. Further, throughout the term of this Contract, Acro shall require that its subcontracts with such Associate Vendors contain the provisions attached hereto as Exhibit D. 8.2 INSURANCE 8.2.1 Contractor, at Contractor’s own expense, shall purchase and maintain, at a minimum, the herein stipulated insurance from a company or companies duly licensed by the State of Arizona and possessing an AM Best, Inc. category 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. 8.2.2 All insurance required herein shall be maintained in full force and effect until all work or service required to be performed under the terms of the contract is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of County, constitute a material breach of this contract. 8.2.3 In the event that the insurance required is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this contract and either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two years beginning at the time work under this contract is completed. 8.2.4 Contractor’s insurance shall be primary insurance as respects County, and any insurance or self-insurance maintained by County shall not contribute to it. 8.2.5 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. 8.2.6 The insurance policies may provide coverage that contains deductibles or self- insured retentions. Such deductible and/or self-insured retentions shall not be SERIAL# 260103-CI 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. 8.2.7 The insurance policies required by this contract, except Workers’ Compensation and Errors and Omissions, shall name County, its agents, representatives, officers, directors, officials, and employees as additional insureds. 8.2.8 The policies required hereunder, except Workers’ Compensation and Errors and Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against County, its agents, representatives, officers, directors, officials, and employees for any claims arising out of Contractor’s work or service. 8.2.9 If available, the insurance policies required by this contract may be combined with Commercial Umbrella Insurance policies to meet the minimum limit requirements. If a Commercial Umbrella insurance policy is utilized to meet insurance requirements, the Certificate of Insurance shall indicate which lines the Commercial Umbrella Insurance covers. 8.2.9.1 Commercial General Liability Commercial General Liability (CGL) 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. 8.2.9.2 Automobile Liability Commercial/Business Automobile Liability 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. 8.2.9.3 Workers’ Compensation 8.2.9.3.1 Workers’ compensation insurance to cover obligations imposed by Federal and State statutes having jurisdiction of Contractor’s employees engaged in the performance of the work or services under this contract; and Employer’s Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. 8.2.9.3.2 Contractor, its subcontractors, and sub-subcontractors waive all rights against this 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 SERIAL# 260103-CI Umbrella Liability insurance obtained by Contractor, its subcontractors, and its sub-subcontractors pursuant to this contract. 8.2.9.4 Errors and Omissions/Professional Liability Insurance For all professional labor categories not requiring a professional license. Errors and Omissions (Professional Liability) insurance which will insure and provide coverage for errors or omissions or professional liability of the contractor, with limits of no less than $2,000,000 for each claim. 8.2.9.5 Professional Liability In replacement of E and O, as outlined above, or for any positions that requires a professional license, such as a Professional Engineer or Architect. Contractor shall maintain Professional Liability insurance which will provide coverage for any and all acts arising out of the work or services performed by the Contractor under the terms of this Contract, with a limit of not less than $2,000,000 for each claim, and $2,000,000 aggregate claims. 8.2.9.6 Cyber, Network Security, and Privacy Liability (For all labor categories in the Information Technology Labor category) Cyber, Network Security and Privacy Liability Insurance with a limit of not less than $5,000,000 per occurrence. The policy shall include, but not be limited to; coverage for all directors, officers, agents and employees of the Contractor, losses with respect to network risks (such as data breaches, unauthorized access or use, and ID theft of data), invasion of privacy (regardless of the type of media involved in the loss of private information), crisis management, identity theft response costs, breach notification costs, credit remediation, and credit monitoring, defense, and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, electronic data restoration expenses (data asset protection), network business interruption, computer fraud coverage, funds transfer loss, third-party fidelity, theft, no requirement for arrest and conviction, and loss outside the premises of the named insured. 8.2.9.7 Medical Malpractice (Any contractor that has a medical degree doing work with patients’ such as Psych or any other type of treatment) Medical Malpractice insurance and, if necessary, Commercial Umbrella insurance, which will insure and provide coverage for Medical Malpractice of the Contractor, with limits of no less than $5,000,000 for each claim. 8.2.9.8 Sexual Molestation and Physical Abuse The policy shall be endorsed to include coverage for sexual molestation and physical abuse at limits not less than $2,000,000.00 per occurrence and $4,000,000.00 aggregate. These limits may be included within a General Liability policy, Professional Liability policy or provided by separate endorsement with its own limits as required. Contractor must provide the following statement on their Certificate(s) of Insurance: “Sexual molestation and physical abuse coverage is included.” SERIAL# 260103-CI Policies/certificates stating that “Sexual molestation and physical abuse coverage is not excluded” do not meet this requirement. 8.2.10 Certificates of Insurance 8.2.10.1 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. 8.2.10.2 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. 8.2.10.3 If a policy does expire during the life of the Contract, a renewal certificate must be sent to County 15 calendar days prior to the expiration date. 8.2.10.4 Certificates of Insurance shall identify Maricopa County as the certificate holder as follows: Maricopa County c/o Risk Management 301 W Jefferson St, Suite 910 Phoenix, AZ 85003 8.2.11 Cancellation and Expiration Notice Applicable to all insurance policies required within the insurance requirements of this contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without 30 days prior written notice to Maricopa County. Contractor must provide to Maricopa County, within two business days of receipt, if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to Maricopa County Office of Procurement Services and shall be mailed, or hand delivered to 301 W. Jefferson, Suite 700, Phoenix, AZ 85003, or emailed to the procurement officer noted in the solicitation. 8.3 FORCE MAJEURE 8.3.1 Neither party shall be liable for failure of performance, nor incur any liability to the other party on account of any loss or damage resulting from any delay or failure to perform all or any part of this contract, if such delay or failure is caused by events, occurrences, or causes beyond the reasonable control and without negligence of the parties. Such events, occurrences, or causes include, but are not limited to, acts of God/nature (including fire, flood, earthquake, storm, hurricane, or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage, embargo, labor dispute, strike, and interruption or failure of electricity or telecommunication service, and pandemic. 8.3.2 Each party, as applicable, shall give the other party notice of its inability to perform and particulars in reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and remove, as soon as practicable, the cause of its inability to perform or comply. SERIAL# 260103-CI 8.3.3 The party asserting Force Majeure as a cause for non-performance shall have the burden of proving that reasonable steps were taken to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other party was timely notified of the likelihood or actual occurrence which would justify such an assertion, so that other prudent precautions could be contemplated. 8.4 ORDERING AUTHORITY Any request for purchase shall be accompanied by a valid purchase order issued by a County department or directed by a Certified Agency Procurement Aid (CAPA) with a purchase card for payment. 8.5 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION This contract does not guarantee any minimum or maximum purchases will be made. Orders will only be placed under this contract when the County identifies a need and proper authorization and documentation have been approved. 8.6 PURCHASE ORDERS 8.6.1 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, or for shipment of product prior to issuance of purchase order. 8.6.2 Contractor agrees to accept verbal notification of cancellation of purchase orders from the County procurement officer with written notification to follow. Contractor specifically acknowledges to be bound by this cancellation policy. 8.7 BACKGROUND CHECK Respondents may be required to pass multiple background checks (e.g. 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, subcontractors, and employees, and the failure to pass these checks shall deem the respondent non-responsible. 8.8 SUSPENSION OF WORK The procurement officer may order the Contractor, in writing, to suspend, delay, or interrupt all or any part of the work of this contract for the period of time that the procurement officer determines appropriate for the convenience of the County. No adjustment shall be made under this clause for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause, including the fault or negligence of the Contractor. No request for adjustment under this clause shall be granted unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of the suspension, delay, or interruption, but not later than the date of final payment under the contract. 