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LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND SOUTHWEST AVIAN SOLUTIONS, LLC THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this day of , 20 , between the City of Glendale, an Arizona municipal corporation (the “City”), and Southwest Avian Solutions, LLC, a(n) Arizona limited liability company authorized to do business in Arizona (“Contractor”), collectively, the “Patties.” RECITALS On May 1, 2018, under S.A.V.E Cooperative Purchasing Agrcement, the City of Phoenix entered into a contract with Contractor to purchase the goods and services described in the Integrated Pest Control, Wildlife Relocation and Bird/Bat Management Requirements Contract, Contract No. 147194 (“Cooperative Purchasing Agreement”), which is attached hereto as Exhibit A. The Cooperative Purchasing Agreement permits its cooperative use by other governmental agencies including the City. Section 2-149 of the City’s Procurement Code permits the Materials Manager to procure goods and services by participating with other governmental units in cooperative purchasing agreements when the best interests of the City would be served. Section 2-149 also provides that the Materials Manager may enter into such cooperative agreements without meeting the formal or informal solicitation and bid requirements of Glendale City Code Sections 2-145 and 2-146. The City desires to contract with Contractor for supplies or services identical, ot nearly identical, to the supplies or services Contractor is providing other units of government under the Cooperative Purchasing Agreement. Contractor consents to the City’s utilization of the Cooperative Purchasing Agreement as the basis of this Agreement, and Contractor desires to enter into this Agreement to provide the supplies and services set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference, and the covenants and promises contained in this Linking Agreement, the parties agree as follows: ils Term of Agreement. The City is purchasing supplies and/or services from Contractor pursuant to the Cooperative Purchasing Agreement. According to the Cooperative Purchasing Agreement, purchases can be made by governmental entities from the date of award, which was May 1, 2018, until the date the contract expires on April 30, 2023. The term of this Agreement, therefore, is the petiod from the Effective Date of this Agreement until April 30, 2023. There ate no renewals. 2. Scope of Work; Terms, Conditions, and Specifications. 1/2/2020 10. A. Contractor shall provide City the supplies and/or services identified in the Scope of Work attached as Exhibit B. B. Contractor agrees to comply with all the terms, conditions and specifications of the Cooperative Purchasing Agreement. Such terms, conditions and specifications are specifically incorporated into and are an enforceable part of this Agreement. Compensation. A. City shall pay Contractor compensation at the same tate and on the same schedule as provided in the Cooperative Purchasing Agreement, which is attached hereto as Exhibit C. B. The total purchase price for the supplies and/or services purchased under this Agreement shall not exceed three hundred thousand dollars ($300,000) for the entire term of the Agreement. Cancellation. This Agreement may be cancelled pursuant to A.R.S. § 38-511. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same tfequitements as stated within this section. Contractor, and on behalf of any subcontractors, wartants compliance with this section. Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the City prior to the Effective Date. E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of A.R.S. § 41-4401. No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods ot services from Israel, as that term is defined in A.RS § 35-393. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’ respective authorized representatives at the address listed below: 4/29/2021 City of Glendale c/o Linda Musser - Contract Monitor 6210 W. Myrtle Ave, Suite 111 Glendale, AZ 85301 And Southwest Avian Solutions, LLC 20118 N. 67" Ave, #300-122 Glendale, AZ 85308 swaviansolutions@cox.net IN WITNESS WHEREOF, the patties hereto have executed this Agreement as of the date and year set forth above. “City” City of Glendale, an Arizona municipal corporation By: Kevin R. Phelps City Manager ATIEST: Julie K. Bower (SEAL) City Clerk APPROVED AS TO FORM: Michael D. Bailey City Attorney “Contractor” Southwest Avian Solutions, LLC, an Arizona limited liability Name: Barbara Kimmich Title: Owner 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND SOUTHWEST AVIAN SOLUTIONS, LLC EXHIBIT A (THE CITY OF PHOENIX CONTRACT NO. 147194 INTEGRATED PEST CONTROL, WILDLIFE