Linking Agreement

City of Glendale — Regular Meeting (2022-09-27)

Extracted text (via ocr_local) 78302 characters

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
DIAMOND RIDGE DEVELOPMENT CORPORATION

THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this day of

, 2022, between the City of Glendale, an Arizona municipal corporation (the “City”), and

Diamond Ridge Development Corporation, a(n) Arizona corporation authorized to do business in
Arizona (“Contractor”), collectively, the “Parties.”

RECITALS

On July 14, 2022, under S.A.V.E Cooperative Purchasing Agreement, the City of Peoria
entered into a contract with Contractor to purchase the goods and services described in the
‘Trade Services, Contract No. ACON 20422 (“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, or 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 agtee as follows:

‘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
awatd, which was July 14, 2022, until the date the contract expires on July 13, 2023 unless the
term of the Cooperative Purchasing Agreement is extended by the mutual agreement of the
original contracting patties. The Cooperative Purchasing Agreement, however, may not be
extended beyond July 13, 2027. ‘The initial period of this Agreement, therefore, is the period
from the Effective Date of this Agreement until July 13, 2023. The City may renew the term
of this Agreement for four (4) one-year periods if the Cooperative Purchasing Agreement is

1/2/2020

likewise extended. Glendale renewals are not automatic and shall only occur if the City gives
the Contractor notice of its intent to renew. The City may give the Contractor notice of its
intent to renew this Agreement 30 days prior to the anniversary of the Effective Date to
effectuate such renewal.

Scope of Work; Terms, Conditions, and Specifications.

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 rate 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 six hundred thousand dollars ($600,000) annually or three
million dollars ($3,000,000) for the entire term of the Agreement (initial term plus any
renewals).

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 tequitements as stated within this section. Contractor, and on behalf of any
subcontractors, warrants 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 or services from Israel, as that term is defined
in A.R.S § 35-393.

4/29/2021

9: 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.

10. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’
respective authorized representatives at the address listed below:

City of Glendale

c/o Mark Hannasch CIP Project Manager
6210 W. Myrtle Avenue, Suite 111
Glendale, AZ 85301

And

Diamond Ridge Development Corporation
P.O. Box 2662

Peoria, AZ 85380
JGreen@DiamondRidge.biz

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year
set forth above.

“City” “Contractor”
City of Glendale, an Arizona Diamond Ridge Develépm¢
municipal corporation an Arizona corporath :

By: By: fi
Kevin R. Phelps Name: Jefftey \
City Manager Title:

ATTEST:

Julie K. Bower (SEAL)

City Clerk

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

4/29/2021

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
DIAMOND RIDGE DEVELOPMENT CORPORATION

EXHIBIT A
(CITY OF PEORIA CONTRACT NO. ACON 20422
‘TRADE SERVICES)

4/29/2021

City of Peoria, Arizona
Notice of Request for Proposal

Solicitation No.: P22-0064(D) Proposal Due Date: May 23, 2022

Capital Project No.: N/A Proposal Due Time: 5:00 P.M. AZ Time

Materials and/or Services: - Trade Services Purchasing Agent: Terry Andersen
Pre-Proposal Date: N/A

Contact Phone: (623) 773-7981 Pre-Proposal Time: N/A

Contact Email: Teresa. Andersen@peoriaaz.gov Pre-Proposal Location: NA

In accordance with City of Peoria Procurement Code competitive sealed proposals for the material or services specified will be received by the City of Peoria Materials
Management at the specified location until the date and time cited above. Proposals shall be in the submitted on or prior to the exact date and time indicated above, Late
proposals will not be considered, except as provided in the City of Peoria Procurement Code. Proposals shail be submitted electronically via the City's Procurement Portal
(Bonfire) or in a sealed envelope with the Request for Proposal number and the offeror's name and address clearly indicated on the front of the envelope. Offerors ase
strongly encouraged to carefully read the entire Request for Proposal Package.

OFFER

To the City of Peoria: The undersigned on behalf of the entity, firm, company, partnership, or other legal entity listed below offers on itg.behatf to the City a proposal that
contains all terms. conditions, specifications and amendments in the Notice of Request for Proposal issued by the City. Any exccptioy’td the terms contained in the Notice
of Request for Proposal must be specifically indicated in writing and are subject to the approval of the City prior to acceptance. The gighature below certifies your
understanding and compliance with Paragraph | of the City of Peoria Standard Terms and Conditions (form COP 202) conghinfed in Vi Request for Proposal package issued

by the City,

For clarification of this offer contact: Telephone; rox: 623-412-8328
Nome _Jeff Green Email: dndridge.biz
Diamond Ridge Development j ae =
Company Name Authorized Signature for Offer
P.O. Box 2662 ffrey W. Green
Address —= Printed Name
Peoria AZ 85380 Vice President
City State Zip Code Title
ACCEPTANCE OF OFFER AND CONTRACT AWARD (For City of Peoria Use Only)
Your offer is accepted by the City, subject to approval of cach written exception that your proposal ined, The contract consists of the following dox 1.) Request for Proposal

issued by the City; 2.) Your offer in Response to the City’s Request for Proposal; 3,) This written acceptance and contret award.

As the contractor, you are now legully bound to sell the materials and/or services listed by the attached award notice, bused on the solicitation of proposals, including all terms,
conditions, specifications, amendments and your offer as now accepted by the City. The Contractor shall not commence any billable work or provide any material, service or
construction under this contract umil the Contractor receives an executed Purchase Order or written Nolice to Proceed.

Lrbhaer Approved as to form:
Lori Dyckman, Acting City Clerk

George Mariscal for

CC:
Vanessa P, Hickman, City Attorney J
© Contract Number omract Awarded Dare JULY 14, 2022
ACON 20422
City Sea Lisa Houg for
Copynygit 2003 Cerrar, Anzone Official File: Mig fo

Christine Finney, Materials Manager

COP203 Rew(0105/2022)LH Page | of 39

SOLICITATION AMENDMENT

Materials Management
Solicitation Number: P22-0064 Page 1 of 1 Procurement
Description/Service: Trade Services 9875 N. 85" Ave., 2" FL.
Solicitation Due Date: May 23, 2022 Biome, eaae7is
Solicitation Due Time: 5:00 PM (AZ Time) Fax: (623) 773-7118

Amendment Number: One (1) Issue Date: 05/17/22
A signed copy of this Amendment shall be submitted with the vendor's bid/proposal

The following change is hereby made to the RFP, Scope of Work.
Scope of Work, Page 17, Section O. Subcontractors, paragraph 3, REVISED to read as follows:

‘The subcontractor’s rate for the job shall not exceed that of the Prime Contractor's rate, as proposed in the
pricing section, unless the Prime Contractor is willing to absorb any higher rates OR if the City approves an
extreme difference in rates’. The Subcontractor’s invoice shall be invoiced directly to the Prime Contractor,
who in turn shall pass through the costs to the City, without mark-up. A copy of the Subcontractor’s invoice
must accompany the Prime Contractor's invoice.

Vendor hereby ‘
{¥ 5/23/2022

j if
Sigi A v \ Date
ey W. Green Vice President

Firinted Name Title

Diamond Ridge Development
Company Name

Materials Management

9875 N. 85" Ave., 277 FI.
Peoria, Arizana 85345-6560

INSTRUCTIONS TO OFFEROR Phone: (623) 773-7115
Fax: (623) 773-7118

10.