8.9 STOP WORK ORDER 8.9.1 The procurement officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 calendar days after the order is delivered to the Contractor, and SERIAL# 260103-CI for any further period to which the parties may agree. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 calendar days after a stop work order is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the procurement officer shall either: 8.9.1.1 cancel the stop work order; or 8.9.1.2 terminate the work covered by the order as provided in the Termination for Default or the Termination for Convenience clause of this contract. 8.9.1.3 The procurement officer may make an equitable adjustment in the delivery schedule and/or contract price, and the contract shall be modified, in writing, accordingly, if the Contractor demonstrates that the stop work order resulted in an increase in costs to the Contractor 8.10 TERMINATION FOR CONVENIENCE Maricopa County may terminate the resultant contract for convenience by providing 60 calendar days advance notice to the Contractor. 8.11 TERMINATION FOR DEFAULT 8.11.1 The County may, by written Notice of Default to the Contractor, terminate this contract in whole or in part if the Contractor fails to: 8.11.1.1 deliver the supplies or to perform the services within the time specified in this contract or any extension; 8.11.1.2 make progress, so as to endanger performance of this contract; or 8.11.1.3 perform any of the other provisions of this contract. 8.11.2 The County’s right to terminate this contract under these subparagraphs may be exercised if the Contractor does not cure such failure within 10 business days (or more if authorized in writing by the County) after receipt of a Notice to Cure from the procurement officer specifying the failure. 8.12 PERFORMANCE It shall be the Contractor’s responsibility to meet the proposed performance requirements. Maricopa County reserves the right to obtain services on the open market in the event the Contractor fails to perform, and any price differential will be charged against the Contractor. 8.13 ACCEPTANCE OF SERVICES The County has the right to accept Services subject to acceptance criteria. County may apply acceptance criteria to the Contract or a specific Order, which may include, but are not limited to, accuracy, completeness, conformance to requirements, or quality. County shall not pay Contractor for unaccepted Services, and County may, at its discretion, withhold or make partial payment for any rejected Services, while Contractor is in the process of re-performing or otherwise curing the grounds for the County’s rejection. 8.14 CONTRACTOR EMPLOYEE MANAGEMENT 8.14.1 Contractor shall endeavor to maintain the personnel proposed in their proposal throughout the performance of this contract. SERIAL# 260103-CI 8.14.2 If Contractor personnel’s employment status changes, Contractor shall provide County with a list of proposed replacements with equivalent or greater experience. 8.14.3 Under no circumstances shall the implementation schedule to be impacted by a personnel change on the part of the Contractor. 8.14.4 Contractor shall not reassign any key personnel identified in their proposal without the express consent of the County. 8.14.5 County reserves the right to immediately remove from its premises any Contractor personnel it determines to be a risk to County operations. 8.14.6 County reserves the right to request the replacement of any Contractor personnel at any time, for any reason. 8.15 WARRANTY OF SERVICES 8.15.1 The Contractor warrants that all services provided hereunder will conform to the requirements of the contract, including all descriptions, specifications, and attachments made a part of this contract. County’s acceptance of services or goods provided by the Contractor shall not relieve the Contractor from its obligations under this warranty. 8.15.2 In addition to its other remedies, County may, at the Contractor's expense, require prompt correction of any services failing to meet the Contractor's warranty herein. Services corrected by the Contractor shall be subject to all the provisions of this contract in the manner and to the same extent as services originally furnished hereunder. 8.16 INSPECTION OF SERVICES 8.16.1 The Contractor shall provide and maintain an inspection system acceptable to County covering the services under this contract. Complete records of all inspection work performed by the Contractor shall be maintained and made available to County during contract performance and for as long afterwards as the contract requires. 8.16.2 County has the right to inspect and test all services called for by the contract, to the extent practicable at all times and places during the term of the contract. County shall perform inspections and tests in a manner that will not unduly delay the work. 8.16.3 If any of the services do not conform to contract requirements, County may require the Contractor to perform the services again in conformity with contract requirements, at no cost to the County. When the defects in services cannot be corrected by re-performance, County may: 8.16.3.1 require the Contractor to take necessary action to ensure that future performance conforms to contract requirements; and 8.16.3.2 reduce the contract price to reflect the reduced value of the services performed. 8.16.4 If the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with contract requirements, County may: SERIAL# 260103-CI 8.16.4.1 by contract or otherwise, perform the services and charge to the Contractor, through direct billing or through payment reduction, any cost incurred by County that is directly related to the performance of such service; or 8.16.4.2 terminate the contract for default. 8.17 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 of measure. 8.18 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. 8.19 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. 8.20 RESERVED See Exhibit B – Scope of Work for subcontracting language. 8.21 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. 8.22 ADDITIONS/DELETIONS OF REQUIREMENTS The County reserves the right to add and/or delete materials and services to a contract. If a service requirement is deleted, payment to the Contractor will be reduced proportionately, to the amount of service reduced in accordance with the bid price. If additional materials or services are required from a contract, prices for such additions will be negotiated between the Contractor and the County. 8.23 RIGHTS IN DATA 8.23.1 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. SERIAL# 260103-CI 8.23.2 Data, records, reports, and all other information generated for the County by a third party as the result of a contract are the property of the County and shall be provided in a format designated by the County or shall be and remain accessible to the County into perpetuity. 8.24 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW 8.24.1 In accordance with Section MC1-372 of the Maricopa County Procurement Code, the Contractor agrees to retain (physical or digital copies of) all books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this contract for six years after final payment or until after the resolution of any audit questions, which could be more than six years, whichever is longest. 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. 8.24.2 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. 8.25 AUDIT DISALLOWANCES If at any time it is determined by the County that a cost for which payment has been made is a disallowed cost, the County shall notify the Contractor in writing of the disallowance. The course of action to address the disallowance shall be at sole discretion of the County, and may include either an adjustment to future invoices, request for credit, request for a check, or a deduction from current invoices submitted by the Contractor equal to the amount of the disallowance, or to require reimbursement forthwith of the disallowed amount by the Contractor by issuing a check payable to Maricopa County. 8.26 STRICT COMPLIANCE Acceptance by County of a performance that is not in strict compliance with the terms of the contract shall not be deemed to be a waiver of strict compliance with respect to all other terms of the contract. 8.27 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. 8.28 SEVERABILITY The removal, in whole or in part, of any provision of this contract shall not void or affect the validity of any other provision of this contract. 8.29 RELATIONSHIPS 8.29.1 In the performance of the services described herein, the Contractor shall act solely as an independent Contractor, and nothing herein or implied herein shall at any time be construed as to create the relationship of employer and employee, co- employee, partnership, principal and agent, or joint venture between the County and the Contractor. 8.29.2 The County reserves the right of final approval on proposed staff. Also, upon request by the County, the Contractor will be required to remove any employees SERIAL# 260103-CI working on County projects and substitute personnel based on the discretion of the County within two business days, unless a different time period was previously approved by the County. 8.30 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 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. (Arizona Executive Order 2009-09 can be viewed at https://apps.azsos.gov/public_services/register/2009/46/governor.pdf) 8.31 WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01 If vendor engages in for-profit activity and has 10 or more employees, and if this agreement has a value of $100,000 or more, vendor certifies it is not currently engaged in, and agrees for the duration of this agreement to not engage in, a boycott of goods or services from Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842. 