DRAFT CONTRACT PH RFP 260061.DOCX
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CONTRACT PURSUANT TO PH RFP 260061
This Contract is entered into this 26th day of February 2026 by and between Maricopa County (“County”), a political subdivision of
the State of Arizona, and Collaborative Research, LLC, a Texas corporation (“Contractor”) for the purchase of RYAN WHITE
PROGRAM CONSULTATION SERVICES.
1.0
CONTRACT TERM:
1.1
This Contract is for a term of three (3) years, beginning on the 1st day of March 2026 and ending on the 28th day of
February 2029.
1.2
The County may, at its option and with the agreement of the Contractor, renew the term of this Contract for additional
terms up to a maximum of three (3) additional years, (or at the County’s sole discretion, extend the contract on a
month-to-month basis for a maximum of six (6) months after expiration). The County shall notify the Contractor in
writing of its intent to extend the Contract term at least sixty (60) calendar days prior to the expiration of the original
contract term, or any additional term thereafter.
1.3
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, the 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 Contractor 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.
2.0
PRICE ADJUSTMENTS:
Any requests for reasonable price adjustments must be submitted sixty (60) calendar days prior to the Contract expiration date.
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 Contract.
3.0
PAYMENTS:
3.1
As consideration for performance of the duties described herein, County shall pay Contractor the sum(s) stated in
Exhibit “A.”
3.2
Payment shall be made upon the County’s receipt of a properly completed invoice.
3.3
INVOICES:
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3.3.1
The Contractor shall submit one (1) legible copy of their detailed invoice before payment(s) can be made.
Incomplete invoices will not be processed. At a minimum, the invoice must provide the following
information:
Company name, address, and contact
County bill-to name and contact information
Contract Serial Number and Title
County purchase order number
Invoice number and date
Payment terms
Description of service or product
Pricing per unit and extended price
Total Amount Due
3.3.2
Problems regarding billing or invoicing shall be directed to the Department as listed on the Purchase Order.
3.3.3
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 located at https://azdom-vss-ext.hostams.com/PRDVSS2X1/Advantage4
3.3.4
Discounts offered in the contract shall be calculated based on the date a properly completed invoice is
received by the County.
3.3.5
EFT payments to the routing and account numbers designated by the Contractor will include the details on
the specific invoices that the payment covers. The Contractor is required to discuss remittance delivery
capabilities with their designated financial institution for access to those details.
3.4
APPLICABLE TAXES:
3.4.1
Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any installation labor on
items that are not attached to real property performed by Contractor under the terms of this Contract, the
installation labor cost and the gross receipts for materials provided shall be listed separately on the
Contractor’s invoices.
3.4.2
State and Local Transaction Privilege Taxes: To the extent any State and local transaction privilege taxes
apply to sales made under the terms of this Contract it is the responsibility of the seller to collect and remit
all applicable taxes to the proper taxing jurisdiction of authority.
3.4.3
Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State, and local taxes applicable
to its operation and any persons employed by the Contractor. Contractor shall require all subcontractors to
hold Maricopa County harmless from any responsibility for taxes, damages and interest, if applicable,
contributions required under Federal, and/or State and local laws and regulations, and any other costs
including transaction privilege taxes, unemployment compensation insurance, Social Security, and Worker’s
Compensation.
3.5
TAX (SERVICES):
No tax shall be invoiced or paid against Contractor’s labor. It is the responsibility of the Contractor to determine any
and all applicable taxes.
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4.0
AVAILABILITY OF FUNDS:
4.1
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 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.
4.2
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 ten (10) days in advance.
5.0
STRATEGIC ALLIANCE for VOLUME EXPENDITURES (SAVE)
The County is a member of the SAVE cooperative purchasing group. SAVE includes the State of Arizona, many Phoenix
metropolitan area municipalities, and many K-12 unified school districts. Under the SAVE Cooperative Purchasing Agreement,
and with the concurrence of the successful respondent under this solicitation, a member of SAVE may access a contract
resulting from a solicitation issued by the County. If contractor does not want to grant such access to a member of SAVE, state
so in contractor’s bid. In the absence of a statement to the contrary, the County will assume that contractor does wish to grant
access to any contract that may result from this bid. The County assumes no responsibility for any purchases by using entities.
6.0
INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPAs)
County currently holds ICPAs with numerous governmental entities. These agreements allow those entities, with the approval
of the Contractor, to purchase their requirements under the terms and conditions of the County contract. It is the responsibility
of the non-County government entity to perform its own due diligence on the acceptability of the contract under its applicable
procurement rules, processes, and procedures. Certain governmental agencies may not require an ICPA and may utilize this
contract if it meets their individual requirements. Other governmental agencies may enter into a separate Statement of Work
with the Contractor to meet their own requirements. The County is not a party to any uses of this contract by other governmental
entities.
7.0
DUTIES:
7.1
The Contractor shall perform all duties stated in Exhibit “B”, or as otherwise directed in writing by the Procurement
Officer.
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, agents, officers, directors, officials, and employees from and against all claims,
damages, losses, and expenses (including, but not limited to attorneys' fees, court costs, expert witness fees, and the
costs and attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from the negligent acts,
errors, omissions, or mistakes relating to the performance of this Contract.
Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives, agents, officers,
directors, officials, and employees shall arise in connection with any claim, damage, loss, or expense that is attributable
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to bodily injury, sickness, disease, death or injury to, impairment of, or destruction of tangible property, including loss
of use resulting there from, caused by negligent acts, errors, omissions, or mistakes in the performance of this Contract,
but only to the extent caused by the negligent acts or omissions of the Contractor, a subcontractor, any one directly or
indirectly employed by them, or anyone for whose acts they may be liable, regardless of whether or not such claim,
damage, loss, or expense is caused in part by a party indemnified hereunder.
The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the
scope of the indemnity in this paragraph.
The scope of this indemnification does not extend to the sole negligence of County.
8.2
INSURANCE:
8.2.1
Contractor, at Contractor’s own expense, shall purchase and maintain the herein stipulated minimum
insurance from a company or companies duly licensed by the State of Arizona and possessing a current A.M.
Best, Inc. rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from
a company or companies, which are authorized to do business in the State of Arizona, provided that said
insurance companies meet the approval of County. The form of any insurance policies and forms must be
acceptable to County.
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
Contractor’s insurance shall be primary insurance as respects County, and any insurance or self-insurance
maintained by County shall not contribute to it.
8.2.4
Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an
insurance policy warranty shall not affect the County’s right to coverage afforded under the insurance
policies.
8.2.5
The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such
deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to
County under such policies. Contractor shall be solely responsible for the deductible and/or self-insured
retention and County, at its option, may require Contractor to secure payment of such deductibles or self-
insured retentions by a surety bond or an irrevocable and unconditional letter of credit.
8.2.6
The insurance policies required by this Contract, except Workers’ Compensation and Errors and Omissions,
shall name County, its agents, representatives, officers, directors, officials and employees as Additional
Insureds.
