Agreement

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AZ PRO SIGNS, INC.

This Linking Agreement (“Agreement”) is entered into as of this day of , 2023, between the City
of Glendale, an Arizona municipal corporation (“City”), and AZ Pro Signs, Inc., an Arizona corporation,
authorized to do business in Arizona (“Contractor”), collectively, the “Parties.”

RECITALS

On September 1, 2022, the State of Arizona entered into a contract with Contractor to purchase the
goods and services described in the Vehicle Decal and Graphics Contract No. CTR061838
(“Cooperative Agreement”), which is attached hereto as Exhibit A. The Cooperative 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 neatly identical, to
the supplies or services Contractor is providing other units of government under the Cooperative
Agreement. Contractor consents to the City’s utilization of the Cooperative Agreement as the basis
of this Agreement, and Contractor desites 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:

1.

Term of Agreement. The City is purchasing supplies and/or services from Contractor pursuant to
the Cooperative Agreement. According to the Cooperative Agreement, the contract effective date
was September 1, 2022, and continued for twelve months. The State had the option(s) to extend the
term of the Cooperative Agreement for a maximum aggtegate term of five (5) years, until September
2, 2027. The State has already extended the term to September 2, 2024 pursuant to App Amendment
1. The initial period of this Agreement, therefore, is the period from the Effective Date of this Linking
Agreement until September 2, 2024. The City may extend the term of this Agreement up to three (3)
one-year periods, if the Cooperative Agreement is likewise extended. Glendale extensions are not
automatic and shall only occur if the City gives the Contractor notice of its intent to extend this
Agreement 30 days prior to the anniversary of the Effective Date.

05/10/2023

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. Conttactor agrees to comply with all the terms, conditions and specifications of the
Cooperative 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 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 seventy-five thousand dollars ($75,000) for the entire term of the Agreement
(initial term plus any extensions).

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
requirements 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.RS. § 41-4401.

No Boycott of Israel. ‘I'o 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.

Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and

during the term of this Agreement, will not use:
the forced labor of ethnic Uyghurs in the People’s Republic of China;

b. any goods or services produced by the forced labor of ethnic Uyghurs in the People’s
Republic of China; and

c. any contractors, subcontractors or suppliers that use the forced labor or any goods or
services produced by the forced labor of ethnic Uyghurs in the People’s Republic of
China.

05/10/2023

10. Attestation of PCI Compliance, When applicable, the Contractor will provide the City annually with
a Payment Card Industry Data Secutity Standard (PCI DSS) attestation of compliance cettificate
signed by an officer of Contractor with oversight responsibility,

il, Notices, Any notices that must be provided under this Agreement shall be sent to the Patties?
tespective authorized representatives at the addtess listed below:

City of Glendale

c/o Sandy Ressler ~ Fleet Management
6210 W. Myrtle Avenue, #111
Glendale, AZ, 85301

and

AZ Pro Signs, Inc.

c/o Scott Wellman

650 N, 99" Avenue, Ste 101
Avondale, AZ, 85323

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

“City” “Contactor”
City of Glendale, an Arizona AZ Pro Signs, Inc., i
municipal corporation an Arizona corporation i
i

By: By: er Reeder

Kevin R. Phelps Name: eder

City Manager Title: Cheht Setvices Director i
ATTEST:
Julie K. Bower (SEAL)
City Clerk
APPROVED AS TO FORM:
Michael D. Bailey
City Attorney

3

05/10/2024

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AZ PRO SIGNS, INC.

EXHIBIT A
STATE OF ARIZONA —- CONTRACT NO. CTR061838 / BID NO. BPM004167
VEHICLE DECAL AND GRAPHICS

Attachment 1: Offer and Acceptance Form Arizona Department of

Administration
Solicitation No. BPM004167 State Procurement Office
100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

SUBMISSION OF OFFER: Undersigned hereby offers and agrees to provide Vehicle Decal and Graphics Products and
Services in compliance with the Solicitation indicated above and our Offer indicated by the latest dated version below:

| 04/28/22 | Ki Dinkeceon.