8.32 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION 8.32.1 The undersigned (authorized official signing on behalf of the Contractor) certifies to the best of his or her knowledge and belief that the Contractor, its current officers, and directors: 8.32.1.1 are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from being awarded any contract or grant by any United States department or agency or any state, or local jurisdiction; 8.32.1.2 have not within a three-year period preceding this contract: 8.32.1.2.1 been convicted of fraud or any criminal offense in connection with obtaining, attempting to obtain, or as the result of performing a government entity (Federal, State or local) transaction or contract; or 8.32.1.2.2 been convicted of violation of any Federal or State antitrust statutes or conviction for embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property regarding a government entity transaction or contract; 8.32.1.3 are not presently indicted or criminally charged by a government entity (Federal, State or local) with commission of any criminal offenses in connection with obtaining, attempting to obtain, or as the result of performing a government entity public (Federal, State or local) transaction or contract; 8.32.1.4 are not presently facing any civil charges from any governmental entity regarding obtaining, attempting to obtain, or from performing any governmental entity contract or other transaction; and SERIAL# 260103-CI 8.32.1.5 have not within a three-year period preceding this contract had any public transaction (Federal, State or local) terminated for cause or default. 8.32.2 If any of the above circumstances described in the paragraph are applicable to the entity submitting a bid for this requirement, include with your bid an explanation of the matter including any final resolution. 8.32.3 The Contractor shall include, without modification, this clause in all lower tier covered transactions (i.e. transactions with subcontractors or sub-subcontractors) and in all solicitations for lower tier covered transactions related to this contract. If this clause is applicable to a subcontractor or sub-subcontractor, the Contractor shall include the information required by this clause with their bid. 8.33 VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS 8.33.1 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 www.uscis.gov. 8.33.2 The County retains the legal right to inspect documents of Contractor and subcontractor employees performing work under this contract to verify compliance with paragraph 8.33.1 of this section. Contractor and subcontractor shall be given reasonable notice of the County’s intent to inspect and shall make the documents available at the time and date specified. Should the County suspect or find that the Contractor or any of its subcontractors are not in compliance, the County will consider this a material breach of the contract and may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor. 8.34 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF Whistleblower RIGHTS 8.34.1 The parties agree that this contract and employees working on this contract will be subject to the Contractor employee whistleblower protections established by Title 41 U.S.C. § 4712 and Section 3.908 of the Federal Acquisition Regulation. 8.34.2 Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C. § 4712, as described in Section 3.908 of the Federal Acquisition Regulation. Documentation of such employee notification must be kept on file by Contractor and copies provided to County upon request. 8.34.3 Contractor shall insert the substance of this clause, including this paragraph, in all subcontracts over the simplified acquisition threshold ($250,000 as of fiscal year 2018). SERIAL# 260103-CI 8.35 CONTRACTOR LICENSE REQUIREMENT 8.35.1 The Contractor shall procure all permits, insurance, and licenses, and pay the charges and fees necessary and incidental to the lawful conduct of his/her business, and as necessary complete any requirements, by any and all governmental or non-governmental entities as mandated to maintain compliance with and remain in good standing. The Contractor shall keep fully informed of existing and future trade or industry requirements, and 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 the Office of Procurement Services and the department of any and all changes concerning permits, insurance, or licenses. 8.35.2 Contractor furnishing finished products, materials, or articles of merchandise that will require installation or attachment as part of the contract shall possess any licenses required. Contractor is not relieved of its obligation to obtain and possess the required licenses by subcontracting of the labor portion of the contract. Contractors are advised to contact the Arizona Registrar of Contractors, Chief of Licensing, to ascertain licensing requirements for a particular contract. Contractor shall identify which license(s), if any, the Registrar of Contractors requires for performance of the contract. 8.36 INFLUENCE 8.36.1 As prescribed in MC1-1203 of the Maricopa County Procurement Code, any effort to influence an employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct, may be grounds for disbarment or suspension under MC1-902. 8.36.2 An attempt to influence includes, but is not limited to: 8.36.2.1 A person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or educational passes or tickets, or any type of valuable contribution or subsidy 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. 8.36.3 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. 8.37 CONFIDENTIAL INFORMATION 8.37.1 Any information obtained in the course of performing this contract may include information that is proprietary or confidential to the County. This provision establishes the Contractor’s obligation regarding such information. 8.37.2 The Contractor shall establish and maintain procedures and controls that are adequate to assure that no information contained in its records and/or obtained from the County or from others in carrying out its functions (services) under the contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the contract. The Contractor’s procedures and controls, at a minimum, must be the same procedures and controls it uses to protect its own proprietary or confidential information. If, at any time during the duration of the contract, the County determines that the procedures and controls in place are not adequate, the Contractor shall institute any new and/or additional measures requested by the County within 15 business days of the written request to do so. SERIAL# 260103-CI 8.37.3 Any requests to the Contractor for County proprietary or confidential information shall be referred to the County for review and approval, prior to any dissemination. 8.38 PUBLIC RECORDS Under Arizona law, all offers submitted and opened are public records and must be retained by the County at the Maricopa County Office of Procurement Services. Offers shall be open to public inspection and copying after contract award and execution, except for such offers or sections thereof determined to contain proprietary or confidential information by the Office of Procurement Services. If an offeror believes that information in its offer or any resulting contract should not be released in response to a public record request, under Arizona law, the offeror shall indicate the specific information deemed confidential or proprietary and submit a statement with its offer detailing the reasons that the information should not be disclosed. Such reasons shall include the specific harm or prejudice which may arise from disclosure. The records manager of the Office of Procurement Services shall determine whether the identified information is confidential pursuant to the Maricopa County Procurement Code. 8.39 INTEGRATION This contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations, proposals, communications, understandings, representations, or agreements, whether oral or written, expressed, or implied. 8.40 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this contract, the Contractor agrees to comply with all applicable provisions of Title 2, Subtitle A, Chapter II, Part 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. § 200 et seq. 8.41 GOVERNING LAW This contract shall be governed by the laws of the State of Arizona. Venue for any actions or lawsuits involving this contract will be in Maricopa County Superior Court, Phoenix, Arizona. 8.42 FORCED LABOR 8.42.1 By submitting a bid for this solicitation and/or entering into a contract as a result of this solicitation, contractor agrees to comply with all applicable portions of Arizona Revised Statutes Section 35-394. Contracting; procurement; prohibition; written certification; remedy; termination; exception; definitions. 8.42.2 Contractor certifies that it does not currently, and agrees for the duration of the contract, that it will not use: 8.42.2.1 The forced labor of ethnic Uyghurs in the People’s Republic of China. 8.42.2.2 Any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 8.42.2.3 Any contractors, subcontractors or suppliers that use the forced labor or any good or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 8.42.3 If contractor becomes aware during the term of the agreement that contractor is not in compliance with this paragraph, the contractor shall notify the County within SERIAL# 260103-CI five business days after becoming aware of the noncompliance. If the contractor fails to provide a written certification to the County that the contractor has remedied the noncompliance within 180 days after notifying the County of its noncompliance, then the agreement terminates, except that if the agreement termination date occurs before the end the 180 day period, the agreement terminates on the agreement termination date. 8.43 PRICES Contractor warrants that prices extended to County under this contract are no higher than those paid by any other customer for these or similar services. 