RELOCATION AND BIRD/BAT MANAGEMENT REQUIREMENTS CONTRACT) 4/29/2021 e City of Phoenix PURCHASING DIVISION April 16, 2018 Barbara Kimmich Southwest Avian Solutions, LLC 20118 N. 67" Avenue #300-122 Glendale, AZ 85308 SUBJECT: AGREEMENT NO. 147194 /IFB 18-003 TITLE: INTEGRATED PEST CONTROL, WILDLIFE RELOCATION AND BIRD/BAT MANAGEMENT - REQUIREMENTS CONTRACT Congratulations! Your company has been awarded Group #4 of the subject agreement with the City of Phoenix for the period of November 1, 2018 through April 30, 2023. Your copy of the executed agreement is enclosed with this letter. The Procurement Division is responsible for the administration of this Agreement, and we are looking forward to doing business with your firm. Please let me know if you have any questions or concerns. Sincerely, dé Bownak Edith Barrera Contract Specialist Il Lead Enclosure c: File: IFB 18-003 251 West Washington Street * Phoenix, Arizona 85003-2299 * 602-262-7181 * FAX: 602-534-1933 © City TTY 7-1-1 Friendly Recycied Paper 147194--0 CITY OF PHOENIX PROCUREMENT DIVISION INVITATION FOR BID IFB 18-003 Integrated Pest Control, Wildlife Relocation and Bird/Bat Management (Citywide) Requirements Contract Edith Barrera Procurement Officer 251 W. Washington Street, 8" Floor Phoenix, AZ 85003 Phone: (602)495-7664 Edith.Barrera@phoenix.gov TABLE OF CONTENTS CITY OF PHOENIX | SECTION I - INSTRUCTIONS SECTION II — STANDARD TERMS AND CONDITIONS.....sccscssscssssssseeserssserensstereeens 14 SECTION Ill - SPECIAL TERMS AND CONDITIONS ........-.-sssssssstsssseecssesssestssesse 30 SECTION IV — INSURANCE AND INDEMNIFICATION ..... SECTION V — SCOPE.....0..-.sssssssesseesesnenssenessseacoesensnensnsnssnsesensutatsecsnensaseceenenenensesenenes 45 SECTION VI - SUBMITTALS ........sssessesssssescnenssescuseansesssrscsersrensuenensssseeensoeesneeseaesans 64 SECTION VII - EXHIBITS.......ccccseccsccccerceesseseeeseneceresassnsssssecsaeesesesesssssensneese 73 Page 2 Solicitation Number IFB 18-003 Rev 1 3/2017 (JMK) SECTION | - INSTRUCTIONS Please read before continuing to the offer document. SOLICITATION RESPONSE CHECK LIST Check off each of the following as the necessary action is completed. All forms have been completed and signed, including Solicitation Disclosure form. All Submittals are included. Reviewed and verified prices offered. Checked price extensions and totals. Included any required drawings or descriptive literature. If required, checked and included the amount of the offer surety. Reviewed the insurance requirements, if any, to assure compliance. Included the specified number of copies of the offer as indicated in Submittal section. Included signed addenda, if any. Addressed the mailing envelope to the Procurement Officer on the solicitation front page, at the address listed. The mailing envelope clearly shows your company name and address, the solicitation number, and the offer opening date. Mailed the response in time — City must receive offers no later than the date and time indicated in the Schedule of Events or addenda. Page 3 Solicitation Number = [FB 18-003 Rev 1 3/2017 (JMK) SECTION | - INSTRUCTIONS SECTION | - INSTRUCTIONS 1, DESCRIPTION — STATEMENT OF NEED: 1.1.The City of Phoenix invites sealed offers for Citywide Integrated Pest Control, Wildlife Relocation and Bird/Bat Management for a five-year period commencing on or about May 1, 2018, in accordance with the specifications and provisions contained herein or the “Effective Date” which is upon award by City Council, conditioned upon signature and recording by the City Clerk’s department, as required by the Phoenix City Code, whichever is later. 1.2. This solicitation is available through Arizona Relay Service 7-1-1. Please call TTY 800-367-8939 for assistance. 1.3. Notwithstanding the foregoing, this Agreement will terminate upon the earliest occurrence: by reaching the end of the term including any extensions exercised, or termination pursuant to the provisions of this Agreement. 2. CITY’S VENDOR SELF-REGISTRATION AND NOTIFICATION: Vendors must be registered in the City’s procurePHX Self-Registration System at https://www.phoenix.gov/financesite/Pages/EProc-help.aspx to respond to solicitations and access procurement information. The City may, at its sole discretion, reject any offer from an Offeror who has not registered. | Pre Tue sday, November 14, 2017 at 1:00 PM | Pre-Offer Conference Location City of Phoenix Finance Department Procurement Division 251 W. Washington Street, 8'" Floor Room 854 Phoenix, AZ 85003 Written Inquiries Due Date Friday, November 17, 2017 by 2:00 PM Offer Due Date Friday, December 1, 2017 by 2:00 PM Offer Submittal Location City of Phoenix Finance Department Procurement Division 251 W. Washington Street, 8" Floor Phoenix, AZ 85003 Solicitation Number = IFB 18-003 (JMK) Page 4 Rev 1 3/2017 SECTION I - INSTRUCTIONS The City reserves the right to change dates and/or locations as necessary, and the City does not always hold a Pre-Offer Conference or Site visit. 