8.2.7
The policies required hereunder, except Workers’ Compensation and Errors and Omissions, shall contain a
waiver of transfer of rights of recovery (subrogation) against County, its agents, representatives, officers,
directors, officials, and employees for any claims arising out of Contractor’s work or service.
8.2.8
Commercial General Liability:
Commercial General Liability insurance and, if necessary, Commercial Umbrella insurance with a limit of
not less than $2,000,000 for each occurrence, $4,000,000 Products/Completed Operations Aggregate, and
$4,000,000 General Aggregate Limit. The policy shall include coverage for premises liability, bodily injury,
broad form property damage, personal injury, products and completed operations and blanket contractual
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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
Automobile Liability:
Commercial/Business Automobile Liability insurance and, if necessary, Commercial Umbrella insurance
with a combined single limit for bodily injury and property damage of not less than $2,000,000 each
occurrence with respect to any of the Contractor’s owned, hired, and non-owned vehicles assigned to or used
in performance of the Contractor’s work or services or use or maintenance of the premises under this
Contract.
8.2.10
Workers’ Compensation:
Workers’ Compensation insurance to cover obligations imposed by Federal and State statutes having
jurisdiction of Contractor’s employees engaged in the performance of the work or services under this
Contract; and Employer’s Liability insurance of not less than $1,000,000 for each accident, $1,000,000
disease for each employee, and $1,000,000 disease policy limit.
Contractor, its contractors and its subcontractors waive all rights against Contract and its agents, officers,
directors and employees for recovery of damages to the extent these damages are covered by the Workers’
Compensation and Employer’s Liability, or commercial umbrella liability insurance obtained by Contractor,
its contractors and its subcontractors pursuant to this Contract.
8.2.11
Certificates of Insurance:
8.2.11.1 Prior to Contract award, Contractor shall furnish the County with valid and complete certificates of
insurance, or formal endorsements as required by the Contract in the form provided by the County,
issued by Contractor’s insurer(s), 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.
8.2.11.2 In the event any insurance policy(ies) required by this Contract is(are) written on a claims made
basis, coverage shall extend for two years past completion and acceptance of Contractor’s work or
services and as evidenced by annual Certificates of Insurance.
8.2.11.3 If a policy does expire during the life of the Contract, a renewal certificate must be sent to County
fifteen (15) calendar days prior to the expiration date.
8.2.12
Cancellation and Expiration Notice:
Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s
insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason
without thirty (30) days prior written notice to Maricopa County. Contractor must provide to Maricopa
County, within two (2) business days of receipt, if they receive notice of a policy that has been or will be
suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall
be sent directly to Maricopa County Office of Procurement Services and shall be mailed, or hand delivered,
to 4041 N. Central Avenue, #1400, Phoenix, AZ 85012 or emailed to the Procurement Officer noted in the
solicitation.
8.3
FORCE MAJEURE:
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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 will include 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, interruption or failure of electricity or telecommunication service.
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.
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. CONTRACT COMPLIANCE MONITORING:
8.4.1.
County shall monitor the Contractor's compliance with, and performance under, the terms and conditions of
this Contract. On-site visits for contract compliance monitoring may be made by County and/or its grantor
agencies at any time during the Contractor's normal business hours, announced or unannounced. The
Contractor shall make available for inspection and/or copying by County, all records and accounts relating
to the work performed or the services provided under this Contract, or for similar work and/or service
provided under other grants and contracts.
8.4.2.
Contractor shall follow and comply with all related corrective action plans and requirements of site visits
and subsequent audits conducted by County and its representatives. When monetary penalties are imposed
or unallowable costs determined, the County will define how repayment will be made to the County. This
may include decreasing or withholding the Contractor’s monthly billing or requiring payment to the
County.
8.5. CHANGES:
The Maricopa County Ryan White Program, with cause, by written order, may make changes within the general scope of this
Contract in any one or more of the following areas:
Work Plan activities reflecting changes in the scope of services, funding source, or County regulations,
Administrative requirements such as changes in reporting periods, frequency of reports, or report formats
required by funding source or County regulations, policies or requirements, and/or,
Contractor fee schedules, reimbursement methodologies and/or schedules and/or program budgets.
Examples of cause would include, but are not limited to non-compliance, under performance, service definition changes,
reallocations or other directives approved by the Planning Council, or any other reason deemed necessary by the
Administrative Agent.
Such order will not serve to increase or decrease the maximum reimbursable amount to be paid to the
Contractor. Additionally, such order will not direct substantive changes in services to be rendered by the
Contractor.
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Any dispute or disagreement caused by such written order shall constitute a "Dispute" within the meaning
of the Disputes Clause found within this Contract and shall be administered accordingly.
The Contractor shall retain the necessary administrative, professional, and technical personnel for operation
of the program.
8.6
WARRANTY OF SERVICES:
8.6.1
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.
8.6.2
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.
8.7
INSPECTION OF SERVICES:
8.7.1
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.
8.7.2
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.
8.7.3
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:
8.5.3.1
Require the Contractor to take necessary action to ensure that future performance conforms to
Contract requirements; and
8.5.3.2
Reduce the Contract price to reflect the reduced value of the services performed.
8.7.4
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:
8.5.4.1
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
8.5.4.1
Terminate the Contract for default.
8.8
PURCHASE ORDERS:
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
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incurred after receipt of County notice of cancellation, or for lost profits, shipment of product prior to issuance of
Purchase Order, etc.
8.9
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.
8.10
STOP WORK ORDER:
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 ninety (90) calendar days after the order is delivered to
the Contractor, and 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 is delivered to the
Contractor, or within any extension of that period to which the parties shall have agreed, the Procurement Officer shall
either:
8.10.1
Cancel the stop work order; or
8.10.2
Terminate the work covered by the order as provided in the Default, or the Termination for Convenience
clause of this Contract.
8.10.3
The Procurement Officer may make an equitable adjustment in the delivery schedule and/or Contract price,
or otherwise, 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.
8.11
TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the Contract for convenience by providing sixty (60) calendar days advance notice
to the Contractor.
8.12
TERMINATION FOR DEFAULT:
The County may, by written notice of default to the Contractor, terminate this Contract in whole or in part if the
Contractor fails to:
8.12.1
Deliver the supplies or to perform the services within the time specified in this Contract or any extension;
8.12.2
Make progress, so as to endanger performance of this Contract; or
8.12.3
Perform any of the other provisions of this Contract.
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The County’s right to terminate this contract under these subparagraphs may be exercised if the Contractor does not
cure such failure within ten (10) business days (or more if authorized in writing by the County) after receipt of the
notice from the Procurement Officer specifying the failure.
8.13
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.