8.44 ORDER OF PRECEDENCE In the event of a conflict in the provisions of this contract and Contractor’s license agreement, if applicable, the terms of this contract shall prevail. 8.45 UNIQUE ENTITY IDENTIFIER (UEI) AND SYSTEM FOR AWARD MANAGEMENT REGISTRATION All contractors must have a UEI number through https://sam.gov/content/entity- registration. Contractor must also maintain current information and active registration with the System for Award Management (www.sam.gov) throughout the term of the contract. 8.46 RELIGIOUS ACTIVITIES The contractor agrees that costs, planned or claimed, including costs incurred, shall not include any expense for any religious activity. 8.47 POLITICAL ACTIVITY PROHIBITED None of the funds, materials, property, or services contributed by the County or the contractor under the agreement shall be used in the performance of this agreement for any partisan political activity, or to further the election or defeat of any candidate for public office. 8.48 EQUAL EMPLOYMENT OPPORTUNITY 8.48.1 The contractor shall not discriminate against any employee or applicant for employment because of race, age, disability, color, religion, sex, or national origin. The contractor shall take affirmative action to ensure applicants are employed and that employees are treated during employment without regard to their race, age, disability, color, religion, sex, or national origin. Such action shall include but is not limited to the following: employment, upgrading, demotion or transfer, recruitment, or recruitment advertising, lay-off or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. 8.48.2 Contractor shall comply with the following provisions: 8.48.2.1 Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et seq.); 8.48.2.2 The Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.); 8.48.2.3 The Age Discrimination in Employment Act of 1967, as amended (29U.S.C. §§ 621, et seq.); 8.48.2.4 The Americans With Disabilities Act of 1990 (42 U.S.C. §§ 12101, et seq.); and Arizona Executive Order 2009-09, as amended, et seq. which SERIAL# 260103-CI mandates that all persons shall have equal access to employment opportunities. 8.48.2.5 Contractor understands that the United States has the right to seek judicial enforcement of this assurance. 8.49 CERTIFICATION REGARDING LOBBYING 8.49.1 Contractor certifies, to the best of their knowledge and belief, that: 8.49.1.1 No federal appropriated funds have been paid or will be paid, by or on behalf of the contractor, to any person for influencing or attempting to influence an officer or employee of any agency. This applies to a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant. Including the making of any federal, loan the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 8.49.2 If any funds other than federal appropriated funds, have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. 8.49.3 Contractor shall include Lobbying Certification language in the award documents for all subcontractors (including sub-grants, and contract under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. 8.49.3.1 The Lobbying Certification is a material representation of fact upon which reliance was placed when this transaction is made or entered into. Submission of this certification is prerequisite for making or entering into this transaction imposed by section 1352, Title 31, U.S. Code. Any successful proposer(s) who fail to file the required certification shall be subject to a civil penalty of not less than $10,000.00 and not more than $100,000.00 for each such failure. 8.50 CLEAN AIR ACT & CLEAN WATER ACT Contractor must comply with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 7606), section 508 of the Clean Water Act (33 U.S.C. 1368) Executive Order 11738, and Environmental Protection Agency regulations. 8.51 ENERGY POLICY AND CONSERVATION ACT Contractor must adhere to the standards and policies relating to energy efficiency, which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat.871). 8.52 COMPLIANCE WITH WEB CONTENT ACCESSIBILITY GUIDELINES (WCAG) Contractor agrees and warrants that all of its web content services and products and all of its mobile apps services and products, covered under this contract, and in all languages provided, comply with Level A and Level AA success criteria and conformance SERIAL# 260103-CI requirements specified in the Web Content Accessibility Guidelines (WCAG) 2.1(AA) or will be modified to be compliant prior to delivery or installation to County. Contractor further agrees and warrants that all web content services and products and all mobile apps services and products, in all languages provided, shall remain in full compliance with the above WCAG success criteria and conformance requirements during the term of the contract. Contractor agrees to immediately notify County in the event it becomes aware that any web content services and products or any mobile apps services and products provided under this Contract become non-compliant with the above WCAG success criteria and conformance requirements, if applicable. In such an event, Contractor agrees it will work to remediate any identified compliance deficiencies and will notify County concerning the estimated remediation completion date. Upon request, Contractor shall provide County with documentation, including but not limited to a third-party assessment certificate, substantiating compliance of the services or products with the above WCAG success criteria and conformance requirements and any other applicable governmental regulations regarding accessibility. Non-compliance with the above WCAG success criteria and conformance requirements will be deemed a material breach of the contract and the County may immediately terminate the contract or impose other legal remedies at the County’s discretion, including suspension of services and/or products. The County reserves the right to audit Contractor’s compliance with the above WCAG success criteria and conformance requirements. The Contractor will indemnify, defend, and hold harmless the County against any third-party claims arising from the Contractor’s non-compliance with the above WCAG success criteria and conformance requirements. 8.53 CONTRACT DISPUTES All Contract disputes will be handled in accordance with the Maricopa County Procurement Code, MCI-906 8.54 INCORPORATION OF DOCUMENTS 8.54.1 The following are to be attached to and made part of this Contract: 8.54.1.1 Exhibit A – Vendor Information and Pricing 8.54.1.2 Exhibit B – Scope of Work 8.54.1.3 Exhibit B-1 – Deliverable Based Projects 8.54.1.4 Exhibit C – Office of Procurement Services Contractor Travel and Per Diem Policy 8.54.1.5 Exhibit D - Indemnification and Insurance Provisions Required in Subcontracts with Associate Vendors That Permit Their Employees to Drive and/or Operate Powered Vehicles 8.54.1.6 Exhibit E – Associate Vendor Agreement for Driving Roles 8.55 NOTICES All notices given pursuant to the terms of this contract shall be addressed to: For County: Maricopa County Office of Procurement Services 301 W. Jefferson St. Suite 700 Phoenix, Arizona 85003-2164 SERIAL# 260103-CI For Contractor: General Counsel ACRO Service Corporation 39209 Six Mile Road, Suite #160 Livonia, MI 48152 8.56 INQUIRIES 8.56.1 Administrative telephone/email inquiries shall be addressed to: ABBY WEEDA, PROCUREMENT OFFICER TELEPHONE: (602) 506-8711 Abigail.Weeda@maricopa.gov 8.56.2 Inquiries may be submitted by telephone but must be followed up in writing. No oral communication is binding on Maricopa County. SERIAL# 260103-CI IN WITNESS WHEREOF, this contract is executed on the date set forth above. CONTRACTOR AUTHORIZED SIGNATURE PRINTED NAME AND TITLE ADDRESS DATE MARICOPA COUNTY CHAIR, BOARD OF SUPERVISORS DATE ATTESTED: CLERK OF THE BOARD DATE APPROVED AS TO FORM: DEPUTY COUNTY ATTORNEY DATE R. T. Shahani, President & CEO 39209 Six Mile Rd., Suite 160, Livonia, MI 48152 April 14, 2026 SERIAL# 260103-CI EXHIBIT A: VENDOR INFORMATION AND PRICING COMPANY NAME: Acro Service Corp. MAILING ADDRESS: 39209 Six Mile Road, Suite #160 Livonia, MI 48152 REMIT TO ADDRESS: 39209 Six Mile Road, Suit #160 Livonia, MI 48152 TELEPHONE NUMBER: 734-591-1100 FACSIMILE NUMBER: 734-591-1217 WEB SITE: www.acrocorp.com PROGRAM MANAGER: Laura King PROGRAM MANAGER PHONE NUMBER: 602-792-0020, EXT 2 PROGRAM MANAGER E-MAIL: lking@acrocorp.com CONTRACT ADMINISTRATION REPRESENTATIVE (renewals, amendments, etc.): Rajiv Shahani REPRESENTATIVE PHONE NUMBER: 248-982-8167 REPRESENTATIVE E-MAIL: rajivs@acrocorp.com WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: NO WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: NO PAYMENT TERMS: NET 30 DAYS Exhibit A-1 – Administrative Pricing Exhibit A-2 – Medical Pricing Exhibit A-3 – Technology Pricing Exhibit A-4 – Payroll Services Pricing Exhibit A-5 – Direct Placement Fees Exhibit A-6 – IT Project Pricing Exhibit A-7 – Screening Fees SERIAL# 260103-CI EXHIBIT B: SCOPE OF WORK 1.0 SCOPE OF WORK 1.1 GENERAL DEFINITION OF PRODUCTS AND/OR SERVICES 1.1.1 Staffing Services – The complete portfolio of staffing services available by Contractor. Including administrative staffing (administrative, professional, laborer, technical, trades, etc.), information technology staffing, medical staffing, and any other staffing services offered by Contractor. 1.1.2 Managed Service Provider Solutions – The complete portfolio of managed service provider solutions such as contingent workforce management strategy development, strategic vendor management technology, risk mitigation methods, employment compliance methods, rate and spend management (cost savings), efficient standard processes and workflow, staffing vendor selection and management, workforce utilization trends, in-depth program reporting and analytics, and any other managed service provider solutions offered by Contractor. 1.1.3 Related Services and Solutions – The complete range of related services and solutions offered by Contractor such as temporary-to-hire services, direct hire services, outsourcing solutions, career management consulting, independent contractor compliance/risk management, onsite management programs, recruitment process outsourcing, outplacement services, payroll services, and any other services and solutions offered by Contractor. 