4. PREPARATION OF OFFER: 4.1. All forms provided in Submittal Section must be completed and submitted with the offer. The signed and completed Solicitation Disclosure form must be included or your offer may be deemed non- responsive. 4.2. It is permissible to copy Submittal forms if necessary. Erasures, interlineations, or other modifications of the offer must be initialed in original ink by the authorized person signing the offer. No offer will be altered, amended or withdrawn after the specified offer due date and time. The City is not responsible for Offeror’s errors or omissions. 4.3. All time periods stated as a number of days will be calendar days. 4.4. It is the responsibility of all Offerors to examine the entire solicitation and seek clarification of any requirement that may not be clear and to check all responses for accuracy before submitting an offer. Negligence in preparing an offer confers no right of withdrawal after due date and time. Offerors are strongly encouraged to: 4.4.1. Consider applicable laws and/or economic conditions that may affect cost, progress, performance, or furnishing of the products or services. 4.4.2. Study and carefully correlate Offeror’s knowledge and observations with the solicitation and other related data. 4.4.3. Promptly notify the City of all conflicts, errors, ambiguities, or discrepancies that Offeror has discovered in or between the solicitation and other related documents. 4.4.4. The City does not reimburse the cost of developing, presenting or providing any response to this solicitation. Offers submitted for consideration should be prepared simply and economically, providing adequate information in a straightforward and concise manner. The Offeror is responsible for all costs incurred in responding to this solicitation. All materials and documents submitted in response to this solicitation become the property of the City and will not be returned. 4.4.5. Offerors are reminded that the specifications stated in the solicitation are the minimum level required and that offers submitted must be for products or services that meet or exceed Page 5 Solicitation Number TFB 18-003 Rev 1 3/2017 (JMK) SECTION | - INSTRUCTIONS the minimum level of all features specifically listed in this solicitation. Offers offering less than any minimum specifications or criteria specified are not responsive and should not be submitted. 4.4.6. Offer responses submitted for products considered by the seller to be acceptable alternates to the brand names or manufacturer’s catalog references specified herein must be submitted with technical literature and/or detailed product brochures for the City's use to evaluate the products offered. Offers submitted without this product information may be considered as non-responsive and rejected. The City will be the sole judge as to the acceptability of alternate products offered. 4.4.7. Prices will be submitted on a per unit basis by line item, when applicable. In the event of a disparity between the unit price and extended price, the unit price will prevail unless obviously in error. 5. EXCEPTIONS: Offeror must not take any exceptions to any terms, conditions or material requirements of this solicitation. Offers submitted with exceptions will be deemed non-responsive and disqualified from further consideration. Offerors must conform to all of the requirements specified in the solicitation. The City encourages Offerors to send inquiries to the procurement officer rather than including exceptions in their Offer. 6. INQUIRIES: All questions that arise relating to this solicitation should be directed via email to the Procurement Officer and must be received by the due date indicated in the Schedule of Events. The City will not consider questions received after the deadline. No informal contact initiated by Offerors on the proposed service will be allowed with members of City’s staff from date of distribution of this solicitation until after the closing date and time for the submission of offers. All questions concerning or issues related to this solicitation must be presented in writing. The Procurement Officer will answer written inquiries in an addendum and publish any addendums on the Procurement Website. 7. ADDENDA: The City of Phoenix will not be responsible for any oral instructions made by any employees or officers of the City of Phoenix in regard to the offering instructions, Page 6 Solicitation Number — IFB 18-003 Rev 1 3/2017 (JMK) SECTION | - INSTRUCTIONS plans, drawings, specifications, or contract documents. Any changes to the plans, drawings and specifications will be in the form of an addendum. The Offeror must acknowledge receipt of any/all addenda by signing and returning the document with the offer submittal. 