8.14
CONTRACTOR LICENSE REQUIREMENT:
The Contractor shall procure all permits, insurance, licenses and pay the charges and fees necessary and incidental to
the lawful conduct of his/her business, and as necessary complete any required certification requirements, required by
any and all governmental or non-governmental entities as mandated to maintain compliance with and in good standing
for all permits and/or licenses. The Contractor shall keep fully informed of existing and future trade or industry
requirements, Federal, State and Local laws, ordinances, and regulations which in any manner affect the fulfillment
of a Contract and shall comply with the same. Contractor shall immediately notify both Office of Procurement Services
and the Department of all changes concerning permits, insurance, or licenses.
8.15
SUBCONTRACTING:
8.15.1
The Contractor may not assign to another contractor or subcontract to another party for performance of the
terms and conditions hereof without the written consent of the County. All correspondence authorizing
subcontracting must reference the Contract Number and identify the job project.
8.15.2
The Subcontractor’s rate for the job shall not exceed that of the Prime Contractor’s rate, as bid in the pricing
section, unless the Prime Contractor is willing to absorb any higher rates, or the County has approved the
increase. The Subcontractor’s invoice shall be invoiced directly to the Prime Contractor, who in turn shall
pass-through the costs to the County, without mark-up. A copy of the Subcontractor’s invoice must
accompany the Prime Contractor’s invoice.
8.16
AMENDMENTS:
All amendments to this Contract shall be in writing and approved/signed by both parties. The designated Procurement
Officer shall be responsible for approving all amendments for Maricopa County.
8.17
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.
8.18
STRICT COMPLIANCE:
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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.
8.19
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.
8.20
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.
8.21
RIGHTS IN DATA:
The County shall have the use of data and reports resulting from a Contract without additional cost or other restriction
except as may be established by law or applicable regulation. Each Party shall supply to the other Party, upon request,
any available information that is relevant to a Contract and to the performance thereunder.
8.22
NON-DISCRIMINATION:
Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 2009-09 including flow
down of all provisions and requirements to any subcontractors. Executive Order 2009-09 supersedes Executive order
99-4 and amends Executive order 75-5 and may be viewed and downloaded at the Arizona State Library Research
website
(http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1)
which
is
hereby
incorporated into this contract as if set forth in full herein. During the performance of this Contract, Contractor shall
not discriminate against any employee, client, or any other individual in any way because of that person’s age, race,
creed, color, religion, sex, disability, or national origin.
8.23
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
8.23.1
The undersigned (authorized official signing on behalf of the Contractor) certifies to the best of his or her
knowledge and belief that the Contractor, it’s current officers and directors;
8.23.1.1 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;
8.23.1.2 have not within three (3) year period preceding this Contract;
8.23.1.2.1 been convicted of fraud or any criminal offense in connection with obtaining, attempting
to obtain, or as the result of performing a government entity (Federal, State or local)
transaction or contract; and
8.23.1.2.2 been convicted of violation of any Federal or State antitrust statues or conviction for
embezzlement, theft, forgery, bribery, falsification or destruction of records, making false
statements, or receiving stolen property regarding a government entity transaction or
contract;
8.23.1.2.3are not presently indicted or criminally charged by a government entity (Federal, State
or local) with commission of any criminal offenses in connection with obtaining,
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attempting to obtain, or as the result of performing a government entity public (Federal,
State or local) transaction or contract; and are not presently facing any civil charges from
any governmental entity regarding obtaining, attempting to obtain, or from performing
any governmental entity contract or other transaction; and have not within a three (3) year
period preceding this Contract had any public transaction (Federal, State or local)
terminated for cause or default.
8.23.1.3 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.
8.23.2
The Contractor shall include, without modification, this clause in all lower tier covered transactions (i.e.,
transactions with Subcontractors) and in all solicitations for lower tier covered transactions related to this
Contract.
8.24
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. §41-4401 AND FEDERAL IMMIGRATION LAWS
AND REGULATIONS:
8.24.1
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 (3) years, whichever is longer. I-9 forms are available for
download at USCIS.GOV.
8.24.2
The County retains the legal right to inspect Contractor and subcontractor employee documents performing
work under this Contract to verify compliance with paragraph 8.22.1 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.
8.25
INFLUENCE:
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.
An attempt to influence includes, but is not limited to:
8.25.1
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,
8.25.2
That is offered or given with the intent to influence a decision, obtain a contract, garner favorable treatment,
or gain favorable consideration of any kind.
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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.
8.26
CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES
OF WHISTLEBLOWER RIGHTS:
8.26.1
The Parties agree that this Contract and employees working on this Contract will be subject to the
whistleblower rights and remedies in the pilot program on Contractor employee whistleblower protections
established at 41 U.S.C. § 4712 by section 828 of the National Defense Authorization Act for Fiscal Year
2013 (Pub. L. 112–239) and section 3.908 of the Federal Acquisition Regulation.
8.26.2
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.
8.26.3
Contractor shall insert the substance of this clause, including this paragraph, in all subcontracts over the
simplified acquisition threshold ($150,000 as of September 2013).
8.27
UNIFORM ADMINISTRATIVE REQUIREMENTS:
By entering into this Contract, 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.
8.28
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW:
8.28.1
In accordance with section MC1-371 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 (6) years after final payment or until after the
resolution of any audit questions which could be more than six (6) years, whichever is latest. The County,
Federal or State auditors and any other persons duly authorized by the Department shall have full access to,
and the right to examine, copy and make use of, any and all said materials.
8.28.2
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.
8.29
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.
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8.30
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.
8.31
CONFIDENTIAL INFORMATION:
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.
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 fifteen (15) calendar
days of the written request to do so.
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.
8.32
PUBLIC RECORDS:
Under Arizona law, all Offers submitted and opened are public records and must be retained by the Records Manager
at the Office of Procurement Services. Offers shall be open to public inspection and copying after Contract award and
execution, except for such Offers or sections thereof determined to contain proprietary or confidential information by
the Office of Procurement Services. If an Offeror believes that information in its Offer or any resulting Contract should
not be released in response to a public record request under Arizona law, the Offeror shall indicate the specific
information deemed confidential or proprietary and submit a statement with its offer detailing the reasons that the
information should not be disclosed. Such reasons shall include the specific harm or prejudice which may arise from
disclosure. The Records Manager of the Office of Procurement Services shall determine whether the identified
information is confidential pursuant to the Maricopa County Procurement Code.
8.33
PRICES:
Contractor warrants those prices extended to County under this Contract are no higher than those paid by any other
customer for these or similar services.
8.34
INTEGRATION:
This Contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations,
proposals, communications, understandings, representations, or agreements, whether oral or written, express or
implied.
8.35
RELATIONSHIPS:
8.35.1
In the performance of the services described herein, the Contractor shall act solely as an Independent
Contractor or Subrecipient, and nothing herein or implied herein shall at any time be construed as to create
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the relationship of employer and employee, co-employee, partnership, principal and agent, or joint venture
between the County and the Contractor.