1.2 SUBCONTRACTING AND TEAMING ARRANGEMENTS The Contractor shall agree that all subcontractors will be bound by the rules and regulations contained in this contract. 2.2.1. Contractor may use Contractor’s affiliates as subcontractors, or other subcontractors, to perform Contractor’s services under this Contract, subject to Contractor remaining primarily responsible for its obligations under this Contract and ensuring that services are provided to the same extent that Contractor would have provided such services had Contractor performed those services without the use of an affiliate or subcontractor. The Contractor shall ensure that any subcontractor or agent agrees to the same restrictions, conditions, and requirements that apply through this Contract to such subcontractors and agents. The Contractor shall keep the County informed concerning the performance of all the subcontractors. 2.2.2. Contractor may not have exclusive teaming arrangements and/or other contractual provisions that result in limiting or preventing full and fair competition. 1.3 CONTRACTOR RESPONSIBILITIES Contractor’s employees shall be required to adhere to all work policies, procedures, and standards established by the County. The Contractor’s employees shall conform in all respects with regard to physical, fire and security / safety regulations while on the County’s premises. Contractor shall be responsible for obtaining all rules, regulations, policies, etc. from the County. Contractor shall be responsible for the following: 1.3.1 Recruiting, hiring, and administering any evaluations and/or disciplinary actions, implementing any reassignments and/or terminations of contractor employees provided to the County by Contractor. SERIAL# 260103-CI 1.3.2 Maintaining a recruiting and hiring program that is in compliance with applicable federal and state employment laws and their implementing rules and regulations, including, but not limited to, Title VII of the Civil Rights Act of 1964 (“Title VII”), the Americans With Disabilities Act (“ADA”), the Age Discrimination in Employment Act (“ADEA”), the Fair Credit Reporting Act (“FCRA”), and the Arizona Employment Protection Act (“AEPA”). 1.3.3 Performing background screening on all contractor employees provided to the County, to include screening of credentials, licensure, personal history, qualifications, work history, and references, as well as criminal background checks and fingerprinting as provided herein. Contractor shall ensure that all contractor employees possess all certifications and qualifications necessary to enable them to perform their assignments. 1.3.4 Administering periodic performance evaluations for each contractor employee provided under this contract. 1.3.5 Informing contractor employees that they are required to adhere to the policies and procedures of the County. Contractor and/or its designee shall promptly notify the applicable County agency of any human-resource-type issue raised by a contractor employee that may affect the County, such as threats of violence, harassment, discrimination or retaliation. 1.3.6 Providing contractor employees all of County’s safety, drug/alcohol, work policies, anti-harassment, anti-discrimination and anti-retaliation policies and informing them that they are required to adhere to such policies. Contractor shall establish a complaint and/or reporting procedure for violations of policies and instruct contractor employees on the use of the procedure. Contractor shall obtain written acknowledgement from each contractor employee provided under this contract that she or he has read, understood and agrees to abide by those policies and procedures. 1.3.7 Providing harassment, discrimination, and retaliation training for all contractor employees provided under this contract. Contractor shall maintain a record of all such training. 1.3.8 Informing contractor employees in writing that they are employed by Contractor, not the County. 1.3.9 Notifying contractor employees in writing that the only benefits they will receive will be from Contractor, and that they are not entitled to any benefits from the County. 1.3.10 Preparing and distributing an Employee Handbook to contractor employees that identifies and explains Contractor’s policies and procedures that will be followed during the course of contractor employees’ employment with Contractor. 1.3.11 Informing contractor employees in writing that job-related illness/injury reports are to be made to Contractor. Contractor and/or its designee shall notify the applicable County agency within 24 hours of receipt of any such reports. 1.3.12 Being solely responsible for, and holding County harmless from, all administrative employment matters regarding contractor employees including, but not limited to, all payroll and payroll income tax withholding matters; payment of workers’ compensation premiums; funding of appropriate fringe benefit programs; and taking responsibility for and complying with (including offering coverage, if required) the Affordable Care Act with respect to its employees. 1.3.13 Paying contractor employees in compliance with applicable wage and hour laws including, but not limited to, the Fair Labor Standards Act (“FLSA”) and Arizona SERIAL# 260103-CI Labor Code. Contractor shall maintain complete and accurate records of all wages paid to its employees assigned to provide services to County. Contractor shall be exclusively responsible for and will comply with applicable law governing the reporting and payment of wages, and payroll-related and unemployment taxes attributable to wages paid to its employees assigned to provide services to County. 1.4 INTERVIEW OF PROSPECTIVE PERSONNEL The County shall have the right to interview all prospective personnel and to accept or reject any or all based upon the required skills and the background and experience of each individual. A resume may be required upon request prior to an interview. 1.5 TRAINING Referred personnel shall be immediately productive, requiring minimal training and orientation. In the event that extended training (over four (4) hours) is required, such as for an extended project or for any particular skill set, the Contractor may be required to pay the employee for up to sixteen (16) hours (two (2) business days) of training as determined by the County. 1.6 HOURS OF WORK 1.6.1 The work week shall be Monday through Friday. Contractor shall verify work hours at the time order is placed. Work hours and holidays will vary dependent upon the County and position. Normal working hours are 8:00 a.m. to 5:00 p.m. Monday through Friday, excluding holidays. 1.6.2 There may be requirements for evening, weekend, and overtime work. Weekend work shall be defined as Saturday and Sunday during the same week. Weekend work shall not be considered overtime unless in excess of forty (40) hours. 1.6.3 Overtime shall be defined as hours worked in excess of forty (40) per week. Should a temporary employee works on a holiday, regular pay shall apply to all hours under forty (40), and time and a half shall apply for hours over forty (40). Overtime must be approved in writing, in advance, by the Agency in order to be reimbursable. 1.6.4 Lunch periods will range from 30-60 minutes and will be determined by the County. No payments shall be made for lunch periods. 1.6.5 Each temporary employee will receive one 15 minute break in the morning and one 15 minute break in the afternoon, exact time of the break will be agreed to by the employee and the County. 1.7 TRANSPORTATION AND PARKING It will be the Contractor or the contractor’s employee’s responsibility to provide transportation to and from the required locations. Parking may or may not be provided and, if not, will be the responsibility of the Contractor or the contractor employee. 1.8 TEMPORARY PERSONNEL EXPENSES Contractor shall be responsible for temporary personnel expenses. Contractor may bill for certain travel expenses on a case-by-case basis. Contractor shall seek County approval before billing for any travel expenses. If approved by the Prospective Personnel, travel expenses shall be reimbursed in accordance with the County’s Travel Policy. Original receipts for travel must be submitted for reimbursement of allowable direct costs (lodging, communications, etc.). SERIAL# 260103-CI 1.9 CONTRACTOR SINGLE POINT OF CONTACT Each Contractor shall designate a coordinator as a single, local point of contact (SPOC), as well as a backup, that will be accessible during normal work hours 8:00 a.m. until 5:00 p.m. Monday through Friday, with the exception of the designated holidays to receive employment requests, handle and assist in any and all inquiries regarding scheduling, billing, status of orders, availability, contract pricing, contract compliance requirements, reports, and problem solving. Contractor’s SPOC shall be available via a toll free telephone number or email. The SPOC may have support staff that will serve as account managers for different County Agencies, or designated multiple points of contact in order to best provide service. 1.10 CONTRACTOR EMPLOYEE REQUIREMENTS 1.10.1 Background Screening A background check is required for all employees of Contractor's staff providing services to the County. The cost of this service shall be incurred by the County. Certain contractor employees based on position may be subject to various criminal checks, fingerprinting, and background checks upon whose results the County may choose to base its decision to accept an individual for an assignment. The requirements of these background checks are explained in Exhibit A-7, called “Screening Fees”. Contractor to include pricing for these services as indicated. The cost of this service shall be incurred by the County. 