8. OBTAINING A COPY OF THE SOLICITATION AND ADDENDA: Interested Offerors may download the complete solicitation and addenda from https:/Awww.phoenix.gov/solicitations. Internet access is available at all public libraries. Any interested offerors without internet access may obtain this solicitation by calling the Procurement Officer or picking up a copy during regular business hours at the City of Phoenix Finance Department, Procurement Division, 251 W. Washington Street, 8" Floor, Phoenix, AZ. It is the Offeror’s responsibility to check the website and verify all required information is submitted with their Offer. 9. BUSINESS IN ARIZONA: The City will not enter into contracts with foreign corporations not granted authority to transact business, or not in good standing in the state of Arizona, with the Arizona Corporation Commission. 10. LICENSES: If required by law for the operation of the business or work related to this Offer, Offeror must possess all valid certifications and/or licenses as required by federal, state or local laws at the time of submittal. 11.CERTIFICATION: By signature in the offer section of the Offer and Acceptance page, Offeror certifies: ¢ The submission of the offer did not involve collusion or other anti- competitive practices. ¢ The Offeror must not discriminate against any employee, or applicant for employment in violation of Federal or State Law. * The Offeror has not given, offered to give, nor intends to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted offer. Page 7 Solicitation Number TFB 18-003 Rev 1 3/2017 (JMK) SECTION I - INSTRUCTIONS 12.SUBMISSION OF OFFER: Offers must be in possession of the Department on or prior to the exact time and date indicated in the Schedule of Events. Late offers will not be considered. The prevailing clock will be the City Department's clock. Offers must be submitted in a sealed envelope and the following information should be noted on the outside of the envelope: Offeror’s Name Offeror’s Address (as shown on the Certification Page) Solicitation Number Solicitation Title Offer Opening Date All offers must be completed in ink or typewritten. Include the number of copies that are required as indicated in the Submittal section. 13. WITHDRAWAL OF OFFER: At any time prior to the solicitation due date and time, an Offeror (or designated representative) may withdraw the offer by submitting a request in writing and signed by a duly authorized representative. 14.OFFER RESULTS: Offers will be opened on the offer due date, time and location indicated in the Schedule of Events at which time the name of each Offeror and the prices will be read. Offers and other information received in response to the solicitation will be shown only to authorized City personnel having a legitimate interest in them or persons assisting the City in the evaluation. Offers are not available for public inspection until after the City has posted the award recommendation on the City's website. The City will. post a preliminary offer tabulation on the City’s website, https//www.phoenix.govw/solicitations within five calendar days of the offer opening. The City will post the information on the preliminary tabulation as it was read during the offer opening. The City makes no guarantee as to the accuracy of any information on the preliminary tabulation. Once the City has evaluated the offers, the City will post an award recommendation on the website. The City will not provide any further notification to unsuccessful Offerors. 15. AWARD OF CONTRACT: 15.1. Unless otherwise indicated, award(s) will be made to the lowest responsive, responsible Offeror(s) who are regularly established in the Page 8 Solicitation Number = IFB 18-003 Rev 1 3/2017 (JMK) SECTION I - INSTRUCTIONS 15.1. 15.2. 15.3. service contained in this solicitation and who have demonstrated the ability to perform the required service in an acceptable manner. Factors that will be considered by the City include: Technical capability of the Offeror to accomplish the scope of work required in the Solicitation. This includes performance history on past and current government or industrial contracts; and, Demonstrated availability of ihe necessary manpower (both supervisory and operational personnel) and necessary equipment to accomplish the scope of work in the Solicitation; and, Safety record; and, Vendor history of performance and termination for convenience or cause. Notwithstanding any other provision of this solicitation, the City reserves the right to: (1) waive any immaterial defect or informality; or (2) reject any or all offers or portions thereof; or (3) reissue a solicitation. A response to a solicitation is an offer to contract with the City based upon the terms, conditions, and specifications contained in the City’s solicitation. Offers do not become contracts until the Deputy Finance Director or Department Director executes and City Clerk records. A contract has its inception in the award, eliminating a formal signing of a separate contract. For that reason, all of the terms, conditions and specifications of the procurement contract are contained in the solicitation, and in any addendum or contract amendment. 