41,

12.

PREPARATION OF PROPOSAL: .

. All proposals shall be on the forms provided in this Request For Proposal package. It is permissible to copy these forms if required.

Telegraphic (facsimile) or mailgram proposals will not be considered. . . ee oo,

The Offer and Contract Award document (COP Form 203) shall be submitted with an original ink or digital signature by a person

authorized to sign the offer. a ; ;

Frasures, inter ineations, or other modifications in the proposal shall be initialed in original ink by the authorized person signing the
‘endor Offer.

If price is a consideration and in case of error in the extension of prices in the proposal, the unit price shall govern. No proposal shall

be altered, amended, or withdrawn after the specified proposal due date and time.

Periods of time, stated as a number of days, shall be calendar days. segs .

It is the responsibility of all Offerors to examine the entire Request For Proposal package and seek clarification of any item or

requirement that may not be clear and to check all responses for accuracy before submitting a bid. Negligence in preparing a Proposal

confers no right of withdrawal after proposal due date and time.

-® ao Fw

INQUIRIES: Any question related to the Request For Proposal shall be directed to the Buyer whose name appears on the front. The Offeror
shall not contact or ask questions of the department for which the requirement is being procured. Questions should be submitted in writing
when time permits. The Buyer may require any and all questions be submitted in writing at the Buyer's sole discretion. Any correspondence
related to a Request For Proposal should refer to the appropriate Request For Proposal number, page, and paragraph number. However,
the Offeror shall not place the Request For Proposal number on the outside of any envelope containing questions since such an envelope
may be identified as a sealed proposal and may not be opened until after the official Request For Proposal due date and time.

PROSPECTIVE OFFERORS CONFERENCE: A prospective offerors conference may be held. If scheduled, the date and time of this

conference will be indicated within this document. The purpose of this conference will be to clarify the contents of this Request For Proposal

in order to prevent any misunderstanding of the City’s position. Any doubt as to the requirements of this Request For Proposal or any apparent

omission or discrepancy should be presented to the City at this conference. The City will then determine if any action is necessary and may

pao a written amendment to the Request for Proposal. Oral statements or instructions will not constitute an amendment to this Request for
roposal.

LATE PROPOSALS: Late Proposals will not be considered, except as provided by the City of Peoria Procurement Code. A vendor
submitting a late proposal shall be so notified.

WITHDRAWAL OF PROPOSAL: At any time prior to the specified proposal due date and time, a Vendor (or designated representative) may
withdraw the proposal. Telegraphic (facsimile) or mailgram proposal withdrawals will not be considered.

AMENDMENT OF PROPOSAL: Receipt of a Solicitation Amendment (COP Form 207) shall be acknowledged by signing and returning the
document prior to the specified proposal due date and time.

PAYMENT: The City will make every effort to process payment for the purchase of goods or services within thirty (30) calendar days after
tecsipt of goods or services and a correct notice of amount due, unless a good faith dispute exists as to any obligation fo pay all or a portion
of the account. Any proposal that requires payment in less than thirty (30) calendar days shall not be considered.

NEW: All items shall be new, unless otherwise stated in the specifications.

DISCOUNTS: Payment discount periods will be computed from the date of receipt of material/service or correct invoice, whichever is later,
to the date Buyer's payment is mailed. Unless freight and other charges are itemized, any discount provided will be taken on full amount of
invoice. Payment discounts of thirty (30) calendar days or more wiil be deducted from the proposal price in determining the low bid. However,
the Buyer shall be entitled to take advantage of any payment discount offered by the Vendor provided payment is made within the discount
period.

TAXES: The City of Peoria is exempt from Federal Excise Tax, including the Federal Transportation Tax. Sales tax, if any, shall be indicated
as a separate item.

VENDOR REGISTRATION: After the award of a contract, the successful Vendor shall have a completed Vendor Registration Form (COP
Form 200) on file with the City of Peoria Materials Management Division.

AWARD OF CONTRACT:

a. Unless the Offeror states otherwise, or unless provided within this Request For Proposal, the City reserves the right to award by
individual line item, by group of line items, or as a total, whichever is deemed most advantageous to the City.

b. Notwithstanding any other provision of this Request For Proposal, The City expressly reserves the right to:

1) Waive any immaterial defect or informality: or
2 Reject any or all proposals. or portions thereof, or
3} Reissue a Request For Proposal.

c. Aresponse to a Request For Proposal is an offer to contract with the City based upon the terms, conditions and specifications contained
in the City's Request For Proposal and the written amendments therefo, if any, Proposals do not become contracts unless and untit
they are accepted by the City Council. A contract is formed when written notice of award(s) is provided to the successful Offeror(s).
The contract has its inception in the award document, eliminating a formal signing of a separate contract. For that reason, all of the
terms and conditions of the procurement contract are contained in the Request For Proposal, unless modified by a Solicitation
Amendment (COP Form 207) or a Contract Amendment (COP Form 217).

COP202 Rey(O5/11/2024)CF Page 2 of 39

Materials Management

STANDARD Procurement

9875 N. 85" Ave., 2" Fi.

TERMS AND CONDITIONS Peoria, Arizona 85345-6560

Phone: (623) 773-7115
Fax: (623) 773-7118

THE FOLLOWING TERMS AND CONDITIONS ARE AN EXPLICIT PART OF THE SOLICITATION AND ANY RESULTANT CONTRACT.

1. CERTIFICATION: By signature in the Offer section of the Offer and Contract Award page (COP Form 203), the Vendor
certifies:

a. The submission of the offer did not involve collusion or other anti-competitive practices.

b. The Vendor shall not discriminate against any employee or applicant for employment in violation of Federal Executive Order
11246.

c, The Vendor has not given, offered to give, nor intends ta 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. Failure to sign the offer, or signing it with a false statement, shall void the submitted offer or any resulting contracts, and
the vendor may be debarred.

2. GRATUITIES: The City may, by written notice to the Contractor, cancel this contract if it is found by the City that gratuities, in
the form of entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor,
to any officer or employee of the City with a view toward securing an order, securing favorable treatment with respect to the awarding,
amending, or the making of any determinations with respect to the performing of such order. In the event this contract is cancelled
by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold
from the Contractor the amount of the gratuity. Paying the expense of normal business meals which are generally made available to
all eligible city government customers shall not be prohibited by this paragraph.

3. APPLICABLE LAW: In the performance of this agreement, contractors shall abide by and conform to any and all laws of the
United States, State of Arizona and City of Peoria including but not limited to federal and state executive orders providing for equal
employment and procurement opportunities, the Federal Occupational Safety and Health Act and any other federal or state laws
applicable to this agreement.

Contractor specifically understands and acknowledges the applicability to it of the Americans with Disabilities Act, including
Section 508, the Immigration Reform and Control Act of 1986, and the Drug Free Workplace Act of 1989. in addition, if this
agreement pertains to construction, Contractor must also comply with A.R.S. § 34-301, as amended (Employment of Aliens on
Public Works Prohibited) and A.R.S. § 34-302, as amended (Residence Requirements for Employees).