1.10.2 Drug Testing Drug testing requirements will vary for individual Agencies throughout the County. The County will identify if there is a drug test requirement at the time the order is placed. The County will pay for these tests as pass-through costs. These tests are normally conducted randomly, on a random number of temporary employees, in safety-sensitive positions, and consist of a urine sample. If a contractor employee fails a drug test, the contractor employee will no longer be eligible to provide services to the County under this contract. The requirements of these tests are explained in Exhibit A-7, called “Screening Fees”. Contractor to include pricing for these services as indicated. The cost of this service shall be incurred by the County. 1.10.3 If driving is a requirement of a position, County Agencies will require a DMV check. The cost of this service shall be incurred by the County. 1.10.4 Additional Certification(s) Certain positions may require additional types of certifications such as First Aid and CPR certification. Contractor employees shall have these certifications prior to applying for such positions. Contractor employees shall maintain and recertify these certifications at the contractors or their own expense. 1.10.5 Dress and Equipment Contractor employees shall report to job assignments dressed appropriately and with the equipment specified by the County as being required to perform work in the service categories covered under this contract. The County requires most field personnel to have safety shoes, at the expense of the temporary employee. The safety shoes must meet American National Standards Institute (ANSI) and Occupational Safety and Health Administration (OSHA) standards. 1.10.6 Communication Skills SERIAL# 260103-CI Unless otherwise requested, all contractor employees must be able to read, write, speak and comprehend the English language in accordance with the minimum requirements of the position description. Contractors that provide contractor employees that are unable to read, write, speak and comprehend the English language in accordance with the County’s determination will refund any fees and wages incurred. 1.10.7 Courtesy and Cordiality Towards All Others Contractor employees shall be respectful of all people with whom they interact, including County employees and customers of the County. 1.10.8 County’s Right of Refusal The Contractor will be given between four (4) business hours and one (1) business day to confirm availability of a contractor employee to fill a request. However, for “hard-to-fill” positions, the County may allow up to five (5) business days for Contractor to confirm availability of a contractor employee. In the event that the Contractor is unable to fill the job request, the County may cancel the request and place the request with another Contractor. The County reserves the right to simultaneously give all Contractors an opportunity to fill all “hard-to-fill” positions on a “first come” basis. In the event that all Contractors are unable to fill the request, the County may fill the requirement by soliciting pricing from other qualified sources. 1.11 SUPERVISION OF TEMPORARY EMPLOYEES Contractor’s employees shall be supervised by the County. The County shall have direct control over the daily activities of the Contractor’s employees. Work policies, procedures, and standards established by the County shall be followed at all times. The Contractor’s employees shall conform in all respects with regard to physical, fire and security / safety regulations while on the County’s premises. Contractor shall be responsible for obtaining all rules, regulations, policies, etc. from the County. 1.12 CONFIDENTIALITY OF COUNTY INFORMATION Contractor’s employees may have access to confidential information. Under no circumstance will this information be given out to anyone without the express permission of County management. 1.12.1 The Parties acknowledge and agree that regardless of any provision in the Contract or this SOW to the contrary, the services to be provided by Contractor do not involve any access, use or disclosure by Contractor of any of the County’s protected health information (“PHI”), as that term is defined in the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). Contractor is not a “business associate” of the County, as defined in HIPAA. In the event PHI is inadvertently transmitted to Contractor, Contractor shall immediately inform the County and the Parties shall work cooperatively to take all necessary action to address compliance with HIPAA and state privacy laws. 1.12.2 County shall provide Contractor a list identifying HIPAA covered departments of the County. For Contractor’s employees assigned to any such department, employees will be required not to disclose or in any way reveal or disseminate PHI to Contractor or any other unauthorized parties. County shall instruct Contractor’s employees concerning the confidentiality of medical information of County’s patients, standard precautions, and the County’s HIPAA policies and procedures. The Parties acknowledge and agree that for purposes of compliance with HIPAA, Contractor’s employees shall be considered part of County’s SERIAL# 260103-CI workforce as that term is defined in HIPAA, but shall otherwise not be considered workforce or employees of County for any other purposes, including by and not limited to tax or employment law. 1.13 REPLACEMENT OF CONTRACTOR EMPLOYEES In the event any contractor employee fails to adhere to the County’s directions or security/safety regulations, or demonstrate that they are not qualified to perform the required duties, the County shall notify the Contractor who shall replace the employee immediately or as directed by the County at no cost to the County (including, but not limited to, training time, background checks, ID badges, drug testing, etc.). This also applies to any contractor employee that leaves, for any reason, before the assignment is completed. When a contractor employee leaves, at any time, the Contractor shall be responsible for any unreturned keys, ID badges, etc. If such items are not returned to the County within five (5) working days the County shall send an invoice to the Contractor for the exact replacement cost. The Contractor shall pay this invoice within fourteen (14) days. 1.14 MANAGEMENT SYSTEM REQUIREMENTS The System should manage all processes required to procure contract employees, manage assignments, collect hours worked, consolidate invoicing and report on the contingent worker program for an organization. The basic implementation preloads job titles and descriptions, rates, vendors, users and business rules. A key feature of the system should keep the users updated on the status of the order, and facilitates communication between all parties involved in the process. The System should utilize standard e mail applications to notify users when a task is required or has been completed. For example, a requesting manager is notified when their requisition has been distributed to vendors and in turn when the vendors have submitted resumes. The internal clock in the system should time stamps all activities and provide reports accordingly. The system should be a “collaborative e-commerce” platform connecting requestors, process managers, vendors and contract employees for communication and collaboration in one central platform. The system should be workflow based application delivered in Software as a Service (SaaS) delivery model accessed via the internet utilizing a standard browser, therefore the user need not be in the office to complete required tasks. The system shall be configured specifically for each client utilizing business rules, user roles and internal routing. The system should be extensive application configuration tool that allows new users, vendors and job information to be added or updated easily. 1.14.1 The system solution shall reduce costs and improves efficiency for Enterprise clients by automating the contingent staffing process through: 1.14.1.1 Single point of contact - multiple vendor resources 1.14.1.2 Consolidation and standardization of the contingent workforce procurement processes 1.14.1.3 Automated order entry/distribution, candidate submittal, response and order fulfillment 1.14.1.4 Replaces paper intensive and manually managing progress 1.14.1.5 Replaces fax, e mail or telephone order distribution – no data capture methods 1.14.1.6 Addressing the unique requirements for Commercial and Light SERIAL# 260103-CI Industrial clients 1.14.1.7 Quick fill process 1.14.1.8 Visibility into weekly and daily resource loading schedules and ability to adjust 1.14.1.9 Mobile Apps for shop floor usage 1.14.1.10 Accommodates multiple shift differential methodologies 1.14.1.11 Flagging applicants that require special review 1.14.1.12 Provide additional information on applicant to assist hiring manager with evaluation 1.14.1.13 Tracking history of all assignments at client location 1.14.1.14 Providing collaborative features that reduce “telephone tag” 1.14.2 Streamlining the approval and billing process using: 1.14.2.1 Pre-established routing for approvals 1.14.2.2 Desktop action list, Email notification 1.14.2.3 Automatic approval proxies for manager absences 1.14.2.4 Tracking of company property 1.14.3 Automating time and expense capture/approval 1.14.3.1 Eliminate paper intensive time capture 1.14.3.2 Reduce audit requirements of time capture/invoice process 1.14.3.3 Enterprise wide reporting: transactions, financial, and performance metric – Data to make sound business decisions 1.14.3.4 Integration into financial, HRIS or eProcurement packages through standard API’s 1.14.3.5 Allows for compliance with ERISA and co-employment time worked rules 1.14.3.6 Provides usage data immediately after payroll 1.14.4 Significant dollars are saved through reducing process inefficiencies, managing actual dollars spent and providing management decision reporting statistics and data. 1.15 SECURITY GUARD SERVICES: Required Uniformed Security services: 1.15.1 UNARMED SECURITY GUARD REQUIREMENT Must be in possession of a valid State of Arizona security guard license as an unarmed security guard. 