8.35.2
For Task Order contracts: The County reserves the right of final approval on proposed staff for all services
performed. Also, upon request by the County, the Contractor shall be required to remove any employees
working on County projects and substitute personnel based on the discretion of the County within two (2)
business days, unless previously approved by the County.
8.36
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01:
If Contractor engages in for-profit activity and has 10 or more employees, and if this agreement has a value of $100,000
or more, Contractor 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.
8.37
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-394:
Contractor warrants and certifies that it does not currently, and agrees for the duration of the Agreement, that it will
not use:
1.
the forced labor of ethnic Uyghurs in the People's Republic of China,
2.
any goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of China,
3.
any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced
by the forced labor of ethnic Uyghurs in the People's Republic of China.
If Contractor becomes aware during the term of this Agreement that the Contractor is not in compliance with this
paragraph, Contractor shall notify the County within 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 of the 180-day period, the agreement terminates on the
agreement termination date.
8.38
RELIGIOUS ACTIVITIES:
The Contractor agrees that costs, planned or claimed, including costs incurred, shall not include any expense for any
religious activity.
8.39
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.
8.40
ORDER OF PRECEDENCE:
In the event of a conflict in the provisions of this Contract and Contractor’s proposed initial or best and final response
to the solicitation, the terms of this Contract shall prevail.
8.41
UNIQUE ENTITY IDENTIFIER (UEI) AND SYSTEM FOR AWARD MANAGEMENT REGISTRATION
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All Contractors must have a Unique Entity Identifier (UEI) number issued through https://sam.gov/content/entity-
registration. If Contractor does not have one at time of award, they must apply for one within 30 days of contract
award. Contractor must also remain current within the System for Award Management platform located at
www.sam.gov throughout the term of the contract.
8.42
INCORPORATION OF DOCUMENTS:
The following are to be attached to and made part of this Contract:
8.42.1
Exhibit A, Pricing and Respondent Information
8.42.2
Exhibit B, Scope of Work
8.42.3
Exhibit C, Office of Procurement Services Contractor Travel and Per Diem Policy
8.42.4
Exhibit D, Business Associate Agreement
8.42.5
Exhibit E, Sole Proprietor Waiver, if applicable
8.43
NOTICES:
All notices given pursuant to the terms of this Contract shall be addressed to:
For County:
For Contractor:
Maricopa County Department of Public Health
Name of Agency
Purchasing & Contracts Unit
Department or Unit
ATTN: Cheryl Bucalo, Procurement Officer
Contact Name
4041 N. Central Avenue, #1400
Address
Phoenix, AZ 85012
Address
Cheryl.Bucalo@Maricopa.gov
Email
(602) 506-6886
Phone Number
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IN WITNESS WHEREOF, this Contract is executed on the date set forth below.
AGREEMENT
Respondent hereby certifies that Respondent has read, understands and agrees that acceptance by Maricopa County of the Respondent’s
Offer will create a binding Contract. Respondent agrees to fully comply with all terms and conditions as set forth in the Maricopa
County Procurement Code, and amendments thereto, together with the specifications and other documentary forms herewith made a
part of this specific procurement.
BY SIGNING THIS PAGE THE SUBMITTING RESPONDENT CERTIFIES THAT RESPONDENT HAS REVIEWED THE
ADMINISTRATIVE INFORMATION AND STANDARD CONTRACT’S TERMS AND CONDITIONS LOCATED AT
(http://www.maricopa.gov/DocumentCenter/View/6453) AND AGREE TO BE CONTRACTUALLY BOUND TO THEM.
Collaborative Research, LLC
13-4226534
941484441
RESPONDENT (FIRM) SUBMITTING PROPOSAL
FEDERAL TAX ID NUMBER
DUNS #
Thomas Rodriguez-Schucker, President
PRINTED NAME AND TITLE
AUTHORIZED SIGNATURE
1790 Holly Star Drive
888-571-0001x102
888-894-2674
ADDRESS
TELEPHONE
FAX #
Tyler
Texas
75703
12/19/2025
CITY
STATE
ZIP
DATE
www.CollaborativeResearch.us
Thomas@CollaborativeResearch.us
WEB SITE
EMAIL ADDRESS
MARICOPA COUNTY
CHAIR, BOARD OF SUPERVISORS
DATE
ATTESTED:
CLERK OF THE BOARD
DATE
APPROVED AS TO FORM:
DEPUTY COUNTY ATTORNEY
DATE
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EXHIBIT A
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EXHIBIT B
Original Intent and Scope of Work from Solicitation:
SCOPE OF WORK
1.0
INTENT:
The purpose of this Request for Proposal (RFP) is to strengthen the delivery of HIV care and support services in the Phoenix
Eligible Metropolitan Area (EMA), which includes Maricopa and Pinal Counties. Through this RFP, the Maricopa County
Department of Public Health (MCDPH) seeks a qualified Contractor to provide consulting services that enhance program
planning, technical assistance, oversight, evaluation, and community engagement for the Ryan White Program (RWP) and
related initiatives. The awarded contract shall begin on March 1, 2026, for an initial three (3) year period and contain an
option to be extended for up to an additional three (3) years.
Services under this contract may include Planning Council support, technical assistance and training, subrecipient
monitoring, research and evaluation, and client/provider engagement. The intent is to identify a Contractor who can partner
with the County to build capacity, maintain compliance with federal requirements, and advance progress toward ending the
HIV epidemic.
Funds may be provided through the Ryan White Part A Program, the Ending the HIV Epidemic (EHE) initiative, the Opioid
Settlement, or other federal, state, or local funding sources. All funds must be used in accordance with applicable regulations,
policies, and requirements issued by the funding agency, including but not limited to those established by the Health
Resources and Services Administration (HRSA) HIV/AIDS Bureau and the Maricopa County Opioid Response Program.
Relevant HRSA policies can be reviewed at Recipient Resources | Ryan White HIV/AIDS Program. Similarly, Opioid
Settlement purposes are outlined in the One Arizona Agreement | Maricopa County Substance Use Prevention & Response
Strategic Plan FY 2024 -2028. This initiative aligns with Maricopa County’s commitment to advancing public health
outcomes and supports the County’s dual goals of ending both the HIV epidemic and the opioid epidemic through
coordinated, evidence-based, and community-driven strategies. Final funding levels are contingent upon receipt of the official
Notice of Award to Maricopa County.
Potential Respondents may include nonprofit organizations, community-based organizations, academic institutions, or
individual consulting professionals. Submitted proposals should clearly describe the Respondent’s relevant experience and
expertise in relation to the Ryan White Part A Program. It is our intent for the awarded Contractor to possess the following:
At least three (3) years of experience providing consultation or technical assistance services to a Ryan White Part A-
funded Eligible Metropolitan Area (EMA), a Transitional Grant Area (TGA) program, or another HIV-related program
funded under the Health Resources and Services Administration (HRSA) HIV/AIDS Bureau.
o
Experiences should consist of activities such as program planning, evaluation, quality management, fiscal
oversight, subrecipient monitoring, or capacity building in support of HIV service delivery systems.
o
Respondents who have previously provided direct services under a Ryan White Program may be eligible if
they can also demonstrate delivery of relevant consultation services consistent with the scope of work
described in this RFP.