Under the provisions of A.R.S. § 41-4401, Contractor hereby warrants to the City that Contractor and each of its subcontractors
(“Subcontractors”) will comply with, and are contractually obligated to comply with, all Federal immigration laws and regulations
that relate to their employees and A.R.S. § 23-214(A) (hereinafter, “Contractor Immigration Warranty”).

A breach of the Contractor Immigration Warranty shall constitute a materia! breach of this agreement and shall subject Contractor
to penalties up to and including termination of this agreement at the sole discretion of the City. The City may, at its sole discretion,
conduct random verification of the employment records of Contractor and any Subcontractors to ensure compliance with the
Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verifications performed.

Neither Contractor nor any Subcontractor shall be deemed to have materially breached the Contractor Immigration Warranty if
Contractor or the Subcontractor establishes that it has complied with the employment verification provisions prescribed by §§
274A and 274B of the Federal Immigration and Nationality Act and the E-Verity requirements prescribed by A.R.S. §23-214(A).

The provisions of this Paragraph must be included in any contract Contractor enters into with any Subcontractors who provide
services under this agreement or any subcontract, “Services” is defined as furnishing labor, time or effort in the State of Arizona
by a contractor or subcontractor. Services include construction or maintenance of any structure, building or transportation facility
or improvement to real property.

Contractor warrants, for the term of this agreement and for six months thereafter, that is has fully complied with the requirements
of the Immigration Reform and Control Act of 1986 and all related or similar legal authorities.

This contract shall be governed by the City and Contractor shall have all remedies afforded each by the Uniform Commercial
Code, as adopted in the State of Arizona, except as otherwise provided in this contract or in statutes pertaining specifically to the
City. This contract shall be governed by the laws of the State of Arizona and suit pertaining to this contract may be brought only in
courts in the State of Arizona.

This contract is subject to the provisions of ARS §38-511; the City may cancel this contract without penalty or further obligations
by the City or any of its departments or agencies if any person significantly involved in initiating, negotiating, securing, drafting or

COP202 Rev(05/11/2021)CF Page 3 of 39

Materials Management

STANDARD Procurement

9875 N. 85" Ave., 24 Fl,

TERMS AND CONDITIONS Peoria, Arizona 85345-6560

Phone: (623) 773-7115
Fax: (623) 773-7118

iq,

12.

13.

creating the contract on behalf of the City or any of its departments or agencies, is at any time while the contract or any extension of
the contract is in cffect, an cmployce of any other party to the contract in any capacity or a consultant to any other party of the
contract with respect to the subject matter of the contract.

LEGAL REMEDIES: All claims and controversies shall be subject to resolution according to the terms of the City of Peoria
Procurement Code.

CONTRACT: The contract between the City and the Contractor shall consist of (1) the Solicitation, including instructions, all terms
and conditions, specifications, scopes of work, attachments, and any amendments thereto, and (2) the offer submitted by the Vendor
in response to the solicitation. In the event of a conflict in language between the Solicitation and the Offer, the provisions and
requirements in the Solicitation shall govern, However, the City reserves the right to clarify, in writing, any contractual terms with
the concurrence of the Contractor, and such written contract shall govern in case of conflict with the applicable requirements stated
in the Solicitation or the Vendor's offer. The Solicitation shall govern in all other matters not affected by the written contract.

CONTRACT AMENDMENTS: This contract may be modified only by a written Contract Amendment (COP Form 217) signed
by persons duly authorized to enter into contracts on behalf of the City and the Contractor.

CONTRACT APPLICABILITY: The Offeror shal] substantially conform to the terms, conditions, specifications and other
requirements found within the text of this specific Solicitation. All previous agreements, contracts, or other documents, which have
been executed between the Offeror and the City are not applicable to this Solicitation or any resultant contract.

PROVISIONS REQUIRED BY LAW: Each and every provision of law and any clause required by law to be in the contract will
be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted, or is
not correctly inserted, then upon the application of either party, the contract will forthwith be physically amended to make such
insertion or correction.

SEVERABILITY: The provisions of this contract are severable to the extent that any provision or application held to be invalid
shall not affect any other provision or application of the contract which may remain in effect without the invalid provision or
application.

. RELATIONSHIP TO PARTIES: It is clearly understood that cach party will act in its individual capacity and not as an agent,

employee. partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to
be the employee or agent of the other for any purpose whatsoever. The Contractor is advised that taxes or Social Security payments
will not be withheld from any City payments issued hereunder and that the Contractor should make arrangements to directly pay
such expenses, if any.

INTERPRETATION-PAROL EVIDENCE: This contract represents the entire agreement of the Parties with respect to its
subject matter, and all previous agreements, whether oral or written, entered into prior to this contract are hereby revoked and
superseded by this contract. No representations, warranties, inducements or oral agreements have been made by any of the Parties
except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out
the provisions of this contact. This contract may not be changed, modified or rescinded except as provided for herein, absent a
written agreement signed by both Parties. Any attempt at oral modification of this contract shall be void and of no effect.

NO DELEGATION OR ASSIGNMENT: Contractor shall not delegate any duty under this Contract, and no right or interest in
this Contract shall be assigned by Contractor to any successor entity or third party, including but not limited to an affiliated successor
or purchaser of Contractor or its assets, without prior written permission of the City. The City, at its option, may cancel this Contract
in the event Contractor undertakes a delegation or assignment without first obtaining the City’s written approval. Contractor agrees
and acknowledges that it would not be unreasonable for the City to decline to approve a delegation or assignment that results in a
material change to the services provided under this Contract or an increased cost to the City.

SUBCONTRACTS: No subcontract shall be entered into by the contractor with any other party to furnish any of the material,
service or construction specified hercin without the advance written approval of the City. The prime contractor shall itemize all sub-
contractors which shall be utilized on the project. Any substitution of sub-contractors by the prime contractor shal] be approved by
the City and any cost savings will be reduced from the prime contractor's bid amount. All subcontracts shall comply with Federal
and State laws and regulations which are applicable to the services covered by the subcontract and shall include all the terms and
conditions set forth herein which shall apply with equal force to the subcontract and if the Subcontractor were the Contractor referred
to herein. The Contractor is responsible for contract performance whether or not Subcontractors are used.

COP202 Rev(05/11/2021}CF Page 4 of 39

Materials Management

STANDARD Procurement

9875 N. 85" Ave., 2°4 Fl,
TERMS AND CONDITIONS Peoria, Arizona 85345-6560

Phone: (623) 773-7115

Fax: (623) 773-7118

14, RIGHTS AND REMEDIES: No provision in this document or in the vendor's offer shal] be construed, expressly or by implication,
as waiver by the City of any existing or future right and/or remedy available by law in the event of any claim of default or breach of
contract. The failure of the City to insist upon the strict performance of any term or condition of the contract or to exercise or delay
the exercise of any right or remedy provided in the contract, or by law, or the City's acceptance of and payment for materials or
services, shall not release the Contractor from any responsibilities or obligations imposed by this contract or by law, and shall not be
deemed a waiver of any right of the City to insist upon the strict performance of the Contract.