Initial Offer:
| Date ___ Signature
| |
Revised Offers: | Date __ Signature Date Signature |
| Date Signature | Si |
07/08/2022 Kin Dickexae!
Best and Final Offer: j ? ad
Date Signature
AZPRO Signs Aim Deckanaon
Offeror company name Signature of person authorized to sign Offer
650 N 99th Ave, Ste 101 Kim Dickenson, Account Manager
Address Printed name and title
Avondale, AZ 85323 Kim Dickenson, Account Manager
City | State | ZIP Contact name and title
20-2969263 kdickenson@azprogroup.com 623-500-3523
Federal tax identifier (EIN or SSN) Contact Email Address Contact phone number

CERTIFICATION: By signature in the above, Offeror certifies that it:

1. — will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246, [Arizona] State Executive
Order 2009-9 or A.R.S. § 41-1461 through 1465;

2. 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. Failure to provide a valid signature affirming the
stipulations required by this clause will result in rejection of the Offer. Signing the Offer with a false statement will void the Offer, any resulting
contract, and may be subject to legal penalties under law;

3. complies with A.R.S. § 41-3532 when offering electronics or information technology products, services, or maintenance; and

4. _ is not debarred from, or otherwise prohibited from participating in any contract awarded by federal, state, or local government.

ACCEPTANCE OF OFFER: State hereby accepts the initial Offer, Revised Offer, or Best and Final Offer identified by the latest date and
number at the top of this form (the Accepted Offer). Offeror is now bound (as Contractor) to carry out the Work under the attached Contract,

of which the Accepted Offer forms a part. Contractor is cautioned not to commence any billable work or to provide any material or perform
any service under the Contract until Contractor receives the applicable Order or written notice to proceed from the Procurement Officer.

State’s Contract Number is: CTR061838

Cann y/o Ge 8/24/2022 Wielanes Guys Deputy CPO for DPS
a | Randy Willa Title: Chief Procurement Officer

Procurement Officer Signature Award Date

4 Solicitation Attachments

Douglas A. Ducey Andy Tobin
Governor Director
ARIZONA DEPARTMENT OF ADMINISTRATION
STATE PROCUREMENT OFFICE
400 NORTH FIFTEENTH AVENUE 1 SUITE 402
PHOENIX, ARIZONA 85007
http://spo.az.gov

Sent via e-mail to: kdickenson@azprogroup.com
August 24, 2022

Re: Award of Contract No.CTR061838

Dear Kim Dickenson,
Thank you for submitting a response to Invitation to Bid No. B 167 | am pleased to inform you that
your company’s offer has been selected for award. 1 itial contract term is to begin September 1, 2022.

All offers received were evaluated in accordance with the evaluation criteria set forth in the solicitation
document. The procurement file for this solicitation, including evaluation documents and resultant contracts,
will be available for public viewing within three days of award via the State’s e-Procurement system.

In accordance with Special Terms and Conditions of the contract and prior to beginning any work under the
contract, your company is required to submit the following documents.

1. Certificate of Insurance to the State Procurement Office. The certificate of insurance shall indicate
that your company is in compliance with all insurance requirements contained in the contract. Make sure
to include the contract number in the Certificate Holder Box, separate pages for the endorsements
are required — Additional Insured and Waiver or Subrogation. You will be required to upload your
certificate of insurance to your supplier profile in APP, but please provide a copy of the COI for approval
purposes directly to me at cammy.hoang@azdoa.qov prior to the initial contract term.

2. NOTE: Our system will keep record of expiration dates shown in your COI and will flag the contract
for expired COI at the earliest date shown on your COI, it is your responsibility to provide an updated CO!
prior to the earliest expiration date.

You are cautioned not to begin any work under the contract until the Procurement Officer assigned to your
contract has issued a written notice to proceed.

If you have any questions regarding your company’s contract, please contact me

at cammy.hoang@azdoa.gov. Thank you for your response and for your continued interest in doing
business with the State of Arizona.

Sincerely,

Cammy Hoang, CPPB
Procurement Officer

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AZ PRO SIGNS, INC.

EXHIBIT B
Scope of Work

PROJECT

To provide materials and installation of vehicle graphics on city-owned vehicles, on an as-needed basis.

Contract Amendment

Arizona Department of
Administration
. : State P nt Offi
Vehicle Decal and Graphics a N. 15" Avenue, sa
Phoenix, AZ 85007
CTR061838 APP Amendment 1
AZ PRO SIGNS Ince

In accordance with the Special Terms and Conditions, Section 3.2, Contract Extensions, and Section 5.1,
Contract Amendments, this contract is amended as follows:

Contract is extended to September 2, 2024.