A demonstrated knowledge and understanding of the Health Resources and Services Administration (HRSA),
HIV/AIDS Bureau (HAB) guidelines, requirements, and legislative mandates that govern the Ryan White Program.
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Maricopa County reserves the right to award in whole or in part, by item or group of items, by section or geographic area, or
make multiple awards, where such action serves the County’s best interest. The County also reserves the right to add additional
contractors, at the County’s sole discretion, if needed to meet program demands, ensure adequate competition, or supplement
skill sets not currently available. Other governmental entities under agreement with the County may have access to services
provided hereunder (see also Sections 3.6 and 3.7 below).
2.0
SCOPE OF WORK:
2.1
PURPOSE OF THE PROGRAM, AUTHORITY, AND BACKGROUND
The Phoenix Eligible Metropolitan Area receives Ryan White HIV/AIDS Part A and Minority AIDS Initiative
federal funds under the Ryan White Treatment Extension Act of 2009. This legislation represents the largest dollar
investment made by the federal government specifically for the provision of core medical and essential support
services for low-income people with HIV (PWH) who are uninsured or underinsured. The purpose of the Act is to
improve the quality and availability of care for persons with HIV and their families. The U.S. Department of Health
and Human Services (HSS), Health Resources and Services Administration (HRSA) administers the RWHAP
Funds.
The Ryan White HIV/AIDS Program is divided into five Parts, including Parts A, B, C, D, and F. Ryan White Part
A, of which the Maricopa County Department of Public Health (MCDPH) is a Recipient, provides medical and
support services to Eligible Metropolitan Areas (EMAs) and Transitional Grant Areas (TGAs). Included within the
Part A Grant is special funding under the Minority AIDS Initiative (MAI), which provides core medical and related
support services to improve access and reduce disparities for racial and ethnic minority populations
disproportionately affected by HIV.
2.2
THE GREATER PHOENIX RYAN WHITE HIV SERVICES PLANNING COUNCIL
The Greater Phoenix Ryan White HIV Services Planning Council (Planning Council) is a planning body required
under the Part A authorization. The Maricopa County Board of Supervisors serves as the Chief Elected Official for
the Planning Council. Membership of the Planning Council must be reflective of the epidemic within the Phoenix
EMA and include unaffiliated client representatives (people with HIV) as well as representatives from community-
based organizations, hospitals, and elected community leaders appointed by the Maricopa County Board of
Supervisors.
The Planning Council is responsible for setting service priorities for allocating Part A funds and for developing a
comprehensive plan to guide the HIV service delivery system. The Planning Council votes and approves the
priorities and program directives solicited through this RFP.
2.3
FUNDS AVAILABILITY
The Planning Council determines allocation amounts for the Part A and MAI grants based on community need for
services in Maricopa and Pinal Counties. Ending the HIV Epidemic fund allocations are determined internally,
based on identified gaps in services and community input, for services in Maricopa County.
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2.4
RESPONSIBILITIES OF CONTRACTOR
The awarded Contractor shall provide professional services to support the Maricopa County Ryan White Program in
fulfilling legislative, administrative, and programmatic responsibilities. Duties may include, but not be limited to,
the following:
2.4.1
Planning Council (PC) Support
Provide recommendations to inform PC decision-making, including priority setting, resource allocation,
and future planning.
2.4.2
Technical Assistance & Capacity Development
2.4.2.1
Provide technical assistance and capacity-building support to the Ryan White Program, Planning
Council support staff, and subrecipients as directed. This includes guidance on legislative
mandates, fiscal/programmatic standards, and quality management.
2.4.2.2
Deliver targeted technical assistance sessions, including agendas, resource materials, and follow-
up summaries, as directed by the program.
2.4.2.3
Assist in the development or revision of program standards, policies, procedures, and educational
or training materials for new and existing services, programs, and initiatives, as directed by
MCDPH.
2.4.2.4
Technical assistance may also include activities related to Clinical Quality Management (CQM)
and quality improvement, consistent with HRSA Policy Clarification Notice 15-02.
2.4.3
Subrecipient Monitoring
2.4.3.1
Conduct annual comprehensive monitoring of subrecipients for compliance with Health Resources
and Services Administration (HRSA)/ HIV/AIDS Bureau (HAB) National Monitoring Standard,
which includes Program, Fiscal, and Universal monitoring requirements.
2.4.3.2
Develop and implement monitoring tools for programmatic, fiscal, and quality management
reviews across funded service categories.
2.4.3.3
Facilitate technical assistance workshops or webinars for subrecipient annual monitoring, provide
monitoring tools, and manage secure HIPAA-compliant FTP platforms for document exchange.
2.4.3.4
Prepare draft monitoring reports, including corrective-action recommendations, and conduct exit
interviews with subrecipients and program staff.
2.4.3.5
Conduct research and provide recommendations regarding fiscal or performance issues identified
during audits, reviews, or evaluations.
2.4.3.6
Convene annual debrief sessions to evaluate the monitoring cycle, identify lessons learned, and
recommend improvements for future years.
2.4.3.7
Monitoring activities are administrative in nature and do not constitute Clinical Quality
Management (CQM) functions; however, findings may inform future CQM quality improvement
initiatives.
2.4.4
Research, Evaluation & Reporting
2.4.4.1
Assist in identifying program needs, service gaps, and emerging trends in HIV and treatment
through data analysis, research, and stakeholder engagement.
2.4.4.2
Conduct and document evaluation activities related to Ending the HIV Epidemic (EHE) initiatives,
including continuation of the five-year accomplishments report, highlighting successes, barriers,
and sustainability strategies for future planning.
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2.4.5
Clinical Quality Management (CQM) and Quality Improvement Support
As directed by the Ryan White Part A Recipient, the Contractor may be engaged to support the Clinical
Quality Management (CQM) Program in accordance with the HRSA HIV/AIDS Bureau Policy
Clarification Notice (PCN) 15-02. Activities under this section must be consistent with HRSA’s definitions
and expectations for CQM programs, focusing on improvement of patient care, health outcomes, and
patient satisfaction.
Potential activities may include, but are not limited to:
2.4.5.1
Facilitating quality improvement (QI) initiatives using recognized methodologies (e.g., Model for
Improvement, PDSA cycles, or Lean), in collaboration with subrecipients and program staff.
2.4.5.2
Providing technical assistance and capacity building to subrecipients on CQM-related activities,
including data interpretation, QI project design, and documentation of outcomes.
2.4.5.3
Supporting stakeholder engagement in CQM processes, including clients with lived experience
and representatives from funded agencies.