15. INDEMNIFICATION: To the fullest extent permitted by law, the Contractor shall defend, indemnify and hold harmless the City,
its agents, represcntatives, officers, directors, officials and employees from and against all claims, damages, losses and expenscs
(including but not limited to attorney fees, court costs, and the cost of appellate proceedings), relating to, arising out of, or alleged to
have resulted from the acts, errors, mistakes, omissions, work or services of the Contractor, its employees, agents, or any tier of
subcontractors in the performance of this Contract. Contractor's duty to defend, hold harmless and indemnify the City, its agents,
representatives, officers, directors, officials and employees shall arise in connection with any claim, damage, loss or expense that is
attributable to bodily injury, sickness, disease, death, or injury to, impairment, or destruction of property including loss of use
resulting therefrom, caused by any acts, errors, mistakes, omissions, work or services in the performance of this Contract including
any employee of the Contractor or any tier of subcontractor or any other person for whose acts, errors, mistakes, omissions, work or
services the Contractor may be legally liable.

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.

16, OVERCHARGES BY ANTITRUST VIOLATIONS: The City maintains that, in practice, overcharges resulting from antitrust
violations are borne by the purchaser. Therefore, to the cxtent permitted by law, the Contractor hereby assigns to the City any and
all claims for such overcharges as to the goods and services used to fulfill the Contract.

17. FORCE MAJEURE: Except for payment for sums due, neither party shall be liable to the other nor deemed in default under this
Contract if and to the extent that such party's performance of this Contract is prevented by reason of force Majeure. The term “force
majeure” means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Without
limiting the foregoing, force majeure includes acts of God: acts of the public enemy; war; acts of terror, hate crimes affecting public
order; riots; strikes; mobilization; labor disputes; civil disorders; fire; floods; lockouts, injunctions-intervention-acts, or failures or
refusals to act by government authority; events or obstacles resulting from a governmental authority's response to the foregoing; and
other similar occurrences beyond the control of the party declaring force majeure which such party is unable to prevent by exercising
reasonable diligence. The force majeure shall be deemed to commence when the party declaring force majeure notifies the other
party of the existence of the force majeure and shall be deemed to continue as long as the results or effects of the force majeure
prevent the party from resuming performance in accordance with this Contract.

Force majeure shall not include the following occurrences:

a. Late delivery of equipment or materials caused by congestion at a manufacturer's plant or elsewhere, an oversold condition of
the market, inefficiencies, or similar occurrences,

b. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this Force
Majeure term and Condition.

Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages
or loss of anticipated profits if, and to the extent that such delay or failure is caused by force majeure. If either party is delayed at
any time in the progress of the work by force majeure, then the delayed party shall notify the other party in writing of such delay
within forty-eight (48) hours commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be
hand delivered or mailed Certified-Return Receipt and shall make a specific reference to this article, thereby invoking its provisions.
The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing. The time of
completion shall be extended by contract modification for a period of time equal to the time that the results or effects of such delay
prevent the delayed party from performing in accordance with this contract.

18. RIGHT TO ASSURANCE: Whenever one party to this contract in good faith has reason to question the other party's intent to
perform he may demand that the other party give a written assurance of this intent to perform. In the event that a demand is made
and no written assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of
the Contract.

COP202 Rev(05/1112021)CF Page 5 of 39

Materials Management

STANDARD Procurement

9875 N. 85"" Ave., 2" FI.

TERMS AND CONDITIONS Peoria, Arizona 85345-6560

Phone: (623) 773-7115
Fax: (623) 773-7118

19,

20.

23.

24,

25,

26,

27,

28.

29,

30.

3h.

32.

RIGHT TO AUDIT RECORDS: The City may, at reasonable times and places, audit the books and records of any Contractor as
related to any contract held with the City. This right to audit also empowers the City to inspect the papers of any Contractor or
Subcontractor employee who works on this contract to ensure that the Contractor or Subcontractor is complying with the Contractor
Immigration Warranty made pursuant to Paragraph 3 above.

RIGHT TO INSPECT PLANT: The City may, at reasonable times, inspect the part of the plant or place of business of a Contractor
or Subcontractor which is related to the performance of any contract as awarded or to be awarded.

. WARRANTIES: Contractor warrants that all material, service or construction delivered under this contract shall conform to the

specifications of this contract. Unless otherwise stated in Contractor's response, the City is responsible for selecting items, their use,
and the results obtained from any other items used with the items furnished under this contract. Mere receipt of shipment of the
matcrial/service specified and any inspection incidental thereto by the City shall not alter or affect the obligations of the Contractor
or the rights of the City under the foregoing warranties. Additional warranty requirements may be set forth in the solicitation.

. INSPECTION: All material and/or services are subject to final inspection and acceptance by the City. Materials and/or services

failing to conform to the specifications of this Contract will be held at Contractor's risk and may be returned to the Contractor. If so
returned, all costs are the responsibility of the Contractor. The City may elect to do any or all:

a. Waive the non-conformance.
b. Stop the work immediately.
c, Bring material into compliance.

This shall be accomplished by a written determination for the City.

TITLE AND RISK OF LOSS: The title and risk of loss of material and/or service shall not pass to the City until the City actually
receives the material or service at the point of delivery, unless otherwise provided within this Contract.

NO REPLACEMENT OF DEFECTIVE TENDER: Every tender of materials shall fully comply with all provisions of the
Contract. Ifa tender is made which does not fully conform, this shall constitute a breach of the Contract as a whole.

DEFAULT IN ONE INSTALLMENT TO CONSTITUTE TOTAL BREACH: Contractor shall deliver conforming materials
in each installment of lot of this Contract and may not substitute nonconforming materials, Delivery of nonconforming materials or
a default of any nature, at the option of the City, shall constitute a breach of the Contract as a whole.

SHIPMENT UNDER RESERVATION PROHIBITED: Contractor is not authorized to ship materials under reservation and no
tender of a bill of lading will operate as a tender of the materials.

LIENS: All materials, service or construction shall be free of all liens, and if the City requests, a formal release of all liens shall be
delivered to the City.

LICENSES: Contractor shall maintain in current status all Federal, State and Local licenses and permits required for the operation
of the business conducted by the Contractor as applicable to this Contract.

PATENTS AND COPYRIGHTS: All services, information, computer program elements, reports and other deliverables, which
may be patented or copyrighted and created under this contract are the property of the City and shall not be used or released by the
Contractor or any other person except with the prior written permission of the City.

PREPARATION OF SPECIFICATIONS BY PERSONS OTHER THAN CITY PERSONNEL: All specifications shall seek
to promote overall economy for the purposes intended and encourage competition and not be unduly restrictive in satisfying the
City's needs. No person preparing specifications shall receive any direct or indirect benefit from the utilization of specifications,
other than fees paid for the preparation of specifications.

COST OF BID/PROPOSAL PREPARATION: The City shall 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.

PUBLIC RECORD: All offers submitted in response to this solicitation shall become the property of the City and shall become a
matter of public record available for review, subsequent to the award notification, in accordance with the City’s Procurement Code.
However, subsequent to the award of the contract, any information and documents obtained by the City during the course of an audit
conducted in accordance with Paragraph 19 above for the purpose of determining compliance by Contractor or a Subcontractor with

COP202 Revi05!11/2024)CF Page 6 of 39

Materials Management

STAN DARD Procurement

9875 N, 85" Ave., 2" Fl,

TERMS AND CONDITIONS Peoria, Arizona 85345-6560

Phone: (623) 773-7115
Fax: (623) 773-7118

the Contractor Immigration Warranty mandated by Paragraph 3 above shall remain confidential and shall not be made available for
public review or produced in response to a public records request, unless the City is ordered or otherwise directed to do so by a court
of competent jurisdiction.