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED.

ACKNOWLEDGEMENT AND AUTHORIZATION

This amendment shall be fully executed upon the electronic approval in the State e-Procurement system by an authorized
representative of the Contractor and applied to the contract in the State e-Procurement system by the Procurement
Officer or delegate.
| Available online at |
app.az.gov

Page | 1

Request for Proposal Be torrents haa
. 100 N 15th Avenue
Notice Page Phoenix, AZ 85007
Solicitation Number: BPM004167
t 1
Description: Vehicle Decal & Graphics
t 1
Solicitation Due Date and Time: March 30%, 2022
T 1
Pre-Offer Conference: Pre-Offer Conference will not be conducted.

Proposals will only be accepted online in “The State’s e-Procurement System” at
https://app.az.gov until the “Bid/Offer Due Date” indicated in “The State’s e-Procurement
System” for the Solicitation No. shown at the top of this page. Proposals must be in the State
Procurement Office’s possession online no later than that deadline.

Submit technical inquiries about navigating and/or submitting proposals in the State’s e-Procurement
System to the State’s e-Procurement System Help Desk by phone at (602) 542-7600, option 2; or by

email to anp@azdoa.gov

LATE PROPOSALS WILL NOT BE CONSIDERED. No extension or grace period will be given for
delays or incomplete proposals caused by internet connectivity problems, file uploading difficulties, or
misunderstanding of the requirements or procedures for online submission in “The State’s e-
Procurement System”.

It is the responsibility of the supplier/offeror to routinely check the APP website for Solicitation
Amendments. Additional instructions for preparing an Offer are included in this solicitation.

Persons with a disability may request a reasonable accommodation, such as a sign language
interpreter, by contacting the Solicitation contact person. Requests shall be made as early as possible
to allow time to arrange for the accommodation.

Solicitation Requirements (rev 12/21) Page 1

Table of Contents Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007
Notice Page 1
Table of Contents 2
Solicitation Summary 3
Scope of Work 5
Special Terms and Conditions 8
Uniform Terms and Conditions 49
Exhibit | 59

Solicitation Requirements (rev 12/21) Page 2

Solicitation Summary Arizona Department of Administration

Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

What the State is Soliciting?

The Arizona Department of Administration, State Procurement Office (the State), as authorized under
A.R.S. § 41-2501 is seeking to establish one or more “statewide” contracts to provide furnishing, installing,
removing, and designing decals and graphics for vehicles.

The State anticipates awarding contract(s) with the intent to secure service coverage statewide. Whether
or not it actually enters into any contracts, how many contracts it enters into, and how the work is awarded
between those contracts are all at the State’s discretion. Furthermore, the State will use any awarded
contracts on an as-needed basis, with no guarantee as to its actual spending under them.

The State reserves the right to accept any item or combination of items specified in the solicitation, unless
the Offeror expressly restricts an item or combination of items in its Proposal, and conditions its response
on receiving all items for which it provided a proposal. In the event of such restriction, the State will
evaluate if an award on such basis will result with the best value and in the best interest for the State. The
State may otherwise determine at its sole discretion that such restriction is non-responsive and deem the
Offeror ineligible for further evaluation.

What is in the Solicitation?
2.1. At the time of publication, the following documents are included in the Solicitation:
2.1.1. | Attachment: BPM004167 Solicitation Requirements

Notice / Cover Page

Table of Contents

Solicitation Summary

Scope of Work

Special Terms and Conditions
Uniform Terms and Conditions
Exhibits

NNNNNNY
RARRRAS
masala
Noo ARwOLS

2.1.2. Attachment: BPM004167 Solicitation Instructions

2.1.2.1. Special Instructions to Offerors
2.1.2.2. Uniform Instructions to Offerors

2.1.3. Solicitation Attachments

2.1.3.1. Offer and Acceptance

2.1.3.2. Boycott of Israel Disclosure

2.1.3.3. Confidential Information Designation
2.1.3.4. Conformance Statements

2.1.3.5. | Key Personnel

2.1.3.6. Letter of Insurability

2.1.3.7. | Organization Profile

2.1.3.8. | Proposed Subcontractors

Solicitation Requirements (rev 12/21) Page 3

Solicitation Summary Arizona Department of Administration

Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

2.1.3.9. Exhibit |

2.2. The State may issue a Solicitation Amendment at any time after solicitation publication, and
before the proposal due date. It is the responsibility of the supplier/offeror to routinely check the
APP website for any Solicitation Amendments and revised documents.