16. SOLICITATION TRANSPARENCY POLICY: 16.1. Commencing on the date and time a solicitation is published, potential or actual offerors or respondents(including their representatives) shall only discuss matters associated with the solicitation with the Mayor, any members of City Council, the City Manager, any Deputy City Manager, or any department director directly associated with the solicitation (including in each case their assigned staff, except for the designated procurement officer) at a public meeting, posted under Arizona Statutes, until the resulting contract(s) are awarded to all offers or responses are rejected and the solicitation is cancelled without any announcement by the Procurement Officer of the City’s intent to reissue the same or similar solicitation. Page 9 Solicitation Number = IFB 18-003 Rev 1 3/2017 (JMK) SECTION I - INSTRUCTIONS 16.2. As long as the solicitation is not discussed, Offerors may continue to conduct business with the City and discuss business that is unrelated to the solicitation with the City staff. Offerors may not discuss the solicitation with any City employees or evaluation panel members, except the procurement officer. 16.3. Offerors may discuss their proposal or the solicitation with the Mayor or one or more members of the Phoenix Gity Council, provided such meetings are scheduled through the Procurement Officer, and are posted as open meetings with the City Clerk at least 24 hours prior to the scheduled meetings. The City Clerk will be responsible for posting the meetings. The posted notice shall identify the participants and the subject matter, as well as invite the public to participate. 16.4. With respect to the selection of the successful Offerors, the City Manager and/or City Manager's Office will continue the past practice of exerting no undue influence on the process. In all solicitations of bids and proposals, any direction on the selection from the City Manager and/or City Manager's Office and Department Head (or representative) to the proposal review panel or selecting authority must be provided in writing to all prospective Offerors. 16.5. This policy is intended to create a level playing field for all Offerors, assure that contracts are awarded in public, and protect the integrity of the selection process. PROPOSERS THAT VIOLATE THIS POLICY SHALL BE DISQUALIFIED. After official Notice is received by the City for disqualification, the Proposer may follow the Protest process, unless the Solicitation is cancelled without notice of intent to re-issue. 16.6. “To discuss” means any contact by the proposer, regardless of whether the City responds to the contact. Offerors that violate this policy shall be disqualified until the resulting contract(s) are awarded, or all offers or responses are rejected and the solicitation is cancelled without any announcement by the Procurement Officer of the City’s intent to reissue the same or a similar solicitation. The Gity interprets the policy as continuing through a cancellation of a solicitation until Council award of the contract, as long as the City cancels with a statement that the City will rebid the solicitation. Page 10 Solicitation Number = IFB 18-003 Rev 1 3/2017 (MK) SECTION I - INSTRUCTIONS 17. PROTEST PROCESS: 17.1. 17.2. 17.3. 17.4, 17.5. 17.6. Offeror may protest the contents of a solicitation no later than seven days before the solicitation deadline when the protest is based on an apparent alleged mistake, impropriety or defect in the solicitation: Protests filed regarding the. solicitation may be addressed by an amendment to the solicitation or denied by the City. If denied, the opening and award will proceed unless the City determines that it is in the City’s best interests to set new deadlines, amend the solicitation, cancel or re-bid. Therefore, unless otherwise notified by a formal amendment, the Protester must adhere to all solicitation dates and deadlines, including timely filing of an offer, regardless of filing a protest. Offeror may protest an adverse determination