2.4.5.4
Assisting the evaluation of CQM activities to determine effectiveness, impact on outcomes, and
alignment with the national HIV/AIDS strategies.
CQM activities shall be distinct from administrative or quality assurance functions and will be funded only
as allowable under HRSA guidelines. Contractor activities under this section will be initiated at the
discretion of MCDPH and may be funded through CQM program resources when appropriate.
2.4.6
Client/Provider Engagement
2.4.6.1
Coordinate and support client, PC, and subrecipient meetings, including venue logistics, catering,
supplies, and client incentives, in collaboration with the Ryan White Program.
2.4.6.2
Ensure meetings are inclusive, accessible, and aligned with federal guidance for stakeholder
engagement.
2.4.7
Meetings and Consultation
2.4.7.1
Participate in biweekly meetings with program staff, including preparation of agendas and
completion and dissemination of follow-up documentation.
2.4.8
Other Responsibilities/Requirements
2.4.8.1
Ensure all salaries paid for with RWHAP grant funds comply with the Annual Appropriations Act,
which provides salary rate limitations to individuals being paid under an HHS grant, cooperative
agreement, or applicable contract. Recipients, subrecipients, and contractors must ensure that
salaries paid with RWHAP grant funds are no greater than Executive Level II of the Federal
Executive Pay Scale. Executive Level Pay Tables are available at https://www.opm.gov/policy-
data-oversight/pay-leave/salaries-wages/.
2.4.8.2
Perform other consulting services as requested by the program to advance the goals of the Ryan
White Program and Ending the HIV Epidemic initiatives or other related public health programs.
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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 no 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 need of the
County when there is no lower fare available.
3.2
The lowest direct flight airfare rate from the Contractors 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 no 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 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 (e.g. 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 no circumstances) reimburse the Contractor for guest vehicle rental(s)
or other any transportation costs.
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 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,
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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% of project price unless otherwise specified 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 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.
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ATTACHMENT D
MARICOPA COUNTY
BUSINESS ASSOCIATE AGREEMENT
This BUSINESS ASSOCIATE AGREEMENT (“Agreement”) is effective [insert effective date] (“Effective Date”)
and is entered into by MARICOPA COUNTY, by and through its HIPAA-covered component,
____________________________
[insert
department]
(“COUNTY”
or
“Covered
Entity”),
and
____________________________ [insert contractor name] (“Business Associate” or “Associate”). This Agreement
sets out the responsibilities and obligations of Business Associate, as a Business Associate of Maricopa County, a
hybrid entity with covered components governed by the Health Insurance Portability and Accountability Act
(“HIPAA”) and the Health Information Technology for Economic and Clinical Health (“HITECH”) Act.
RECITALS
This Agreement is made a part of the parties’ contract or engagement letter for services (the “Contract”), pursuant to
which Business Associate provides services to Maricopa County that involve the use or disclosure of Protected Health
Information (“PHI”) that Maricopa County may transfer to Business Associate.
AGREEMENT
Business Associate and Maricopa County agree to the terms and conditions of this Agreement in order to comply with
the rules on handling of PHI under the HIPAA Regulations for Privacy of Individually Identifiable Health Information,
45 C.F.R. Part 160 and Part 164, Subpart E (“Privacy Rule”), the HIPAA Security Rule, 45 C.F.R. Part 160 and Part
164, Subpart C (“Security Rule”), and the HIPAA Breach Notification Regulations, 45 C.F.R. Part 164, Subpart D
(“Breach Notification Rule”), all as amended from time to time. Business Associate and Maricopa County will comply
with the terms of this Agreement for the duration of the Contract and for such other continuing periods as provided in
this Agreement.
1.
Definitions
a.
Unless otherwise provided in this Agreement, all capitalized terms in this Agreement will have the
same meaning as provided under the Privacy Rule, Security Rule, and the Breach Notification Rule.
b.
“Protected Health Information” or “PHI” means PHI as defined in 45 C.F.R. Part 160 and 164, that
is received from Maricopa County, or created, maintained, or transmitted on behalf of Maricopa
County, by Business Associate.
2.
Uses and Disclosure of PHI
a.
Except as otherwise provided in this Agreement or by law, Business Associate may use or disclose
PHI only for those purposes necessary to perform the services described in the Contract.
b.
Business Associate may use PHI for the proper management and administration of Business
Associate’s business, or to carry out its legal responsibilities. Business Associate may disclose PHI
to a third party for such purposes only if:
i.
the disclosure is required by law; or
ii.
Business Associate obtains written assurances, prior to making any disclosure to a third
party that the third party will (a) hold the PHI confidentially; (b) used or disclose the PHI
only as required by law or for the purpose for which it was disclosed to the third party; and
(c) notify Business Associate of any other use or disclosure of PHI.
c.
In accordance with 45 C.F.R. § 164.502(e)(1), if Business Associate’s subcontractor creates,
receives, maintains, or transmits PHI on behalf of Business Associate, Business Associate will enter
into a written agreement with such subcontractor that contains the same restrictions and conditions
on the use and disclosure of PHI as contained in this Agreement.
d.
Business Associate may use and disclose de-identified health information, if (i) the use is disclosed
to Maricopa County and permitted by Maricopa County in its sole discretion, (ii) that the de-
identification is in compliance with 45 C.F.R. § 164.502(d), and (iii) the de-identified health
information meets the standard and implementation specifications for de-identification under 45
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C.F.R. § 164.514(a) and (b). Business Associate may perform data aggregation services as permitted
by 45 C.F.R. § 164.504(e)(2)(i)(B).
e.
To the extent Business Associate is to carry out Maricopa County’s obligations under the Privacy
Rule, Business Associate will comply with the requirements of the Privacy Rule that apply to
Maricopa County’s compliance with such obligations.
3.
Safeguards
a.
Business Associate will implement and maintain appropriate safeguards to prevent the use or
disclosure of PHI other than as provided by this Agreement including administrative, physical, and
technical safeguards to protect the confidentiality, integrity, and availability of the electronic PHI
that Business Associate creates, receives, maintains, and transmits on behalf of Maricopa County.
b.
Business Associate agrees to take reasonable steps, including providing adequate training to its
employees to ensure compliance with this Agreement and to ensure that the actions or omissions of
its employees or agents do not cause Business Associate to breach the terms of this Agreement.
c.
Upon request of Maricopa County, Business Associate will provide evidence to Maricopa County
that these safeguards are in place and are properly managed.
d.
Business Associate will comply with the HIPAA Security Rule.
4.
Reporting Improper Use or Disclosure of PHI, Security Incidents, and Breaches
a.
Business Associate will report to Maricopa County in writing any use or disclosure of PHI not
provided for by this Agreement within 48 hours of when it becomes aware of such.
b.