Solicitation Requirements (rev 12/21) Page 4

Scope of Work Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

1.

Purpose and Background

1.1. The purpose of this solicitation is to establish a contract(s) to furnish, install, remove, or design
decals and graphics for vehicles for Eligible Agencies, Employees and the State of Arizona.

Scope of Work

2.1. Contractor shall furnish all labor, labor burdens, materials, equipment, tools, accessories, parts,
components, transportation services, permits, insurance, per diem, all applicable taxes, and all
other items of expense required to complete the work.

2.2. Contractor shall:
2.2.1. Have all services performed by qualified/experienced technicians and personnel.

2.2.2. Perform and complete all services in accordance with all applicable industry, best
practice, specifications and standards as well as any Agency supplied specifications.

2.2.3. Provide and maintain all equipment, software, and staff necessary to ensure the
provision of all services under this contract. The Contractor shall bear the full cost for
upgrading its equipment to be current with industry technology, which may be
necessary, for the cost effective, efficient, and timely provisions of all services under
this contract.

2.2.4. Complete all installation, removal, and repair services at the requesting Agency
business site or mutually agreed upon job site between the Agency and Contractor,
whatever is more convenient for the Agency.

2.2.5. Upon completion of services, clean, wash exterior and make ready for Agency buy
off (i.e. removal of excess grease/lubricants, finger/handprints, etc.) of all vehicles.

2.2.6. Be responsible for any faulty or overrun printing costs, per industry standard.

2.2.7. Provide warranty on all labor/craftsmanship for a minimum period of one year of the

installation date and for all materials as per the manufacturer’s warranty. The
Contractor shall repair or replace any work found to be defective during this period

2.3. Reference made to items, identified by trade name, is intended to show kind and quality of
products desired and is not intended to be restrictive or limit competition. The use of brand
names or manufacturer’s catalog references shall be constructed as quality level, method and
type of performance and does not indicate that item cited is mandatory. Products substantially
equivalent to those designated shall qualify for consideration.

Technical Specifications
3.1. Material utilized in the scope of work shall be equal to or greater than described.

3.2. All exterior non-printed decal material shall be 3M 680CR, or as otherwise specified, exterior
Solicitation Requirements (rev 12/21) - Page 5

Scope of Work Arizona Department of Administration
Request for Proposal State Procurement Office

Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

3.3.

3.4.

3.5.

3.6.

3.7.

3.8.

3.9.
3.10.
3.11.

3.12.

3.13.

3.14.

3.15.

printed decal material shall be 3M |J680CR- 10 with a 3M 8528 laminate, indoor printed material
shall be 3M 1J35C-10 with 3M 8518 laminate.

All exterior printed graphics shall employ a 3M 8528 gloss laminate for overprotection and
increased durability.

All interior printed graphics shall employ a 3M 8518 laminate for overprotection and increased
durability.

All ink utilized on both interior and exterior printed decals shall be recommended for said use
by the material manufacturer (3M).

Recommendedfabrication techniques shall be followed to assure product aesthetics, reflective
performance and durability.

Film shall have a permanent/removable-on-demand, pressure sensitive adhesive capable of
being applied at temperatures from 50°F to 100°F.

Size and shape of decals/graphics shall be engineered and produced so that each one fits
the specific body panel; therefore, the wheel arcs, door gaps, etc. are to be engineered and
cut by the decal/graphics manufacturer. All cuts shall allow for tolerances from vehicle to
vehicle.

There shall be no distortion in the shape of the decal.
Finished products shall show a clear-cut execution and shall be clean and neat.

Decals shall be capable of laying completely flat on the surface to which it is applied, and
shall not bubble, buckle, or crack.

The finished product shall conform to the quality standard of this specification in all
characteristics.

All decals shall be warranted against defects, burn-out, fading or lifting from the applied surface
for a period of 60 months or longer. All warranty work, including but not limited to removal,
repair, and re-installation shall be completed at the requesting Agency business site. At the
convenience of the Agency, a mutually agreed upon job site may be determined to differ from
the Agency business site.

All decals for corresponding body panels shall be one piece. Piecing decals together is not
acceptable and will be rejected.

Decal installation to comply with decal material manufacturer's installation techniques and
instructions.