issued by the City regarding responsibility and responsiveness, within seven days of the date the Offeror was notified of the adverse determination. Offeror may protest an award recommendation if the Offeror can establish that it had a substantial chance of being awarded the contract and will be harmed by the recommended award. The City will post recommendations to award the contract(s) to a particular Offeror on the City’s website. Offeror must submit award protests within seven days after the posting of the award recommendation, with exceptions only for geod cause shown, within the City’s full and final discretion. All protests will be in writing, filed with the Procurement Officer identified in the solicitation and include the following: © Identification of the solicitation number; * The name, address and telephone number of the protester; e A detailed statement describing the legal and factual grounds for the protest, including copies of relevant documents; e The form of relief requested; and e The signature of the protester or its authorized representative. The Procurement Officer will render a written decision within a reasonable period of time after the protest is filed. The City will not request City Council authorization to award the contract until the protest process is complete. All protests and appeals must be submitted in Page 11 Solicitation Number = IFB 18-003 Rev 1 3/2017 (JMK) SECTION I - INSTRUCTIONS 18. 19. 20, accordance with the City’s Procurement Code, (Phoenix City Code, Ch. 43), and administrative regulation 3.10 and any protests or appeals not submitted within the time requirements will not be considered. Protests must be filed with the Procurement Officer. PUBLIC RECORD: All Offers submitted in response to this solicitation will become the property of the City and become a matter of public record available for review pursuant to Arizona State law. If an Offeror believes that a specific section of its Offer response is confidential, the Offeror will isolate the pages marked confidential in a specific and clearly labeled section of its Offer response. An Offeror may request specific information contained within its Offer is treated by the Procurement Officer as confidential provided the Offeror clearly labels the information “confidential.” To the extent necessary for the evaluation process, information marked as “confidential” will not be treated as confidential. Once the procurement file becomes available for public inspection, the Procurement Officer will not make any information identified by the Offerors as “confidential” available to the public unless necessary to support the evaluation process or if specifically requested in accordance with applicable public records law. When a public records request for such information is received, the Procurement Officer will notify the Offeror in writing of any request to view any portion of its Offer marked “confidential.” The Offeror will have the time set forth in the notice to obtain a court order enjoining such disclosure. If the Offeror does not provide the Procurement Officer with a court order enjoining release of the information during the designated time, the Procurement Officer will make the information requested available for inspection. LATE OFFERS: Late Offers must be rejected, except for good cause. If a late Offer is submitted, the Department will document the date and time of the submittal of the late Offer, keep the Offer and notify the Offeror that its Offer was disqualified for being a late Offer. RIGHT TO DISQUALIFY: The City reserves the right to disqualify any Offeror who fails to provide information or data requested or who provides materially inaccurate or misleading information or data. The City further reserves the right to disqualify any Offeror on the basis of any real or apparent conflict of interest that is disclosed by the Offeror submitted or any other data or information available to the City. This disqualification is at the sole discretion of the City. By submission Page 12 Solicitation Number IRB 18-003 Rev 1 3/2017 (MK) SECTION I - INSTRUCTIONS 21. 22. 