1.15.2 ARMED SECURITY GUARD REQUIREMENTS Must be in possession of a valid SERIAL# 260103-CI State of Arizona security guard license as an armed security guard. 1.15.3 Current CPR and First Aid certification 1.15.4 Contractor shall provide ALL uniforms required exclusive of work shoes/boots, socks and underwear. No athletic shoes are permitted. Uniform shall be in compliance with Arizona Revised Statutes Title 32, Chapter 26, Section 32-2601 et seq. and the SECURITY OFFICERS AGENCY UNIFORM GUIDELINES as published by the Arizona Department of Public Safety Licensing Unit. 1.15.5 Duty belt should include OC spray, handcuffs and firearm (if armed security guard). 1.15.6 Personnel activities shall be coordinated with the designated Manager or designee. To enforce policies and regulations, communicate all issues with Manager or designee. 1.15.7 Complete daily activity reports and monthly reports and provide to customer accordingly. 1.15.8 Conduct internal and external patrols, as required. Spot check building for safety hazards, monitor secured areas and be knowledgeable of staff access. 1.15.9 Escort visitors and vendors if requested. 1.15.10 Conduct monthly evaluations of safety equipment, including, but not limited to, fire extinguishers, exit signs and emergency lighting, and provide communication on any non-functioning equipment or broken facility equipment if requested from the County. 1.15.11 Contractor employees must be able to work with a diverse population in a professional and courteous manner and have experience with conflict resolution. 1.15.12 Assist staff with any related security issues that arise, including any difficult situations relating to staff and customers. 1.15.13 General Security Duties: The following are a list of Standard Operating Procedures to be performed by assigned personnel. Assigned personnel shall become familiar with procedures and authorized persons associated with the location they are assigned to. Additional duties may be assigned by the Responsible Manager or assigned designee. 1.15.13.1 Protect the safety of all persons on site. 1.15.13.2 Be polite, courteous, respectful, and responsive to all individuals. 1.15.13.3 Prohibit entry into secure areas by anyone other than authorized individuals as directed. 1.15.13.4 Prevent fire, theft, vandalism, and trespassers on the property. 1.15.13.5 Contractor for guard services must provide a procedure manual for responding to medical emergencies, bomb threats, riots, fires, disruptive persons, and other emergencies. 1.15.13.6 Monitor security consoles (i.e. employee access control and alarm computer, CCTV video monitors, DVR’s, etc.). SERIAL# 260103-CI 1.15.13.7 Be familiar with ad implement emergency fire or fire alarm including familiarity with floor plans and locations of firm alarm pull boxes, fire extinguishers, fire alarm monitoring panel and other life/safety systems. 1.15.13.8 Be familiar with and implement emergency intrusion alarm procedures including the use of computer programs, closed circuit television monitors, voice intercom systems, alarms and alarm enunciator panels and other equipment required for monitoring and control of building access. 1.15.13.9 Be responsible for all building and systems keys and access control cards in their possession and ability to account for the whereabouts of keys at all times. Should keys be lost or stolen, Responsible Manager shall be notified immediately. Contractor is responsible for the cost of replacement of lost, stolen or damaged keys and access cards. 1.15.13.10 Patrol the interior and exterior of the facility and buildings: 1.15.13.10.1 Monitor offices, classes, employees and customer areas without disruption. 1.15.13.10.2 Patrol any common computer lab, if applicable; visually scan customer’s computer monitors to ensure that there are no inappropriate websites being used, i.e. sexual content. 1.15.13.10.3 Check for unauthorized open doors, i.e. exit and storage doors. 1.15.13.10.4 Check for leaks or damages and identify anything out of the ordinary. 1.15.13.10.5 Patrol the interior of the building at the end of the work day to ensure all staff and visitors have left the building. Turn off all lights, lock all doors, and set alarm system, if applicable. 1.15.13.10.6 Patrol the exterior of the facility as directed. 1.15.13.10.7 Patrol prior to the arrival of staff at the beginning of the work day and after staff leaves, at the end of the work day. 1.15.13.10.8 Monitor people entering the building for any type of prohibited weapon, food or drink. 1.15.13.10.9 Check customer parking and employee parking areas, monitoring for any suspicious activity or vandalism. Report any unusual incidents or hazardous conditions. 1.15.13.11 Maintain a daily log for each shift in accordance with all policies for the site (i.e. sign in and sign out requirements for visitors. 1.15.13.12 Maintain a log of all security violations and report occurrences to Responsible Manage as quickly as possible considering the nature of the violation. 1.15.13.13 Be familiar with procedures for receiving and forwarding requests for SERIAL# 260103-CI maintenance. 1.15.13.14 Comply with all FCC rules and regulations when using assigned communication devices which must be supplied by the contracted guard service unless otherwise stated by the County. 1.15.13.15 The use of cell phones is strictly prohibited, except as required to perform assigned duties. 1.15.13.16 Personal electronic devices, portable electronic devices or reading materials not related to assigned duties are prohibited. 1.15.13.17 Engaging in or conducting any personal business or business outside of the assigned responsibilities is strictly prohibited. 1.15.13.18 Socializing is prohibited. No visitors are allowed in the building before or after work hours. Conversations with staff and customers are to remain cordial and brief. 1.16 MINIMUM WAGE, LIVING WAGE AND MANDATORY HEALTH AND WELFARE BENEFITS 1.16.1 Contractor must meet all federal, state and local requirements regarding minimum wage, living wage and any mandatory health and welfare benefits. SERIAL# 260103-CI EXHIBIT B-1: DELIVERABLE BASED PROJECTS 1.1 GENERAL DEFINITION OF PRODUCTS AND/OR SERVICES 1.1.1 Managed Service Provider Solutions – The complete portfolio of managed service provider solutions such as contingent workforce management strategy development, strategic vendor management technology, risk mitigation methods, employment compliance methods, rate and spend management (cost savings), efficient standard processes and workflow, staffing vendor selection and management, milestone, deliverable and/or service-based statement of work (SOW) project services, where there are definitive deliverables and an established end or conclusion to the project (“SOW project services”), workforce utilization trends, in-depth program reporting and analytics, and any other managed service provider solutions offered by Contractor. 1.1.2 Related Services and Solutions – The complete range of related services and solutions offered by Contractor such as temporary-to-hire services, direct hire services, outsourcing solutions, career management consulting, independent contractor compliance/risk management, onsite management programs, recruitment process outsourcing, outplacement services, payroll services, SOW project services, and any other services and solutions offered by Contractor. Contractor, including its subsidiaries, affiliates and related entities, are not eligible to deliver milestone, deliverable, and/or service-based SOW project services unless there is additional competition reviewed (no Sole Source). This Contract shall apply to SOW project services of up to $1,000,000. The following is an example of the Milestone, Deliverable and/or Service-based SOW Project Sourcing Process. Services may include project management and other services if approved by the agency. a. Using a pre-defined SOW template in, consultation with Maricopa County authorized user to ensure all purchasing and other applicable policies are followed. The PMO SOW specialist will assist the Maricopa County authorized user to create a task order as an RFx in VMS System including a description of the outcomes desired, the timeframe for completion, systems and applications to be integrated, and shall identify the pricing methodology for the specific project: o Milestone based – payment of a predetermined amount at the completion of each milestone, including a complete description of the deliverables due at each milestone, the timeline for submission and the Department contact(s) to whom they are submitted. o Single Payment Project based – All amounts to be paid at the completion and acceptance of the project o Performance based: This will be paid when a predetermined performance has been completed. o Time and Material based: Identifying each team member and the accepted hourly rates and estimated time for each member. This type of pricing will be paid either at intervals (typically monthly) as agreed upon or as milestones are completed. o Unit based: Identifying and describing each Unit and the unit rates and estimated quantity. This type of pricing will be paid either at intervals as agreed upon or as milestones, such as when a specified number of units are completed. If desired by Maricopa County authorized user, the details can be completed in VMS by the PMO team on behalf of the authorized user. Once completed, the VMS will notify the authorized user that the task is completed and ready for review. a) Contractor and County discuss requirements, scope of services requested and Vendor selection criteria. b) Contractor reviews Vendor list, seeks input from County, and vets additional Vendors, if needed. c) County provides Contractor with a finalized Task Order. d) The PMO will further identify and create the evaluation criteria that will be used. e) County approves final Vendor List and evaluation criteria. f) Contractor releases Task Order to Vendors in VMS. SERIAL# 260103-CI g) Contractor facilitates Pre-Bid Conference and Q/A process with Vendors and