33. ADVERTISING: Contractor shall not advertise or publish information conceming this Contract, without prior written consent of

the City.

34, DELIVERY ORDERS: Thc City shall issue a Purchase Order for the material and/or services covered by this contract. All such

documents shall reference the contract number as indicated on the Offer and Contract Award (COP Form 203).

35. FUNDING: Any contract entered into by the City of Peoria is subject to funding availability. Fiscal years for the City of Peoria are

July 1 to June 30. The City Council approves all budget requests. Ifa specific funding request is not approved, the contract shall be
terminated.

36. PAYMENT: A separate invoice shall be issued for each shipment of material or service performed, and no payment will be issued

prior to receipt of material and/or services and correct invoice.

37, PROHIBITED LOBBYING ACTIVITIES: The Offeror, his/her agent or representative shall not contact, orally or in any written

form any City elected official or any City employee other than the Materials Management Division, the procuring department, City
Manager, Deputy City Manager or City Attorney’s office (for legal issues only) regarding the contents of this solicitation or the
solicitation process commencing from receipt of a copy of this request for proposals and ending upon submission of a staff report
for placement on a City Council agenda. The Materials Manager shall disqualify an Offeror’s proposal for violation of this
provision. This provision shall not prohibit an Offeror from petitioning an elected official after submission of a staff report for
placement on a City Council agenda or engaging in any other protected first amendment activity after submission of a staff report
for placement on a City Council agenda.

38. PROHIBITED POLITICAL CONTRIBUTIONS: Consultant during the term of this Agreement shall not make a contribution

reportable under Title 16, Chapter 6, Article 1, Arizona Revised Statutes to a candidate or candidate committee for any city
elective office during the term of this Agreement. The City reserves the right to terminate the Agreement without penalty for any
violation of this provision.

COP202 Rev(05/11/2021}CF Page 7 of 39

Materials Management

STANDARD Procurement

9875 N. 85" Ave , 2" Fl.

TERMS AND CONDITIONS Peoria, Atizona 85345-6560

Phone: (623) 773-7115
Fax. (623) 773-7118

10.

Li,

12.

13.

creating the contract on behalf of the City or any of its departments or agencies, is at any time while the contract or any extension of
the contract is in effect, an employee of any other party to the contract in any capacity or a consultant to any other party of the
contract with respect to the subject matter of the contract,

LEGAL REMEDIES: All claims and controversies shall be subject to resolution according to the terms of the City of Peoria
Procurement Code.

CONTRACT: The contract between the City and the Contractor shall consist of (1) the Solicitation, including instructions, all terms
and conditions, specifications, scopes of work, attachments, and any amendments thercio, and (2) the offer submitted by the Vendor
in response to the solicitation. In the event of a conflict in language between the Solicitation and the Offer, the provisions and
tequirements in the Solicitation shall govern. However, the City resetves the right to clarify, in writing, any contractual terms with
the concurrence of the Contractor, and such written contract shall govern in case of conflict with the applicable requirements stated
in the Solicitation or the Vendor's offer. The Solicitation shall govern in atl other matters not affected by the written contract,

CONTRACT AMENDMENTS: This contract may be modified only by a written Contract Amendment (COP Form 217) signed
by petsons duly authorized to enter into contracts on behalf of the City and the Contractor.

CONTRACT APPLICABILITY: The Offeror shall substantially conform to the terms, conditions, specifications and other
requirements found within the text of this specific Solicitation. All previous agreements, contracts, or other documents, which have
been executed between the Offeror and the City are not applicable to this Solicitation or any resultant contract.

SEVERABILITY: The provisions of this contract are severable to the extent that any provision or application held to be invalid
shall not affect any other provision or application. of the contract which may remain in effect without the invalid provision ot
application.

RELATIONSHIP TO PARTIES: It is clearly understood that each party will act in its individual capacity and not as an agent,
employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to
be the employee or agent of the other for any purpqse whatsoever. The Contractor is advised that taxes or Social Security payments
will not be withheld from any City payments issued hereunder and that the Contractor should make arrangements to directly pay
such expenses, if any.

INTERPRETATION-PAROL EVIDENCE: This contract represents the entire agreement of the Parties with respect to its
subject matter, and all previous agreements, whether oral or written, entered into prior to this contract are hereby revoked and
superseded by this contract. No representations, warranties, inducements or oral agreements have been made by any of the Parties
except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out
the provistons of this contact. This contract may not be changed, modified or rescinded except as provided for herein, absent a
written agreement signed by both Parties. Any attempt at oral modification of this contract shall be void and of no effect,

NO DELEGATION OR ASSIGNMENT: Contractor shall not delegate any duty under this Contract, and no right or interest in
this Contract shall be assigned by Contractor to any successor entity or third party, including but not limited to an affiligted successor
or purchaser of Contractor or its assets, without prior written permission of the City. The City, at its option, may cancel this Contract
in the event Contractor undertakes a delegation or assignment without first obtaining the City’s written approval. Contractor agrees
and acknowledges that it would not be unreasonable for the City to decline to approve a delegation or assignment that results in a
material change to the services provided under this Contract or an increased cost to the City.

SUBCONTRACTS: No subcontract shall be entered into by the contractor with any other party to furnish any of the material,
service or construction specified herein without the advance written approval of the City. The prime contractor shall itemize all sub-
contractors which shall be utilized on the project. Any substitution of sub-contractors by the prime contractor shall be approved by
the City and any cost savings will be reduced from the prime contractor's bid amount. All subcontracts shall comply with Federal
and State laws and regulations which are applicable to the services covered by the subcontract and shall include all the terms and
conditions set forth herein which shall apply with equal force to the subcontract and if the Subcontractor were the Contractor referred
to herein. The Contractor is responsible for contract performance whether or not Subcontractors are used.

OOP202 Rev(05/11/2021)CF Page 4.of 39

Materials Management

STANDARD Procurement

9875 N. 85" Ave. 2 FI.

TERMS AND CONDITIONS Peoria, Arizona 85345-6560
Phone: (623) 773-7115
Fax: (623) 773-7118

19.

20.

21.

23.

25,

26,

27.

28,

29,

30.

31,

32.

RIGHT TO INSPECT PLANT: The City may, at reasonable times, inspect the part of the plant or place of business of a Contractor
or Subcontractor which is related to the performance Of any contract as awarded or to be awarded.

WARRANTIES: Contractor warrants that all material, service or construction delivered under this contract shall conform to the
specifications of this contract, Unless otherwise stated in Contractor's response, the City is responsible for selecting items, their use,
and the results obtained trom any other items used with the items furnished under this contract. Mere receipt of shipment of the
material/service specified and any inspection incidental thereto by the City shall not alter or affect the obligations of the Contractor
or the rights of the City under the foregoing warranties, Additional warranty requirements may be set forth in the solicitation.