Installation and Performance Specifications

4.1.

Solicitation Requirements (rev 12/21)

The Contractor shall use reasonable care to avoid damaging Agency vehicles or other property
while performing work under this contract. All Contractor caused damage shall be repaired or
replaced immediately or as mutually agreed upon by the Agency and the Contractor. Repairs
and/or replacements shall be subject to express approval by the Agency. All costs associated
with the repair and/or replacement of damage caused by the Contractor shall be borne by the
Contractor.

Scope of Work Arizona Department of Administration
Request for Proposal State Procurement Office

Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

4.3.

4.4.

4.5.

Any modifications to the design/placement of the decal must have express approval by the
Agency before any work modifications begin.

Final inspections shall be conducted by the Agency. All rework that is deemed required by the
Agency as a result of the inspections shall be immediately corrected with all costs borne by the
Contractor,

Contractor shall make an appointment with the requesting Agency to determine specific date,
time, detailed task description, and location where the Contractor shall arrive and perform work.

Contractor shall make every effort to accommodate specific requirements needed to gain access
to Agency property, including up to but not limited to, checking in at the front office, be escorted
by Agency personnel, etc.

Graphic Design

5.1.

5.2.

5.3.

Contractor shall have the capability to provide graphic design to accommodate visual needs of
the Agency. Graphic design(s) may originate from the Agency or may be created by the
Contractor. If provided by the Agency, a graphic designer shall review details of the job assuring
that quality and accuracy of the design and file is print ready.

All graphic design, including articles, photos, artwork, or any other material provided by the
Agency, or created by the Contractor under this contract, shall be owned by the Agency, and shall
not be shared or used by the Contractor in any other way except to provide the services outlined
in the Scope of Work. The Contractor shall protect this information and allow it to be accessed
only by individuals directly responsible for performing the services outlined in the Scope of Work.

The Contractor shall communicate with the Agency to ensure proofs are sent to the Agency and
gain express approval before production of material or installation commences.

Solicitation Requirements (rev 12/21) Page 7

Special Terms and Conditions Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

Compensation method

Contractor will be compensated based on the final detailed written quote approved by the
Customer.

Pricing

2.1. Contractor's Best Pricing. Supplier warrants that, for the term of the Contract, the prices
and discounts set out in the APP Items (F) tab will be equal to or better than the lowest
prices and largest discounts, both separately and in combination, at which Contractor sells
equivalent services, items of equipment and materials.

2.1.1, That price-plus-discount equivalence (“Contractor's Best Pricing”) is intended to
be irrespective of whether or not those other sales have special purchase terms,
conditions, rebates or allowances.

2.1.2. If Contractor's Best Pricing for equivalent services, items of equipment and
materials is better than the Contract Pricing, then Contractor agrees to adjust the
Contract Pricing to match the Contractor's Best Pricing for all sales related to the
Contractor made after the date when the Contractor's Best Pricing was first
better than the Contract Pricing.

2.1.3. For clarification of intent, that date is intended to be the date when the difference
first occurred, which might have been before the difference was first identified. If
it was before, then Supplier agrees to charge at less than the Contract Pricing
until the extended difference that would have been realized (i.e., if the
Contractor's Best Pricing had been applied when it should have been) has been
settled.

2.2. Pricing is altinclusive, including any ancillary fees and costs required to accomplish the
Scope of Work and all aspects of Contractor's offer as accepted by State. Details of service
not explicitly stated in the Scope of Work or in Contractor's Offer, but necessarily a part of,
are deemed to be understood by Contractor and included herein. All administrative,
reporting, or other requirements, all overhead costs and profit and any other costs toward
the accomplishment of the requirements in the Contract are included in the pricing
provided.

2.3. Price Increase. The State may review a fully documented request for a price increase. The
requested increase shall be in writing and be based upon a cost increase to the contractor
that was clearly unpredictable at the time of the offer and is directly correlated to the price
of the product concerned. Contractor must provide conclusive evidence of a need for any
price increases such as being substantiated by the Producer Price Index, Consumer Price
Index, or similar pricing guide.

Solicitation Requirements (rev 12/21) Page 8

Special Terms and Conditions Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

2.3.1, Initial Contract prices will be honored for one year after award of Contract.