23. of a solicitation response, the Offeror waives any right to object now or at any future time, before any agency or body including, but not limited to, the City Council of the City or any court as to the exercise by the City of such right to disqualify or as to any disqualification by reason of real or apparent conflict of interest determined by the City. The City reserves the right to replace the disqualified Offeror. CONTRACT AWARD: The City reserves the right to award a contract by individual line items, by group, all or none, or any other combination most advantageous to the City. The City reserves the right to multiple award. EQUAL LOW OFFER: Contract award will be made by putting the names of the tied vendors in a cup for a blind drawing limited to those bidders with tied offers. If time permits, the offerors involved will be given an opportunity to attend the drawing. The drawing will be witnessed by at least three persons, and the contract file will contain the names and addresses of the witnesses. DETERMINING RESPONSIVENESS AND RESPONSIBILITY: Offers will be reviewed for documentation of minimum qualifications, completeness and compliance with the solicitation requirements, the City reserves sole discretion to determine responsiveness and responsibility. Responsiveness: Nonresponsive Offers will not be considered in the evaluation process. The solicitation states criteria that determine responsiveness, and the solicitation includes terms and conditions that if included or excluded from Offers (as the case may be) will render an Offer nonresponsive. Responsibility: To obtain true economy, the City must conduct solicitations to minimize the possibility of a subsequent default by the Offeror, late deliveries, or other unsatisfactory performance that may result in additional administrative costs. It is important that the Offeror be a responsible Offeror. Responsibility includes the Offeror’s integrity, skill, capacity, experience, and facilities for conducting the work to be performed. Page 13 Solicitation Number = IFB 18-003 Rev 1 3/2017 (JMK) SECTION I] - STANDARD TERMS AND CONDITIONS SECTION Il - STANDARD TERMS AND CONDITIONS 1. Solicitation Number DEFINITION OF KEY WORDS USED IN THE SOLICITATION: Will, Must Should May Indicates a mandatory requirement. Failure to meet ihese mandatory requirements may result in the rejection of Offer as non-responsive. Indicates something that is recommended but not mandatory. If the Offeror fails to provide recommended information, the City may, at its sole option, ask the Offeror to provide the information or evaluate the offer without the information. Indicates something that is not mandatory but permissible. For purposes of this solicitation, the following definitions will apply: “ARS.” “Procurement Officer” "City" "Contractor" "Contract” or “Agreement” “Days” “Deputy Finance Director” or “Department IFB 18-003 Arizona Revised Statute City of Phoenix staff person responsible for the solicitation. The City employee or employees who have specifically been designated to act as a contact person or persons to the Offeror, and responsible for monitoring and overseeing the Offeror's performance under this contract. The City of Phoenix The individual, partnership, or corporation who, as a result of the competitive process, is awarded a contract by the City of Phoenix. The legal agreement executed between the City of Phoenix, AZ and the Offeror. Means calendar days unless otherwise specified. The contracting authority for the City of Phoenix, AZ, authorized to sign contracts and amendments thereto on behalf of the City of Phoenix, AZ. Page 14 Rev 1 3/2017 (JMK) SECTION Il - STANDARD TERMS AND CONDITIONS Director” “Employer” Any individual or type of organization that transacts business in this state, that has a license issued by an agency in this state and employs one or more employees in this state. Employer includes this state, any political subdivision of this state and self- employed persons. In the case of an independent Offeror, employer means the independent Offeror and does not mean the person or organization that uses contract labor. (A.R.S. 23-211). “Offer” Means a response from a supplier, Offeror or service provider to a solicitation request that, if awarded, binds the supplier, Offeror or service provider to perform in accordance with the contract. Same as bid, proposal, quotation or tender. “Offeror” Any Vendor, Seller or Supplier submitting a competitive offer in response to a solicitation from the City. Same as Bidder or Proposer. “Solicitation” Means an Invitation for Bid (IFB), Request for Proposal (RFP), Request for Quotations (RFQ), and request for sealed Offers or any other type of formal procurement which the City makes public through advertising, mailings, or some other method of communication. It is the process by which the City seeks information, proposals, Offers or quotes from suppliers. “Suppliers” Firms, entities or individuals furnishing goods or services to the City. “Vendor” or “Seller” A seller of goods or services. 2. CONTRACT INTERPRETATION: 2.1. APPLICABLE LAW: This Contract will be governed by the law of the State of Arizona, and suits pertaining to this Contract will be brought only in Federal or State courts in Maricopa County, State of Arizona. Page 15 Solicitation Number = IFB 18-003 Rev 1 3/2017 (JMK)