. INSPECTION: All material and/or services are subject to final inspection and acceptance by the City. Materials and/or services

failing to conform to the specifications of this Contract will be held at Contractor's tisk and may be returned to the Contractor. If so
retumed, all costs are the responsibility of the Contractor. The City may elect to do any or all;

a. Waive the non-conformance,
b. Stop the work immediately.
c. Bring material into compliance,

This shall be accomplished by a written determination for the City,

NO REPLACEMENT OF DEFECTIVE TENDER: Every tender of materials shal] fully comply with all provisions of the
Contract, Ifa tender is made which does not fully conform, this shall constitute a breach of the Contract as a whole.

ny 4, -
SHIPMENT UNDER RESERVATION PROHIBITED; Contractor is not authorized to ship materials under reservation and no
tender of a bill of lading will operate as a tender of the materials.

LIENS: All materials, service or construction shall be free of all liens, and if the City requests, a formal release of all liens shall be
delivered to the City.

PREPARATION OF SPECIFICATIONS BY PERSONS OTHER THAN CITY PERSONNEL: All specifications shall seek
to promote overall economy for the purposes intended and encourage competition and not be unduly restrictive in satisfying the
City’s needs, No person preparing specifications shall receive any direct or indirect benefit from the utilization of specifications,
other than fees paid for the preparation of specifications.

COST OF BID/PROPOSAL PREPARATION: The City shall not reimburse the cost of developing presenting or providing any
response to this solicitation, Offers submitted for consideration should, be prepared simply and economicelly, providing adequate
information in a straightforward and concise manner.

PUBLIC RECORD: All offers submitted in response to this solicitation shall become the property of the City and shall become a
maiter of public record available for review, subsequent to the award notification, in accordance with the City’s Procurement Code.
However, subsequent to the award of the contract, any information and documents obtained by the City during the course of an audit
conducted in accordance with Paragraph 19 above for the purpose of determining compliance by Contractor or a Subcontractor with

COP202 Rev(05/1 1/202 1)CF Page 6 of 39

SPECIAL TERMS AND Materials Management
. CONDITIONS : Procurement

$875 N. 85" Ave., 299 F]
a . Peoria, Arizona 85345-6560
Solicitation Number: P22-0064 Phone: (623) 773-7115
Fax: (623) 773-7118

1. Purpose: Pursuant to provisions of the City Procurement Code, the City of Peoria, Materials Management Division intends
to establish a contract for Trade Services,

2. Authority: This Solicitation as well as any resultant contract is issued under the authority of the City. No alteration of any
resultant contract may be made without the express written approval of the City Materials Manager in the form of an official
contract amendment. Any attempt to alter any contract without such approval is a violation of the contract and the City
Procurement Code, Any such action is subject to the legal and contractual remedies available to the City inclusive of, but not
limited to, contract cancellation, suspension and/or debarment of the contractor,

3. Offer Acceptance Period: In order to allow for an adequate evaluation, the City requires an offer in response to this
Solicitation to be valid and irrevocable for ninety (90) days after the opening time and date.

4. Eligible Agencies: Any contract resulting from this Solicitation shall be for the use of all City of Peoria departments,
agencies and boards.

5. Cooperative Purchasing: While this contract is for the City of Peoria, other public agencies and political subdivisions
may express interest in utilizing the contract, In addition to the City of Peoria, and with approval of the contractor, this
contract may be extended for use by other eligible public agencies (i.e. municipalities, school districts, nonprofit educational
institutions, public health institutions, community facilities districts, and government agencies of the State). Eligible public
agencies may elect to utilize the contract through cooperative purchasing (or piggybacking) on the contract and do so at
their discretion. No volume is implied or guaranteed, and the contractor must be in agreement with the cooperative
transaction. The Strategic Alliance for Volume Expenditures (SAVE), a group of school districts and other public agencies,
have signed an intergovernmental cooperative purchase agreement to obtain economies of scale. As a member of SAVE,
the City of Peoria will act as the lead agency. Any such usage by other participating public agencies must be in accordance
with the ordinance, charter and/or procurement rules and regulations of the respective public agency. Potential participating
public agencies (i.c. municipalities, schoo! districts, nonprofit educational institutions, public health institutions, community
facilities districts, and government agencies of the State) recognize potential equipment, logistical and capacity limitations
by the contractor may limit the contractor’s ability to extend use of this contract. Any orders placed to the contractor will
be placed by the specific public agency participating in this purchase, and payment for purchases made under this agreement
will be the sole responsibility of each participating public agency. The City of Peoria shal! not be responsible for any

disputes arising out of transactions made by others. ‘

6. Contract Type: Negotiated Price, Term. Indefinite Quantity

7. prey ee: term of any resultant contract shall commence on effective date and shall continue for a period of
one (1) year thereafter, unless terminated, cancelled or extended as otherwise provided herein,

sion: By mutual written contract amendment, any resultant contract may be extended for supplemental
periods of up to a maximum of forty-eight (48) months.

9. Proposal Opening: Proposals shall be submitted no later than the due date and time indicated in the request for proposals,
All information contained in the proposals shall be deemed as exempt ftom public disclosure based on the City’s need to avoid
disclosure of contents prejudicial to competing Offerors during the process of negotiation. The proposals shal] not be open
for public inspection until after contract award. PRICES SHALL NOT BE READ. After contract award, the successful
proposal and the evaluation documentation shall be open for public inspection

10. Discussions: In accordance with the City of Peoria Procurement Code, after the initial receipt of proposals, discussions may
be conducted with Offerors who submit proposals determined to be reasonably susceptible of being selected for award.

11. Interview Guidelines: During any requested interview, which would be scheduled in the future, be prepared to discuss your
firm's proposal, staff assignments, project approach and other pertinent information. The presentation shall be approximately
30 minutes, allowing 15 minutes for a question and answer session.

12. Price Adjustment: The City of Peoria Purchasing Office will review fully documented requests for price increases after
any contract has been in effect for one (1) year. Any price increase adjustment will only be made at the time of contract
extension and will be a factor in the extension review process, The City of Peoria Materials Management Division will

COP209 Rev(05/11/2021)CF Page 8 of 39

SPECIAL TERMS AND Materials Management
. CONDITIONS Procurement

9875 N. 85" Ave , 2™ Fi
Peoria, Arizona 85345-6560

icitati ; Phone: (623) 773-7115
Solicitation Number: P22-0064 ee eae

the Contractor to secure payment of such deductibles or self-insured retentions by a Surety Bond or an itteyocable and
unconditional letter of credit.

The City reserves the right to request and to receive, within 10 working days, certified copies of any or all of the herein
required insurance policies and endorsements. The City shall not be obligated, however, to review same or to advise Contractor
of any deficiencies in such policies and endorsements, and such receipt shall not relieve Contractor from, or be deemed a
waiver of the City's right to insist on, strict fulfillment of Contractor's obligations under this Contract.

The insurance policies, except Workets' Compensation and Professional Liability, required by this Contract, shall name the
City, its agents, representatives, officers, directors, officials and employees as Additional Insureds.

24. Required Insurance Coverage:

Commercial General Liability

Contractor shal) maintain Commercial General Liability insurance with a limit of not less than $1,000,000 for each
occurrence with a $2,000,000 Products/Completed Operations Aggregate and a $2,000,000 General Aggregate Limit. The
policy shall include coverage for bodily injury, broad form property damage, personal injury, products and completed
operations and blanket contractual coverage including, but not limited to, the liability assumed under the indemnification
provisions of this Contract which coverage will be at least as broad as Insurance Service Office, Inc. Policy Form CG
00011207 or any replacements thereof. The coverage shall not exclude X, C, U.