2.3.2, All written requests for price adjustments made by the contractor shall be initiated
thirty (30) days in advance of any desired price increase to allow the State
sufficient time to make a fair and equitable determination to any such requests.
This may be waived upon proper documentation demonstrating the urgency of
the request.

2.3.3. All price adjustments will be implemented by a formal contract amendment. State
shall determine whether the requested price increase or an alternate option is in
the best interest of State.

2.4. Price Reductions. Price reductions shall be immediately passed along to State and may
be submitted in writing to State for consideration at any time during the Contract period.
The contractor shall offer State a price reduction on the Contract product(s) concurrent with
a published price reduction made to other customers. The State at its own discretion may
accept a price reduction. The price reduction request shall be in writing and include
documentation showing the actual reduction of cost. Sales promotions requests shall
include difference in pricing, begin, and end date of promotion along with the products
covered.

2.5. Additional Charges. Any charges or fees not delineated in the Contract may not be added,
billed, or invoiced under the Contract.

2.6. Travel. Contractor shall get written approval prior to any travel under the Contract in which
reimbursement of expenses will be requested. Contractor will be reimbursed for actual
expenses incurred in accordance with the current rates specified in the State's Travel
Policy. Contractor shall itemize all per diem and lodging charges. State Travel Policy,
including State rates, may be located at https://gao.az.gov/travel. The Eligible Entity /
Customer shall reject any claim for travel reimbursement without prior written approval.

Funding

No particular funding considerations apart from paragraph 4.4 [Availability of Funds for the Next
State fiscal year] and 4.5 [Availability of Funds for the current State fiscal year] of the Uniform
Terms and Conditions have been identified as of the Solicitation date.

Invoicing

4.1. Invoices Go To Buying Entity. Contractor shall submit all billing notices or invoices to the
ordering Eligible Entity/Customer (e.g. Eligible Agency or Co-Op Buyer) at the address
indicated on the applicable Order document or by utilizing the Buying Entity’s purchasing
tool/process.

4.2. Minimum Invoice Requirements. Every invoice must include the following information:

Solicitation Requirements (rev 12/21) Page 9

Special Terms and Conditions

Request for Proposal
Solicitation No. BPM004167
Vehicle Decal & Graphics

Arizona Department of Administration
State Procurement Office
100 N 15th Avenue
Phoenix, AZ 85007

4.2.1.
4.2.2.
4.2.3.
4.2.4.
4.2.5.
4.2.6.
4.2.7.
4.2.8.
4.2.9.
4.2.10.
4.2.11.
4.2.12.
4.2.13.
4.2.14.
4.2.15.
4.2.16.

Bill-to name and address

Contractor name and contact information
Remit-to address

Invoice number and date

State contract number

Order number (APP PO number)

Date the services performed

Applicable payment terms

Material or Service description (Itemized)
Quantity delivered or performed

Line item unit of measure

Item price

Extended pricing

Taxes (as a separate invoice line item)
Mailing fees (if applicable)

Total invoice amount due

4.3. No Invoice Without Authorization. Contractor shall not seek payment for any:

4.3.1.
4.3.2.

4.3.3.

Materials or Services that have not been authorized on an acknowledged Order;

Expediting, overtime, premiums, or upcharges absent State’s express prior

approval; or

Materials or Services that are the subject of a Contract Amendment that has not

been fully signed.

4.4. Submitting Invoices. Contractor shall submit an invoice to the ordering Eligible Agency or
Co-Op Buyer using the form and/or process provided or required by the ordering Eligible
Entity/Customer (Eligible Agency or Co-Op Buyer). Every invoice must be signed by
Contractor's authorized representative and accompanied by all supporting information and

documentation required by the Contract and applicable laws.

4.5. Defective Invoices. Without prejudice to its other rights under the Contract or further
obligation to Contractor, the ordering Eligible Entity/Customer (Eligible Agency or Co-Op
Buyer) may, at its discretion, reject any materially defective invoice.

4.5.1.

4.5.2.

The ordering Authorize Entity/Customer (Eligible Agency or Co-Op Buyer) shall
notify the Contractor within 5 (five) business days after receipt if it determines an

invoice to be materially defective.

Invoices will be deemed automatically rejected upon delivery if they:

4.5.2.1. are sent to an incorrect address;

Solicitation Requirements (rev 12/21)

Page 10

Special Terms and Conditions Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

4.5.2.2. do not reference the correct State contract or APP Order number; or
4.5.2.3. are payable to any Person other than the Contractor.