Business Associate will report to Maricopa County in writing any Security Incident involving
unsecured PHI of which Business Associate becomes aware. Specifically, Business Associate will
report to Maricopa County any successful unauthorized access, use, disclosure, modification, or
destruction of electronic PHI, or interference with system operations in an information system
containing electronic PHI, of which Business Associate becomes aware within 48 hours of Business
Associate learning of such Security Incident. Business Associate will also report the aggregate
number of unsuccessful, unauthorized attempts to access, use, disclose, modify, or destroy electronic
PHI or interfere with system operations in an information system containing electronic PHI, of
which Business Associate becomes aware, provided that:
i.
such reports will be provided only as frequently as the parties mutually agree, but no more
than once per month; and
ii.
if the definition of “Security Incident” under the Security Standards is amended to remove
the requirement for reporting “unsuccessful” attempts to use, disclose, modify, or destroy
e-PHI, the portion of this Section 4 addressing the reporting of unsuccessful, unauthorized
attempts will no longer apply as of the effective date of such amendment.
c.
Business Associate will report in writing to Maricopa County any Breach of unsecured PHI, as
defined in the Breach Notification Rule, within 48 hours of Business Associate’s learning of such
Breach. Business Associate will provide such information to Maricopa County as required in the
Breach Notification Rule. Business Associate will reimburse Maricopa County for all reasonable
expenses incurred in notifying individuals of a Breach caused by Business Associate or Business
Associate’s subcontractors or agents, and for reasonable expenses incurred in mitigating harm to
those individuals. Business Associate will also defend, hold harmless, and indemnify Maricopa
County and its employees, agents, officers, directors, and affiliated entities, from and against any
claims, losses, damages, liabilities, costs, expenses, penalties, or obligations (including attorneys’
fees), which Maricopa County may incur due to a Breach caused by Business Associate or Business
Associate’s subcontractors or agents.
d.
Business Associate will report in writing to Maricopa County within 48 hours of learning of any
potential unauthorized use or disclosure, Security Incident, or Breach that may contain PHI and that
would take more than 48 hours to determine whether PHI was actually involved.
5.
Mitigation of Disclosures of PHI
Business Associate will take reasonable measures to mitigate, to the extent practicable, any harmful effect that is
known to Business Associate of any use or disclosure of PHI by Business Associate or its agents or subcontractors in
violation of the requirements of this Agreement.
6.
Obligations Regarding Business Associate Personnel
Business Associate will inform all of its employees, agents, and subcontractors (“Business Associate Personnel”) who
will be involved in providing services related to the Contract, of the Business Associate’s obligations under this
Agreement. Business Associate represents and warrants that the Business Associate Personnel are under legal
obligation to Business Associate, by contract or otherwise, sufficient to enable Business Associate to fully comply
Serial # PH RFP 260061
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with the provisions of this Agreement. Business Associate will maintain a system of sanctions for any Business
Associate Personnel who violates this Agreement.
7.
Audit Report
a.
Upon request, Business Associate will provide Maricopa County, with a copy of its most recent
independent HIPAA compliance report (AT-C 315), HITRUST certification, or other mutually
agreed upon independent standards based third party audit report.
b.
Maricopa County agrees not to re-disclose Business Associate’s audit report.
8.
Access to PHI
a.
Within five business days of a request by Maricopa County for access to PHI, Business Associate
will make the requested PHI available to Maricopa County and will provide copies upon request.
b.
If an individual requests access to an individual’s PHI directly to Business Associate, Business
Associate will within five business days forward that request in writing to Maricopa County.
Maricopa County will be responsible for making all determinations regarding the grant or denial of
an individual’s request for PHI and Business Associate will make no such determinations. Maricopa
County will release PHI to an individual pursuant to such a request, or direct Business Associate in
writing to make the disclosure.
9.
Amendment of PHI
a.
Within five business days of a request and instruction from Maricopa County, Business Associate
will amend PHI or a record about an individual that is maintained by, or otherwise within the
possession of, Business Associate in accordance with procedures established by 45 C.F.R. §
164.526.
b.
If an individual requests that Business Associate amend an individual’s PHI, Business Associate
within five business days will forward this request to Maricopa County. Any decision to amend PHI
will be the sole responsibility of Maricopa County.
10. Accounting of Disclosures of PHI
a.
Business Associate will document any disclosures of PHI made by it to account for such disclosures
as required by 45 C.F.R. § 164.528. Business Associate also will make available information related
to such disclosures as would be required for Maricopa County to respond to a request for an
accounting of disclosures in accordance with 45 C.F.R. § 164.528. Business Associate will maintain
its record of disclosures for six years from the termination of this Agreement.
b.
At a minimum, Business Associate will record the following information:
i.
the date of disclosure of PHI;
ii.
the name of the entity or person who received PHI, and, if known, the address of such
entity or person;
iii.
a description of the PHI disclosed; and
iv.
a brief statement of the purpose of the disclosure that includes the basis for such disclosure.
c.
Within five business days of receiving a written request from Maricopa County, Business Associate
will provide Maricopa County its records of disclosures.
d.
If an individual requests an accounting of disclosures directly from Business Associate, Business
Associate will within five business days forward the request and its records of disclosures to
Maricopa County. Maricopa County will be responsible for preparing and delivering the accounting
to the individual, and Business Associate will not provide an accounting of its disclosures directly
to any individual.
11. Availability of Books and Records
a.
Business Associate will within five business days of Maricopa County’s written request, make
available during normal business hours at Business Associate’s offices, or otherwise mutually
agreed upon location, all its internal practices, books, agreements, records, and policies and
procedures relating to the use and disclosure of PHI for purposes of allowing Maricopa County or
its agents or auditors to determine Business Associate’s compliance with HIPAA and this
Agreement.
b.
Business Associate will make its internal practices, books, and records relating to the use and
disclosure of PHI available to the Secretary of the Department of Health and Human Services to the
extent required for determining compliance with the Privacy Rule, or the Breach Notification Rule.
c.
No attorney-client, accountant-client, or other legal privilege will be deemed waived by Business
Associate or Maricopa County because of this Section.
12. Restrictions on Use of Disclosure of PHI
If Maricopa County advises Business Associate of any changes in, or restrictions to, the permitted use or disclosure
of PHI, Business Associate will restrict the use or disclosure of PHI consistent with Maricopa County’s instructions.
Serial # PH RFP 260061
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13. Data Return or Destruction of PHI
a.
Business Associate’s data stewardship does not confer data ownership rights on Business Associate
with respect to any data shared with it under this Agreement, including all forms thereof.
b.
Within 30 days of termination of the Contract or this Agreement, Business Associate will return to
Maricopa County all PHI that Business Associate and its subcontractors and agents maintain in any
form or format. Alternatively, Business Associate may, upon Maricopa County’s consent, destroy
all such PHI and provide Maricopa County with written documentation of such destruction.
Business Associate will be responsible for recovering any PHI from its subcontractors and agents,
or documenting their destruction of such PHI, consistent with this section.
c.