Such policy shall contain a severability of interest provision, and shall not contain a sunset provision or commutation
clause, nor any provision which would serve to limit third party action over claims.

The Commercial General Liability additional insured endorsement shall be at least as broad as the Insurance Service
Office, Inc.'s Additional Insured, Form B, CG 20370704, and shall include coverage for Contractor's operations and
products and completed operations.

Any Contractor subletting any part of the work, services or operations awarded to the Contractor shall purchase and
maintain, at all times during prosecution of the work, services or operations under this Contract, an Owner's and
Contractor's Protective Liability insurance policy for bodily injury and property damage, including death, which may arise
in the prosecution of the Contractor's work, service or operations under this Contract. Coverage shall beon an occurrence
basis with a limit not less than $1,000,000 per occurrence, and the policy shall be issued by the same insurance company
that issues the Contractor's Commercial General Liability insurance,

Automobile Liability

Contractor shall maintain Commercial/Business Automobile Liability insurance with a combined single limit for bodily
injury and propetty damage of not less than $1,000,000 each occurrence with respect to the Contractor's any owned, hired,
and non-owned vehicles assigned to or used in performance of the Contractor's work. Coverage will be at least as broad
as coverage code 1, "any auto", (Insurance Service Office, Inc. Policy Form CA 00010306, or any replacements thereof),
Such insurance shall include coverage for loading and off-loading hazards. If hazardous substances, materials or wastes
are to be transported, MCS 90 endorsement shall be included and $5,000,000 per accident limits for bodily injury and
property damage shall apply.

Workers' Compensation

The Contractor shall carry 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; and, Employer's
Liability insurance of not less than $100,000 for each accident, $100,000 disease for each employee, and $500,000 disease
policy limit. :

In case any work is subcontracted, the Conttactor will require the Subcontractor to provide Wotkers' Compensation and
Employer's Liability to at least the same extent as required of the Contractor.

Professional Liability

COP209 Rev(05/1112021)CF Page 10 of 39

SPECIAL TERMS AND Materials Management
. CONDITIONS Procurement

9875 N, 85" Ave., 294 F]
Peoria, Arizona 85345-6560

Solicitation Number: P22-0064 Phone: (623) 773-7115
Fax: (623) 773-7118

31.

32.

33,

34,

a. Ifa person believes that a bid, proposal, offer, specification, or protest contains information that should be withheld, a
statement advising the Materials Manager of this fact shall accompany the submission and the information shall be
identified,

b. The information identified by the person as confidential shall not be disclosed until the Materials Manager makes a written
determination.

c. The Materials Manager shall review the statement and information and shall determine in writing whether the information
shall be withheld.

d. Ifthe Materials Manager determines to disclose the information, the Materials Manager shall inform the bidder in writing
of such determination.

Confidentiality of Records: The contractor shall establish and maintain procedures and controls that are acceptable to the
City for the purpose of assuring that information contained in its records or obtained from the City or from others in carrying
out its functions under the contract shall not be used or disclosed by it, its agents, officers, or employees, except as required
to efficiently perform duties under the contract. Persons requesting such information should be referred to the City. Contractor
also agrees that any information pertaining to individual persons shall not be divulged other than to employees or officers of
contractor as needed for the performance of duties under the contract.

Multiple Awards: In order to assure that any ensuing contracts will allow the City to fulfill current and future requirements,
the City reserves the right to award contracts to muitiple companies. The actual utilization of any contract will be at the
sole discretion of the City. The fact that the City may make multiple awards should be taken into consideration by each
potential contractor.

Identity Theft Preyention: The Contractor shall establish and maintain Identity Theft policies, procedures and controls for
the purpose of assuring that “personal identifying information,” as defined by A.R.S. § 13-2001(10), as amended, contained
in its records or obtained from the City or from others in carrying out its responsibilities under the Contract, is protected at all
times and shall not be used by or disclosed to unauthorized persons. Persons requesting such information should be referred
to the City. Contractor also agrees that any “personal identifying information” shall not be disclosed other than to employees
or officers of Contractor as needed for the performance of duties under the Contract, Contractor agrees to maintain reasonable
policies and procedures designed to detect, prevent and mitigate the risk of identity theft. Contractor is required under this
contract to review the City of Peotia’s Identity Theft Program and to report to the Program Administrator any Red Flags as
defined within that program. At a minimum, the contractor will have the following Identity Theft procedures in place:

a, Solicit and retain only the “personal identifying information” minimally necessary for business purposes related to
performance of the Contract.

b. Ensure that any website used in the performance of the contract is secure. If a website that is not secure is to be used,
the City shall be notified in advance before any information is posted. The City reserves to right to restrict the use of
any non-secure websites under this contract.

c, Ensure complete and secure destruction of any and all paper documents and computer files at the end of the contracts
retention requirements. t

d. Ensure that office computers are password protected and that computer screens lock after a set period of time.
e. Ensure that offices and workspaces containing customer information are secure.
f, Ensure that computer virus protection is up to date

Ordering Process: Upon award of a contract by the City of Peoria, Materials Management Division may procure the specific
material and/or service awarded by the issuance of a purchase order to the appropriate contractor. The award of a contract
shall be in accordance with the City of Peoria Procurement Code and all transactions and procedures required by the Code for
public bidding have been complied with. A purchase order for the awarded material and/or service that cites the correct
contract number is the only document required for the department to order and the contractor to delivery the material and/or
service,

COP209 Rev(05/11/2021)CF Page 12 of 39

al : - Materials Management
' : Procurement

: 9875 N. 85!" Ave., 24 Fl,
Peoria, Arizona 85345-6560

Solicitation Number: P22-0064 Phone; (623) 773-7115
Fax: (623) 773-7118

offer. License must be active and current by the due date of this Request for Proposal. A copy of each license must
be submitted with response.

Permits

Contractor must have all required permits issued prior to the commencement of work. Unless the City representative
Instructs Contractor that the City will be responsible for securing one or more permits, the contractor will be
responsible for securing all required permits.

Contractor's Responsibility for Work

The contractor(s) shall take every reasonable precaution necessary to properly guard and protect all finished or
partially finished work against damage or injury from the elements or any other cause, until the entire portion of their
respective contract obligation is completed and accepted by the City of Peoria, The contractor(s) shall rebulld, repair,
restore, and make good all injuries or damages to any portion of the work before final acceptance at no cost to the
City of Peoria. Partial payment for any completed portion of work shall not release the contractor(s) from such
responsibility.

Methods ment

The contractor(s) shall at all times, employ sufficient labor and equipment for completing the classes of work
requested in the RFP to full completion in the manner and time required by the specifications.

All assigned workers shall be competent and have sufficient skill, knowledge and experience in the class of work and
in the operation of equipment/tools required to perform all work properly and satisfactory.

Any employee assigned by the contractor(s) or any sub-contractor(s), who, in the opinion of the City of Peoria, does
not perform their work in a proper and skillful manner, or is intemperate or disorderly, shall, at the written request
of the City of Peoria, be removed from the work by the contractor(s) or sub-contractor(s) employing such persons.
These persons shall not be assigned again In any City work without prior written approval by the City of Peoria. The
contractor(s), or sub-contractor(s), shall hold the City of Peorla harmless from damages or claims for compensation
that may occur in the enforcement, of this section, All persons employed under this contract must read and
understand the English language.