4.5.3. The ordering Eligible Entity/Customer (Eligible Agency or Co-Op Buyer) will have
no obligation to pay against a defective invoice unless and until Contractor has
re-submitted it free of defects.

Payments

5.1. Payment. The applicable Eligible Agency or Co-Op Buyer shall pay undisputed amounts
due to Contractor within the time period specified in Section 4.0 Costs and Payments of
the Uniform Terms and Conditions

5.2. Joint checks or direct pay. Applicable Eligible Agency or Co-Op Buyer may, but is under
no obligation to, pay by joint check or to pay directly to any Subcontractor or other creditor
to whom any portion of Contractor's requested payment is owed.

5.3. Recovery of overpayment. If applicable, Eligible Agency or Co-Op Buyer determines that
an over-payment has been made to Contractor on any prior invoice, it shall inform
Contractor of the amount and date of the overpayment and may deduct the overpaid
amount from amounts then or thereafter due to Contractor.

5.4. Payment to subcontractors. Contractor shall make payment of all undisputed amounts due
to Subcontractors within thirty (30) days of receipt of funds from applicable Eligible Agency
or Co-Op Buyer applicable to their services.

5.5. Purchasing card. Applicable Eligible Agency or Co-Op Buyer may pay invoices for some or
all Orders using a purchasing card. Any and all fees related to payment using a Purchasing
Card are the responsibility of the Contractor. Unless otherwise stated in the Contract there
will be no additional fees or increase in prices associated with this method of payment.

5.6. | Automated clearing house. Applicable Eligible Agency or Co-Op Buyer may pay invoices
for some or all Orders through an Automated Clearing House (ACH). In order to receive
payments in this manner from Eligible Agencies, the Contractor must complete an ACH
Vendor Authorization Form (form GAO-618) within 30 (thirty) days after the effective date
of the Contract. The form is available online at: https://gao.az.qov/afis/vendor-
information

Solicitation Requirements (rev 12/21) Page 11

Special Terms and Conditions Arizona Department of Administration
Request for Proposal State Procurement Office
Solicitation No. BPM004167 100 N 15th Avenue
Vehicle Decal & Graphics Phoenix, AZ 85007

1. Definition of Terms: As used in the Contract, the terms listed below are defined as follows:

1.1.

1.2.

1.3.

1.4.

1.5.

1.6.

1.7.

1.8.

1.9.

Acceptance: The document titled “Offer and Acceptance Form” bearing the State contract
number once Procurement Officer has signed it to signify (1) State’s formal acceptance of
the Accepted Offer and (2) the formation of the Contract. For clarity of intent, the foregoing
is not to be confused with the term “acceptance” used throughout the Contract in the context
of delivery, inspection, etc., with respect to Materials or Services.

Accepted Offer:

1.2.1. If State did not request a Revised Offer, then “Accepted Offer” means the Initial
Offer.

1.2.2. If State requested a Revised Offer but not a Best and Final Offer, then “Accepted
Offer” means the latest Revised Offer.

1.2.3. If State requested a Best and Final Offer, then “Accepted Offer” means the Best
and Final Offer.

Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) and Arizona Administrative
Code (A.A.C.) are each defined in the Instructions to Offerors.

Arizona Transaction Privilege Tax (TPT): For information, refer to the Arizona Department of

Revenue (DOR) website at: https://www.azdor.gov/business/transactionprivilegetax.aspx
Attachment. Any item that:

1.5.1. The Solicitation required Offeror to submit as part of the Offer (e.g., Initial Offer,
Revised Offer, or Best and Final Offer);

1.5.2. | Was attached to an Offer when submitted; and
1.5.3. | Was included in the Accepted Offer.

Pricing Document. Section Pricing Document of the Solicitation Requirements document of
the Solicitation Documents, provided that, if there is no such Section in the Contract, then
“Pricing Document” is to be construed as referring to whatever item in the Contract contains
the contracted pricing and payment provisions.

Contract Amendment. A document signed by the Procurement Officer that has been issued
for the purpose of making changes to the Contract after execution.

Contract Terms and Conditions. The Special Terms and Conditions and the Uniform Terms
and Conditions taken collectively.

Contractor. The Person identified on the Accepted Offer who has entered into the Contract
with the State.

Solicitation Requirements (rev 12/21) Page 12