If Business Associate believes that returning or destroying PHI at the termination of this Agreement
is infeasible, it will provide written notice to Maricopa County within 30 days from the termination
of this Agreement explaining its circumstances. Maricopa County will promptly respond wither it
agrees. If Maricopa County agrees, then Business Associate may keep the PHI and will extend all
protections, limitations, and restrictions of this Agreement to the PHI, and will limit the use and
disclosure of the PHI to only those circumstances that make return or destruction infeasible.
Business Associate will ensure the same protections and limitations are followed by its agents and
subcontractors. If Maricopa County does not agree that that return or destruction of PHI is infeasible,
Maricopa County will notify Business Associate, and Business Associate and its agents and
subcontractors will return or destroy the PHI within 30 days.
d.
The obligations of Business Associate and contractors or agents of Business Associate under this
Section shall survive the termination of this Agreement.
14. Term and Termination
a.
This Agreement will become effective on the date first written above and will continue in effect
until all obligations of the Parties have been met under the Contract and under this Agreement.
b.
Maricopa County may terminate immediately this Agreement, the Contract, and any other related
agreements if Maricopa County makes a determination that Business Associate has breached this
Agreement and Business Associate has failed to cure that breach to Maricopa County’s reasonable
satisfaction within 30 days after written notice from Maricopa County. Maricopa County may report
the problem to the Secretary of HHS if termination is not feasible.
15. General Provisions
a.
Amendments. The parties agree to take such action as is necessary to amend this Agreement from
time to time as is necessary for Maricopa County and Business Associate to comply with the
requirements of applicable federal and state law. All amendments to this Agreement shall be in
writing and signed by both parties.
b.
Construction of Terms. The terms of this Agreement will be construed considering any applicable
interpretation or guidance on the Privacy Standards and Security Standards issued by the
Department of Health and Human Services and other applicable state or federal laws, rules, and
regulations as amended from time to time.
c.
No Third-Party Beneficiaries. Nothing in this Agreement will confer upon any person other than
the parties and their respective successors or assigns, any rights, remedies, obligations, or liabilities,
whatsoever.
d.
Assignment of Rights and Delegation of Duties. This Agreement is binding upon and inures to
the benefit of the parties and their respective successors and permitted assigns. However, neither
party may assign any of its rights or delegate any of its obligations under this Agreement without
prior written consent of the other party, which consent shall not be unreasonable withheld or
delayed.
e.
No Waiver. Failure or delay on the part of either party to exercise any right, power, privilege, or
remedy shall not constitute a waiver. No provision of this Agreement may be waived by either party
except by a writing signed by an authorized representative of the party making the waiver.
f.
Severability. The provisions of this Agreement shall be severable, and if any provision of this
Agreement shall be held or declared to be illegal, invalid, or unenforceable, the remainder of this
Agreement shall continue in full force and effect.
g.
Entire Agreement. This Agreement constitutes the entire agreement between the parties with
regard to the Privacy Rule, Security Rule, and the Breach Notification Rule. There are no
understandings or agreements relating to this Agreement that are not fully expressed in this
Agreement and no change, waiver, or discharge of obligations arising under this Agreement will be
valid unless in writing and executed by the party against whom such change, waiver, or discharge
is sought to be enforced.
Serial # PH RFP 260061
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h.
Written Agreement. This Agreement is considered as an integral part of the underlying Contract
and is incorporated as though fully set forth within the Contract. This Agreement will govern in the
event of conflict or inconsistency with any provision of Contract.
i.
Venue and Choice of Law. Any suit, action, or other legal proceeding arising out of, or relating to,
this Agreement shall be brought in the venue designated in the Contract or, if no designation is
made, either in Maricopa County Superior Court or in the United States District Court for the District
of Arizona, sitting in Phoenix, Arizona. This Agreement and the rights and obligations of the parties
shall be governed by the laws of the State of Arizona, without regard to applicable conflict of law
principles.
j.
Counterparts. This Agreement may be executed in two or more counterparts, each of which shall
be deemed an original and when taken together shall constitute one agreement.
k.
Facsimile and Electronic Signatures. Facsimile and electronic signatures shall be deemed to be
original signatures for all purposes of this Agreement.
l.
Notices. For purposes of this Agreement and complying with all of its provisions, including all
reporting, notification, and disclosures required in this Agreement or in accordance with applicable
law, all notices shall be sent in accordance with the notice provisions under the Contract.
m. Relationship of the Parties. In the performance of the Contract and the duties and obligations
described in this Agreement, each party is at all times an independent contractor and at no time shall
the relationship between the parties be construed as a partnership, joint venture, employment, or
agency relationship.
Agreed to by Business Associate and Maricopa County:
MARICOPA COUNTY
BUSINESS ASSOCIATE
By:
By:
Chair, Board of Supervisors
Name:
Date:
Title:
ATTEST:
Date:
Clerk of the Board
Date:
APPROVED AS TO FORM:
Attorney for Maricopa County
Date:
Serial # PH RFP 260061
Page 40 of 40
ATTACHMENT E
SOLE PROPRIETOR WAIVER
MARICOPA COUNTY RISK MANAGEMENT
222 North Central Avenue, Suite 1110
Phoenix, Arizona 85004
SOLE PROPRIETOR WAIVER
NOTE: THIS FORM APPLIES ONLY TO MARICOPA COUNTY DEPARTMENTS, DISTRICTS,
BOARDS, COMMISSIONS AND UNIVERSITIES UTILIZING SOLE PROPRIETORS WITH NO
EMPLOYEES. IF YOU ARE CONTRACTING WITH A CORPORATION, LIMITED LIABILITY
COMPANY, PARTNERSHIP OR SOLE PROPRIETORS WITH EMPLOYEES, THIS FORM DOES NOT
APPLY.
The following is a written waiver under the compulsory Workers’ Compensation laws of the State of Arizona,
A.R.S. §23-901 (et. seq.), and specifically, A.R.S. §23-961(L), that provides that a Sole Proprietor may waive
his/her rights to Workers’ Compensation coverage and benefits.
I am a sole proprietor and I am doing business as
(name of Sole Proprietor’s Business). I am performing work as an independent contractor for Maricopa
County. For Workers’ Compensation purposes, therefore, I am not entitled to Workers’ Compensation
benefits from Maricopa County.
I understand that if I have any employees working for me, I must maintain Workers’ Compensation insurance
on them.
Name of Sole Proprietor Social Security Number Telephone Number
Street Address / P.O. Box City State Zip Code
Signature of Sole Proprietor Date
Maricopa County Department of Public Health
Signature of Procurement Officer Date
Both signatures must be present and the completed form submitted by the Procurement Officer to Maricopa
County Risk Management, 222 North Central Avenue, Suite 1110, Phoenix, AZ 85004. An authorized Risk
Management Representative will sign and return to the Maricopa County Department of Public Health to be
maintained in their records.
Signature of Risk Management Representative
Date