All equipment that is proposed to be used on the job shall be of sufficient size and in such mechanical condition as to
meet the requirements of this work and to produce a safe and satisfactory quality of work. Equipment used on any
portion of the project shall be such that it will not damage property adjacent to this work area.

Final Inspection and Approval

The Contractor shall request the project manager to conduct a site inspection after the project Is complete, The
project manager may prepare a “punch list” during the inspection and will forward a copy of the “punch-list” to the
Contractor.

The Contractor shall be responsible for requesting and receiving final inspections/approvals for all permits issued on
a project. All inspection and final approval documentation shall be submitted to the City representative for the
project.

Subcontractors

COP20s Rev(OS/14/21)CF Page 17 of 39

Materials Management

; SCOPE OF WORK ; Procurement

‘ 9875 N, 85 Ave., 2"4 FI.
Peoria, Arizona 85345-6560

Solicitation Number: P22-0064 Phone: (623) 773-7115
Fax: (623) 773-7118

NO subcontractors shall be used on projects without the written consent of the City of Peoria.

lf the contractor requests to subcontract any portion of this contract, the Contractor must identify the subcontractor
by firm name, address, contract person, telephone number and project function.

The subcontractor’s rate for the job shall not,exceed that of the Prime Contractor's rate, as proposed in the pricing
section, unless the Prime Contractor is willing to absorb any higher rates. The Subcontractor’s invoice shall be
invoiced directly to the Prime Contractor, who in turn shall pass through the costs to the City, without mark-up. A
copy of the Subcontractor’s invoice must accompany the Prime Contractor's invoice.

P. Cleaning

The Contractor shall keep the premises clean of all rubbish and debris generated by the work involved and shall leave
the premises neat and clean, All surplus material, rubbish and debris shall be disposed of by the Contractor at the
Contractor’s expense,

The work area shall be cleaned at the end of each work day. All materials, tools, equipment, etc., shall be removed
or safely stored, The City is not responsible far theft or damage to the Contractor's property. All possible safety
hazards to workers or the public shall be corrected immediately and left in a safe condition at the end of each work
day. If there is a question in this area, the project manager will be consulted.

Q. Security

The City does not assume any responsibility, at any time, for the protection of or for loss of materlals, from the time
that the contract operations have commenced until the final acceptance of the work by the project manager.

R, Back orders

All back orders must have the prior approval of the City representative placing the order. The City Will not accept
delivery of back orders without this prior approval to back order.

5. Safety

Contractor shall be responsible for compliance with all safety rules and regulations of the Federal Occupational Safety
and Health Act of 1970 (OSHA), all applicable state and local laws, ordinances, and regulations during the performance
of the work. Contractor shail indemnify Owner for fines, penalties, and corrective measures that result from the acts
of commission or omission of Contractor, its subcontractors, if any, agents, employees, and assigns and its failure to
comply with such safety rules and regulations, '

T. Use of City Tools and Equipment

Contractor shall not use tools and equipment that are owned by the City, are in the control of the City, and/or are
leased or rented by the City, to perform contracted work. Contractor is responsible for providing all tools and
equipment necessary to perform the contracted work, and for maintaining and ensuring all tools and equipment are in
good and safe working condition, This paragraph includes, but is not limited to, personnel high-lift equipment,
scaffold equipment, boom trucks, and motorized hand tools.

COP20S Rev(O8/121)CF Page 18 of 39

SPECIAL TERMS AND Materials Management
CONDITIONS Procurement

9875 N. 85" Ave., 279 FI.
Peoria, Arizona 85345-6560

initati 7 Phone: (623) 773-7115
Solicitation Number: P22-0064 Fax. (623) 773.7118

1. Purpose: Pursuant to provisions of the City Procurement Code, the City of Peoria, Materials Management Division intends
to establish a contract for Trade Services,

2. Authority: This Solicitation as well as any resultant contract is issued under the authority of the City. No alteration of any
resultant contract may be made without the express written approval of the City Materials Manager in the form of an official
contract amendment. Any attempt to alter any contract without such approval is a violation of the contract and the City
Procurement Code. Any such action is subject to the legal and contractual remedies available to the City inclusive of, but not
limited to, contract cancellation, suspension and/or debarment of the contractor.

3. Offer Acceptance Period: In order to allow for an adcquate evaluation, the City requires an offer in response to this
Solicitation to be valid and irrevocable for ninety (90) days after the opening time and date.

Eligible Agencies: Any contract resulting from this Solicitation shall be for the use of all City of Peoria departments,
agencies and boards.

While this contract is for the City of Peoria, other public agencies and political subdivisions
may express interest in utilizing the contract. In addition to the City of Peoria, and with approval of the contractor, this
contract may be extended for use by other eligible public agencies (i.e. municipalities, school districts, nonprofit educational
institutions, public health institutions, community facilities districts, and government agencies of the State). Eligible public
agencies may elect to utilize the contract through cooperative purchasing (or piggybacking) on the contract and do so at
their discretion. No volume is implied or guaranteed, and the contractor must be in agreement with the cooperative
transaction. The Strategic Alliance for Volume Expenditures (SAVE), a group of school districts and other public agencies,
have signed an intergovernmental cooperative purchase agreement to obtain economies of scale. As a member of SAVE,
the City of Peoria will act as the lead agency. Any such usage by other participating public agencies must be in accordance
with the ordinance, charter and/or procurement rules and regulations of the respective public agency. Potential participating
public agencies (i.e. municipalities, school districts, nonprofit educational institutions, public health institutions, community
facilities districts, and government agencies of the State) recognize potential equipment, logistical and capacity limitations
by the contractor may limit the contractor’s ability to extend use of this contract. Any orders placed to the contractor will
be placed by the specific public agency participating in this purchase, and payment for purchases made under this agreement
will be the sole responsibility of each participating public agency. The City of Peoria shall not be responsible for any
disputes arising out of transactions made by others.

6. Contract Type: Negotiated Price, Term Indefinite Quantity

7. he term of any resultant contract shall commence on effective date and shall continue for a period of
one (1) year thereafter, unless terminated, cancelled or extended as otherwise provided herein.

:; By mutual written contract amendment, any resultant contract may be extended for supplemental

aximum of forty-eight (48) months.

pe od: ip to

9. Proposal Opening: Proposals shall be submitted no later than the due date and time indicated in the request for proposals.
All information contained in the proposals shall be deemed as exempt from public disclosure based on the City’s need to avoid
disclosure of contents prejudicial to competing Offerors during the process of negotiation. The proposals shall not be open
for public inspection until after contract award. PRICES SHALL NOT BE READ. After contract award, the successful
proposal and the evaluation documentation shall be open for public inspection

12. Price Adjustment: The City of Pcoria Purchasing Office will review fully documented requests for price increases after
any contract has been in effect for one (1) year. Any price increase adjustment will only be made at the time of contract
extension and will be a factor in the extension review process. The City of Peoria Materials Management Division will

COP209 Revi0$/1172021)CF Page 8 of 39