County, if required. h) Vendors submit proposal response to Task Order in VMS - Project Proposal, to include, but not limited to: a. Provide an executive summary demonstrating an understanding of County’s request. b. Provide a proposed project plan that includes, at a minimum, a list of tasks, timelines, milestones, deliverables, services, assumptions, roles and responsibilities, and risks for the project. c. Describe the team, including the qualifications for both a dedicated project manager and for the rest of the project team. If required, provide a proposed budget that lists the project team, number of hours each team member will take to complete the project, each team member’s hourly rate, and totaling to the proposed fixed-price project cost. d. Describe test plans, as may be required. i) Contractor coordinates evaluation of Vendor responses with County, including scoring of proposals. j) The County determines shortlist of Vendors. k) The County will review pricing option, deliverable and/or service-based SOWs and may request oral presentations and discussions with one or more Vendors, including potentially interviewing the proposed staff for the completion of the work. l) Contractor coordinates oral presentations, if required. m) The County selects Vendor and provides scoring to Contractor. n) Contractor facilitates Best and Final Offer (BAFO) with final Vendors, if required. o) Contractor meets with County to finalize award of Task Order. a. County reserves the right to accept and/or reject Vendor’s project plan, personnel and/or project cost estimates. Vendor’s preparation and submission of a project request proposal shall not be reimbursed. b. Vendor shall not begin work on any project until County has accepted the project plan and Contractor has notified the Vendor as such. p) Contractor coordinates County and Vendor to draft any contracts where applicable, prior to award. q) Contractor notifies Vendors of award. r) Contractor coordinates County and Vendor completion and execution of contracts. s) Contractor creates final Task Order for awarded Vendor and County; a. Each Task Order shall specify all milestones or payment method, deliverables and/or service-based SOWs, including a complete description of the milestone, deliverables and/or service-based SOWs; and b. The timeline for submission. t) Contractor sets up milestones or payment method, deliverables and/or service-based SOWs in VMS. u) Vendor completes required background check of team members for the project (vendor agrees to notify and obtain approval of any change in submitted project team), if required. v) Vendor completes milestones, or deliverables and/or service-based SOWs and enters in VMS. w) County approves submitted payment request, deliverables and/or service-based SOWs in VMS; and x) Contractor Invoices County, County pays Contractor, Contractor pays Vendor. y) Vendor shall not exceed the approved timeline, approved costs or changes to the agreed upon scope of work without prior, written approval of County in the form of a Change Order. If prior, written approval is not received, Vendor shall not be paid in excess of the approved amount. In the event that County required any changes to the services to be performed under a given project, Vendor shall submit a revised project cost and/or timeline estimate to County, which will be incorporated into a Change Order. SERIAL# 260103-CI EXHIBIT C: OFFICE OF PROCUREMENT SERVICES CONTRACTOR TRAVEL AND PER DIEM POLICY 1.0 All contract-related travel plans and arrangements shall be prior-approved by the County contract administrator. 2.0 Lodging, per diem, and incidental expenses incurred in performance of Maricopa County/Special District (County) contracts shall be reimbursed based on current U.S. General Services Administration (GSA) domestic per diem rates for Phoenix, Arizona. Contractors must access the following internet site to determine rates (no exceptions): www.gsa.gov. 2.1 Additional incidental expenses (i.e., telephone, fax, internet, and copying charges) shall not be reimbursed. They should be included in the contractor’s hourly rate as an overhead charge. 2.2 The County will not (under any circumstances) reimburse for contractor guest lodging, per diem, or incidentals. 3.0 Commercial air travel shall be reimbursed as follows: 3.1 Coach airfare will be reimbursed by the County. Business class airfare may be allowed only when preapproved in writing by the County contract administrator as a result of the business needs of the County when there is no lower fare available. 3.2 The lowest direct flight airfare rate from the contractor’s assigned duty post (pre-defined at the time of contract signing) will be reimbursed. Under no circumstances will the County reimburse for airfares related to transportation to or from an alternate site. 3.3 The County will not (under any circumstances) reimburse for contractor guest commercial air travel. 4.0 Rental vehicles may only be used if such use would result in an overall reduction in the total cost of the trip, not for the personal convenience of the traveler. Multiple vehicles for the same set of travelers for the same travel period will not be permitted without prior written approval by the County contract administrator. 4.1 Purchase of comprehensive and collision liability insurance shall be at the expense of the contractor. The County will not reimburse a contractor if the contractor chooses to purchase this coverage. 4.2 Rental vehicles are restricted to sub-compact, compact, or mid-size sedans unless a larger vehicle is necessary for cost efficiency due to the number of travelers. (NOTE: Contractors shall obtain pre-approval in writing from the County contract administrator prior to rental of a larger vehicle.) 4.3 County will reimburse for parking expenses if free, public parking is not available within a reasonable distance of the place of County business. All opportunities must be exhausted prior to securing parking that incurs costs for the County. Opportunities to be reviewed are the DASH, shuttles, etc. that can transport the contractor to and from County buildings with minimal costs. 4.4 County will reimburse for the lowest rate, long-term, uncovered (covered or enclosed parking will not be reimbursed) airport parking only if it is less expensive than shuttle service to and from the airport. 4.5 The County will not (under any circumstances) reimburse the contractor for guest vehicle rental(s) or other any transportation costs. SERIAL# 260103-CI 5.0 Contractor is responsible for all costs not directly related to the travel except those that have been pre-approved by the County contract administrator. These costs include, but are not limited to, the following: in-room movies, valet service, valet parking, laundry service, costs associated with storing luggage at a hotel, fuel costs associated with non-County activities, tips that exceed the per diem allowance, health club fees, and entertainment costs. Claims for unauthorized travel expenses will not be honored and are not reimbursable. 6.0 Travel and per diem expenses shall be capped at 15 percent of project price unless otherwise specified and approved by the County in individual contracts. 7.0 Contractor shall provide, (upon request) with their invoice(s), copies of receipts supporting travel and per diem expenses, and, if applicable, with a copy of the written consent issued by the County contract administrator. No travel and per diem expenses shall be paid by County without copies of the written consent as described in this policy and copies of all receipts. SERIAL# 260103-CI EXHIBIT D: INDEMNIFICATION AND INSURANCE PROVISIONS REQUIRED IN SUBCONTRACTS WITH ASSOCIATE VENDORS THAT PERMIT THEIR EMPLOYEES TO DRIVE AND/OR OPERATE POWERED VEHICLES Throughout the term of this Contract, Acro shall require its Associate Vendors that permit their employees to drive and/or operate powered vehicles related to the performance of this Contract to assume all risk of liability related to such driving and/or operating in Acro’s subcontracts with such Associate Vendors. Further, throughout the term of this Contract, Acro shall require that its subcontracts with such Associate Vendors contain the following provisions: 1. 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 Associate Vendors, those Associate Vendors shall defend. indemnify and hold harmless Maricopa County (County), 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 _Associate Vendor’s employees driving and/or operating powered vehicles related to Acro’s performance of its contract with Maricopa County (Serial 260103-CI). 2. Associate Vendor'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 relating to _Associate Vendor’s employees driving and/or operating powered vehicles related to Acro’s performance of Serial 260103-CI. 3. The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this paragraph. 4. Insurance provisions from the contract must flow down to all Associate Vendors. FOR EXAMPLE, PURPOSES SERIAL# 260103-CI EXHIBIT E: ASSOCIATE VENDOR AGREEMENT FOR DRIVING ROLES If the Associate Vendor permits their employees to drive and/or operate powered vehicles related to the performance of job orders filled under the Client Contract, Associate Vendor must assume all risk of liability related to such driving and/or operating. Acro's subcontracts with such Associate Vendors shall contain the following provisions: 1. 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 Associate Vendors, those Associate Vendors shall defend indemnify and hold harmless Maricopa County (County), 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 Associate Vendor’s employees driving and/or operating powered vehicles related to Acro’s performance of its contract with Maricopa County (Serial 260103-CI). 2. Associate Vendor'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 relating to Associate Vendor’s employees driving and/or operating powered vehicles related to Acro’s performance of Serial 260103-CI. 3. 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.